0001564590-21-009422.txt : 20210226 0001564590-21-009422.hdr.sgml : 20210226 20210226160926 ACCESSION NUMBER: 0001564590-21-009422 CONFORMED SUBMISSION TYPE: 10-K PUBLIC DOCUMENT COUNT: 130 CONFORMED PERIOD OF REPORT: 20201231 FILED AS OF DATE: 20210226 DATE AS OF CHANGE: 20210226 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EVERBRIDGE, INC. CENTRAL INDEX KEY: 0001437352 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-37874 FILM NUMBER: 21688807 BUSINESS ADDRESS: STREET 1: 25 CORPORATE DRIVE STREET 2: SUITE 400 CITY: BURLINGTON STATE: MA ZIP: 01803 BUSINESS PHONE: 818-230-9700 MAIL ADDRESS: STREET 1: 25 CORPORATE DRIVE STREET 2: SUITE 400 CITY: BURLINGTON STATE: MA ZIP: 01803 FORMER COMPANY: FORMER CONFORMED NAME: 3N GLOBAL INC DATE OF NAME CHANGE: 20080611 10-K 1 evbg-10k_20201231.htm 10-K evbg-10k_20201231.htm
false FY 0001437352 --12-31 true true true true true true true true true evbg:AccountingStandardsUpdates201613RetrospectiveMember P5D P5D P30D true true us-gaap:AccountingStandardsUpdate201409RetrospectiveMember true P3Y us-gaap:AccountingStandardsUpdate201602RetrospectiveMember evbg:AccountingStandardsUpdates201613RetrospectiveMember evbg:AccountingStandardsUpdates201813ProspectiveMember us-gaap:AccountingStandardsUpdate201815ProspectiveMember us-gaap:AccountingStandardsUpdate201409Member us-gaap:AccountingStandardsUpdate201409Member P5Y P9Y P5Y P3Y P3Y P3Y6M14D P3Y6M7D P7Y4M28D P3Y P3Y6M P6Y10M2D 33.06 P0Y P0Y P6Y 0.45 0.0272 P6M P6M P6M 0.55 0.40 58.75 0.50 0.0298 0.45 0.65 0.60 0.0012 0.0193 0.0118 0.0029 0.0252 0.0233 P6Y3M18D P6Y3M18D P5Y10M24D us-gaap:OtherLiabilitiesCurrent us-gaap:OtherLiabilitiesCurrent us-gaap:OtherLiabilitiesNoncurrent us-gaap:OtherLiabilitiesNoncurrent 0001437352 2020-01-01 2020-12-31 xbrli:shares 0001437352 2021-02-23 iso4217:USD 0001437352 2020-06-30 0001437352 2020-12-31 0001437352 2019-12-31 iso4217:USD xbrli:shares 0001437352 2019-01-01 2019-12-31 0001437352 2018-01-01 2018-12-31 0001437352 us-gaap:CommonStockMember 2017-12-31 0001437352 us-gaap:AdditionalPaidInCapitalMember 2017-12-31 0001437352 us-gaap:RetainedEarningsMember 2017-12-31 0001437352 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2017-12-31 0001437352 2017-12-31 0001437352 us-gaap:RetainedEarningsMember srt:CumulativeEffectPeriodOfAdoptionAdjustmentMember 2017-12-31 0001437352 srt:CumulativeEffectPeriodOfAdoptionAdjustmentMember 2017-12-31 0001437352 us-gaap:RetainedEarningsMember 2018-01-01 2018-12-31 0001437352 us-gaap:AdditionalPaidInCapitalMember 2018-01-01 2018-12-31 0001437352 us-gaap:CommonStockMember 2018-01-01 2018-12-31 0001437352 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2018-01-01 2018-12-31 0001437352 us-gaap:CommonStockMember 2018-12-31 0001437352 us-gaap:AdditionalPaidInCapitalMember 2018-12-31 0001437352 us-gaap:RetainedEarningsMember 2018-12-31 0001437352 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2018-12-31 0001437352 2018-12-31 0001437352 us-gaap:CommonStockMember 2019-01-01 2019-12-31 0001437352 us-gaap:AdditionalPaidInCapitalMember 2019-01-01 2019-12-31 0001437352 us-gaap:AdditionalPaidInCapitalMember evbg:ConvertibleNotesDueTwoThousandTwentyFourMember 2019-01-01 2019-12-31 0001437352 evbg:ConvertibleNotesDueTwoThousandTwentyFourMember 2019-01-01 2019-12-31 0001437352 us-gaap:AdditionalPaidInCapitalMember evbg:ConvertibleSeniorNotesDueTwoThousandTwentyTwoMember 2019-01-01 2019-12-31 0001437352 evbg:ConvertibleSeniorNotesDueTwoThousandTwentyTwoMember 2019-01-01 2019-12-31 0001437352 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2019-01-01 2019-12-31 0001437352 us-gaap:RetainedEarningsMember 2019-01-01 2019-12-31 0001437352 us-gaap:CommonStockMember 2019-12-31 0001437352 us-gaap:AdditionalPaidInCapitalMember 2019-12-31 0001437352 us-gaap:RetainedEarningsMember 2019-12-31 0001437352 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2019-12-31 0001437352 us-gaap:CommonStockMember 2020-01-01 2020-12-31 0001437352 us-gaap:AdditionalPaidInCapitalMember 2020-01-01 2020-12-31 0001437352 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2020-01-01 2020-12-31 0001437352 us-gaap:RetainedEarningsMember 2020-01-01 2020-12-31 0001437352 us-gaap:CommonStockMember 2020-12-31 0001437352 us-gaap:AdditionalPaidInCapitalMember 2020-12-31 0001437352 us-gaap:RetainedEarningsMember 2020-12-31 0001437352 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2020-12-31 0001437352 evbg:ConnexientIncMember 2020-01-01 2020-12-31 0001437352 evbg:CNLSoftwareLimitedMember 2020-01-01 2020-12-31 0001437352 evbg:OneTwoManyGroupBVMember 2020-01-01 2020-12-31 0001437352 evbg:TechwanSAMember 2020-01-01 2020-12-31 0001437352 evbg:SnapCommsLimitedMember 2020-01-01 2020-12-31 0001437352 evbg:MissionModeSolutionsIncMember 2020-01-01 2020-12-31 0001437352 evbg:NC4IncAndNC4PublicSectorLLCMember 2020-01-01 2020-12-31 0001437352 evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember 2020-01-01 2020-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember 2020-01-01 2020-12-31 0001437352 us-gaap:AccountingStandardsUpdate201409Member 2020-01-01 2020-12-31 0001437352 us-gaap:AccountingStandardsUpdate201602Member 2019-12-31 0001437352 us-gaap:AccountingStandardsUpdate201602Member 2019-01-01 2019-12-31 0001437352 us-gaap:AccountingStandardsUpdate201602Member 2019-01-01 0001437352 us-gaap:AccountingStandardsUpdate201613Member 2020-12-31 0001437352 us-gaap:AccountingStandardsUpdate201613Member 2020-01-01 2020-12-31 0001437352 us-gaap:AccountingStandardsUpdate201813Member 2020-12-31 0001437352 us-gaap:AccountingStandardsUpdate201813Member 2020-01-01 2020-12-31 0001437352 us-gaap:AccountingStandardsUpdate201815Member 2020-12-31 0001437352 us-gaap:AccountingStandardsUpdate201815Member 2020-01-01 2020-12-31 0001437352 srt:MaximumMember 2020-12-31 evbg:Customer 0001437352 us-gaap:CustomerConcentrationRiskMember us-gaap:RevenueFromContractWithCustomerMember 2020-01-01 2020-12-31 0001437352 us-gaap:CustomerConcentrationRiskMember us-gaap:RevenueFromContractWithCustomerMember 2019-01-01 2019-12-31 0001437352 us-gaap:CustomerConcentrationRiskMember us-gaap:RevenueFromContractWithCustomerMember 2018-01-01 2018-12-31 0001437352 us-gaap:CustomerConcentrationRiskMember us-gaap:AccountsReceivableMember 2020-01-01 2020-12-31 0001437352 us-gaap:CustomerConcentrationRiskMember us-gaap:AccountsReceivableMember 2019-01-01 2019-12-31 0001437352 us-gaap:OfficeEquipmentMember 2020-01-01 2020-12-31 0001437352 evbg:ComputerAndSystemSoftwareMember 2020-01-01 2020-12-31 0001437352 evbg:SystemsHardwareMember 2020-01-01 2020-12-31 0001437352 us-gaap:FurnitureAndFixturesMember 2020-01-01 2020-12-31 0001437352 us-gaap:SoftwareAndSoftwareDevelopmentCostsMember 2020-01-01 2020-12-31 0001437352 us-gaap:TradeNamesMember srt:MinimumMember 2020-01-01 2020-12-31 0001437352 us-gaap:TradeNamesMember srt:MaximumMember 2020-01-01 2020-12-31 0001437352 us-gaap:CustomerRelationshipsMember srt:MinimumMember 2020-01-01 2020-12-31 0001437352 us-gaap:CustomerRelationshipsMember srt:MaximumMember 2020-01-01 2020-12-31 0001437352 us-gaap:DevelopedTechnologyRightsMember srt:MinimumMember 2020-01-01 2020-12-31 0001437352 us-gaap:DevelopedTechnologyRightsMember srt:MaximumMember 2020-01-01 2020-12-31 0001437352 srt:MinimumMember 2020-01-01 2020-12-31 0001437352 srt:MaximumMember 2020-01-01 2020-12-31 0001437352 2020-11-29 2020-11-30 0001437352 evbg:ReceivableAndContractAssetsMember 2020-01-01 2020-12-31 0001437352 evbg:ReceivableAndContractAssetsMember 2019-01-01 2019-12-31 0001437352 evbg:ReceivableAndContractAssetsMember 2018-01-01 2018-12-31 0001437352 us-gaap:FurnitureAndFixturesMember 2020-12-31 0001437352 us-gaap:FurnitureAndFixturesMember 2019-12-31 0001437352 us-gaap:LeaseholdImprovementsMember 2020-12-31 0001437352 us-gaap:LeaseholdImprovementsMember 2019-12-31 0001437352 evbg:SystemsHardwareMember 2020-12-31 0001437352 evbg:SystemsHardwareMember 2019-12-31 0001437352 us-gaap:OfficeEquipmentMember 2020-12-31 0001437352 us-gaap:OfficeEquipmentMember 2019-12-31 0001437352 evbg:ComputerAndSystemSoftwareMember 2020-12-31 0001437352 evbg:ComputerAndSystemSoftwareMember 2019-12-31 0001437352 us-gaap:LeaseholdImprovementsMember 2020-01-01 2020-12-31 0001437352 us-gaap:LeaseholdImprovementsMember srt:MaximumMember 2020-12-31 0001437352 us-gaap:LeaseholdImprovementsMember srt:MaximumMember 2020-01-01 2020-12-31 0001437352 us-gaap:SoftwareAndSoftwareDevelopmentCostsMember 2019-12-31 0001437352 us-gaap:SoftwareAndSoftwareDevelopmentCostsMember 2019-01-01 2019-12-31 0001437352 us-gaap:SoftwareAndSoftwareDevelopmentCostsMember 2020-12-31 0001437352 us-gaap:FairValueMeasurementsNonrecurringMember 2020-01-01 2020-12-31 0001437352 us-gaap:FairValueMeasurementsNonrecurringMember 2019-01-01 2019-12-31 0001437352 us-gaap:FairValueMeasurementsNonrecurringMember 2018-01-01 2018-12-31 0001437352 us-gaap:FairValueMeasurementsRecurringMember us-gaap:FairValueInputsLevel1Member us-gaap:MoneyMarketFundsMember 2020-12-31 0001437352 us-gaap:FairValueMeasurementsRecurringMember us-gaap:MoneyMarketFundsMember 2020-12-31 0001437352 us-gaap:FairValueMeasurementsRecurringMember us-gaap:FairValueInputsLevel1Member 2020-12-31 0001437352 us-gaap:FairValueMeasurementsRecurringMember 2020-12-31 0001437352 us-gaap:FairValueMeasurementsRecurringMember us-gaap:FairValueInputsLevel3Member 2020-12-31 0001437352 us-gaap:FairValueMeasurementsRecurringMember us-gaap:FairValueInputsLevel2Member 2020-12-31 0001437352 us-gaap:FairValueMeasurementsRecurringMember us-gaap:FairValueInputsLevel1Member us-gaap:MoneyMarketFundsMember 2019-12-31 0001437352 us-gaap:FairValueMeasurementsRecurringMember us-gaap:MoneyMarketFundsMember 2019-12-31 0001437352 us-gaap:FairValueMeasurementsRecurringMember us-gaap:FairValueInputsLevel1Member 2019-12-31 0001437352 us-gaap:FairValueMeasurementsRecurringMember 2019-12-31 0001437352 evbg:TechwanSAMember 2020-05-27 0001437352 evbg:TechwanSAMember us-gaap:OtherNonoperatingIncomeExpenseMember 2020-01-01 2020-12-31 0001437352 evbg:MissionModeSolutionsIncMember 2019-01-01 2019-12-31 xbrli:pure 0001437352 evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember 2020-12-31 0001437352 evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember 2019-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember 2020-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember 2019-12-31 0001437352 us-gaap:DevelopedTechnologyRightsMember 2020-12-31 0001437352 us-gaap:TradeNamesMember 2020-12-31 0001437352 us-gaap:CustomerRelationshipsMember 2020-12-31 0001437352 us-gaap:DevelopedTechnologyRightsMember srt:WeightedAverageMember 2020-01-01 2020-12-31 0001437352 us-gaap:TradeNamesMember srt:WeightedAverageMember 2020-01-01 2020-12-31 0001437352 us-gaap:CustomerRelationshipsMember srt:WeightedAverageMember 2020-01-01 2020-12-31 0001437352 us-gaap:DevelopedTechnologyRightsMember 2019-12-31 0001437352 us-gaap:TradeNamesMember 2019-12-31 0001437352 us-gaap:CustomerRelationshipsMember 2019-12-31 0001437352 us-gaap:DevelopedTechnologyRightsMember srt:WeightedAverageMember 2019-01-01 2019-12-31 0001437352 us-gaap:TradeNamesMember srt:WeightedAverageMember 2019-01-01 2019-12-31 0001437352 us-gaap:CustomerRelationshipsMember srt:WeightedAverageMember 2019-01-01 2019-12-31 0001437352 us-gaap:DevelopedTechnologyRightsMember us-gaap:CostOfSalesMember 2020-01-01 2020-12-31 0001437352 us-gaap:DevelopedTechnologyRightsMember us-gaap:CostOfSalesMember 2019-01-01 2019-12-31 0001437352 us-gaap:DevelopedTechnologyRightsMember us-gaap:CostOfSalesMember 2018-01-01 2018-12-31 0001437352 us-gaap:DevelopedTechnologyRightsMember 2020-12-01 2020-12-31 0001437352 us-gaap:TechnologyBasedIntangibleAssetsMember 2020-12-01 2020-12-31 0001437352 evbg:ConnexientIncMember 2020-02-07 2020-02-07 0001437352 evbg:ConnexientIncMember 2020-02-07 0001437352 evbg:ConnexientIncMember 2020-12-31 0001437352 evbg:ConnexientIncMember us-gaap:TechnologyBasedIntangibleAssetsMember 2020-02-07 0001437352 evbg:ConnexientIncMember us-gaap:TradeNamesMember 2020-02-07 0001437352 evbg:ConnexientIncMember us-gaap:CustomerRelationshipsMember 2020-02-07 0001437352 us-gaap:TechnologyBasedIntangibleAssetsMember evbg:ConnexientIncMember 2020-01-01 2020-12-31 0001437352 us-gaap:CustomerRelationshipsMember evbg:ConnexientIncMember 2020-01-01 2020-12-31 0001437352 us-gaap:TradeNamesMember evbg:ConnexientIncMember 2020-01-01 2020-12-31 0001437352 evbg:ConnexientIncMember us-gaap:GeneralAndAdministrativeExpenseMember 2020-01-01 2020-12-31 0001437352 evbg:CNLSoftwareLimitedMember 2020-02-24 2020-02-25 0001437352 evbg:CNLSoftwareLimitedMember 2020-02-25 0001437352 us-gaap:TechnologyBasedIntangibleAssetsMember evbg:CNLSoftwareLimitedMember 2020-02-25 0001437352 us-gaap:TradeNamesMember evbg:CNLSoftwareLimitedMember 2020-02-25 0001437352 us-gaap:CustomerRelationshipsMember evbg:CNLSoftwareLimitedMember 2020-02-25 0001437352 us-gaap:TechnologyBasedIntangibleAssetsMember evbg:CNLSoftwareLimitedMember 2020-01-01 2020-12-31 0001437352 us-gaap:CustomerRelationshipsMember evbg:CNLSoftwareLimitedMember 2020-01-01 2020-12-31 0001437352 us-gaap:TradeNamesMember evbg:CNLSoftwareLimitedMember 2020-01-01 2020-12-31 0001437352 evbg:CNLSoftwareLimitedMember us-gaap:GeneralAndAdministrativeExpenseMember 2020-01-01 2020-12-31 0001437352 evbg:OneTwoManyGroupBVMember 2020-03-19 2020-03-19 0001437352 evbg:OneTwoManyGroupBVMember 2020-03-19 0001437352 evbg:OneTwoManyGroupBVMember us-gaap:GeneralAndAdministrativeExpenseMember 2020-01-01 2020-12-31 0001437352 us-gaap:TechnologyBasedIntangibleAssetsMember evbg:OneTwoManyGroupBVMember 2020-03-19 0001437352 us-gaap:TradeNamesMember evbg:OneTwoManyGroupBVMember 2020-03-19 0001437352 us-gaap:CustomerRelationshipsMember evbg:OneTwoManyGroupBVMember 2020-03-19 0001437352 us-gaap:TechnologyBasedIntangibleAssetsMember evbg:OneTwoManyGroupBVMember 2020-01-01 2020-12-31 0001437352 us-gaap:CustomerRelationshipsMember evbg:OneTwoManyGroupBVMember 2020-01-01 2020-12-31 0001437352 us-gaap:TradeNamesMember evbg:OneTwoManyGroupBVMember 2020-01-01 2020-12-31 0001437352 evbg:TechwanSAMember 2020-05-27 2020-05-27 0001437352 evbg:TechwanSAMember us-gaap:GeneralAndAdministrativeExpenseMember 2020-01-01 2020-12-31 0001437352 us-gaap:TechnologyBasedIntangibleAssetsMember evbg:TechwanSAMember 2020-05-27 0001437352 us-gaap:TradeNamesMember evbg:TechwanSAMember 2020-05-27 0001437352 us-gaap:CustomerRelationshipsMember evbg:TechwanSAMember 2020-05-27 0001437352 us-gaap:TechnologyBasedIntangibleAssetsMember evbg:TechwanSAMember 2020-01-01 2020-12-31 0001437352 us-gaap:CustomerRelationshipsMember evbg:TechwanSAMember 2020-01-01 2020-12-31 0001437352 us-gaap:TradeNamesMember evbg:TechwanSAMember 2020-01-01 2020-12-31 0001437352 evbg:SnapCommsLimitedMember 2020-08-04 2020-08-04 0001437352 evbg:SnapCommsLimitedMember 2020-08-04 0001437352 evbg:SnapCommsLimitedMember us-gaap:GeneralAndAdministrativeExpenseMember 2020-01-01 2020-12-31 0001437352 us-gaap:TechnologyBasedIntangibleAssetsMember evbg:SnapCommsLimitedMember 2020-08-04 0001437352 us-gaap:TradeNamesMember evbg:SnapCommsLimitedMember 2020-08-04 0001437352 us-gaap:CustomerRelationshipsMember evbg:SnapCommsLimitedMember 2020-08-04 0001437352 us-gaap:TechnologyBasedIntangibleAssetsMember evbg:SnapCommsLimitedMember 2020-01-01 2020-12-31 0001437352 us-gaap:CustomerRelationshipsMember evbg:SnapCommsLimitedMember 2020-01-01 2020-12-31 0001437352 us-gaap:TradeNamesMember evbg:SnapCommsLimitedMember 2020-01-01 2020-12-31 0001437352 evbg:MissionModeSolutionsIncMember 2019-04-01 2019-04-01 0001437352 evbg:MissionModeSolutionsIncMember 2019-04-01 0001437352 evbg:MissionModeSolutionsIncMember us-gaap:GeneralAndAdministrativeExpenseMember 2019-01-01 2019-12-31 0001437352 evbg:MissionModeSolutionsIncMember 2019-12-31 0001437352 us-gaap:TradeNamesMember evbg:MissionModeSolutionsIncMember 2019-12-31 0001437352 us-gaap:TechnologyBasedIntangibleAssetsMember evbg:MissionModeSolutionsIncMember 2019-12-31 0001437352 us-gaap:CustomerRelationshipsMember evbg:MissionModeSolutionsIncMember 2019-12-31 0001437352 us-gaap:TechnologyBasedIntangibleAssetsMember evbg:MissionModeSolutionsIncMember 2020-01-01 2020-12-31 0001437352 us-gaap:CustomerRelationshipsMember evbg:MissionModeSolutionsIncMember 2020-01-01 2020-12-31 0001437352 us-gaap:TradeNamesMember evbg:MissionModeSolutionsIncMember 2020-01-01 2020-12-31 0001437352 evbg:NC4IncNC4PublicSectorLLCAndCeleriumGroupMember 2019-07-29 2019-07-29 0001437352 evbg:NC4IncAndNC4PublicSectorLLCMember 2019-07-29 2019-07-29 0001437352 evbg:NC4IncAndNC4PublicSectorLLCMember 2019-07-29 0001437352 evbg:NC4IncAndNC4PublicSectorLLCMember 2019-12-31 0001437352 evbg:NC4IncAndNC4PublicSectorLLCMember us-gaap:TechnologyBasedIntangibleAssetsMember 2019-12-31 0001437352 evbg:NC4IncAndNC4PublicSectorLLCMember us-gaap:TradeNamesMember 2019-12-31 0001437352 evbg:NC4IncAndNC4PublicSectorLLCMember us-gaap:CustomerRelationshipsMember 2019-12-31 0001437352 evbg:NC4IncAndNC4PublicSectorLLCMember 2019-01-01 2019-12-31 0001437352 us-gaap:TechnologyBasedIntangibleAssetsMember evbg:NC4IncAndNC4PublicSectorLLCMember 2020-01-01 2020-12-31 0001437352 us-gaap:CustomerRelationshipsMember evbg:NC4IncAndNC4PublicSectorLLCMember 2020-01-01 2020-12-31 0001437352 us-gaap:TradeNamesMember evbg:NC4IncAndNC4PublicSectorLLCMember 2020-01-01 2020-12-31 0001437352 evbg:NC4IncAndNC4PublicSectorLLCMember us-gaap:GeneralAndAdministrativeExpenseMember 2019-01-01 2019-12-31 0001437352 evbg:NC4IncAndNC4PublicSectorLLCMember 2019-08-01 2019-12-31 0001437352 evbg:NC4IncAndNC4PublicSectorLLCMember 2018-01-01 2018-12-31 0001437352 evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember us-gaap:OverAllotmentOptionMember 2019-12-31 0001437352 evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember 2019-12-01 2019-12-31 utr:D 0001437352 evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember evbg:ScenarioOneMember 2020-01-01 2020-12-31 0001437352 evbg:ScenarioTwoMember evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember 2020-01-01 2020-12-31 0001437352 evbg:ZeroPointOneTwoFivePercentageCouponMember evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember 2020-01-01 2020-12-31 0001437352 evbg:ZeroPointOneTwoFivePercentageCouponMember evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember 2019-01-01 2019-12-31 0001437352 evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember 2019-01-01 2019-12-31 0001437352 evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember evbg:ZeroPointOneTwoFivePercentageCouponMember 2020-12-31 0001437352 evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember us-gaap:EstimateOfFairValueFairValueDisclosureMember 2020-12-31 0001437352 evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember us-gaap:CarryingReportedAmountFairValueDisclosureMember 2020-12-31 0001437352 evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember us-gaap:EstimateOfFairValueFairValueDisclosureMember 2019-12-31 0001437352 evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember us-gaap:CarryingReportedAmountFairValueDisclosureMember 2019-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember 2017-11-30 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember us-gaap:OverAllotmentOptionMember 2017-11-30 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember 2017-11-01 2017-11-30 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember evbg:ScenarioOneMember 2020-01-01 2020-12-31 0001437352 evbg:ScenarioTwoMember evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember 2020-01-01 2020-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember 2018-01-01 2018-06-30 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoRepurchaseMember 2019-01-01 2019-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoRepurchaseMember 2019-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoRepurchaseMember 2020-01-01 2020-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoRepurchaseMember 2020-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoRepurchaseMember srt:MinimumMember 2020-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoRepurchaseMember srt:MaximumMember 2020-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoRepurchaseMember 2020-12-30 2020-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember 2017-11-29 2017-11-30 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember 2019-01-01 2019-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember evbg:OnePointFiveZeroPercentageCouponMember 2020-01-01 2020-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember evbg:OnePointFiveZeroPercentageCouponMember 2019-01-01 2019-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember evbg:OnePointFiveZeroPercentageCouponMember 2018-01-01 2018-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember 2018-01-01 2018-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember evbg:OnePointFiveZeroPercentageCouponMember 2020-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember us-gaap:EstimateOfFairValueFairValueDisclosureMember 2020-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember us-gaap:CarryingReportedAmountFairValueDisclosureMember 2020-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember us-gaap:EstimateOfFairValueFairValueDisclosureMember 2019-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember us-gaap:CarryingReportedAmountFairValueDisclosureMember 2019-12-31 0001437352 evbg:TwoThousandSixteenEquityIncentivePlanMember 2016-09-15 0001437352 srt:MaximumMember evbg:TwoThousandSixteenEmployeeStockPurchasePlanMember 2016-09-15 0001437352 us-gaap:CommonStockMember evbg:TwoThousandSixteenEmployeeStockPurchasePlanMember 2016-09-14 2016-09-15 0001437352 us-gaap:CommonStockMember srt:MaximumMember evbg:TwoThousandSixteenEmployeeStockPurchasePlanMember 2016-09-14 2016-09-15 0001437352 evbg:TwoThousandSixteenEmployeeStockPurchasePlanMember 2016-09-14 2016-09-15 0001437352 evbg:TwoThousandSixteenEmployeeStockPurchasePlanMember 2020-01-01 2020-12-31 0001437352 evbg:TwoThousandSixteenEmployeeStockPurchasePlanMember 2019-01-01 2019-12-31 0001437352 evbg:TwoThousandSixteenEmployeeStockPurchasePlanMember 2018-01-01 2018-12-31 0001437352 evbg:TwoThousandSixteenEmployeeStockPurchasePlanMember 2020-12-31 0001437352 us-gaap:EmployeeStockOptionMember 2020-01-01 2020-12-31 0001437352 us-gaap:EmployeeStockOptionMember 2018-01-01 2018-12-31 0001437352 us-gaap:EmployeeStockOptionMember 2019-01-01 2019-12-31 0001437352 us-gaap:EmployeeStockOptionMember srt:MinimumMember 2018-01-01 2018-12-31 0001437352 us-gaap:EmployeeStockOptionMember srt:MaximumMember 2018-01-01 2018-12-31 0001437352 us-gaap:EmployeeStockOptionMember srt:MinimumMember 2020-01-01 2020-12-31 0001437352 us-gaap:EmployeeStockOptionMember srt:MinimumMember 2019-01-01 2019-12-31 0001437352 us-gaap:RestrictedStockMember 2020-01-01 2020-12-31 0001437352 us-gaap:RestrictedStockMember 2019-01-01 2019-12-31 0001437352 us-gaap:RestrictedStockMember 2018-01-01 2018-12-31 0001437352 us-gaap:RestrictedStockMember 2020-12-31 0001437352 evbg:PerformanceBasedRestrictedStockUnitsMember 2020-01-01 2020-12-31 0001437352 evbg:PerformanceBasedRestrictedStockUnitsMember srt:MinimumMember 2020-01-01 2020-12-31 0001437352 evbg:PerformanceBasedRestrictedStockUnitsMember srt:MaximumMember 2020-01-01 2020-12-31 0001437352 evbg:PerformanceBasedRestrictedStockUnitsMember us-gaap:ShareBasedCompensationAwardTrancheOneMember 2020-01-01 2020-12-31 0001437352 evbg:PerformanceBasedRestrictedStockUnitsMember us-gaap:ShareBasedCompensationAwardTrancheTwoMember 2020-01-01 2020-12-31 0001437352 evbg:PerformanceBasedRestrictedStockUnitsMember srt:MinimumMember 2020-12-31 0001437352 evbg:PerformanceBasedRestrictedStockUnitsMember srt:MaximumMember 2020-12-31 0001437352 evbg:PerformanceBasedRestrictedStockUnitsMember 2019-01-01 2019-12-31 0001437352 evbg:PerformanceBasedRestrictedStockUnitsMember 2018-01-01 2018-12-31 0001437352 evbg:PerformanceBasedRestrictedStockUnitsMember 2020-12-31 0001437352 evbg:MarketBasedRestrictedStockUnitsMember 2020-01-01 2020-12-31 0001437352 evbg:MarketBasedRestrictedStockUnitsMember 2019-01-01 2019-12-31 0001437352 evbg:MarketBasedRestrictedStockUnitsMember srt:MinimumMember 2019-01-01 2019-12-31 0001437352 evbg:MarketBasedRestrictedStockUnitsMember srt:MaximumMember 2019-01-01 2019-12-31 0001437352 evbg:MarketBasedRestrictedStockUnitsMember srt:MinimumMember 2020-12-31 0001437352 evbg:MarketBasedRestrictedStockUnitsMember srt:MaximumMember 2020-12-31 0001437352 evbg:MarketBasedRestrictedStockUnitsMember 2018-01-01 2018-12-31 0001437352 evbg:MarketBasedRestrictedStockUnitsMember 2020-12-31 0001437352 evbg:RestrictedStockUnitsAndPerformanceBasedRestrictedStockUnitsMember 2019-12-31 0001437352 evbg:RestrictedStockUnitsAndPerformanceBasedRestrictedStockUnitsMember 2020-01-01 2020-12-31 0001437352 evbg:RestrictedStockUnitsAndPerformanceBasedRestrictedStockUnitsMember 2020-12-31 0001437352 us-gaap:CostOfSalesMember 2020-01-01 2020-12-31 0001437352 us-gaap:CostOfSalesMember 2019-01-01 2019-12-31 0001437352 us-gaap:CostOfSalesMember 2018-01-01 2018-12-31 0001437352 us-gaap:SellingAndMarketingExpenseMember 2020-01-01 2020-12-31 0001437352 us-gaap:SellingAndMarketingExpenseMember 2019-01-01 2019-12-31 0001437352 us-gaap:SellingAndMarketingExpenseMember 2018-01-01 2018-12-31 0001437352 us-gaap:ResearchAndDevelopmentExpenseMember 2020-01-01 2020-12-31 0001437352 us-gaap:ResearchAndDevelopmentExpenseMember 2019-01-01 2019-12-31 0001437352 us-gaap:ResearchAndDevelopmentExpenseMember 2018-01-01 2018-12-31 0001437352 us-gaap:GeneralAndAdministrativeExpenseMember 2020-01-01 2020-12-31 0001437352 us-gaap:GeneralAndAdministrativeExpenseMember 2019-01-01 2019-12-31 0001437352 us-gaap:GeneralAndAdministrativeExpenseMember 2018-01-01 2018-12-31 0001437352 us-gaap:ConvertibleDebtSecuritiesMember 2020-01-01 2020-12-31 0001437352 us-gaap:ConvertibleDebtSecuritiesMember 2019-01-01 2019-12-31 0001437352 us-gaap:ConvertibleDebtSecuritiesMember 2018-01-01 2018-12-31 0001437352 us-gaap:StockCompensationPlanMember 2020-01-01 2020-12-31 0001437352 us-gaap:StockCompensationPlanMember 2019-01-01 2019-12-31 0001437352 us-gaap:StockCompensationPlanMember 2018-01-01 2018-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember 2019-12-01 2019-12-31 0001437352 us-gaap:DomesticCountryMember 2020-12-31 0001437352 us-gaap:StateAndLocalJurisdictionMember 2020-12-31 0001437352 us-gaap:DomesticCountryMember 2017-12-31 0001437352 us-gaap:DomesticCountryMember 2019-12-31 0001437352 us-gaap:StateAndLocalJurisdictionMember 2017-12-31 0001437352 us-gaap:ForeignCountryMember 2020-12-31 0001437352 us-gaap:ForeignCountryMember 2019-12-31 evbg:Segment 0001437352 us-gaap:AccountingStandardsUpdate201409Member 2020-12-31 0001437352 us-gaap:AccountingStandardsUpdate201409Member us-gaap:DifferenceBetweenRevenueGuidanceInEffectBeforeAndAfterTopic606Member 2018-01-01 0001437352 us-gaap:AccountingStandardsUpdate201409Member 2018-01-01 0001437352 country:US 2020-01-01 2020-12-31 0001437352 country:US 2019-01-01 2019-12-31 0001437352 country:US 2018-01-01 2018-12-31 0001437352 us-gaap:NonUsMember 2020-01-01 2020-12-31 0001437352 us-gaap:NonUsMember 2019-01-01 2019-12-31 0001437352 us-gaap:NonUsMember 2018-01-01 2018-12-31 0001437352 us-gaap:SubscriptionAndCirculationMember 2020-01-01 2020-12-31 0001437352 us-gaap:SubscriptionAndCirculationMember 2019-01-01 2019-12-31 0001437352 us-gaap:SubscriptionAndCirculationMember 2018-01-01 2018-12-31 0001437352 evbg:ProfessionalServicesMember 2020-01-01 2020-12-31 0001437352 evbg:ProfessionalServicesMember 2019-01-01 2019-12-31 0001437352 evbg:ProfessionalServicesMember 2018-01-01 2018-12-31 0001437352 evbg:SoftwareLicensesAndOtherMember 2020-01-01 2020-12-31 0001437352 evbg:SoftwareLicensesAndOtherMember 2019-01-01 2019-12-31 0001437352 evbg:SoftwareLicensesAndOtherMember 2018-01-01 2018-12-31 0001437352 evbg:SubscriptionServicesLicenseAndOtherMember 2020-01-01 2020-12-31 0001437352 evbg:SubscriptionServicesLicenseAndOtherMember 2019-01-01 2019-12-31 0001437352 evbg:SubscriptionServicesLicenseAndOtherMember 2018-01-01 2018-12-31 0001437352 evbg:SubscriptionServicesAndLicenseMember 2020-12-31 0001437352 2021-01-01 evbg:SubscriptionAndOtherContractsMember 2020-12-31 0001437352 evbg:ProfessionalServicesMember 2020-12-31 0001437352 2021-01-01 evbg:ProfessionalServicesMember 2020-12-31 0001437352 us-gaap:SalesRevenueNetMember us-gaap:GeographicConcentrationRiskMember country:US 2020-01-01 2020-12-31 0001437352 us-gaap:SalesRevenueNetMember us-gaap:GeographicConcentrationRiskMember country:US 2019-01-01 2019-12-31 0001437352 us-gaap:SalesRevenueNetMember us-gaap:GeographicConcentrationRiskMember country:US 2018-01-01 2018-12-31 0001437352 us-gaap:PropertyPlantAndEquipmentMember srt:MinimumMember us-gaap:GeographicConcentrationRiskMember country:US 2020-01-01 2020-12-31 0001437352 us-gaap:PropertyPlantAndEquipmentMember srt:MinimumMember us-gaap:GeographicConcentrationRiskMember country:US 2019-01-01 2019-12-31 0001437352 evbg:RedSkyTechnologiesIncMember us-gaap:SubsequentEventMember 2021-01-15 2021-01-15 0001437352 evbg:RedSkyTechnologiesIncMember us-gaap:SubsequentEventMember 2021-01-15 0001437352 us-gaap:SubsequentEventMember evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember 2021-01-01 2021-02-26

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-K

 

(Mark One)

☒

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2020

or

☐

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                      to                     

Commission File Number: 001-37874

 

Everbridge, Inc.

(Exact name of registrant as specified in its charter)

 

 

Delaware

26-2919312

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer
Identification No.)

 

 

25 Corporate Drive, Suite 400

Burlington, Massachusetts

01803

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (818) 230-9700

 

Securities registered pursuant to Section 12(b) of the Securities Act:

Title of each class

 

Trading symbol(s)

 

Name of each exchange on which registered

Common Stock, $0.001 par value per share

 

EVBG

 

The Nasdaq Global Market

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☒ No ☐

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes ☐ No ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

 

Large accelerated filer

 

☒

 

Accelerated filer

 

☐

Non-accelerated filer

 

☐  

 

Small reporting company

 

☐

 

 

 

 

Emerging growth company

 

☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒

The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant, based on the closing price of the registrant’s common stock on June 30, 2020 (the last business day of the registrant’s most recently completed second fiscal quarter), as reported on the Nasdaq Global Market on such date, was approximately $4.3 billion. Shares of the registrant’s common stock held by each executive officer, director and holder of 10% or more of the registrant’s outstanding common stock have been excluded from this calculation as such persons may be deemed to be affiliates. This calculation does not reflect a determination that these persons are affiliates of the registrant for any other purpose.

The number of shares of registrant’s Common Stock outstanding as of February 23, 2021 was 36,245,475.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the registrant’s Definitive Proxy Statement for its 2021 Annual Meeting of Stockholders to be filed with the Securities and Exchange Commission pursuant to Regulation 14A not later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K are incorporated by reference into Part III of this Annual Report on Form 10-K.

 

 

 

 

 

 

EVERBRIDGE, INC. AND SUBSIDIARIES

FORM 10-K

TABLE OF CONTENTS

 

 

 

 

 

Page

PART I

 

 

  

 

Item 1.

  

Business

 

5

Item 1A.

 

Risk Factors

 

23

Item 1B.

 

Unresolved Staff Comments

 

55

Item 2.

 

Properties

 

55

Item 3.

 

Legal Proceedings

 

55

Item 4.

 

Mine Safety Disclosures

 

55

 

 

 

 

 

PART II

 

 

 

 

Item 5.

 

Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

 

56

Item 6.

 

Selected Financial Data

 

59

Item 7.

 

Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

61

Item 7A.

 

Quantitative and Qualitative Disclosures About Market Risk

 

82

Item 8.

 

Financial Statements and Supplementary Data

 

83

Item 9.

 

Changes in and Disagreements With Accountants on Accounting and Financial Disclosure

 

85

Item 9A.

 

Controls and Procedures

 

85

Item 9B.

 

Other Information

 

86

 

 

 

 

 

PART III

 

 

 

 

Item 10.

 

Directors, Executive Officers and Corporate Governance

 

87

Item 11.

 

Executive Compensation

 

87

Item 12.

 

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

 

87

Item 13.

 

Certain Relationships and Related Transactions, and Director Independence

 

87

Item 14.

 

Principal Accounting Fees and Services

 

87

 

 

 

 

 

PART IV

 

 

 

 

Item 15.

 

Exhibits, Financial Statement Schedules

 

88

Item 16.

 

Form 10-K Summary

 

91

 

 

Signatures

 

92

 

 

 

2

 

 

PART I

Forward-Looking Statements

This Annual Report on Form 10-K, including the sections entitled “Business,” “Risk Factors,” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” contains forward-looking statements that involve risks and uncertainties, as well as assumptions that, if they never materialize or prove incorrect, could cause our results to differ materially from those expressed or implied by such forward-looking statements. Statements that are not purely historical are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are often identified by the use of words such as, but not limited to, “anticipate,” “believe,” “can,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “project,” “seek,” “should,” “target,” “will,” “would” or the negative or plural of these words and similar expressions or variations intended to identify forward-looking statements. These forward-looking statements include, but are not limited to, statements concerning the following:

 

•

our ability to continue to add new customers, maintain existing customers and sell new products and professional services to new and existing customers;

 

•

uncertain impacts that the COVID-19 pandemic may have on our business, strategy, operating results, financial condition and cash flows, as well as changes in overall level of software spending and volatility in the global economy;

 

•

the effects of increased competition as well as innovations by new and existing competitors in our market;

 

•

our ability to adapt to technological change and effectively enhance, innovate and scale our solutions;

 

•

our ability to effectively manage or sustain our growth and to attain and sustain profitability;

 

•

our ability to diversify our sources of revenue;

 

•

our ability to integrate acquired companies, to complete potential acquisitions, and to integrate complementary businesses and technologies;

 

•

our ability to maintain, or strengthen awareness of our brand;

 

•

perceived or actual security, integrity, reliability, quality or compatibility problems with our solutions, including related to security breaches in our customers systems, unscheduled downtime or outages;

 

•

statements regarding future revenue, hiring plans, expenses, capital expenditures, capital requirements and stock performance;

 

•

our ability to attract and retain qualified employees and key personnel and further expand our overall headcount;

 

•

our ability to grow, both domestically and internationally;

 

•

our ability to stay abreast of new or modified laws and regulations that currently apply or become applicable to our business both in the United States and internationally, including laws and regulations related to export compliance;

 

•

our ability to maintain, protect and enhance our intellectual property;

 

•

costs associated with defending intellectual property infringement and other claims; and

 

•

the future trading prices of our common stock and the impact of securities analysts’ reports on these prices.

These statements represent the beliefs and assumptions of our management based on information currently available to us. Such forward-looking statements are subject to risks, uncertainties and other important factors that could cause actual results and the timing of certain events to differ materially from future results expressed or implied by such forward-looking statements. Factors that could cause or contribute to such differences include, but are not

3

 

limited to, those identified above, and those discussed in the section titled “Risk Factors” included under Part I, Item 1A. Furthermore, such forward-looking statements speak only as of the date of this report. Except as required by law, we undertake no obligation to update any forward-looking statements to reflect events or circumstances that occur after the date of this report.

4

 

Item 1. Business.

Unless otherwise stated in this Annual Report, references to "Everbridge," "we," "us," and "our" refer to Everbridge, Inc. and its consolidated subsidiaries.

Overview

Everbridge is a global software company that provides enterprise software applications that automate and accelerate organizations’ operational response to critical events in order to keep people safe and businesses running. During public safety threats including active shooter situations, terrorist attacks or severe weather conditions, as well as critical business events such as Information Technology (“IT”) outages, cyber-attacks or other incidents such as product recalls or supply-chain interruptions, over 5,600 global customers rely on our Critical Event Management platform to quickly and reliably aggregate and assess threat data, locate people at risk and responders able to assist, automate the execution of pre-defined communications processes through the secure delivery to over 100 different communication devices, and track progress on executing response plans. Our customers use our platform to identify and assess hundreds of different types of threats to their organizations, people, assets or brand. Our solutions enable organizations to deliver intelligent, contextual messages to, and receive verification of delivery from, hundreds of millions of recipients, across multiple communications modalities such as voice, SMS and e-mail, in over 200 countries and territories, in several languages and dialects – all simultaneously. Our Critical Event Management platform is comprised of a comprehensive set of software applications that address the full spectrum of tasks an organization has to perform to manage a critical event, including Mass Notification, Safety Connection, Incident Management, IT Alerting, Visual Command Center, Public Warning, Community Engagement, Risk Center, Crisis Management, Secure Collaboration, and Control Center. As all of our applications leverage our Critical Event Management platform, customers can use a single contacts database, rules engine of algorithms and hierarchies and user interface to accomplish multiple objectives. We believe that our broad suite of integrated, enterprise applications delivered via a single global platform is a significant competitive advantage in the market for Critical Event Management solutions, which we refer to generally as CEM.

In critical situations, the speed at which threats are assessed and information is transmitted and accessed is essential. For example, United States Department of Homeland Security research indicates that the average duration of an active shooter event at a school is approximately 12.5 minutes, while the average police response time to such events is 18 minutes. Accordingly, organizations must be able to aggregate multiple types of threat and incident data and determine whether their people, assets, or suppliers could be impacted, rapidly deliver messages that are tailored to multiple, specific audiences, in precise locations and be assured of delivery. Further, the proliferation of mobile and digital communications has resulted in individuals spending less time in a fixed office location, and this trend makes it more complicated for organizations to protect their employees. These developments have made it imperative that organizations be able to locate travelling or remote workers to determine who might be impacted by a critical event, and that critical communications be delivered via voice, SMS, and email, as well as to social media, outdoor signage and personal computers. During public safety threats and critical business events, the ability to gather, organize and analyze data in real time, and to enable secure, scalable, reliable and automated communications to people can be essential to saving lives, protecting assets and maintaining businesses. Further, the ability to rapidly organize a response by locating available responders and using automation to reduce the time required to initiate action can also result in significant economic savings, as, for example, each minute of unplanned IT downtime costs organizations an average of approximately $8,900, according to the Ponemon Institute.

The following situations reflect examples of how our applications aggregate and assess data and enable improved management of critical events:

 

•

When an active shooter situation or terrorist attack occurs, organizations can quickly identify employees in the affected area, including employees not at their usual business location, in order to confirm that they are safe and provide tailored instructions. For example, shelter-in-place instructions may be provided to people in an impacted building while evacuation instructions are provided to those in an adjacent building. At the same time, first responders and hospitals can use multiple modes of alerting to mobilize resources and call in staff to provide emergency care.

5

 

 

•

When a pandemic such as COVID-19 is underway, corporate, government and healthcare organizations can navigate the complexity of operating during the shutdown phases, supplement or complement existing manual contact tracing efforts and prepare to bring back the workforce and reopen society.

 

•

When a hurricane is imminent, local emergency management departments can alert affected communities with relevant safety and evacuation instructions while companies can put in place emergency plans to notify employees of office closures while coordinating work assignments to maintain the continuity of core operations.

 

•

When emergency operations are required or supply chain events occur, companies can consolidate separate command centers using one common data set to aggregate and assess data on severe weather, political unrest and other types of threats to their own and suppliers’ operations, thereby reducing costs while gaining efficiencies.

 

•

When IT systems fail, IT administrators can shorten the time required to alert cross-department responders, use scheduling information to determine availability and quickly assemble appropriate personnel on a conference bridge, thereby reducing the costs incurred from downtime.

 

•

When a patient is suspected of having a stroke, an on-call specialist can provide a patient assessment via video communications during the ambulance trip and the emergency room can be readied for an immediate stroke treatment, accelerating critical time to treatment.

 

•

When a cyber incident shuts down an IT network, management can alert employees of the network shutdown via a secure, alternate communication path.

 

•

When a power line is down, utility workers can utilize pre-configured incident management templates to alert affected customers and responders and provide service updates.

 

•

When engine readings in critical equipment detect a malfunction, technicians with the appropriate skills can be automatically alerted and quickly deployed to minimize downtime and avoid revenue loss or service interruption.

 

•

When readings from an implanted medical device are abnormal, that information can be automatically routed to the individual’s healthcare provider to enable timely medical care.

 

•

When a young child goes missing, local officials can send alerts to and receive tips from their communities to aid in locating and returning the child.

 

•

When a financial services firm experiences disruptions in service, clients can be promptly notified and audit confirmations can be provided to document delivery.

Our customer base has grown from 867 customers at the end of 2011 to more than 5,600 customers as of December 31, 2020. As of December 31, 2020, our customers were based in 70 countries and included eight of the 10 largest U.S. cities, nine of the 10 largest U.S.-based investment banks, 47 of the 50 busiest North American airports, nine of the 10 largest global consulting firms, eight of the 10 largest global automakers, nine of the 10 largest U.S.-based health care providers, and seven of the 10 largest technology companies in the world. We provide our applications to customers of varying sizes, including enterprises, small businesses, non-profit organizations, educational institutions and governmental agencies. Our customers span a wide variety of industries including technology, energy, financial services, healthcare and life sciences, manufacturing, media and entertainment, retail, higher education and professional services.

We derive substantially all of our revenue from subscriptions to our critical communications applications, which represented 85%, 88% and 92% of our total revenue in 2020, 2019 and 2018, respectively. We derived approximately 50% of our revenue in 2020 from sales of our Mass Notification application. Our pricing model is based on the number of applications subscribed to and, per application, the number of people, locations and things connected to our platform, as well as the volume of communications. We also offer premium services including data feeds for social media, threat intelligence and weather. We generate additional revenue by expanding the number of applications that our customers subscribe to and the number of contacts and devices connected to our platform.

6

 

Industry Background

Over the past two decades, methods to assess critical events and to automate, accelerate and digitally transform the process of managing and responding to such events have evolved rapidly, in tandem with advances in technology, to include automated or system-generated responses, such as voice calls, text messages, emails, social media and outdoor digital signage. In critical situations, the speed at which threats are assessed and information is transmitted are essential.

Evolution of Critical Event Management Solutions

Traditional solutions for critical communications have not kept pace with the increasingly digital world, the evolving threat landscape and the opportunity to leverage technological innovation to more effectively gain situational awareness and to communicate with people. These solutions are often developed in-house or are not truly enterprise grade in scale and reliability, leaving many organizations to manually evaluate multiple streams of threat data and to use analog, one-way and people-based modalities to communicate with relevant stakeholders. These solutions lack the scale to reliably address the breadth of the different critical challenges that organizations increasingly face, the sophistication required to address evolving needs with aggregated data and analysis for threat assessment, automated workflows and the ability to rapidly deliver messages that are contextually tailored to multiple, specific audiences, in precise locations, using a variety of different communication modalities. Traditional solutions also typically determine a person’s location for threat assessment and availability for response, and send notifications, based upon a static work or home address. Given the mobile and increasingly remote nature of today’s workforce, solutions now need to be able to dynamically locate who is near a critical event and send instructions to impacted parties and responders based upon where they actually are.

CEM solutions digitally transform the response to natural, manmade and digital crises, building upon the strengths of modern critical communications with vital data, analytics, correlation, and seamless orchestration. Organizations today typically manage critical events across the organization in silos that use disparate data sources and unintegrated tools, making it difficult to achieve a common operational view of threats and of the status of response. Utilizing a common contact base, consistent rules engines, threat databases that are integrated with information on the location of an organization’s people, assets and suppliers, and a common visualization platform, CEM solutions can provide a more integrated solution which can improve management control and visibility and lower costs. The ability to cohesively and rapidly share information and collaborate across the organization underlies creating a common operational approach.

Key Benefits of Our Solutions and Competitive Strengths

Everbridge was founded with a vision to help organizations keep their people (employees, contractors, customers, residents, visitors) safe and operations running amid the many types of public safety and critical business events that pose threats. Our CEM solutions enable organizations to assess threats, locate impacted people and assets, and manage and respond to critical events, all on a single platform. Key benefits of our solutions and competitive strengths include the following:

 

•

Comprehensive, Enterprise-Scale Platform. The core of our solutions is our Critical Event Management platform, which provides multiple layers of redundancy to assure uptime and delivery of communications regardless of volume or throughput requirements. The platform is secure, scalable and reliable, enabling the delivery and verification of tens of millions of different communications virtually anywhere, in any volume, in near real-time. In 2020, we delivered over 5 billion interactions, or about 158 interactions per second, through our globally distributed data centers.

 

•

Digital Transformation. Our solutions help enable our customers’ digital transformation efforts by automating business continuity, risk reduction, and operational resilience. Customers can use our solutions’ situational awareness capabilities to know where their people are, how to reach them and how to ensure that they are protected, while also remaining updated on the status of their facilities, customers, inventory, and goods in transit. As part of digital transformation initiatives, our solutions support operational risk reduction for better operational resiliency.

7

 

 

•

Out-of-the-Box, Scalable and Mobile Applications. Our SaaS-based applications are out-of-the box, enterprise-ready and can be utilized without customer development, testing or ongoing maintenance. Regardless of a customer or prospect’s size or needs, our applications are built to scale to its largest and most complex critical communications requirements.

 

•

Aggregated Threat Data and Analysis. Our software gathers and analyzes information from weather data feeds, public safety and threat data feeds, social media, IT ticketing systems and monitoring systems, as well as inputs and feedback from two-way and polling messages. Data can be geo-mapped and threat and incident data can be used to automatically trigger simple or complex workflows that are tied to standard operating procedures or run-books.

 

•

Contextual Communications. We enable intelligence and personalization in the critical communications process by delivering contextual communications. Our customers can deliver and escalate critical communications broadly to a mass population or to a targeted subset of individuals based on geographic location, skill level, role and communication modality preferences for rich, two-way collaboration.

 

•

Dynamic Location Awareness. Our platform can provide organizations with the ability to send and receive notifications based on the last known locations of people, not just based on a static office or home address. Our platform integrates with a variety of sources of location information, including building access control systems and corporate network access solutions. This location-specific approach enables organizations to quickly determine which individuals may be affected by a public safety threat or able to respond to a critical business event, and to provide targeted and relevant instructions and two- way communications.

 

•

Large, Dynamic and Rich Communications Data Asset. As of December 31, 2020, our data asset consists of our contacts databases that manage approximately 490 million contact profiles and connections from more than 5,600 customers based in 70 countries. Our contacts databases, which we refer to as contact stores, are initially created through an upload of contacts from the customer and are automatically updated with the most current contact information provided by the customer or by individuals who opt-in to receive notifications from our Community Engagement application. Our contact stores are repositories for all contact details, attributes and business rules and preferences, such as a person’s last-known location, language spoken, special needs, technical certifications and on-call status.

 

•

Multi-channel Visualization. Our platform provides the ability to create an integrated view of threats, incidents and the status of response, all within the context of the locations of an organization’s people, assets and suppliers. Multiple channels of information can be displayed side-by-side so different facets of a critical event can be monitored simultaneously, and the same data can be displayed on personal computer screens and on a large command center wall to provide flexibility in deployment.

 

•

Robust Security, Industry Certification and Compliance. Our platform is built on a secure and resilient infrastructure with multiple layers of redundancy. Many of our enterprise applications are designed to meet rigorous security and compliance requirements for financial services firms, healthcare institutions, the U.S. federal government and other regulated industries, including facilitating compliance with FINRA and HIPAA standards. Our solutions received designation under the Support Anti-terrorism by Fostering Effective Technology Act of 2002 (“SAFETY Act”), and certification by U.S. Department of Homeland Security that places us on the approved product list for homeland security. Our solutions are also accredited under the Federal Information Security Management Act of 2002 (“FISMA”). Our Everbridge Suite solution also achieved authorization under the Federal Risk and Authorization Management Program (“FedRAMP”) in 2018, that required satisfying a rigorous security and risk management review process and which we believe provides an advantage for selling into the U.S. federal sector. In 2019, our Critical Event Management platform received certification under International Organization for Standardization, or ISO, 27001 and also received Cloud Computing Compliance Controls Catalogue (“C5”) accreditation under the Federal Office for Information Security in Germany. In 2020, we received ISO 27701 compliance, the privacy extension to ISO 27001, and successfully renewed our FedRAMP Agency Authorization.

8

 

 

•

Automated Workflows. Our platform automates the workflows required to complete a critical notification, including establishing the individuals within an organization authorized to send messages, the groups of stakeholders to whom messages will be sent and the content of messages to be sent to different groups of relevant stakeholders, in each case based on incident type. We believe that this automation reduces the amount of time required to send critical notification as well as the associated cost. Our platform also enables customers to automatically establish procedures for improving the success of communication efforts.

 

•

Globally Local. Our platform is designed to be utilized globally while accounting for local cultural, linguistic, regulatory and technological differences. We have relationships with suppliers and carriers in multiple countries to ensure delivery in compliance with local, technical and regulatory requirements. We have localized our user interface in several languages and dialects.

 

•

Next-Generation, Open Architecture. We developed our platform to easily integrate our applications with other systems. Our solutions provide open Application Program Initiatives (“API”s), and configurable integrations, enabling our platform to work with our customers’ and partners’ pre-existing processes and solutions, increasing the business value we deliver.

 

•

Actionable Reporting and Analytics. Our platform provides real-time dashboards, advanced map-based visualization and ad-hoc reporting across notifications, incidents and contacts. This information is easily accessed for required after-event reviews, continuous process improvements and regulatory compliance.

Our Growth Strategy

We intend to drive growth in our business by building on our position as a global provider of critical event management, critical communications and enterprise safety applications. Key elements of our growth strategy include:

 

•

Accelerate Our Acquisition of New Customers. We have multiple paths of entry into new customers with our portfolio of applications, which are used for a wide variety of use cases across a diverse set of verticals markets. We intend to capitalize on the breadth of our solutions and the technological advantages of our CEM platform to continue to attract new customers. In parallel, we plan to attract new customers by investing in sales and marketing and expanding our channel partner relationships.

 

•

Further Penetrate Our Existing Customers. We believe that there is a significant opportunity within our existing customer base to expand their use of our platform, both by selling new applications and features to our existing customers and selling to additional departments in their organizations. Our dollar-based net retention rate, which we define as revenue generated from existing customers including recurring revenue, expansion revenue, downgrades, and cancels, was over 110% for fiscal 2020. We also believe that we have a significant opportunity to increase the lifetime value of our customer relationships as we educate customers about the benefits of our current and future applications that they do not already utilize and of taking an integrated CEM approach. New applications added, which represent the total dollar value of new agreements entered into within the prior 12 months, exclusive of renewals, have grown from 6% of our sales in the first quarter of 2016 to 66% of our sales in the fourth quarter of 2020.

 

•

Expand Our Partner Ecosystem: We continue to expand our strategic partnerships with our channel partners, technology partners, and system integrators. We intend to further expand our partner ecosystem to open up new channels to market and to enable our customers to succeed with our technology and platform in their operations and business processes.

9

 

 

•

Develop New Applications to Target New Markets and Use Cases. Our platform is highly flexible and can support the development of new applications to meet evolving safety and operational challenges. For example, throughout 2020, we announced a number of applications under the heading COVID-19 Shield, an extension to our CEM platform offering public health information, risk insights, wellness checks, logistics awareness and vaccine appointment management. We deployed our CEM Platform for a variety of COVID-19 uses, including to power countrywide communications about the pandemic, deliver health checks at higher education institutions, and coordinate vaccine distribution for a number of municipalities and organizations. We intend to continue to develop new applications for use cases in a variety of new markets and to leverage our platform and our existing customer relationships as a source of new applications, industry use cases, features and solutions.

 

•

Expand Our International Footprint. We intend to continue to expand our local presence in regions such as Europe, the Middle East and Asia to leverage our relationships with local carriers and our ability to deliver messages to over 200 countries and territories in several languages and dialects as well as expand our channel partnerships and also to opportunistically consider expanding in other regions.

 

•

Maintain Our Technology and Thought Leadership. We will continue to invest in our core CEM platform and our applications to maintain our technology leadership position. For example, we believe that we are the only company today that provides a full, integrated CEM solution and that we provide the first solution to offer dynamic versus static location awareness integrated with analysis and communications for the employee safety and security marketplace. Further, we believe we have a competitive advantage through our commitment to innovation and thought leadership that has enabled us to take market share from our competitors and accelerate our growth.

 

•

Opportunistically Pursue Acquisitions. We plan to continue to selectively pursue acquisitions of complementary businesses, technologies and teams that allow us to penetrate new markets and add features and functionalities to our platform.

Our Platform

Since inception, our SaaS-based critical communications platform was architected on a single code base to deliver multi-tenant capability and the speed, scale and resilience necessary to communicate, collaborate and orchestrate the response to critical events, when they occur.

Additional core technical attributes of our platform include:

 

•

Monitors more than 100 types of threat data and aggregates more than 25,000 of risk data elements for situation assessment and risk monitoring.  

 

•

Multi-tenant architecture that supports multiple layers of redundancy to maximize uptime and delivery of critical content, regardless of volume or throughput requirements.

 

•

Dynamic spatial/geographic information system capability to geo-target communications by zip code, street address or a specific radius from a location.

 

•

Support for two-way communications and alerting on over 100 different modalities, including wireless phones, landlines, hand-held communication and other voice-capable devices, desktop, satellite communication, cell broadcast, location-based SMS, SMS, two-way radios, TV, outdoor digital signage, sirens and internet enabled devices, social media, websites.

 

•

Designed to meet rigorous security and compliance requirements for financial services firms, healthcare institutions, the U.S. federal government and other regulated industries, including facilitating compliance with health care requirements such as HIPAA privacy and security standards including FedRAMP, the European Union’s General Data Protection Regulation, or GDPR, and ISO 27001.

 

•

Extensive set of APIs and configuration capabilities to allow customers and partners to easily integrate our platform with other systems. Our APIs’ two-way invocation capabilities enable third-party systems to flexibly and easily integrate with our platform.

10

 

 

•

Multi-channel visualization capabilities support integrated views of threats, incidents and status of response to improve management visibility and control.

 

•

Supports easy-to-use native mobile applications, including multiple secure mobile applications for message initiation, management and reporting.

 

•

Supports push notifications and two-way conversations that enable mobile users to send and receive secure messages such as text, pictures, videos and the users’ current geographic locations.

Our Contact Stores

Our contact stores manage approximately 490 million contact profiles and connections from more than 5,600 customers based in 70 countries as of December 31, 2020, up from 15 million contact profiles as of December 31, 2012. They are initially created through an upload of contacts from the customer and are automatically updated with the most current contact information provided by the customer or by individuals who opt-in to receive notification from our Community Engagement application. Our contact stores are simultaneously enriched by geographic, situational and other real-time data. Our contact stores are repositories for all contact details, attributes and business rules and preferences, such as a person’s last-known location, language spoken, special needs, technical certifications and on-call status.

We leverage the data contained in our contact stores in a number of significant ways. Our data asset across multiple verticals enables us to develop best practices for reaching the intended contact, on the correct device, at the right location, at the appropriate time. We also use these data to better understand our customer base and their emerging use cases in order to improve our existing applications and develop new applications.

Everbridge Network

An important component of our platform is our Everbridge Network, which allows our customers to share relevant situational awareness information with each other. Public safety agencies, for example, can publish information to the Everbridge Network about incidents that might prove disruptive to the movement of people, goods and services for businesses within a certain area. If any of those businesses are also customers of ours, they will receive this information from a source they know is vetted and reliable and will be able to take timely steps to mitigate or remediate the situation.

Our Applications

Through our CEM platform, we deliver reliable enterprise-ready applications that provide organizations with the ability to assess threats, locate people, automate actions, monitor incident response, and deliver contextual communications in any volume, in near-real time. We have designed our applications’ user interface to be easy to use. We understand that since some of our applications will be utilized to manage complex situations or to send large volumes of messages to key stakeholders during stressful situations, streamlining the user interface to reduce user errors and anxiety is essential. We conduct extensive usability testing and design reviews with our stakeholders, and have applied in our designs the lessons learned over more than a decade of working with critical communications users and professionals.

Our applications enable:

 

•

Communications to key stakeholders during emergency situations.

 

•

Corporate communications with customers and employees.

 

•

Automated outreach to on-call personnel.

 

•

Integrated threat assessment and visualization.

 

•

Integration of physical security data with location awareness data gathered from travel, network and access systems to rapidly find and communicate with employees during disruptive events.

11

 

 

•

Securely designed and efficiently implemented communications among healthcare providers and patients.

 

•

Community engagement and collaboration with citizens and businesses.

 

•

Critical IoT communications between machines and from machines to people.

 

•

Mobile response plan deployment and management of incidence response.

Our applications include:

 

•

Mass Notification. Our secure, scalable and reliable Mass Notification application is our most established application and enables enterprises and governmental entities to send contextually aware notifications to individuals or groups to keep them informed before, during and after natural or man-made disasters and other emergencies. We provide robust analytics, map-based targeting, flexible group management, distributed contact data, language localization, multiple options for contact data management and a globally-optimized approach to voice and SMS routing. We also support community engagement functionality, which provides a direct link between residents and emergency management departments with the goal of fostering public safety.

 

•

Safety Connection. Our Safety Connection application enables organizations to send notifications based on dynamic last known location of an individual, including the airport, street, building floor or conference room at which the individual was most recently present, while actively incorporating threat and other data to allow for targeted and relevant communications. When fully deployed, the application can also aggregate near real-time data from multiple sources, including building access control systems, wired and wireless network access points, travel management systems and mobile application check-ins. We believe that Safety Connection represents a significant advance in helping organizations use critical communications to keep their constituents safe, as many current solutions use only static office and residential locations that are not sufficiently location-aware relative to an increasingly mobile workforce.

 

•

Incident Management. Our Incident Management application enables organizations to automate workflows and make their communications contextually relevant using drag and drop business rules to determine who should be contacted, how they should be contacted and what information is required. We believe that this application decreases costly human errors and reduces downtime, while simultaneously capturing required compliance information. We also support cross-account collaboration and situational intelligence sharing during crises for corporations and communities.

 

•

IT Alerting. Our IT Alerting application enables IT professionals to alert and communicate with key members of their teams during an IT incident or outage, including during a cyber security breach. The application integrates with IT service management platforms, including ServiceNow, and uses automatic escalation of alerts, on-call scheduling and mobile alerting to automate manual tasks and keep IT teams collaborating during an incident. We also provide real-time shift calendars with integrated on-call notifications to help users better manage employee resources and get the right message to the right person, at the right time through automated staffing. Taken together, our IT Alerting application has the potential to provide meaningful savings to organizations by reducing mean-time-to-repair. Each minute of unplanned downtime costs organizations an average of approximately $8,900 according to Ponemon Institute, while 59% of Fortune 500 companies experience 1.6 hours of downtime per week, according to Dunn & Bradstreet. IHS, Inc. estimates information and communication technology downtime costs North American organizations $700 billion per year.

 

•

Visual Command Center. Our Visual Command Center application enables customers to monitor and integrate more than 100 types of threat data, as well as information on internal incidents, to generate and visualize an alert when potential risks occur within proximity of an organization’s physical locations, suppliers, assets or people. The solution improves the ability to more quickly understand and assess the impact of threats, execute the correct response, and monitor on-going resolution in order to mitigate risk to personnel safety, business continuity, assets and supply chain operations.

12

 

 

•

Public Warning. Our Public Warning application is used to reach international mobile populations on a regional or country-wide scale. It leverages existing telecom infrastructure to anonymously reach mobile phone users within a geographic area with two-way SMS communications without requiring an existing database of mobile phone numbers. Multichannel alerting can also be accomplished via mobile push notifications, cell broadcast, voice, email, or messaging to electronic display boards or radio. The application has been selected to be part of the national warning system for 11 countries in Europe, Asia, Oceania, the Middle East, Africa, and the Americas, supporting five European Union (EU) countries in conjunction with the EU mandate requiring member countries to have a population-wide alerting system in place by June 2022. These Public Warning customers include Australia, Cambodia, Greece, the Netherlands, Peru, Sweden and a number of the largest states in India. In compliance with GDPR, our Public Warning solution neither collects nor stores personally identifiable information (PII) data.

 

•

Community Engagement. Our Community Engagement application integrates emergency management and community outreach by providing local governments with a unified solution to connect residents to their public safety department, public information resources, and neighbors via social media and mobile applications. This creates a stronger and more engaged community improving the communication reach for emergency personnel, while providing residents with real-time emergency and community information, and allows residents to anonymously opt-in and provide tips.

 

 

•

Risk Center. Our Risk Center solution aggregates data from over 25,000 data sources to assess more than 100 types of incidents and provide 24x7 incident information and analysis. A team of analysts, leveraging automation tools, verify risk incidents.

 

•

Crisis Management. Our Crisis Management application provides mobile access to crisis, recovery and brand protection plans, as well as the capability to manage a crisis or event through role-based assignments and status updates. Organizations can enhance their overall crisis management efforts by making plans readily available to responders on the most popular mobile platforms regardless of their location. The application also simplifies updating plans for changes to personnel or processes, and enhances visibility into response progress during a critical event.

 

•

Secure Collaboration. Our Secure Collaboration solution allows contacts to exchange messages, voice, images, and video chat through our mobile application while providing security for their communications. The application facilitates HIPAA-compliant communications and is designed to comply with FedRAMP, Sarbanes-Oxley, and other compliance requirements from mobile devices or web browsers.

 

•

Control Center. Our Control Center physical security application is used for mission-critical control in enterprises and public safety. This solution correlates events from disparate safety and security systems into a common operating picture to provide real-time situation awareness. The application provides users with actionable alerts, next step actions, and automated reporting to better manage risks, ensure compliance with operating procedures and support business continuity. Automated workflows enable rapid risk management and consistent responses, reducing the risk of human error. It also facilitates device activation to help operational control to protect people and infrastructure. Dynamic reports and dashboards provide real-time actionable insights for operational and executive teams. The Control Center application is an open platform, integrating hundreds of security and operational technologies.

 

•

COVID-19 Shield. In the first quarter of 2020, we launched COVID-19 Shield, a new set of coronavirus protection solutions designed to protect the safety of employees and customers, maintain business operations, safeguard supply chains, and reduce costs and liabilities stemming from the impact of the global coronavirus pandemic. In the second quarter of 2020, we launched several additional software solutions, including (1) COVID-19 Return to Work, a software solution designed to help businesses and governments navigate the complexity of operating during the next phase of the COVID-19 pandemic and prepare to bring back the workforce and reopen society; (2) COVID-19 Shield: Contact Tracing, a solution for corporate, government and healthcare organizations to supplement or complement existing manual contact tracing efforts; and (3) Control Center, a physical security information management software platform, which includes features designed to help organizations return to work by integrating and managing data and analytics from video cameras, thermal cameras, badge access and other building

13

 

 

systems, and by automating the response to help organizations ensure the safety and protection of employees, as well as compliance with social distancing and personal protective equipment policies. In the fourth quarter of 2020, we announced COVID-19 Shield: Vaccine Distribution, an extension to our CEM platform offering risk insights, logistics awareness and vaccine appointment management. These new products were built off of our existing platforms.

We also have expanded our CEM platform through a series of recent acquisitions, including Techwan SA (“Techwan”), CNL Software Limited (“CNL Software”) and SnapComms Limited (“SnapComms”), to further augment its physical security, public safety and internal communications capabilities.

With industry-leading redundancy, scalability and uptime, the Everbridge platform reaches over 650 million people in more than 200 countries and territories.

Our Technology

The design and development of our applications, and our critical communication and critical event management platforms include the following key attributes:

 

•

Robust, Enterprise-Grade Scalability and Reliability. Given the mission-critical nature of our solutions, our multi-tenant platform was designed to provide a robust, high level of resiliency, scalability and redundancy. We use multiple geographically distributed service providers and communications carriers to achieve a high degree of redundancy, fault tolerance and cost-effective operations. We have multiple layers of redundancy and a horizontal scaling model across our infrastructure to deliver high availability and performance. Similarly, we leverage redundant downstream communications providers to enable our services to remain uninterrupted even if a particular provider encounters technical difficulties.

 

•

Multi-Modal, Globally Local Communications Delivery. We optimize international call routing across hundreds of telecommunications providers to enable higher voice quality, improved delivery rates during emergencies and the ability to configure local caller IDs to improve recognition and answer rates. We also work with multiple SMS providers to identify regulatory hurdles and deploy and actively manage an optimal mix of national and international SMS codes to ensure high delivery and response rates.

 

•

Security and Compliance. Our solutions received designation under the SAFETY Act, and certification by U.S. Department of Homeland Security that places us on the approved product list for homeland security. Our solutions are also accredited under FISMA. Our Everbridge Suite solution also achieved authorization under FedRAMP in 2018, that required satisfying a rigorous security and risk management review process and which we believe provides an advantage for selling into the U.S. federal sector. In 2019, our Critical Event Management platform received ISO 27001 certification and also received C5 accreditation under the Federal Office for Information Security in Germany.

 

•

Hybrid Infrastructure. To provide highly scalable and global solutions, we employ redundant, geographically diverse production implementations of our platform infrastructure in multiple SOC 2-compliant data center facilities in North America and Europe. Within each data center, we utilize a hybrid-cloud architecture that enables us to leverage both proprietary and third-party infrastructure services to enable “on-demand” capacity and performance without substantial upfront investment. Our architecture enables our platform to dynamically determine the best location from which to deliver critical communications on behalf of our customers and solves many international communications delivery challenges by utilizing in-country or in-region telephony, messaging and data communication providers. Our infrastructure is continuously maintained and monitored by dedicated engineers based in redundant network operations centers in the Los Angeles and Boston areas.

14

 

 

•

Dynamic Location Detection. Our platform can create and update dynamic data sets containing a contact’s last-known location, including the airport, street, building floor or conference room at which the contact was most recently present. Multiple data sources can be aggregated including building access control and badging systems, wired and wireless network access points, and corporate travel management and office hoteling systems. These data are used to best locate a contact in an emergency or critical business situation, independent of the contact’s home or office location. Contacts can also share their location via a three-in-one mobile panic button application, which sends a panic message to the applicable organization’s security team, and also includes the ability to send audio and video content, to check-in to capture and report geo-location data and to establish a safe corridor through a potentially unsafe area.

Our Comprehensive Customer Support Services

We are committed to the success of our customers. We demonstrate this commitment by offering a comprehensive set of support services to help our customers get started quickly, follow best practices, and realize on-going value from our critical communications solution. Our support services include:

 

•

Rapid Onboarding. We leverage a proven methodology and domain expertise, honed through thousands of customer on-boardings worldwide, to enable rapid use of our platform and compliance with industry best practices. The average implementation time for standard implementations for new customers purchasing our solutions is 6.5 hours.

 

•

Everbridge University. We offer online education, training and professional development through Everbridge University, with role-based training modules that can be customized to meet a customer’s needs and that can facilitate formalized knowledge transfer and ensure ongoing self-sufficiency.

 

•

Dedicated Account Management. We assign dedicated account managers to all customers. Account managers perform regular service reviews and post-incident analyses of customer communications to incorporate communication best practices and recommend additional applications to meet the customer’s critical communications needs.

 

•

24/7 Technical Support & Emergency Live Operator Service. We have established geographically redundant technical support centers in the Los Angeles, California; Boston, Massachusetts; and London, United Kingdom areas. From these support centers, we offer our customers 24/7 support by phone, email or through our online support center. In addition, our support centers offer a 24/7 emergency live operator service to assist customers with sending critical communications.

 

•

Premium Support Services. With an understanding of the critical role that our solution plays, we have assembled an expert professional services organization to deliver premium support service packages to our customers. Our professional services team includes certified emergency management and critical communications practitioners. We believe that we help customers achieve faster time-to-value by providing on-site project management, consultation with a certified critical communications professional, creation of client-specific message and scenarios, development of ad-hoc report templates and on-site emergency and incident management reviews.

15

 

Our Customers

Our customer base has grown from 867 customers at the end of 2011 to more than 5,600 customers as of December 31, 2020. We define a customer as a contracting entity from which we generated $200 or more of revenue in the prior month, either directly or through a channel partner. At the end of 2011 we had 20 customers with contracts valued at $100,000 or more, whereas as of December 31, 2020 we had 573 customers with contracts valued at $100,000 or more, including 49 customers with contracts in excess of $500,000. As of December 31, 2020, our customers were based in 70 countries and included eight of the 10 largest U.S. cities, nine of the 10 largest U.S.-based investment banks, 47 of the 50 busiest North American airports, nine of the 10 largest global consulting firms, eight of the 10 largest global automakers, nine of the 10 largest U.S.-based health care providers, and seven of the 10 largest technology companies in the world. We provide our applications to customers of varying sizes, including enterprises, small businesses, non-profit organizations, educational institutions and governmental agencies. Our customers span a wide variety of industries including technology, energy, financial services, healthcare and life sciences, manufacturing, media and entertainment, retail, higher education, and professional services. For the year ended December 31, 2020, 63% of our revenue was generated from enterprise customers, 26% from government and government-related customers and 11% from healthcare-related customers.

Sales and Marketing

Our sales and marketing organizations collaborate to create brand preference, efficiently and effectively generate leads, build a strong sales pipeline and cultivate customer relationships to help drive revenue growth. Our marketing strategy consists of a strong thought-leadership program, digital marketing engine and a diversified sales organization designed to efficiently sell across vertical markets to organizations of all sizes. We have dedicated sales teams focused on corporate customers, healthcare organizations and government customers, which covers U.S. federal, state and local governmental entities.

Sales

We sell our solutions through our telephone and direct inside sales teams, a direct field sales team and a growing partner channel. Our global sales teams focus on both new customer acquisition and up-selling and cross-selling additional and new offerings, respectively, to our existing customers. Our sales teams are organized by geography, consisting of the Americas; Asia Pacific, Europe, the Middle East and Africa (collectively, “EMEA”); as well as by target organization size. Our inside sales team focuses typically on small and middle-market transactions, while larger or more complex transactions are generally handled by our direct field sales teams. Our highly trained sales engineers help define customer use cases, manage pilots and train channel partners.

In addition to the vertical and geographic distribution of our salesforce, we have dedicated teams of account executives focused on net new accounts and growth of existing accounts, account managers responsible for renewal of existing accounts, and business development representatives targeting new and growth business opportunity creation. Our sales representatives use phone, email and web meetings to interact with prospects and customers. In 2020, we increased the headcount of our sales organization, and we intend to continue to invest in building our global sales and go-to-market organizations.

We also sell through channel partners both domestically and internationally. To help integrate our applications with other third-party services and take advantage of current and emerging technologies, we seek to enter into alliances with leading technology companies.

16

 

Marketing

We focus our marketing efforts on increasing the strength of the Everbridge brand, communicating product advantages and business benefits, generating leads for our salesforce and channel partners, leveraging geographic market strengths and driving product adoption. We run campaigns that take advantage of a network effect in which success within a region encourages other organizations within that area to choose our solutions, in part to be using a system consistent with that of other entities in the area with which they may share information or best practices. We deliver targeted content to demonstrate our thought leadership in critical communications best practices and use digital advertising methods to drive conversion of potential prospects, which convert to opportunities for our sales organization.

Our marketing team focuses on inbound marketing through our industry-leading content, resources, and sharing customer best practices. We rely on multiple marketing and sales automation tools to efficiently market to, and automatically identify qualified individuals using product and industry specific criteria. We use multiple marketing tactics to engage with prospective customers including: email marketing, event marketing, print and digital advertising, and webinar events. We engage with existing customers to provide vertically-based education and awareness and to promote expanded use of our current and new software offerings within these customers. We also host regional and national events to engage both customers and prospects, deliver product training and foster community.

Research and Development

We invest substantial resources in research and development and leverage offshore development in multiple geographies to implement a “follow the sun” engineering strategy and to increase the efficiency of our overall development efforts. We enhance our core technology platform and applications, develop new end market-specific solutions and applications, and conduct application and quality assurance testing. Our technical and engineering team monitors and tests our applications on a regular basis, and we maintain a regular release process to refine, update, and enhance our existing applications.

Our Competition

The market for CEM solutions is highly fragmented, intensely competitive and constantly evolving. We compete with an array of established and emerging companies, many of whom are single product or single market focused, as well as in-house solutions. We view CEM as a holistic solution that allows organizations to digitally transform their critical event management processes. These processes are siloed in a variety of ways in different organizations. Similarly, solutions from competitors in the field often are siloed by smaller functions across the holistic CEM solution. CEM includes Mass Notification, Risk Control, Public Warning, IT Alerting and Incident Management, and Control Center systems. The primary competitors for our Mass Notification applications include BlackBerry Limited, F24 AG, OnSolve, LLC, and Rave Wireless, Inc. The primary competitors for our Risk Control application include Anvil Group and WorldAware, Inc. The primary competitors for our Public Warning application include Celltick, Intersec and Genasys, Inc. For IT Alerting and Incident Management, our primary competitors are PagerDuty, Inc. and xMatters, Inc. For Control Center, our primary competitor is Genetec. Some competitors in siloed solutions are beginning to converge and build strategies that follow our CEM platform strategy. With the introduction of new technologies and market entrants, we expect the competitive environment to remain intense going forward.

We believe that we compete favorably with respect to all of these factors and that we are well positioned as a leading provider of targeted and contextually relevant critical communications.

Intellectual Property

Our future success and competitive position depend in part on our ability to protect our intellectual property and proprietary technologies. To safeguard these rights, we rely on a combination of patent, trademark, copyright and trade secret laws and contractual protections in the United States and other jurisdictions.

17

 

We have numerous issued patents and patent applications pending. We cannot assure you that any patents will issue from any patent applications, that patents that issue from such applications will give us the protection that we seek or that any such patents will not be challenged, invalidated, or circumvented. Any patents that may issue in the future from our pending or future patent applications may not provide sufficiently broad protection and may not be enforceable in actions against alleged infringers.

We have registered the “Everbridge”, “Nixle” and “Visual Command Center” names in the United States and have registered the “Everbridge” name in the European Union. We have registrations and/or pending applications for additional marks in the United States; however, we cannot assure you that any future trademark registrations will be issued for pending or future applications or that any registered trademarks will be enforceable or provide adequate protection of our proprietary rights.

We also license software from third parties for integration into our offerings, including open source software and other software available on commercially reasonable terms. We cannot assure you that such third parties will maintain such software or continue to make it available.

We are the registered holder of a variety of domestic and international domain names that include everbridge.com, as well as similar variations on that name.

In order to protect our unpatented proprietary technologies and processes, we rely on trade secret laws and confidentiality agreements with our employees, consultants, vendors and others. Despite our efforts to protect our proprietary technology and trade secrets, unauthorized parties may attempt to misappropriate, reverse engineer or otherwise obtain and use them. In addition, others may independently discover our trade secrets, in which case we would not be able to assert trade secret rights, or develop similar technologies and processes. Further, the contractual provisions that we enter into may not prevent unauthorized use or disclosure of our proprietary technology or intellectual property rights and may not provide an adequate remedy in the event of unauthorized use or disclosure of our proprietary technology or intellectual property rights.

If we become more successful, we believe that competitors will be more likely to try to develop solutions that are similar to ours and that may infringe our proprietary rights. It may also be more likely that competitors or other third parties will claim that our solutions infringe their proprietary rights.

Patent and other intellectual property disputes are common in our industry and we have been involved in such disputes from time to time in the ordinary course of our business. Some companies, including some of our competitors, own large numbers of patents, copyrights and trademarks, which they may use to assert claims against us. Third parties may in the future assert claims of infringement, misappropriation or other violations of intellectual property rights against us. They may also assert such claims against our customers whom we typically indemnify against claims that our solution infringes, misappropriates or otherwise violates the intellectual property rights of third parties. As the numbers of products and competitors in our market increase and overlaps occur, claims of infringement, misappropriation and other violations of intellectual property rights may increase. Any claim of infringement, misappropriation or other violation of intellectual property rights by a third party, even those without merit, could cause us to incur substantial costs defending against the claim and could distract our management from our business.

Government Regulation

The legal environment of Internet-based businesses is evolving rapidly in the United States and elsewhere. The manner in which existing laws and regulations are applied in this environment, and how they will relate to our business in particular, both in the United States and internationally, is often unclear. For example, we sometimes cannot be certain which laws will be deemed applicable to us given the global nature of our business, including with respect to such topics as data privacy and security, pricing, advertising, taxation, and intellectual property ownership and infringement.

Our customers, and those with whom they interact using our product and platform solutions, upload and store personally identifiable information and other data into our solutions and provide access to such data, generally

18

 

without any restrictions imposed by us. This presents legal challenges to our business and operations, such as rights of privacy related to the data used in connection with our solutions. Both in the United States and internationally, we must monitor and comply with a host of legal concerns regarding the data stored and processed in our solutions by customers. We must also monitor and comply with these issues directly in the operation of our business in these jurisdictions.

We are subject to data privacy and security regulation by data protection authorities in countries throughout the world, by the U.S. federal government, and by the states in which we conduct our business. In recent years, there have been a number of well-publicized data breaches involving the improper use and disclosure of personal information of individuals. Many governing authorities have responded to these incidents by enacting laws requiring holders of personal information to maintain safeguards and to take certain actions in response to a data breach, such as providing prompt notification of the breach to affected individuals and public officials, or amending existing laws to expand compliance obligations. In the European Union, U.S. companies must meet specified privacy and security standards, such as the European General Data Protection Regulation, or the GDPR, which governs the protection of individuals with regard to the processing of personal data, and on the free movement of such data established in the European Union to certain non-European Union countries, such as the United States. Additionally, the data protection laws of each of the European member countries require comprehensive data privacy and security protections for consumers with respect to personal data collected about them. In February 2016, the European Union and U.S. officials announced an agreement, which established the EU-U.S. Privacy Shield, or the Privacy Shield, as a means for legitimating the transfer of personal data by U.S. companies doing business in Europe from the European Economic Area to the U.S. However, on July 16, 2020, the European Court of Justice invalidated the Privacy Shield. As a result, we are no longer using the Privacy Shield as a legal mechanism for the transfer of data between the EU and the U.S. However, the European Court of Justice upheld the validity of Standard Contractual Clauses, which we will continue to use as a legal mechanism for the transfer of data between the EU and the U.S. We have and will continue to engage in efforts to ensure that data transfers from the European Economic Area comply with the GDPR and the data protection legislation of individual member states.

In the United States, many federal, state, and foreign government bodies and agencies have adopted, or are considering adopting, laws and regulations regarding the collection, use, and disclosure of personal information. California recently enacted the California Consumer Privacy Act, or CCPA, that among other things, requires covered entities to provide new disclosures to California consumers, affords such consumers new abilities to opt-out of certain sales of personal information, and gives such consumers a private right of action to enforce data breaches resulting from the covered entity's violation of its duty to implement and maintain reasonable security measures.

For a discussion of risks related to these various areas of government regulation, see Risk Factors set forth in Part I, Item 1A of this Annual Report on Form 10-K.

Human Capital Management

Culture and Governance

Culture

We believe that our culture has been a key contributor of our success to-date and that our mission, with the critical nature of the solutions that we provide, promotes a sense of greater purpose and fulfillment for our employees. We have invested in building an intentional global culture and believe it represents one of our most important and sustainable sources of competitive advantage.

Governance

Our Board of Directors and Board committees provide oversight on certain human capital matters. The Compensation Committee of our Board of Directors acts on behalf of the Board to review, adopt and approve our compensation strategy, policies, plans and programs, including, among others, reviewing and approving corporate performance goals and objectives relevant to the compensation of our executive officers and other senior management, evaluating and approving the compensation plans and programs advisable for us, and administration of our equity compensation plans, stock purchase plan, bonus plans, and other similar plans and programs.

19

 

Diversity and Inclusion

We prioritize diversity, equity and inclusion (“DEI”) to create a workplace that reflects the customers and populations we serve. We demonstrate our commitment to DEI by focusing on several key initiatives.  This includes aligning our hiring and recruiting practices to attract a diverse and talented workforce; creating employee resource groups dedicated to celebrating and empowering communities within our organization, including women, employees of color, employees who identify as LGBTQ, and members of the military and first responders; holding open forums for company-wide discussion and dialogue on civil unrest and equal justice; and supporting a growing ecosystem of minority-owned and led suppliers and partners. As of December 31, 2020, 32% of our global workforce was female, 28% of vice president and above roles globally were female, and non-Caucasian employees represented 25% of our U.S. workforce. We are committed to increasing the diversity of our workforce, and during the year ended December 31, 2020, 36% of our U.S. hires were female and 26% were non-Caucasian.

Labor Practices and Policies

Work Hours, Wages and Benefits

We compensate employees competitively relative to the industry and local labor market. We work to ensure full compliance with applicable wage, work hours, overtime and benefits laws. We assess the current business environment and labor market to refine our compensation and benefits programs.

In addition to salaries, our compensation and benefit programs (which may vary by country and location) include annual bonuses, stock-based compensation awards, an Employee Stock Purchase Plan, retirement savings plans, healthcare and insurance benefits, health savings and flexible spending accounts, paid time off, volunteer time off, parental leave, adoption assistance and military leave, among many other benefits.

Safe and Healthy Workplace and Workplace Security

We seek to comply with all health and safety laws applicable to our business. To this end, we consult with employees to help keep work areas safe and free of hazardous conditions. Additionally, we are committed to maintaining a workplace free from violence, harassment, intimidation and other unsafe or disruptive conditions due to internal and external threats. We believe it is paramount to use our own CEM solutions to help us achieve our health and safety goals. We continue to take a variety of measures, including by using our own CEM solutions, to communicate to our employees and help keep them safe.  

COVID-19 Pandemic

In March 2020, the World Health Organization declared the outbreak of COVID-19 a pandemic. We have taken, and are continuing to take, a variety of measures to ensure the availability and functioning of our critical infrastructure, to promote the safety and security of our employees and to support the communities in which we operate. These measures include requiring remote working arrangements for employees where practicable, among other modifications. We are following evolving public and private sector policies and initiatives to reduce the transmission of COVID-19, such as the imposition of travel restrictions, the promotion of social distancing and the adoption of work-from-home arrangements. All of these policies and initiatives have been and may continue to impact our operations. We formed a dedicated, cross-functional task force to monitor the evolving pandemic conditions globally and provide guidance and resources to support employees during the crisis. As a result, and according to data compiled by global investment firm Battery Ventures during the COVID-19 pandemic, and employee feedback shared on Glassdoor during this time, Everbridge was named the third highest-rated public cloud computing company to work for during COVID-19. We will continue to actively monitor the situation and may take further actions that alter our business operations as may be required or that we determine are in the best interests of our employees, customers, suppliers and stockholders.

Workforce, Recruiting, Development and Retention

Workforce Size

As of December 31, 2020, we had 1,344 full-time employees, including 332 in data center operations and customer support, 482 in sales and marketing, 363 in research and development and 167 in general and administrative. As of December 31, 2020, we had 830 full-time employees in the United States and 514 full-time employees

20

 

internationally. None of our U.S. employees are covered by collective bargaining agreements. We believe our employee relations are good and we have not experienced any work stoppages.

Recruiting

Our key talent philosophy is to develop talent from within and supplement with external hires. Our talent acquisition team uses internal and external resources to recruit highly skilled and talented workers, and we encourage employee referrals for open positions. Measurements of our progress include the percentage of internal candidates sourced and attrition rates. During 2020, 7.3% of positions were filled by candidates sourced internally and our attrition rate was 14.8%. We also develop our talent pipeline with programs such as our internship program. During 2020, we hired 15 interns across various departments and geographies, of which eight were female, resulting in gender diversity of over 50 percent.

Workforce Development

We are committed to investing in our employees through professional training and development to ensure the highest possible performance for our customers while retaining our employees to grow their careers at Everbridge. We achieve this through several avenues, including skills training within functional departments, education reimbursement and a Manager Development Program. The Manager Development Program was created to help grow our people managers and provide a path to leadership. We offer a wide variety of content and resources to maximize development. Since the program started in 2019, nearly 100 employees have participated in training and overall satisfaction with the program, measured by internal surveys, is 88%.

The Everbridge Performance Management Program was designed to meet several key objectives including providing feedback to enhance performance, providing developmental guidance to grow skills, experience and careers, aligning individual effort to organizational objectives and recognizing achievements and contributions. During 2020, participation in the annual review process was 100%.

The Nominating and Corporate Governance Committee of our Board of Directors develops and periodically reviews with our Chief Executive Officer plans for succession to the offices of our executive officers and makes recommendations to the Board with respect to the selection of appropriate individuals to succeed to these positions.

Employee Engagement and Satisfaction

We conduct an annual employee engagement survey to gauge overall employee satisfaction. The survey is an opportunity for employees to provide anonymous feedback on topics ranging from leadership and management, to opportunities for career growth, to work-life balance and diversity, equity and inclusion. The results of the survey are used to develop our annual corporate and department business plans as well as direct the efforts of our People team.  

We have been designated as a 2020 “Great Place To Work” in the United States. Based on employee feedback, we have been recognized for our culture, mission and leadership by Great Place to Work®, a global evaluator of workplace culture. In addition, in a survey conducted by Comparably measuring employee sentiment across over 60,000 U.S. companies, we ranked top 50 in the largest company category for Best Company Culture and Best CEO. We have also been honored by the U.S. Department of Defense for promoting a supportive work environment for members of the U.S. National Guard and Reserve.

Facilities

Our principal executive offices are located in Burlington, Massachusetts, where we occupy an approximately 73,500 square-foot facility under a lease expiring on May 31, 2024, and in Pasadena, California, where we occupy an approximately 19,000 square-foot facility under a lease expiring on December 31, 2023. We also have additional offices in the United States as well as internationally including China, Germany, India, Netherlands, New Zealand, Norway, Singapore, Sweden, Switzerland and United Kingdom.

21

 

Legal Proceedings

From time to time we may become involved in legal proceedings or be subject to claims arising in the ordinary course of our business. We are not presently a party to any legal proceedings that, if determined adversely to us, would individually or taken together have a material adverse effect on our business, operating results, financial condition or cash flows. Regardless of the outcome, litigation can have an adverse impact on us because of defense and settlement costs, diversion of management resources and other factors.

Corporate Information

Our principal executive offices are located at 25 Corporate Drive, Suite 400 Burlington, Massachusetts. Our telephone number is (818) 230-9700. Our website address is www.everbridge.com.

“Everbridge, Inc.,” the Everbridge logo, and other trademarks or service marks of Everbridge, Inc. appearing in this Annual Report on Form 10-K are the property of Everbridge, Inc. This Annual Report on Form 10-K contains additional trade names, trademarks and service marks of others, which are the property of their respective owners. Solely for convenience, trademarks and trade names referred to in this Annual Report on Form 10-K may appear without the ® or TM symbols.

Available Information

Our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and amendments to reports filed pursuant to Sections 13(a) and 15(d) of the Securities Exchange Act of 1934, as amended, are made available free of charge on or through our website at http://ir.everbridge.com as soon as reasonably practicable after such reports are filed with, or furnished to, the Securities and Exchange Commission (“SEC”). The SEC also maintains a website, www.sec.gov, which contains reports and other information regarding issuers that file electronically with the SEC. We are not, however, including the information contained on our website, or information that may be accessed through links on our website, as part of, or incorporating such information by reference into, this Annual Report on Form 10-K.

22

 

Item 1A. Risk Factors.

Our operations and financial results are subject to various risks and uncertainties including those described below. You should consider carefully the risks and uncertainties described below, in addition to other information contained in this Annual Report on Form 10-K, including our consolidated financial statements and related notes, as well as our other public filings with the Securities and Exchange Commission. The risks and uncertainties described below are not the only ones we face. Additional risks and uncertainties that we are unaware of, or that we currently believe are not material, may also become important factors that adversely affect our business. If any of the following risks or others not specified below materialize, our business, financial condition and results of operations could be materially adversely affected. In that case, the trading price of our common stock could decline.

Summary of Risk Factors

Investing in our common stock involves a high degree of risk because our business is subject to numerous risks and uncertainties, as fully described below. The principal factors and uncertainties that make investing in our common stock risky include, among others:

Risks Related to Our Business and Our Industry

 

•

If our business does not grow as we expect, or if we fail to manage our growth effectively, our operating results and business prospects would suffer.

 

•

We have not been profitable on a consistent basis historically and may not achieve or maintain profitability in the future.

 

•

If we are unable to renew or increase sales of our Mass Notification application, or if we are unable to increase sales of our other applications or add new applications, our business and operating results could be adversely affected.

 

•

We operate in an emerging, evolving, and competitive market, and if we cannot expand our platform and applications to meet the demands of this market or effectively compete against competitors, our revenue may decline and we may incur operating losses.

 

•

Our quarterly operating results may vary from period to period, which could result in our failure to meet expectations with respect to operating results and cause the trading price of our stock to decline.

 

•

Our failure to effectively complete and integrate acquired technologies, assets or businesses may harm our financial results.

 

•

Because our long-term growth strategy involves further expansion of our sales to customers outside the United States, our business will be susceptible to risks associated with international operations.

Risks Related to Cybersecurity, and Reliability

 

•

Compromise or unauthorized access to our data or the data of our customers or their employees could harm our business and our customers, cause customers to curtail or cease their use of our applications, damage our reputation, and cause us to incur significant liabilities.

 

•

Interruptions or delays in service from our third-party data center providers could impair our ability to make our platform and applications available to our customers, resulting in customer dissatisfaction, damage to our reputation, loss of customers, limited growth, and reduction in revenue.

Risks Related to Data Privacy Government Regulation

 

•

We are subject to governmental laws and regulations, particularly related to privacy, data protection and information security, and our actual or perceived failure to comply with such obligations could harm our business.

 

•

Compliance with governmental laws and regulations could impair our efforts to maintain and expand our customer base, and thereby decrease our revenue.

 

•

If our applications fail to function in a manner that allows our customers to operate in compliance with regulations and/or industry standards, our revenue and operating results could be harmed.

23

 

 

•

Risks Related to Our Intellectual Property.

 

•

If we fail to protect our intellectual property and proprietary rights adequately, our business could be harmed.

 

•

An assertion by a third party that we are infringing its intellectual property could subject us to costly and time-consuming litigation or expensive licenses that could harm our business and results of operations.

 

•

The use of open source software in our platform and applications may expose us to additional risks and harm our intellectual property.

Risks Related to Ownership of Our Common Stock

 

•

Our stock price may be volatile and you may lose some or all of your investment.

 

•

We may fail to meet our publicly announced guidance or other expectations about our business and future operating results, which would cause our stock price to decline.

 

•

Conversion of the $450 million aggregate principal amount of 0.125% convertible senior notes due December 15, 2024 (the “2024 Notes”) and $115 million aggregate principal amount of 1.50% convertible senior notes due November 1, 2022 (the “2022 Notes”) will dilute the ownership interest of existing stockholders, including holders who had previously converted their Notes, or may otherwise depress the price of our common stock.

 

•

We are obligated to maintain a system of effective internal control over financial reporting and any failure to maintain the adequacy of these internal controls may harm investor confidence in our company and, as a result, the value of our common stock.

 

•

Anti-takeover provisions in our charter documents and under Delaware law could make an acquisition of us more difficult, limit attempts by our stockholders to replace or remove our current management and limit the market price of our common stock.

Risks Related to Our Indebtedness

 

•

We issued convertible notes that have rights senior to our common stock.

 

•

Servicing our debt requires a significant amount of cash, and we may not have sufficient cash flow from our business to pay our substantial debt.

 

•

The conditional conversion feature of the 2024 Notes and 2022 Notes, may adversely affect our financial condition and operating results.

General Risks

 

•

The ongoing COVID-19 pandemic could materially and adversely affect our business, results of operations and financial condition.

 

•

Legislative actions and new accounting pronouncements are likely to impact our future financial position or results of operations.

 

•

We may have additional tax liabilities from sales taxes, inability to use net operating losses, or changes in regulations, any or all of which could change our effective tax rate or tax liability and have an adverse effect on our results of operations.

 

•

We face exposure to foreign currency exchange rate fluctuations.

24

 

 

Risks Related to Our Business and Our Industry

If our business does not grow as we expect, or if we fail to manage our growth effectively, our operating results and business prospects would suffer.

The number of our full-time employees were 1,344, 948 and 777 as of December 31, 2020, 2019 and 2018, respectively. In 2020, we made a significant investment in our sales organization, growing our headcount by 40%, and our revenue increased by $70.3 million for the year ended December 31, 2020 compared to 2019, due in part to the increase in our customer base.

However, our business may not continue to grow as quickly or at all in the future, which would adversely affect our revenue and business prospects. Our business growth depends on a number of factors including:

 

•

our ability to execute upon our business plan effectively;

 

•

our ability to accelerate our acquisition of new customers;

 

•

our ability to further sell to our existing customers new applications and features and to additional departments in their organizations;

 

•

our ability to develop new applications to target new markets and use cases;

 

•

our ability to expand our international footprint;

 

•

the growth of the market in which we operate;

 

•

our ability to maintain our technology leadership position; and

 

•

our ability to acquire and integrate complementary business, technologies and teams we need.

Further, our growth has placed, and will continue to place, a strain on our managerial, operational, financial and other resources, and our future operating results depend to a large extent on our ability to successfully manage our anticipated expansion and growth. To manage our growth successfully and handle the responsibilities of being a public company, we believe we must effectively, among other things:

 

•

increase our customer base and upsell and cross-sell additional and new applications to our existing customers;

 

•

invest in sales and marketing and expand our channel partner relationships;

 

•

develop new applications that target new markets and use cases;

 

•

expand our international operations; and

 

•

improve our platform and applications, financial and operational systems, procedures and controls.

We intend to continue our investment in sales and marketing, platform and applications, research and development, and general and administrative functions and other areas to grow our business. We are likely to recognize the costs associated with these investments earlier than some of the anticipated benefits and the return on these investments may be lower, or may develop more slowly, than we expect, which could adversely affect our operating results.

If we are unable to manage our growth effectively in a manner that preserves the key aspects of our corporate culture, we may not be able to take advantage of market opportunities or develop new applications or upgrades to our existing applications and we may fail to satisfy customer requirements, maintain the quality and security of our applications, execute on our business plan or respond to competitive pressures, which could result in our financial results suffering and a decline in our stock price.

25

 

We have not been profitable on a consistent basis historically and may not achieve or maintain profitability in the future.

We have posted a net loss in each year since inception, including net losses of $93.4 million, $52.3 million and $47.5 million in the years ended December 31, 2020, 2019 and 2018, respectively. As of December 31, 2020, we had an accumulated deficit of $293.3 million. While we have experienced significant revenue growth in recent periods, we are not certain whether or when we will obtain a high enough volume of sales of our applications to sustain or increase our growth or achieve or maintain profitability in the future. Our ability to achieve or maintain profitability also has been and will continue to be impacted by non-cash stock-based compensation. We also expect our costs to increase in future periods, which could negatively affect our future operating results if our revenue does not increase. In particular, we expect to continue to expend substantial financial and other resources on:

 

•

sales and marketing, including a significant expansion of our sales organization, both domestically and internationally;

 

•

research and development related to our platform and applications, including investments in our research and development team;

 

•

continued international expansion of our business; and

 

•

general and administration expenses, including legal and accounting expenses related to being a public company.

These investments may not result in increased revenue or growth in our business. If we are unable to increase our revenue at a rate sufficient to offset the expected increase in our costs, our business, financial position and results of operations will be harmed, and we may not be able to achieve or maintain profitability over the long term. Additionally, we may encounter unforeseen operating expenses, difficulties, complications, delays and other unknown factors that may result in losses in future periods. If our revenue growth does not meet our expectations in future periods, our financial performance may be harmed, and we may not achieve or maintain profitability in the future.

To date, we have derived a substantial portion of our revenue from the sale of our Mass Notification application. If we are unable to renew or increase sales of this application, or if we are unable to increase sales of our other applications, our business and operating results could be adversely affected.

While we have introduced several new event management applications over the last few years, we derived approximately 50%, 61% and 62% of our revenue from sales of our Mass Notification application in 2020, 2019 and 2018, respectively, and expect to continue to derive a substantial portion of our revenue from sales of this application in the near term. As a result, our operating results could suffer due to:

 

•

any decline in demand for our Mass Notification application;

 

•

pricing or other competitive pressures from competing products;

 

•

the introduction of applications and technologies that serve as a replacement or substitute for, or represent an improvement over, our Mass Notification application;

 

•

technological innovations or new standards that our Mass Notification application do not address; and

 

•

sensitivity to current or future prices offered by us or competing solutions.

Because of our reliance on our Mass Notification application, our inability to renew or increase sales of this application or a decline in prices of this application would harm our business and operating results more seriously than if we derived significant revenue from a variety of applications. Any factor adversely affecting sales of our historical or new applications, including release cycles, market acceptance, competition, performance and reliability, reputation and economic and market conditions, could adversely affect our business and operating results.

26

 

If we are unable to develop upgrades to our platform, develop new applications, sell our platform and applications into new markets or further penetrate our existing market, our revenue may not grow.

Our ability to increase sales will depend in large part on our ability to enhance and improve our platform and applications, introduce new applications in a timely manner, develop new use cases for our platform and further penetrate our existing market. The success of any enhancement to our platform or new applications depends on several factors, including the timely completion, introduction and market acceptance of enhanced or new applications, the ability to maintain and develop relationships with channel partners and communications carriers, the ability to attract, retain and effectively train sales and marketing personnel and the effectiveness of our marketing programs. Any new application that we develop or acquire may not be introduced in a timely or cost-effective manner, and may not achieve the broad market acceptance necessary to generate significant revenue. Any new markets into which we attempt to sell our applications, including new vertical markets and new countries or regions, may not be receptive. Our ability to further penetrate our existing markets depends on the quality of our platform and applications and our ability to design our platform and applications to meet consumer demand. Any failure to enhance or improve our platform and applications as well as introduce new applications may adversely affect our revenue growth and operating results.

If we are unable to attract new customers or sell additional applications to our existing customers, our revenue and revenue growth will be harmed.

A part of our growth strategy is to add new customers and sell additional applications to our existing customers. Our ability to maintain existing customers, sell them new applications and to add new customers will depend in significant part on our ability to anticipate industry evolution, practices and standards and to continue to introduce and enhance the applications we offer on a timely basis to keep pace with technological developments. However, we may prove unsuccessful in developing new applications and improving existing applications. In addition, the success of any new application depends on several factors, including the timely completion, introduction and market acceptance of the application. Any new applications we develop or acquire might not be introduced in a timely or cost-effective manner and might not achieve the broad market acceptance necessary to generate significant revenue. If any of our competitors implements new technologies before we are able to implement them or better anticipates market opportunities, those competitors may be able to provide more effective or cheaper products than ours. As a result, we may be unable to renew our agreements with existing customers, attract new customers or grow or maintain our business from existing customers, which could harm our revenue and growth.

Failure to effectively develop and expand our sales and marketing capabilities could harm our ability to increase our customer base and achieve broader market acceptance of our platform and applications.

To increase total customers and achieve broader market acceptance of our platform and applications, we will need to expand our sales and marketing organization, including the vertical and geographic distribution of our salesforce and our teams of account executives focused on new accounts, account managers responsible for renewal and growth of existing accounts, and business development representatives targeting new and growth business opportunity creation. We will continue to dedicate significant resources to our global sales and marketing organizations. The effectiveness of our sales and marketing teams has varied over time and may vary in the future, and depends in part on our ability to maintain and improve our platform and applications. All of these efforts will require us to invest significant financial and other resources and we are unlikely to see the benefits, if any, of these increases until future periods after incurring these expenses. Our business will be seriously harmed if our efforts do not generate a correspondingly significant increase in revenue. We may not achieve revenue growth from expanding our salesforce if we are unable to hire, develop and retain talented sales personnel, if our new sales personnel are unable to achieve desired productivity levels in a reasonable period of time or if our sales and marketing programs are not effective.

27

 

The nature of our business exposes us to inherent liability risks.

Our applications, including our Mass Notification, Safety Connection, Incident Management, IT Alerting, Visual Command Center, Public Warning, Community Engagement, Risk Center, Crisis Management, Secure Collaboration, and Control Center applications, are designed to communicate life-saving or damage-mitigating information to the right people, on the right device, in the right location, at the right time during public safety threats and critical business events. Due to the nature of such applications, we are potentially exposed to greater risks of liability for employee acts or omissions or system failures than may be inherent in other businesses. Although substantially all of our customer agreements contain provisions limiting our liability to our customers, we cannot assure you that these limitations will be enforced or the costs of any litigation related to actual or alleged omissions or failures would have a material adverse effect on us even if we prevail. Further, certain of our insurance policies and the laws of some states may limit or prohibit insurance coverage for punitive or certain other types of damages or liability arising from gross negligence and we cannot assure you that we are adequately insured against the risks that we face.

Because we generally recognize revenue ratably over the term of our contract with a customer, downturns or upturns in sales will not be fully reflected in our operating results until future periods.

Our revenue is primarily generated from subscriptions to our critical event management applications. Our customers generally do not have the right to take possession of our software platform and applications. Revenue from subscriptions, including additional fees for items such as incremental usage, is recognized ratably over the subscription period beginning on the date that the subscription is made available to the customer. Our agreements with our customers typically range from one to three years. As a result, much of the revenue that we report in each quarter is attributable to agreements entered into during previous quarters. Consequently, a decline in sales, customer renewals or market acceptance of our applications in any one quarter would not necessarily be fully reflected in the revenue in that quarter, and would negatively affect our revenue and profitability in future quarters. This ratable revenue recognition also makes it difficult for us to rapidly increase our revenue through additional sales in any period, as revenue from new customers generally is recognized over the applicable agreement term.

We operate in an emerging and evolving market, which may develop more slowly or differently than we expect. If our market does not grow as we expect, or if we cannot expand our platform and applications to meet the demands of this market, our revenue may decline, fail to grow or fail to grow at an accelerated rate, and we may incur operating losses.

The market for CEM solutions is in an early stage of development, and it is uncertain whether this market will develop, and even if it does develop, how rapidly or how consistently it will develop or whether our platform and applications will be accepted into the markets in which we operate and plan to operate. Our success will depend, to a substantial extent, on the widespread adoption of our platform and applications as an alternative to historical mass notification systems. Some organizations may be reluctant or unwilling to use our platform and applications for a number of reasons, including concerns about additional costs, uncertainty regarding the reliability and security of cloud-based offerings or lack of awareness of the benefits of our platform and applications. Many organizations have invested substantial personnel and financial resources to integrate traditional on-premises applications into their businesses, and therefore may be reluctant or unwilling to migrate to cloud-based applications. Our ability to expand sales of our platform and applications into new markets depends on several factors, including the awareness of our platform and applications; the timely completion, introduction and market acceptance of enhancements to our platform and applications or new applications that we may introduce; our ability to attract, retain and effectively train sales and marketing personnel; our ability to develop relationships with channel partners and communication carriers; the effectiveness of our marketing programs; the costs of our platform and applications; and the success of our competitors. If we are unsuccessful in developing and marketing our platform and applications into new markets, or if organizations do not perceive or value the benefits of our platform and applications, the market for our platform and applications might not continue to develop or might develop more slowly than we expect, either of which would harm our revenue and growth prospects.

28

 

The markets in which we participate are competitive, and if we do not compete effectively, our operating results could be harmed.

The market for critical event management solutions is highly fragmented, competitive and constantly evolving. With the introduction of new technologies and market entrants, we expect that the competitive environment in which we compete will remain intense going forward. Some of our competitors have made or may make acquisitions or may enter into partnerships or other strategic relationships to provide a more comprehensive offering than they individually had offered or achieve greater economies of scale. In addition, new entrants not currently considered to be competitors may enter the market through acquisitions, partnerships or strategic relationships. We compete on the basis of a number of factors, including:

 

•

application functionality, including local and multi-modal delivery in international markets;

 

•

breadth of offerings;

 

•

performance, security, scalability and reliability;

 

•

compliance with local regulations and multi-language support;

 

•

brand recognition, reputation and customer satisfaction;

 

•

ease of application implementation, use and maintenance; and

 

•

total cost of ownership.

We face competition from in-house solutions, large integrated systems vendors and established and emerging cloud and SaaS and other software providers. Our competitors vary in size and in the breadth and scope of the products and services offered. Many of our competitors and potential competitors have greater name recognition, longer operating histories, more established customer relationships, larger marketing budgets and greater resources than we do. While some of our competitors provide a platform with applications to support one or more use cases, many others provide point-solutions that address a single use case. Further, other potential competitors not currently offering competitive applications may expand their offerings to compete with our solutions. Our competitors may be able to respond more quickly and effectively than we can to new or changing opportunities, technologies, standards and customer requirements. An existing competitor or new entrant could introduce new technology that reduces demand for our solutions. In addition to application and technology competition, we face pricing competition. Some of our competitors offer their applications or services at a lower price, which has resulted in pricing pressures. Some of our larger competitors have the operating flexibility to bundle competing applications and services with other offerings, including offering them at a lower price as part of a larger sale. For all of these reasons, we may not be able to compete successfully and competition could result in reduced sales, reduced margins, losses or the failure of our applications to achieve or maintain market acceptance, any of which could harm our business.

We may not be able to scale our business quickly enough to meet our customers’ growing needs and if we are not able to grow efficiently, our operating results could be harmed.

As usage of our platform and applications grows, we will need to continue making significant investments to develop and implement new applications, technologies, security features and cloud-based infrastructure operations. In addition, we will need to appropriately scale our internal business systems and our services organization, including customer support and professional services, to serve our growing customer base, particularly as our customer demographics change over time. Any failure of, or delay in, these efforts could impair the performance of our platform and applications and reduce customer satisfaction. Even if we are able to upgrade our systems and expand our staff, any such expansion may be expensive and complex, requiring management’s time and attention. To the extent that we do not effectively scale our platform and operations to meet the growing needs of our customers, we may not be able to grow as quickly as we anticipate, our customers may reduce or cancel use of our applications and professional services, we may be unable to compete effectively and our business and operating results may be harmed.

29

 

Our quarterly operating results may vary from period to period, which could result in our failure to meet expectations with respect to operating results and cause the trading price of our stock to decline.

Our operating results, including the levels of our revenue, renewal rates, cash flows, deferred revenue and gross margins, have historically varied from period to period, and we expect that these items will continue to do so as a result of a number of factors, many of which are outside of our control, including:

 

•

the level of demand for our products and services;

 

•

customer renewal rates and ability to attract new customers;

 

•

the extent to which customers purchase additional products or services;

 

•

the mix of our products and services sold during a period;

 

•

network outages, security breaches, technical difficulties or interruptions with our products;

 

•

changes in the growth rate of the markets in which we compete;

 

•

sales of our products and services due to seasonality and customer demand;

 

•

the timing and success of new product or service introductions by us or our competitors or any other changes in the competitive landscape of its industry, including consolidation among our competitors;

 

•

the introduction or adoption of new technologies that compete with our offerings;

 

•

decisions by potential customers to purchase critical event management products or services from other vendors;

 

•

the amount and timing of operating costs and capital expenditures related to the operations and expansion of our business;

 

•

price competition;

 

•

our ability to successfully manage and integrate our previous acquisitions and any future acquisitions of businesses, including the recent acquisitions of Connexient, Inc. (“Connexient”), CNL Software, One2Many Group B.V. (“one2many”), Techwan, SnapComms and Red Sky Technologies Inc. (“Red Sky”) and including without limitation the amount and timing of expenses and potential future charges for impairment of goodwill from acquired companies;

 

•

our ability to establish and grow relationships with partners to market and sell our products and services;

 

•

our continued international expansion and associated exposure to changes in foreign currency exchange rates, including any fluctuations caused by uncertainties relating to the United Kingdom’s exit from the European Union, commonly referred to as “Brexit”;

 

•

the amount and timing of operating expenses related to the maintenance and expansion of our business, operations and infrastructure;

 

•

the announcement or adoption of new regulations and policy mandates or changes to existing regulations and policy mandates;

 

•

the cost or results of existing or unforeseen litigation and intellectual property infringement;

 

•

the strength of regional, national and global economies;

 

•

quarantine, private travel limitation, or business disruption in regions affecting our operations, stemming from actual, imminent or perceived outbreak of contagious disease, including the COVID-19 pandemic;

 

•

the impact of natural disasters or manmade problems such as terrorism or war; and

 

•

future accounting pronouncements or changes in our accounting policies.

Fluctuations in our quarterly operating results, key metrics, non-GAAP metrics and the price of our common stock may be particularly pronounced in the current economic environment due to the uncertainty caused by and the

30

 

unprecedented nature of the current COVID-19 pandemic. Each factor above or discussed elsewhere herein or the cumulative effect of some of these factors may result in fluctuations in our operating results. This variability and unpredictability could result in our failure to meet expectations with respect to operating results, or those of securities analysts or investors, for a particular period. If we fail to meet or exceed expectations for our operating results for these or any other reasons, the market price of our stock could fall and we could face costly lawsuits, including securities class action suits.

Due to the foregoing factors and the other risks discussed in this Annual Report on Form 10-K, you should not rely on quarter-to-quarter comparisons of our results of operations as an indication of our future performance nor should you consider our recent revenue growth or results in any single period to be indicative of our future performance.

Changes in the mix of sizes or types of businesses or government agencies that purchase our platform and applications purchased or used by our customers could affect our operating results.

We have sold and will continue to sell to enterprises of all sizes, municipal and regional governmental agencies, non-profit organizations, educational institutions and healthcare organizations. Sales to larger organizations may entail longer sales cycles and more significant selling efforts. Selling to small businesses may involve greater credit risk and uncertainty. Changes in the sizes or types of businesses that purchase our applications could cause our operating results to be adversely affected.

If we fail to offer high-quality customer support, our business and reputation may suffer.

We offer our customers implementation services and 24/7 support through our customer support centers as well as education, professional development and certification through Everbridge University as well as a range of consulting services. Consulting service offerings include onsite implementation packages, Certified Emergency Management professional operational reviews, dedicated client care representatives, custom web-based training, and development of client-specific communications materials to increase internal awareness of system value.

Providing this education, training and support requires that our personnel who manage our training resources or provide customer support have specific experience, knowledge and expertise, making it more difficult for us to hire qualified personnel and to scale up our support operations. The importance of high-quality customer support will increase as we expand our business and pursue new customers and larger organizations. We may be unable to respond quickly enough to accommodate short-term increases in customer demand for support services or scale our services if our business grows. We also may be unable to modify the format of our support services or change our pricing to compete with changes in support services provided by our competitors. Increased customer demand for these services, without corresponding revenue, could increase our costs and harm our operating results. If we do not help our customers use applications within our platform and provide effective ongoing support, our ability to sell additional applications to, or to retain, existing customers may suffer and our reputation with existing or potential customers may be harmed.

Our strategy includes pursuing acquisitions, and our potential inability to successfully integrate newly-acquired technologies, assets or businesses may harm our financial results. Future acquisitions of technologies, assets or businesses, which are paid for partially or entirely through the issuance of stock or stock rights, could dilute the ownership of our existing stockholders.

We may evaluate and consider potential strategic transactions, including acquisitions of, or investments in, businesses, technologies, services, products and other assets in the future. We also may enter into relationships with other businesses to expand our platform and applications, which could involve preferred or exclusive licenses, additional channels of distribution, discount pricing or investments in other companies.

31

 

We have acquired businesses and technology in the past. For example, we acquired Connexient and CNL Software Limited in February 2020, one2many in March 2020, Techwan in May 2020, SnapComms in August 2020 and Red Sky in January 2021. We believe that part of our continued growth will be driven by acquisitions of other companies or their technologies, assets, businesses and teams. Any acquisitions we complete will give rise to risks, including:

 

•

incurring higher than anticipated capital expenditures and operating expenses;

 

•

failing to assimilate the operations and personnel or failing to retain the key personnel of the acquired company or business;

 

•

failing to integrate the acquired technologies, or incurring significant expense to integrate acquired technologies, into our platform and applications;

 

•

disrupting our ongoing business;

 

•

diverting our management’s attention and other company resources;

 

•

failing to maintain uniform standards, controls and policies;

 

•

incurring significant accounting charges;

 

•

impairing relationships with our customers and employees;

 

•

finding that the acquired technology, asset or business does not further our business strategy, that we overpaid for the technology, asset or business or that we may be required to write off acquired assets or investments partially or entirely;

 

•

failing to realize the expected synergies of the transaction;

 

•

being exposed to unforeseen liabilities and contingencies that were not identified prior to acquiring the company; and

 

•

being unable to generate sufficient revenue and profits from acquisitions to offset the associated acquisition costs.

Fully integrating an acquired technology, asset or business into our operations may take a significant amount of time. We may not be successful in overcoming these risks or any other problems encountered with acquisitions. To the extent that we do not successfully avoid or overcome the risks or problems related to any such acquisitions, our results of operations and financial condition could be harmed. Acquisitions also could impact our financial position and capital requirements, or could cause fluctuations in our quarterly and annual results of operations. Acquisitions could include significant goodwill and intangible assets, which may result in future impairment charges that would reduce our stated earnings. In addition, failure to maintain effective financial controls and reporting systems and procedures during and after integration of an acquired business could also impact our ability to produce timely and accurate financial statements. We may incur significant costs in our efforts to engage in strategic transactions and these expenditures may not result in successful acquisitions.

We expect that the consideration we might pay for any future acquisitions of technologies, assets, businesses or teams could include stock, rights to purchase stock, cash or some combination of the foregoing. If we issue stock or rights to purchase stock in connection with future acquisitions, net income per share and then-existing holders of our common stock may experience dilution.

We rely on the performance of our senior management and highly skilled personnel, and if we are unable to attract, retain and motivate well-qualified employees, our business and results of operations could be harmed.

We believe our success has depended, and continues to depend, on the efforts and talents of our senior management and key personnel. Our future success depends on our continuing ability to attract, develop, motivate and retain highly qualified and skilled employees. Qualified individuals are in high demand, and we may incur significant costs to attract them. In addition, the loss of any of our senior management or key personnel could interrupt our ability to execute our business plan, as such individuals may be difficult to replace. If we do not succeed in attracting well-qualified employees or retaining and motivating existing employees, our business and results of operations could be harmed.

32

 

If we are unable to increase sales of our solutions to large organizations while mitigating the risks associated with serving such customers, our business, financial position and results of operations may suffer.

Our growth strategy is dependent, in part, upon increasing sales of our solutions to large enterprises and governments. Sales to large customers involve risks that may not be present (or that are present to a lesser extent) with sales to smaller entities. These risks include:

 

•

increased purchasing power and leverage held by large customers in negotiating contractual arrangements with us;

 

•

more stringent and complicated implementation processes, including stricter implementation deadlines and penalties for any failure to meet such deadlines;

 

•

more stringent or costly requirements imposed upon us in our support service contracts with such customers, including stricter support response times and penalties for any failure to meet support requirements;

 

•

longer sales cycles and the associated risk that substantial time and resources may be spent on a potential customer that ultimately elects not to purchase our platform or purchases less than we hoped;

 

•

closer relationships with, and dependence upon, large technology companies who offer competitive products; and

 

•

more pressure for discounts and write-offs.

In addition, because security breaches with respect to larger, high-profile enterprises are likely to be heavily publicized, there is increased reputational risk associated with serving such customers. If we are unable to increase sales of our offerings to large enterprise and government customers while mitigating the risks associated with serving such customers, our business, financial position and results of operations may suffer.

Our revenue growth will depend in part on the success of our efforts to augment our direct-sales channels by developing relationships with third parties.

We rely largely on the direct-sales model to market our platform. In order to continue to build our business, we plan to continue to develop partnerships to support our sales efforts through referrals and co-selling arrangements. Our efforts to develop relationships with partners are still at an early stage, we have generated limited revenue through these relationships to date, and we cannot assure you that we will be able to develop and maintain successful partnerships or that these partners will be successful in marketing and selling our platform or solutions based upon our platform. Identifying partners, negotiating and supporting relationships with them and maintaining relationships requires a significant commitment of time and resources that may not yield a significant return on our investment. We expect that our partners will have only limited commitments to dedicate resources to marketing and promoting our solutions. In addition, our competitors may be more effective in providing incentives to our partners or prospective partners to favor their products or services over our solutions. If we are unsuccessful in establishing or maintaining our relationships with partners, or if these partners are unsuccessful in marketing or selling our solutions or are unable or unwilling to devote sufficient resources to these activities, our ability to compete in the marketplace or to grow our revenue could be impaired and our operating results may suffer. Further, new or emerging technologies, technological trends or changes in customer requirements may result in certain third parties de-emphasizing their dealings with us or becoming potential competitors in the future.

Because our long-term growth strategy involves further expansion of our sales to customers outside the United States, our business will be susceptible to risks associated with international operations.

A component of our growth strategy involves the further expansion of our operations and customer base internationally. We opened our first international office in Beijing, China in April 2012 and subsequently opened an office in Windsor, England in September 2012 as part of our geographic expansion. In March 2014, we acquired Vocal Limited, a mass notification company based in Colchester, England. In December 2016, we acquired Svensk Krisledning AB, a SaaS mobile crisis management company based in Norsborg, Sweden. In April 2018, we acquired Unified Messaging Systems ASA, a critical communication and population alerting systems company based in Oslo, Norway. In May 2018, we acquired Respond B.V., a critical communication solutions company based in the

33

 

Netherlands. In February 2020, we acquired CNL Software Limited, a global provider of physical security information management platform software based in Camberley, United Kingdom. In March 2020, we acquired One2Many Group B.V. based in the Netherlands. In May 2020, we acquired Techwan SA based in Switzerland. In August 2020, we acquired SnapComms Limited based in New Zealand.  For the years ended December 31, 2020 and 2019, approximately 26% and 22% of our revenue, respectively, was derived from customers located outside of the United States. We intend to further expand our local presence in regions such as Europe, the Middle East and Asia. Our current international operations and future initiatives will involve a variety of risks, including:

 

•

currency exchange rate fluctuations and the resulting effect on our revenue and expenses, and the cost and risk of entering into hedging transactions if we chose to do so in the future;

 

•

economic or political instability in foreign markets;

 

•

greater difficulty in enforcing contracts, accounts receivable collection and longer collection periods;

 

•

more stringent regulations relating to technology, including with respect to privacy, data security and the unauthorized use of, access to, or deletion of commercial and personal information, particularly in the European Union;

 

•

difficulties in maintaining our company culture with a dispersed and distant workforce;

 

•

unexpected changes in regulatory requirements, taxes or trade laws;

 

•

differing labor regulations, especially in the European Union, where labor laws are generally more advantageous to employees as compared to the United States, including deemed hourly wage and overtime regulations in these locations;

 

•

challenges inherent in efficiently managing an increased number of employees over large geographic distances, including the need to implement appropriate systems, policies, benefits and compliance programs;

 

•

difficulties in managing a business in new markets with diverse cultures, languages, customs, legal systems, alternative dispute systems and regulatory systems;

 

•

limitations on our ability to reinvest earnings from operations in one country to fund the capital needs of our operations in other countries;

 

•

limited or insufficient intellectual property protection;

 

•

political instability or terrorist activities;

 

•

differing exposure to, responses to and capacities for managing the COVID-19 pandemic;

 

•

likelihood of potential or actual violations of domestic and international anticorruption laws, such as the U.S. Foreign Corrupt Practices Act and the U.K. Bribery Act, or of U.S. and international export control and sanctions regulations, which likelihood may increase with an increase of sales or operations in foreign jurisdictions and operations in certain industries; and

 

•

adverse tax burdens and foreign exchange controls that could make it difficult to repatriate earnings and cash.

Our limited experience in operating our business internationally increases the risk that any potential future expansion efforts that we may undertake will not be successful. If we invest substantial time and resources to expand our international operations and are unable to do so successfully and in a timely manner, our business and operating results will suffer. We continue to implement policies and procedures to facilitate our compliance with U.S. laws and regulations applicable to or arising from our international business. Inadequacies in our past or current compliance practices may increase the risk of inadvertent violations of such laws and regulations, which could lead to financial and other penalties that could damage our reputation and impose costs on us.

Our business, including the sales of our products and professional services by us and our channel partners, may be subject to foreign governmental regulations, which vary substantially from country to country and change from time to time. Our failure, or the failure by our channel partners, to comply with these regulations could adversely affect

34

 

our business. Further, in many foreign countries it is common for others to engage in business practices that are prohibited by our internal policies and procedures or U.S. regulations applicable to us. Although we have implemented policies and procedures designed to comply with these laws and policies, there can be no assurance that our employees, contractors, channel partners and agents have complied, or will comply, with these laws and policies. Violations of laws or key control policies by our employees, contractors, channel partners or agents could result in delays in revenue recognition, financial reporting misstatements, fines, penalties or the prohibition of the importation or exportation of our products and could have a material adverse effect on our business and results of operations. If we are unable to successfully manage the challenges of international expansion and operations, our business and operating results could be adversely affected.

We are also monitoring developments related to the United Kingdom’s departure from the European Union on January 31, 2020, commonly referred to as “Brexit.” Brexit could have significant implications for our business and could lead to economic and legal uncertainty, including significant volatility in global stock markets and currency exchange rates, and differing laws and regulations as the United Kingdom determines which European Union laws to replace or replicate. Any of these effects of Brexit, among others, could adversely affect our operations in the United Kingdom and our financial results.

If we cannot maintain our company culture as we grow, our success and our business may be harmed.

We believe our culture has been a key contributor to our success to-date and that the critical nature of the solutions that we provide promotes a sense of greater purpose and fulfillment in our employees. We have invested in building a strong corporate culture and believe it is one of our most important and sustainable sources of competitive advantage. Any failure to preserve our culture could negatively affect our ability to retain and recruit personnel and to effectively focus on and pursue our corporate objectives. As we grow and develop the infrastructure of a public company, we may find it difficult to maintain these important aspects of our company culture. If we fail to maintain our company culture, our business may be adversely impacted.

Our ability to raise capital in the future may be limited, and our failure to raise capital when needed could prevent us from growing.

Our business and operations may consume resources faster than we anticipate. In the future, we may need to raise additional funds to invest in future growth opportunities. Additional financing may not be available on favorable terms, if at all. If adequate funds are not available on acceptable terms, we may be unable to invest in future growth opportunities, which could seriously harm our business and operating results. If we incur debt, the debt holders would have rights senior to common stockholders to make claims on our assets, and the terms of any debt could restrict our operations, including our ability to pay dividends on our common stock. Furthermore, if we issue equity securities, stockholders will experience dilution, and the new equity securities could have rights senior to those of our common stock. Because our decision to issue securities in any future offering will depend on market conditions and other factors beyond our control, we cannot predict or estimate the amount, timing or nature of our future offerings. As a result, our stockholders bear the risk of our future securities offerings reducing the market price of our common stock and diluting their interest.

Our sales cycle can be unpredictable, time-consuming and costly, which could harm our business and operating results.

Our sales process involves educating prospective customers and existing customers about the use, technical capabilities and benefits of our platform and applications. Prospective customers, especially larger organizations, often undertake a prolonged evaluation process, which typically involves not only our solutions, but also those of our competitors and lasts from four to nine months or longer. We may spend substantial time, effort and money on our sales and marketing efforts without any assurance that our efforts will produce any sales.

Events affecting our customers’ businesses may occur during the sales cycle that could affect the size or timing of a purchase, contributing to more unpredictability in our business and operating results. As a result of these factors, we may face greater costs, longer sales cycles and less predictability in the future.

35

 

Risks Related to Cybersecurity, and Reliability

If our, our customers’ or our third-party providers’ security measures are compromised or unauthorized access to the data of our customers or their employees, customers or constituents is otherwise obtained, our platform may be perceived as not being secure, our customers may be harmed and may curtail or cease their use of our applications, our reputation may be damaged and we may incur significant liabilities.

Our operations involve the storage and transmission of data of our customers and their employees, customers and constituents, including personally identifiable information such as contact information and physical location. Security incidents, whether as a result of third-party action, employee or customer error, technology impairment or failure, malfeasance or criminal activity, could result in unauthorized access to, or loss or unauthorized disclosure of, this information, litigation, indemnity obligations and other possible liabilities, as well as negative publicity, which could damage our reputation, impair our sales and harm our customers and our business. Cyber incidents and malicious internet-based activity continue to increase generally, and providers of cloud-based services have been targeted. If third parties with whom we work, such as vendors or developers, violate applicable laws or our security policies, such violations may also put our customers’ information at risk and could in turn have an adverse effect on our business. We may be unable to anticipate or prevent techniques used to obtain unauthorized access or to sabotage systems because they change frequently and often are not detected until after an incident has occurred. As we increase our customer base and our brand becomes more widely known and recognized, third parties may increasingly seek to compromise our security controls or gain unauthorized access to our sensitive corporate information or customers’ data. Further, because of the nature of the services that we provide to our customers during public safety threats and critical business events, we may be a unique target for attacks.

Many governments have enacted laws requiring companies to notify individuals of data security incidents or unauthorized transfers involving certain types of personal data. In addition, some of our customers contractually require notification of any data security incident. Accordingly, security incidents experienced by our competitors, by our customers or by us may lead to public disclosures, which may lead to widespread negative publicity. Any security compromise in our industry, whether actual or perceived, could harm our reputation, erode customer confidence in the effectiveness of our security measures, negatively impact our ability to attract new customers, cause existing customers to elect not to renew their subscriptions or subject us to third-party lawsuits, regulatory fines or other action or liability, which could materially and adversely affect our business and operating results. Further, the costs of compliance with notification laws and contractual obligations may be significant and any requirement that we provide such notifications as a result of an actual or alleged compromise could have a material and adverse effect on our business.

While we maintain general liability insurance coverage and coverage for errors or omissions, we cannot assure you that such coverage would be adequate or would otherwise protect us from liabilities or damages with respect to claims alleging compromises of personal data or that such coverage will continue to be available on acceptable terms or at all.

If our computer systems are or become vulnerable to security breaches or we are unable to comply with our security obligations, we may face reputational damage and lose clients and revenue.

The services we provide are often critical to our clients’ businesses. Certain of our client contracts may require us to comply with security obligations, which could include maintaining network security and backup data, ensuring our network is virus-free, maintaining business continuity planning procedures, and verifying the integrity of employees that work with our clients by conducting background checks. Any failure in our systems or breach of security relating to the services we provide to the client could damage our reputation or result in a claim for substantial damages against us. Our liability for breaches of data security requirements, for which we may be required to indemnify our clients, may be extensive. Any significant failure of our equipment or systems, or any major disruption to basic infrastructure like power and telecommunications in the locations in which we operate, could impede our ability to provide services to our clients, have a negative impact on our reputation, cause us to lose clients, and adversely affect our results of operations.

In addition, we often have access to or are required to collect and store confidential client and customer data. If any person, including any of our employees or former employees, penetrates our network security, accidentally exposes our data or code, or misappropriates data or code that belongs to us, our clients, or our clients’ customers, we could be subject to significant liability from our clients or from our clients’ customers for breaching contractual confidentiality provisions or privacy laws. Unauthorized disclosure of sensitive or confidential client and customer

36

 

data, whether through breach of our computer systems, systems failure, loss or theft of confidential information or intellectual property belonging to our clients or our clients’ customers, or otherwise, could damage our reputation, cause us to lose clients and revenues, and result in financial and other potential losses by us.

Interruptions or delays in service from our third-party data center providers could impair our ability to make our platform and applications available to our customers, resulting in customer dissatisfaction, damage to our reputation, loss of customers, limited growth and reduction in revenue.

We currently serve part of our platform functions from third-party data center hosting facilities operated by Century Link and located in the Los Angeles, California and Denver, Colorado areas. We also rely on Amazon Web Services servers located in Germany, Ireland, the United Kingdom, Canada, California, and Virginia to host certain of our platform functions and applications. Our operations depend, in part, on our third-party facility providers’ abilities to protect these facilities against damage or interruption from natural disasters, power or telecommunications failures, cyber incidents, criminal acts and similar events. In the event that any of our third-party facilities arrangements are terminated, or if there is a lapse of service or damage to a facility, we could experience interruptions in our platform as well as delays and additional expenses in arranging new facilities and services. Any changes in third-party service levels at our data centers or any errors, defects, disruptions, cyber incidents or other performance problems with our solutions could harm our reputation.

Any damage to, or failure of, the systems of our third-party providers could result in interruptions to our platform. Despite precautions taken at our data centers, the occurrence of spikes in usage volume, natural disasters, cyber incidents, acts of terrorism, vandalism or sabotage, closure of a facility without adequate notice or other unanticipated problems could result in lengthy interruptions in the availability of our platform and applications. Problems faced by our third-party data center locations, with the telecommunications network providers with whom they contract, or with the systems by which our telecommunications providers allocate capacity among their customers, including us, could adversely affect the experience of our customers. Because of the nature of the services that we provide to our customers during public safety threats and critical business events, any such interruption may arise when our customers are most reliant on our applications, thereby compounding the impact of any interruption on our business. Interruptions in our services might reduce our revenue, cause us to issue refunds to customers and subject us to potential liability.

Further, our insurance policies may not adequately compensate us for any losses that we may incur in the event of damage or interruption. Although we benefit from liability protection under the Support Anti-Terrorism by Fostering Effective Technology Act of 2002, the occurrence of any of the foregoing could reduce our revenue, subject us to liability, cause us to issue credits to customers or cause customers not to renew their subscriptions for our applications, any of which could materially adversely affect our business.

Failures or reduced accessibility of third-party software on which we rely could impair the availability of our platform and applications and adversely affect our business.

We license software from third parties for integration into our platform and applications, including open source software. These licenses might not continue to be available to us on acceptable terms, or at all. While we are not substantially dependent upon any third-party software, the loss of the right to use all or a significant portion of our third-party software required for the development, maintenance and delivery of our applications could result in delays in the provision of our applications until we develop or identify, obtain and integrate equivalent technology, which could harm our business.

Any errors or defects in the hardware or software we use could result in errors, interruptions, cyber incidents or a failure of our applications. Any significant interruption in the availability of all or a significant portion of such software could have an adverse impact on our business unless and until we can replace the functionality provided by these applications at a similar cost. Furthermore, this software may not be available on commercially reasonable terms, or at all. The loss of the right to use all or a significant portion of this software could limit access to our platform and applications. Additionally, we rely upon third parties’ abilities to enhance their current applications, develop new applications on a timely and cost-effective basis and respond to emerging industry standards and other technological changes. We may be unable to effect changes to such third-party technologies, which may prevent us from rapidly responding to evolving customer requirements. We also may be unable to replace the functionality

37

 

provided by the third-party software currently offered in conjunction with our applications in the event that such software becomes obsolete or incompatible with future versions of our platform and applications or is otherwise not adequately maintained or updated.

If we do not or cannot maintain the compatibility of our platform with third-party applications that our customers use in their businesses, our revenue will decline.

As a significant percentage of our customers choose to integrate our solutions with certain capabilities provided by third-party providers, the functionality and popularity of our solutions depend, in part, on our ability to integrate our platform and applications with certain third-party systems. Third-party providers may change the features of their technologies, restrict our access to their applications or alter the terms governing use of their applications in an adverse manner. Such changes could functionally limit or terminate our ability to use these third-party technologies in conjunction with our platform and applications, which could negatively impact our solutions and harm our business. If we fail to integrate our solutions with new third-party applications that our customers use, we may not be able to offer the functionality that our customers need, which would negatively impact our ability to generate revenue and adversely impact our business.

Risks Related to Data Privacy Government Regulation

We are subject to governmental regulation and other legal obligations, particularly related to privacy, data protection and information security, and our actual or perceived failure to comply with such obligations could harm our business. Compliance with such laws could also impair our efforts to maintain and expand our customer base, and thereby decrease our revenue.

Our handling and storage of data is subject to a variety of laws and regulations, including regulation by various government agencies, including the U.S. Federal Trade Commission (“FTC”), and various state, local and foreign agencies. We collect personally identifiable information and other data directly from our customers and through our channel partners. We also process or otherwise handle personally identifiable information about our customers’ employees, customers and constituents in certain circumstances. We use this information to provide applications to our customers and to support, expand and improve our business. We may also share customers’ personally identifiable information with third parties as described in our privacy policy and/or as otherwise authorized by our customers.

The U.S. federal and various state and foreign governments have adopted or proposed legislation that regulates the collection, distribution, use and storage of personal information of individuals and that mandates security requirements with respect to certain personally identifiable information. In the United States, the FTC and numerous state attorneys general are imposing standards for the online collection, distribution, use and storage of data by applying federal and state consumer protection laws. The lack of a clear and universal standard for protecting such information means, however, that these obligations may be interpreted and applied in a manner that is inconsistent from one jurisdiction to another and may conflict with other requirements or our practices. Any failure or perceived failure by us to comply with privacy or security laws, policies, legal obligations or industry standards or any security incident that results in the unauthorized release or transfer of sensitive corporate information, personally identifiable information or other customer data may result in governmental enforcement actions, litigation, fines and penalties and/or adverse publicity, and could cause our customers to lose trust in us, which could have an adverse effect on our reputation and business.

Some proposed laws or regulations concerning privacy, data protection and information security are in their early stages, and we cannot yet determine how these laws and regulations may be interpreted nor can we determine the impact these proposed laws and regulations, may have on our business. Such proposed laws and regulations may require companies to implement privacy and security policies, permit users to access, correct and delete personal information stored or maintained by such companies, inform individuals of security breaches that affect their personal information, and, in some cases, obtain individuals’ consent to use personal information for certain purposes. In addition, a foreign government could require that any personal information collected in a country not be disseminated outside of that country, and we may not be currently equipped to comply with such a requirement. Our failure to comply with federal, state and international data privacy laws and regulators could harm our ability to successfully operate our business and pursue our business goals.

38

 

In addition, several foreign countries and governmental bodies, including the European Union and Canada, have regulations governing the collection and use of personal information obtained from their residents, which are often more restrictive than those in the United States. Laws and regulations in these jurisdictions apply broadly to the collection, use, storage, disclosure and security of personal information that identifies or may be used to identify an individual, such as names, email addresses and in some jurisdictions, Internet Protocol, or IP, addresses. Such regulations and laws may be modified and new laws may be enacted in the future.

Within the European Union, legislators have adopted the General Data Protection Regulation (“GDPR”), which went into effect in May 2018. The GDPR includes more stringent operational requirements on entities that process personal data (as compared to existing EU law), including significant penalties for non-compliance, more robust obligations on data processors and data controllers, greater rights for data subjects (potentially requiring significant changes to both our technology and operations), and heavier documentation requirements for data protection compliance programs. Specifically, the GDPR introduces numerous privacy-related changes for companies operating in the EU, including greater control over personal data by data subjects (e.g., the “right to be forgotten”), increased data portability for EU consumers, data breach notification requirements and increased fines. Under the GDPR, fines of up to 20 million euros or up to 4% of the annual global revenue of the noncompliant company, whichever is greater, could be imposed for violations of certain GDPR requirements. The GDPR requirements apply not only to third-party transactions, but also to transfers of information between us and our subsidiaries, including employee information.  

Further, Brexit could lead to additional legislative and regulatory changes. The United Kingdom Data Protection Act that substantially implements the GDPR became law in May 2018 and was subject to statutory amendments in 2019 that further align it with the GDPR. The development of United Kingdom data protection laws or regulations and regulation of data transfers to and from the United Kingdom in the medium to longer term, however, remain unclear and could impact our ability to sell our products and services to customers in the United Kingdom.

California enacted legislation in 2018, the California Consumer Privacy Act (the “CCPA”), that became operative on January 1, 2020. The CCPA requires covered companies to, among other things, provide new disclosures to California consumers, and affords such consumers new abilities to opt-out of certain sales of personal information. The CCPA is the subject of proposed regulations of the California Attorney General that were released on October 10, 2019 but have yet to be finalized. Aspects of the CCPA and its interpretation remain unclear at this time. We cannot fully predict the impact of the CCPA on our business or operations, but it may require us to modify our data processing practices and policies and to incur substantial costs and expenses in an effort to comply.

While we have taken steps to mitigate the impact of the GDPR on us, such as implementing standard contractual clauses and self-certifying under the EU-US Privacy Shield, the efficacy and longevity of these mechanisms remains uncertain. For example, on July 16, 2020, the CJEU invalidated the U.S.-EU Privacy Shield framework that had been in place since 2016, which allowed companies like us to meet certain European legal requirements for the transfer of personal data from the EEA to the United States, and imposed additional obligations on companies when relying on the model clauses approved by the EU Commission. This CJEU decision may result in different EEA data protection regulators applying differing standards for the transfer of personal data from the EEA to the United States, and even require ad hoc verification of measures taken with respect to data flows. The invalidation of the U.S.-EU Privacy Shield framework will require us to take additional steps to legitimize any personal data transfers that are impacted by this decision. This could result in increased costs of compliance and limitations on our customers and us. More generally, we find it necessary or desirable to modify our data handling practices, and this CJEU decision or other legal challenges relating to cross-border data transfer may serve as a basis for our personal data handling practices, or those of our customers and vendors, to be challenged and may otherwise adversely impact our business, financial condition and operating results. Potential or actual legal proceedings could lead to one or both of these mechanisms being declared invalid. Further, despite our ongoing efforts to maintain compliance with the GDPR, we may not be successful either due to various factors within our control (such as limited financial or human resources) or outside our control (such as a lack of vendor cooperation). It’s also possible that local data protection authorities (DPAs) may have different interpretations of the GDPR, leading to potential inconsistencies amongst various EU states.

Globally, governments and agencies have adopted and could in the future adopt, modify, apply or enforce laws, policies, regulations, and standards covering user privacy, data security, technologies such as cookies that are used

39

 

to collect, store and/or process data, marketing online, the use of data to inform marketing, the taxation of products and services, unfair and deceptive practices, and the collection (including the collection of information), use, processing, transfer, storage and/or disclosure of data associated with unique individual internet users.

New regulation or legislative actions (or new interpretations of existing laws, regulations or standards) regarding data privacy and security, together with applicable industry standards, may increase the costs of doing business and could have a material adverse impact on our operations. If our privacy or data security measures fail to comply with current or future laws and regulations, we may be subject to litigation, regulatory investigations, fines or other liabilities, as well as negative publicity and a potential loss of business, which could have a material adverse effect on our reputation and business. Moreover, if future laws and regulations limit our customers’ ability to use and share personal information or our ability to store, process and share personal information, demand for our applications could decrease, our costs could increase, and our business, results of operations and financial condition could be harmed.

If our applications fail to function in a manner that allows our customers to operate in compliance with regulations and/or industry standards, our revenue and operating results could be harmed.

Certain of our customers require applications that ensure secure processing, communication and storage of sensitive information given the nature of the content being distributed and associated applicable regulatory requirements. In particular, our healthcare customers rely on our applications to communicate in a manner that is designed to comply with the requirements of the Health Insurance Portability and Accountability Act of 1996, the 2009 Health Information Technology for Economic and Clinical Health Act, the Final Omnibus Rule of January 25, 2013, which are collectively referred to as HIPAA, and which impose privacy and data security standards that protect individually identifiable health information by limiting the uses and disclosures of individually identifiable health information and requiring that certain data security standards be implemented to protect this information. As a “business associate” to “covered entities” that are subject to HIPAA, we also have our own compliance obligations directly under HIPAA and pursuant to the business associate agreements that we are required to enter into with our customers that are HIPAA-covered entities.

Governments and industry organizations may also adopt new laws, regulations or requirements, or make changes to existing laws or regulations, that could impact the demand for, or value of, our applications. If we are unable to adapt our applications to changing legal and regulatory standards or other requirements in a timely manner, or if our applications fail to allow our customers to communicate in compliance with applicable laws and regulations, our customers may lose confidence in our applications and could switch to products offered by our competitors, or threaten or bring legal actions against us.

In addition, governmental and other customers may require our applications to comply with certain privacy, security or other certifications and standards. For instance, with regard to transfers of personal data, on July 16, 2020, the Court of Justice of the European Union (“CJEU”) invalidated the U.S.-EU Privacy Shield framework that had been in place since 2016, which allowed companies like us to meet certain European legal requirements for the transfer of personal data from the European Economic Area (“EEA”) to the United States, and imposed additional obligations on companies when relying on the model clauses approved by the EU Commission. The invalidation of the U.S.-EU Privacy Shield framework will require us to take additional steps to legitimize any personal data transfers that are impacted by this decision. While we have other legally recognized mechanisms in place that we believe allow for the lawful transfer of EU customer and employee information to the United States, this invalidation decision could result in increased costs of compliance and limitations on our customers and us. Further, it is possible that these other transfer mechanisms may also be challenged or evolve to include new legal requirements that could have an impact on how we move this data. If our applications fail to maintain compliance with these certifications and standards, or our competitors achieve compliance with these certifications and standards, we may be disqualified from selling our applications to such customers, or may otherwise be at a competitive disadvantage, either of which would harm our business, results of operations and financial condition. If our policies and practices are, or are perceived to be, insufficient or if our customers have concerns regarding the transfer of data from the European Union to the United States, we could be subject to enforcement actions or investigations by EU Data Protection Authorities or lawsuits by private parties, and our business could be negatively impacted.

40

 

Failure to comply with governmental laws and regulations could harm our business.

Our business is subject to regulation by various federal, state, local and foreign governments. For example, the Telephone Consumer Protection Act of 1991 (“TCPA”), restricts telemarketing and the use of automatic text messages without proper consent. The scope and interpretation of the laws that are or may be applicable to the delivery of text messages are continuously evolving and developing. If we do not comply with these laws or regulations or if we become liable under these laws or regulations due to the failure of our customers to comply with these laws by obtaining proper consent, we could face direct liability. In certain jurisdictions, these regulatory requirements may be more stringent than those in the United States. Noncompliance with applicable regulations or requirements could subject us to investigations, sanctions, enforcement actions, disgorgement of profits, fines, damages, civil and criminal penalties, injunctions or other collateral consequences. If any governmental sanctions are imposed, or if we do not prevail in any possible civil or criminal litigation, our business, results of operations, and financial condition could be materially adversely affected. In addition, responding to any action will likely result in a significant diversion of management’s attention and resources and an increase in professional fees. Enforcement actions and sanctions could harm our business, reputation, results of operations and financial condition.

A portion of our revenue is generated by subscriptions sold to governmental entities and heavily regulated organizations, which are subject to a number of challenges and risks.

A portion of our revenue is generated by subscriptions sold to government entities. Additionally, many of our current and prospective customers, such as those in the financial services, and healthcare and life sciences industries, are highly regulated and may be required to comply with more stringent regulations in connection with subscribing to and implementing our applications. Selling subscriptions to these entities can be highly competitive, expensive and time consuming, often requiring significant upfront time and expense without any assurance that we will successfully complete a sale.

Furthermore, engaging in sales activities to foreign governments introduces additional compliance risks specific to the Foreign Corrupt Practices Act, the U.K. Bribery Act and other similar statutory requirements prohibiting bribery and corruption in the jurisdictions in which we operate. Governmental and highly regulated entities often require contract terms that differ from our standard arrangements. For example, the federal government provides grants to certain state and local governments for our applications and if such governmental entities do not continue to receive these grants, they have the ability to terminate their contracts without penalty. Governmental and highly regulated entities impose compliance requirements that are complicated, require preferential pricing or “most favored nation” terms and conditions, or are otherwise time consuming and expensive to satisfy. If we undertake to meet special standards or requirements and do not meet them, we could be subject to increased liability from our customers or regulators. Even if we do meet these special standards or requirements, the additional costs associated with providing our applications to government and highly regulated customers could harm our margins. Moreover, changes in the underlying regulatory conditions that affect these types of customers could harm our ability to efficiently provide our applications to them and to grow or maintain our customer base.

Governmental demand and payment for our applications may also be impacted by public sector budgetary cycles and funding authorizations, with funding reductions or delays adversely affecting public sector demand for our solutions.

Potential regulatory requirements placed on our applications and content could impose increased costs on us, delay or prevent our introduction of new applications, and impair the function or value of our existing applications.

Certain of our existing applications, such as Secure Collaboration, a tailored version of our Secure Messaging application that is designed to comply with HIPAA, are and are likely to continue to be subject to increasing regulatory requirements in a number of ways and as we continue to introduce new applications, we may be subject to additional regulatory requirements and other risks that could be costly and difficult to comply with or that could harm our business. In addition, we market our applications and professional services in certain countries outside of the United States and plan to expand our local presence in regions such as Europe, the Middle East and Asia. If additional legal and/or regulatory requirements are implemented in the foreign countries in which we provide our services, the cost of developing or selling our applications may increase. As these requirements proliferate and as

41

 

existing legal requirements become subject to new interpretations, we must change or adapt our applications and professional services to comply. Changing regulatory requirements might render certain of our applications obsolete or might block us from accomplishing our work or from developing new applications. This might in turn impose additional costs upon us to comply or to further develop our applications. It might also make introduction of new applications or service types more costly or more time-consuming than we currently anticipate. It might even prevent introduction by us of new applications or cause the continuation of our existing applications or professional services to become unprofitable or impossible.

Risks Related to Our Intellectual Property

If we fail to protect our intellectual property and proprietary rights adequately, our business could be harmed.

Our future success and competitive position depend in part on our ability to protect our intellectual property and proprietary technologies. To safeguard these rights, we rely on a combination of patent, trademark, copyright and trade secret laws and contractual protections in the United States and other jurisdictions, some of which afford only limited protection.

We have numerous issued patents and patent applications pending as of December 31, 2020. We cannot assure you that any patents will issue from any patent applications, that patents that issue from such applications will give us the protection that we seek or that any such patents will not be challenged, invalidated, or circumvented. Any patents that may issue in the future from our pending or future patent applications may not provide sufficiently broad protection and may not be enforceable in actions against alleged infringers. In addition, we have registered the “Everbridge”, “Nixle” and “Visual Command Center” names in the United States, and have registered the “Everbridge” name in the European Union. We have registrations and/or pending applications for additional marks in the United States and various other countries; however, we cannot assure you that any future trademark registrations will be issued for pending or future applications or that any registered trademarks will be enforceable or provide adequate protection of our proprietary rights.

In order to protect our unpatented proprietary technologies and processes, we rely on trade secret laws and confidentiality agreements with our employees, consultants, vendors and others. Despite our efforts to protect our proprietary technology and trade secrets, unauthorized parties may attempt to misappropriate, reverse engineer or otherwise obtain and use them. In addition, others may independently discover our trade secrets, in which case we would not be able to assert trade secret rights, or develop similar technologies and processes. Further, the contractual provisions that we enter into may not prevent unauthorized use or disclosure of our proprietary technology or intellectual property rights and may not provide an adequate remedy in the event of unauthorized use or disclosure of our proprietary technology or intellectual property rights. Effective trade secret protection may not be available in every country in which our services are available or where we have employees or independent contractors. The loss of trade secret protection could make it easier for third parties to compete with our solutions by copying functionality. In addition, any changes in, or unexpected interpretations of, the trade secret and employment laws in any country in which we operate may compromise our ability to enforce our trade secret and intellectual property rights. Costly and time-consuming litigation could be necessary to enforce and determine the scope of our proprietary rights, and failure to obtain or maintain trade secret protection could adversely affect our competitive business position.

In addition, to protect our intellectual property rights, we may be required to spend significant resources to monitor and protect these rights. Litigation brought to protect and enforce our intellectual property rights could be costly, time-consuming and distracting to management and could result in the impairment or loss of portions of our intellectual property. Failure to adequately enforce our intellectual property rights could also result in the impairment or loss of those rights. Furthermore, our efforts to enforce our intellectual property rights may be met with defenses, counterclaims and countersuits attacking the validity and enforceability of our intellectual property rights. Patent, copyright, trademark and trade secret laws offer us only limited protection and the laws of many of the countries in which we sell our services do not protect proprietary rights to the same extent as the United States and Europe. Accordingly, defense of our trademarks and proprietary technology may become an increasingly important issue as we continue to expand our operations and solution development into countries that provide a lower level of intellectual property protection than the United States or Europe. Policing unauthorized use of our intellectual property and technology is difficult and the steps we take may not prevent misappropriation of the

42

 

intellectual property or technology on which we rely. For example, in the event of inadvertent or malicious disclosure of our proprietary technology, trade secret laws may no longer afford protection to our intellectual property rights in the areas not otherwise covered by patents or copyrights. Accordingly, we may not be able to prevent third parties from infringing upon or misappropriating our intellectual property.

We may elect to initiate litigation in the future to enforce or protect our proprietary rights or to determine the validity and scope of the rights of others. That litigation may not be ultimately successful and could result in substantial costs to us, the reduction or loss in intellectual property protection for our technology, the diversion of our management’s attention and harm to our reputation, any of which could materially and adversely affect our business and results of operations.

Our failure or inability to adequately protect our intellectual property and proprietary rights could harm our business, financial condition and results of operations.

An assertion by a third party that we are infringing its intellectual property could subject us to costly and time-consuming litigation or expensive licenses that could harm our business and results of operations.

Patent and other intellectual property disputes are common in our industry and we have been involved in such disputes from time to time in the ordinary course of our business. Some companies, including some of our competitors, own large numbers of patents, copyrights and trademarks, which they may use to assert claims against us. Third parties may in the future assert claims of infringement, misappropriation or other violations of intellectual property rights against us. They may also assert such claims against our customers whom we typically indemnify against claims that our solution infringes, misappropriates or otherwise violates the intellectual property rights of third parties. As the numbers of products and competitors in our market increase and overlaps occur, claims of infringement, misappropriation and other violations of intellectual property rights may increase. Any claim of infringement, misappropriation or other violation of intellectual property rights by a third party, even those without merit, could cause us to incur substantial costs defending against the claim and could distract our management from our business.

As we seek to extend our platform and applications, we could be constrained by the intellectual property rights of others and it may also be more likely that competitors or other third parties will claim that our solutions infringe their proprietary rights. We might not prevail in any intellectual property infringement litigation given the complex technical issues and inherent uncertainties in such litigation. Defending such claims, regardless of their merit, could be time-consuming and distracting to management, result in costly litigation or settlement, cause development delays or require us to enter into royalty or licensing agreements. In addition, we currently have a limited portfolio of issued patents compared to our larger competitors, and therefore may not be able to effectively utilize our intellectual property portfolio to assert defenses or counterclaims in response to patent infringement claims or litigation brought against us by third parties. Further, litigation may involve patent holding companies or other adverse patent owners who have no relevant applications or revenue and against which our potential patents provide no deterrence, and many other potential litigants have the capability to dedicate substantially greater resources to enforce their intellectual property rights and to defend claims that may be brought against them. If our platform or any of our applications exceed the scope of in-bound licenses or violate any third-party proprietary rights, we could be required to withdraw those applications from the market, re-develop those applications or seek to obtain licenses from third parties, which might not be available on reasonable terms or at all. Any efforts to re-develop our platform and our applications, obtain licenses from third parties on favorable terms or license a substitute technology might not be successful and, in any case, might substantially increase our costs and harm our business, financial condition and results of operations. If we were compelled to withdraw any of our applications from the market, our business, financial condition and results of operations could be harmed.

43

 

We have indemnity obligations to our customers and certain of our channel partners for certain expenses and liabilities resulting from intellectual property infringement claims regarding our platform and our applications, which could force us to incur substantial costs.

We have indemnity obligations to our customers and certain of our channel partners for intellectual property infringement claims regarding our platform and our applications. As a result, in the case of infringement claims against these customers and channel partners, we could be required to indemnify them for losses resulting from such claims or to refund amounts they have paid to us. We also expect that some of our channel partners with whom we do not have express contractual obligations to indemnify for intellectual property infringement claims may seek indemnification from us in connection with infringement claims brought against them. We may elect to indemnify these channel partners where we have no contractual obligation to indemnify them and we will evaluate each such request on a case-by-case basis. If a channel partner elects to invest resources in enforcing a claim for indemnification against us, we could incur significant costs disputing it. If we do not succeed in disputing it, we could face substantial liability.

We may be subject to damages resulting from claims that our employees or contractors have wrongfully used or disclosed alleged trade secrets of their former employers or other parties.

We have in the past and may in the future be subject to claims that employees or contractors, or we, have inadvertently or otherwise used or disclosed trade secrets or other proprietary information of our competitors or other parties. Litigation may be necessary to defend against these claims. If we fail in defending against such claims, a court could order us to pay substantial damages and prohibit us from using technologies or features that are essential to our solutions, if such technologies or features are found to incorporate or be derived from the trade secrets or other proprietary information of these parties. In addition, we may lose valuable intellectual property rights or personnel. A loss of key personnel or their work product could hamper or prevent our ability to develop, market and support potential solutions or enhancements, which could severely harm our business. Even if we are successful in defending against these claims, such litigation could result in substantial costs and be a distraction to management.

The use of open source software in our platform and applications may expose us to additional risks and harm our intellectual property.

Our platform and some of our applications use or incorporate software that is subject to one or more open source licenses and we may incorporate additional open source software in the future. Open source software is typically freely accessible, usable and modifiable; however, certain open source software licenses require a user who intends to distribute the open source software as a component of the user’s software to disclose publicly part or all of the source code to the user’s software. In addition, certain open source software licenses require the user of such software to make any modifications or derivative works of the open source code available to others on potentially unfavorable terms or at no cost. Use and distribution of open source software may entail greater risks than use of third-party commercial software, as open source licensors generally do not provide warranties or other contractual protections regarding infringement claims or the quality of the code.

The terms of many open source licenses to which we are subject have not been interpreted by U.S. or foreign courts, and accordingly there is a risk that those licenses could be construed in a manner that imposes unanticipated conditions or restrictions on our ability to commercialize our platform and applications. In that event, we could be required to seek licenses from third parties in order to continue offering our platform and applications, to re-develop our platform and applications, to discontinue sales of our platform and applications or to release our proprietary software code in source code form under the terms of an open source license, any of which could harm our business. Further, given the nature of open source software, it may be more likely that third parties might assert copyright and other intellectual property infringement claims against us based on our use of these open source software programs. Litigation could be costly for us to defend, have a negative effect on our operating results and financial condition or require us to devote additional research and development resources to change our applications.

Although we are not aware of any use of open source software in our platform and applications that would require us to disclose all or a portion of the source code underlying our core applications, it is possible that such use may have inadvertently occurred in deploying our platform and applications, or that persons or entities may claim such

44

 

disclosure to be required. Disclosing our proprietary source code could allow our competitors to create similar products with lower development effort and time and ultimately could result in a loss of sales for us. Disclosing the source code of our proprietary software could also make it easier for cyber attackers and other third parties to discover vulnerabilities in or to defeat the protections of our products, which could result in our products failing to provide our customers with the security they expect. Any of these events could have a material adverse effect on our business, operating results and financial condition. Additionally, if a third-party software provider has incorporated certain types of open source software into software we license from such third party for our platform and applications without our knowledge, we could, under certain circumstances, be required to disclose the source code to our platform and applications. This could harm our intellectual property position and our business, results of operations and financial condition.

Risks Related to Ownership of Our Common Stock

Our stock price may be volatile and you may lose some or all of your investment.

The market price of our common stock may be highly volatile and may fluctuate substantially as a result of a variety of factors, some of which are related in complex ways. Our stock price ranged from an intraday low of $77.60 to an intraday high of $165.79 during the year ended December 31, 2020. Factors that may affect the market price of our common stock include:

 

•

actual or anticipated fluctuations in our financial condition and operating results;

 

•

variance in our financial performance from expectations of securities analysts;

 

•

changes in the prices of our applications;

 

•

changes in our projected operating and financial results;

 

•

changes in laws or regulations applicable to our platform and applications;

 

•

announcements by us or our competitors of significant business developments, acquisitions or new applications;

 

•

our involvement in any litigation;

 

•

our sale of our common stock or other securities in the future;

 

•

changes in senior management or key personnel;

 

•

trading volume of our common stock;

 

•

changes in the anticipated future size and growth rate of our market; and

 

•

general economic, regulatory and market conditions.

Recently, the stock markets have experienced extreme price and volume fluctuations that have affected and continue to affect the market prices of equity securities of many companies. These fluctuations have often been unrelated or disproportionate to the operating performance of those companies. Broad market and industry fluctuations, as well as general economic, political, regulatory and market conditions, may negatively impact the market price of our common stock. In the past, companies that have experienced volatility in the market price of their securities have been subject to securities class action litigation. We may be the target of this type of litigation in the future, which could result in substantial costs and divert our management’s attention.

We may fail to meet our publicly announced guidance or other expectations about our business and future operating results, which would cause our stock price to decline.

We have provided and may continue to provide guidance about our business, future operating results and other business metrics. In developing this guidance, our management must make certain assumptions and judgments about our future performance. Some of those key assumptions relate to the impact of the COVID-19 pandemic, the anticipated contributions from the acquisitions of Connexient, CNL Software, one2many, Techwan, SnapComms and Red Sky, and the associated economic uncertainty on our business and the timing and scope of economic

45

 

recovery globally, which are inherently difficult to predict. This guidance, which consists of forward-looking statements, is qualified by, and subject to, such assumptions, estimates and expectations as of the date provided, and the other information contained in or referred to in the factors described above and our current and periodic reports filed with the Securities and Exchange Commission. While presented with numerical specificity, this guidance is necessarily speculative in nature, and is inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control and are based upon specific assumptions with respect to future business decisions or economic conditions, some of which may change. It can be expected that some or all of the assumptions, estimates and expectations of the guidance furnished by us from time to time will not materialize or will vary significantly from actual results. Accordingly, our guidance is only an estimate of what management believes is realizable as of the date of release of such guidance. Furthermore, analysts and investors may develop and publish their own projections of our business, which may form a consensus about our future performance. Our business results may vary significantly from such guidance or that consensus due to a number of factors, many of which are outside of our control, including due to the global economic uncertainty and financial market conditions caused by the COVID-19 pandemic, and which could adversely affect our operations and operating results. There are no comparable recent events that provide guidance as to the probable effect of the COVID-19 pandemic, and, as a result, the ultimate impact of the COVID-19 outbreak is highly uncertain and subject to change. We are relying on the reports and models of economic and medical experts in making assumptions relating to the duration of this crisis and predictions as to timing and pace of any future economic recovery. If these models are incorrect or incomplete, or if we fail to accurately predict the full impact that the COVID-19 pandemic will have on all aspects of our business, the guidance and other forward-looking statements we provide from time to time may also be incorrect or incomplete. Furthermore, if we make downward revisions of previously announced guidance, or if our publicly announced guidance of future operating results fails to meet expectations of securities analysts, investors or other interested parties, the price of our common stock could decline.

Conversion of the 2024 Notes and 2022 Notes will dilute the ownership interest of existing stockholders, including holders who had previously converted their Notes, or may otherwise depress the price of our common stock.

In December 2019, we issued the 2024 Notes, which will mature on December 15, 2024, unless earlier redeemed or repurchased by us or converted by the holder pursuant to their terms. In November 2017, we issued the 2022 Notes, which will mature on November 1, 2022, unless earlier redeemed or repurchased by us or converted by the holder pursuant to their terms. The conversion of some or all of the convertible 2024 Notes and 2022 Notes will dilute the ownership interests of existing stockholders to the extent we deliver shares upon conversion of any of the 2024 Notes and 2022 Notes. Based on the market price of our common stock during the 30 trading days preceding June 30, 2018, the 2022 Notes were convertible at the option of the debt holder as of September 30, 2018 and continue to be convertible at the option of the debt holder as of December 31, 2020. During 2020, we issued 362,029 shares upon the conversion of approximately $12.2 million in aggregate principal amount of the 2022 Notes. The 2024 Notes were not convertible during the year ended December 31, 2020. Any sales in the public market of the common stock issuable upon such conversion could adversely affect prevailing market prices of our common stock. In addition, the existence of the 2024 Notes and 2022 Notes may encourage short selling by market participants because the conversion of the 2024 Notes and 2022 Notes could be used to satisfy short positions, or anticipated conversion of the 2024 Notes and 2022 Notes into shares of our common stock could depress the price of our common stock.

46

 

The capped call transactions entered into when we issued the convertible notes may affect the value of our common stock.

In connection with the issuances of the 2024 Notes and 2022 Notes, we entered into capped call transactions with the respective option counterparties. The capped call transactions are expected generally to reduce the potential dilution upon conversion of the 2024 Notes and 2022 Notes and/or offset any cash payments we are required to make in excess of the principal amount of converted 2024 Notes and 2022 Notes, as the case may be, with such reduction and/or offset subject to a cap. In connection with establishing their initial hedges of the capped call transactions, the option counterparties or their respective affiliates entered into various derivative transactions with respect to our common stock concurrently with or shortly after the pricing of the 2024 Notes and 2022 Notes. The option counterparties or their respective affiliates may modify their hedge positions by entering into or unwinding derivatives with respect to our common stock and/or purchasing or selling our common stock or other securities of ours in secondary market transactions prior to the maturity of the 2024 Notes and 2022 Notes (and are likely to do so during any observation period related to a conversion of 2024 Notes and 2022 Notes). This activity could cause or avoid an increase or a decrease in the market price of our common stock.

We are obligated to maintain a system of effective internal control over financial reporting and any failure to maintain the adequacy of these internal controls may harm investor confidence in our company and, as a result, the value of our common stock.

The Sarbanes-Oxley Act of 2002 requires that we maintain effective internal control over financial reporting and disclosure controls and procedures. We are required, pursuant to Section 404 of the Sarbanes-Oxley Act, to furnish a report by management on, among other things, the effectiveness of our internal control over financial reporting. This assessment includes disclosure of any material weaknesses identified by our management in our internal control over financial reporting.

Our compliance with Section 404 necessitates that we incur substantial accounting expense and expend significant management efforts. We will continue to dedicate internal resources, engage outside consultants and adopt a detailed work plan to assess and document the adequacy of internal control over financial reporting, continue steps to improve control processes as appropriate, validate through testing that controls are functioning as documented and implement a continuous reporting and improvement process for internal control over financial reporting and to compile the system and process documentation necessary to perform the evaluation needed to comply with Section 404. However, we cannot assure you that our independent registered public accounting firm will be able to attest to the effectiveness of our internal control over financial reporting. We may not be able to remediate any material weaknesses that may be identified, or to complete our evaluation, testing and any required remediation in a timely fashion and our independent registered public accounting firm may issue a report that is adverse in the event it is not satisfied with the level at which our controls are documented, designed or operating.

Any failure to maintain adequate internal controls over financial reporting could severely inhibit our ability to accurately report our financial condition or results of operations. If we are unable to assert that our internal control over financial reporting is effective, or if our auditors are unable to express an opinion on the effectiveness of our internal controls when they are required to issue such opinion, investors could lose confidence in the accuracy and completeness of our financial reports, the market price of our common stock could decline, and we could be subject to sanctions or investigations by the Nasdaq Global Market, the SEC or other regulatory authorities. Failure to remedy any material weakness in our internal control over financial reporting, or to implement or maintain other effective control systems required of public companies, could also restrict our future access to the capital markets.

If securities or industry analysts do not publish research or reports about our business, or if they issue an adverse or misleading opinion regarding our stock, our stock price and trading volume could decline.

The trading market for our common stock will be influenced by the research and reports that industry or securities analysts publish about us or our business. We do not have any control over these analysts. If any of the analysts who cover us issue an adverse or misleading opinion regarding us, our business model, our intellectual property or our stock performance, or if operating results fail to meet the expectations of analysts, our stock price would likely decline. If one or more of these analysts cease coverage of us or fail to publish reports on us regularly, we could lose visibility in the financial markets, which in turn could cause our stock price or trading volume to decline.

47

 

We do not anticipate paying any cash dividends in the foreseeable future, and accordingly, stockholders must rely on stock appreciation for any return on their investment.

We have never declared or paid any cash dividends on our common stock and do not intend to pay any cash dividends to holders of our common stock in the foreseeable future. As a result, capital appreciation, if any, of our common stock will be your sole source of gain for the foreseeable future.

Anti-takeover provisions in our charter documents and under Delaware law could make an acquisition of us more difficult, limit attempts by our stockholders to replace or remove our current management and limit the market price of our common stock.

Provisions in our amended and restated certificate of incorporation and our amended and restated bylaws may have the effect of delaying or preventing a change in control or changes in our management. Our amended and restated certificate of incorporation and amended and restated bylaws include provisions that:

 

•

authorize our board of directors to issue preferred stock, without further stockholder action and with voting liquidation, dividend and other rights superior to our common stock;

 

•

require that any action to be taken by our stockholders be affected at a duly called annual or special meeting and not by written consent, and limit the ability of our stockholders to call special meetings;

 

•

establish an advance notice procedure for stockholder proposals to be brought before an annual meeting, including proposed nominations of persons for director nominees;

 

•

establish that our board of directors is divided into three classes, with directors in each class serving three-year staggered terms;

 

•

require the approval of holders of two-thirds of the shares entitled to vote at an election of directors to adopt, amend or repeal our bylaws or amend or repeal the provisions of our certificate of incorporation regarding the election and removal of directors and the ability of stockholders to take action by written consent or call a special meeting;

 

•

prohibit cumulative voting in the election of directors; and

 

•

provide that vacancies on our board of directors may be filled only by the vote of a majority of directors then in office, even though less than a quorum.

These provisions may frustrate or prevent any attempts by our stockholders to replace or remove our current management by making it more difficult for stockholders to replace members of our board of directors, which is responsible for appointing the members of our management. In addition, because we are incorporated in Delaware, we are governed by the provisions of Section 203 of the General Corporation Law of the State of Delaware, which generally prohibits a Delaware corporation from engaging in any of a broad range of business combinations with any “interested” stockholder for a period of three years following the date on which the stockholder became an “interested” stockholder. Any of the foregoing provisions could limit the price that investors might be willing to pay in the future for shares of our common stock, and they could deter potential acquirers of our company, thereby reducing the likelihood that you would receive a premium for your common stock in an acquisition.

Our amended and restated certificate of incorporation designates the Court of Chancery of the State of Delaware as the exclusive forum for certain litigation that may be initiated by our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us.

Pursuant to our amended and restated certificate of incorporation, unless we consent in writing to the selection of an alternative forum, the Court of Chancery of the State of Delaware is the sole and exclusive forum for (1) any derivative action or proceeding brought on our behalf, (2) any action asserting a claim of breach of a fiduciary duty owed by any of our directors, officers or other employees to us or our stockholders, (3) any action asserting a claim arising pursuant to any provision of the Delaware General Corporation Law, our amended and restated certificate of incorporation or our amended and restated bylaws, or (4) any action asserting a claim governed by the internal affairs doctrine. Our amended and restated certificate of incorporation further provides that any person or entity purchasing or otherwise acquiring any interest in shares of our common stock is deemed to have notice of and

48

 

consented to the foregoing provision. The forum selection clause in our amended and restated certificate of incorporation may limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us.

Future sales of our common stock in the public market could cause our share price to decline.

Sales of a substantial number of shares of our common stock in the public market, or the perception that these sales might occur, could depress the market price of our common stock and could impair our ability to raise capital through the sale of additional equity securities. We are unable to predict the effect that sales, particularly sales by our directors, executive officers and significant stockholders, may have on the prevailing market price of our common stock. Additionally, the shares of common stock subject to outstanding options under our equity incentive plans and the shares reserved for future issuance under our equity incentive plans, as well as shares issuable upon vesting of restricted stock awards, will become eligible for sale in the public market in the future, subject to certain legal and contractual limitations.

In addition, in the future, we may issue common stock or other securities if we need to raise additional capital. The number of new shares of our common stock issued in connection with raising additional capital could constitute a material portion of our then-outstanding shares of our common stock.

Risks Related to our Indebtedness

We issued convertible notes that have rights senior to our common stock.

In December 2019, we issued the 2024 Notes, which will mature on December 15, 2024, unless earlier redeemed or repurchased by us or converted by the holder pursuant to their terms. In November 2017, we issued the 2022 Notes, which will mature on November 1, 2022, unless earlier redeemed or repurchased by us or converted by the holder pursuant to their terms. In connection with the issuance of the 2024 Notes, we paid $57.8 million to repurchase $23.0 million in aggregate principal amount of the 2022 Notes. During 2020, we issued 362,029 shares upon the conversion of approximately $12.2 million in aggregate principal amount of the 2022 Notes.

The 2024 Notes and 2022 Notes rank senior in right of payment to our common stock and any of our indebtedness that is expressly subordinated in right of payment to the 2024 Notes and 2022 Notes; equal in right of payment to any of our liabilities that are not so subordinated (including to the 2022 Notes, in the case of the 2024 Notes, and to the 2024 Notes, in the case of the 2022 Notes); effectively junior in right of payment to any of our secured indebtedness, to the extent of the value of the assets securing such indebtedness; and structurally junior to all indebtedness and other liabilities (including trade payables) of our subsidiaries. In the event of our bankruptcy, liquidation, reorganization or other winding up, our assets that secure debt ranking senior or equal in right of payment to the 2024 Notes and 2022 Notes will be available to pay obligations on the 2024 Notes and 2022 Notes only after the secured debt has been repaid in full from these assets, and our assets will be available to pay common stockholders only after all debt obligations have been repaid. There may not be sufficient assets remaining to pay amounts due on any or all of the 2024 Notes and 2022 Notes then outstanding or any or all shares of our common stock then outstanding.

Servicing our debt requires a significant amount of cash, and we may not have sufficient cash flow from our business to pay our substantial debt.

Our ability to make scheduled payments of the principal of, to pay interest on or to refinance our indebtedness, including the 2024 Notes and 2022 Notes, depends on our future performance, which is subject to economic, financial, competitive and other factors beyond our control. Our business may not continue to generate cash flow from operations in the future sufficient to service our debt and make necessary capital expenditures. If we are unable to generate such cash flow, we may be required to adopt one or more alternatives, such as selling assets, restructuring debt or obtaining additional equity capital on terms that may be onerous or highly dilutive. Our ability to refinance our indebtedness will depend on the capital markets and our financial condition at such time. We may not be able to engage in any of these activities or engage in these activities on desirable terms, which could result in a default on our debt obligations.

49

 

As of December 31, 2020, we had $530 million (undiscounted) principal amount of indebtedness under the 2024 Notes and 2022 Notes. Our indebtedness may:

 

•

limit our ability to borrow additional funds for working capital, capital expenditures, acquisitions or other general business purposes;

 

•

limit our ability to use our cash flow or obtain additional financing for future working capital, capital expenditures, acquisitions or other general business purposes;

 

•

require us to use a substantial portion of our cash flow from operations to make debt service payments;

 

•

limit our flexibility to plan for, or react to, changes in our business and industry;

 

•

place us at a competitive disadvantage compared to our less leveraged competitors; and

 

•

increase our vulnerability to the impact of adverse economic and industry conditions.

In addition, any future indebtedness that we may incur may contain financial and other restrictive covenants that limit our ability to operate our business, raise capital or make payments under our other indebtedness. If we fail to comply with these covenants or to make payments under our indebtedness when due, then we would be in default under that indebtedness, which could, in turn, result in that and our other indebtedness becoming immediately payable in full.

The accounting method for convertible debt securities that may be settled in cash, such as the 2024 Notes and 2022 Notes, could have a material effect on our reported financial results.

In May 2008, the Financial Accounting Standards Board (“FASB”) issued FASB Staff Position No. APB 14-1, Accounting for Convertible Debt Instruments That May Be Settled in Cash Upon Conversion (Including Partial Cash Settlement), which has subsequently been codified as Accounting Standards Codification (“ASC”) 470-20, Debt with Conversion and Other Options. Under ASC 470-20, an entity must separately account for the liability and equity components of the convertible debt instruments (such as the 2024 Notes and 2022 Notes) that may be settled entirely or partially in cash upon conversion in a manner that reflects the issuer’s economic interest cost. The effect of ASC 470-20 on the accounting for the 2024 Notes and 2022 Notes is that the equity component is required to be included in the additional paid-in capital section of stockholders’ equity on our consolidated balance sheet, and the value of the equity component was treated as original issue discount for purposes of accounting for the debt component of the 2024 Notes and 2022 Notes. As a result, we recorded a greater amount of non-cash interest expense in current periods presented as a result of the amortization of the discounted carrying value of the 2024 Notes and 2022 Notes to their face amount over the term of the 2024 Notes and 2022 Notes. We reported lower net income in our financial results because ASC 470-20 requires interest to include both the current period’s amortization of the debt discount and the instrument’s coupon interest, which could adversely affect our reported or future financial results, the trading price of our common stock and the trading price of the 2024 Notes and 2022 Notes.

The conditional conversion feature of the 2024 Notes and 2022 Notes, may adversely affect our financial condition and operating results.

In the event the conditional conversion feature of the 2024 Notes or the 2022 Notes is triggered, holders of the 2024 Notes or the 2022 Notes, as the case may be, will be entitled to convert the 2024 Notes or the 2022 Notes at any time during specified periods at their option. Based on the market price of our common stock during the 30 trading days preceding June 30, 2018, the 2022 Notes were convertible at the option of the debt holder as of September 30, 2018 and continue to be convertible at the option of the debt holder as of December 31, 2020. The 2024 Notes were not convertible during the year ended December 31, 2020, but will be convertible under certain circumstances. If one or more holders elect to convert their 2022 Notes or their 2024 Notes, as the case may be, unless we elect to satisfy our conversion obligation by delivering solely shares of our common stock (other than paying cash in lieu of delivering any fractional share), we would be required to settle a portion or all of our conversion obligation through the payment of cash, which could adversely affect our liquidity. In addition, even if holders do not elect to convert their 2022 Notes or their 2024 Notes, as the case may be, we could be required under applicable accounting rules to

50

 

reclassify all or a portion of the outstanding principal of the 2022 Notes or the 2024 notes, as applicable, as a current rather than long-term liability, which would result in a material reduction of our net working capital.

General Risks

The ongoing COVID-19 pandemic could materially and adversely affect our business, results of operations and financial condition.

The impact of the ongoing COVID-19 pandemic is severe, and widespread, and while the rollout of vaccines has begun, the timing of vaccinations and lifting of shelter in place requirements and movement restrictions is unknown. We are unable to accurately predict the full impact that the COVID-19 pandemic will have on our results of operations, financial condition, liquidity and cash flows due to numerous uncertainties, including the duration and severity of the pandemic and containment measures. Our compliance with these measures has impacted our day-to-day operations and could disrupt our business and operations, as well as that of our customers, partners, suppliers and others with whom we work, for an indefinite period of time. To support the health and well-being of our employees, customers, partners and communities, the vast majority of our employees are working remotely and are expected to continue to work remotely until the pandemic subsides. If a natural disaster, power outage, connectivity issue, or other event occurred that impacted our employees’ ability to work remotely, it may be difficult or, in certain cases, impossible, for us to continue our business for a substantial period of time. The increase in remote working for employees, vendors or contractors may also result in increased consumer privacy, IT security, and fraud concerns. Further, as certain businesses return to onsite operations, we may experience disruptions if our employees or third-party service providers’ employees become ill despite the availability of vaccines, and are unable to perform their duties. This may impact our operations, internet, or mobile networks, or the operations of one or more of our third-party service providers. In addition, many of our customers and prospective customers are working remotely, which may delay the timing of their purchases of our products and services.

The disruptions to our operations caused by the COVID-19 pandemic may result in inefficiencies, delays and additional costs in our sales and marketing, professional services and research and development efforts, which cannot be predicted or quantified at this time. We may not be able to fully mitigate any such inefficiencies, delays and additional costs through remote or other alternative work arrangements. In addition, given the economic uncertainty created by the COVID-19 pandemic, we have and may continue to see delays in our sales cycle, failures of customers to renew at all or to renew at the anticipated scope their subscriptions with us, requests from customers for payment term deferrals as well as pricing or bundling concessions, which, if significant, could materially and adversely affect our business, results of operations and financial condition. In addition, our third-party service providers may experience financial difficulties or business disruptions that could negatively affect their operations and their ability to supply us with services needed for our products and operations. Although such events did not have a material adverse impact on our financial results for the year ended December 31, 2020, there can be no assurance that these events will not have a material adverse impact on our financial results for the full fiscal year or future periods.

Negative conditions in the general economy both in the United States and abroad, including conditions resulting from the COVID-19 pandemic, changes in gross domestic product growth, financial and credit market fluctuations, energy costs, international trade relations and other geopolitical issues, the availability and cost of credit and the global housing and mortgage markets could cause a decrease in consumer discretionary spending and business investment and diminish growth expectations in the U.S. economy and abroad. More generally, the COVID-19 pandemic raises the possibility of an extended global economic downturn and has caused volatility in financial markets, which could materially and adversely affect demand for our products and services and could materially and adversely impact our results and financial condition even after the pandemic has subsided and the containment measures are lifted. For example, we may be unable to collect receivables from those customers significantly impacted by the COVID-19 pandemic, which may be more pronounced in industry verticals more directly impacted by the COVID-19 pandemic. Also, a decrease in subscriptions and/or renewals in a given period could negatively affect our revenues in future periods, particularly if experienced on a sustained basis, because a substantial proportion of our software subscriptions yield revenue recognized over time. The pandemic may also have the effect of heightening many of the other risks described herein including risks associated with our guidance, our customers, our potential customers, our market opportunity, renewals and sales cycles, among others. We will continue to evaluate the nature and extent of the impact of the COVID-19 pandemic on our business.

51

 

The full extent of the COVID-19 pandemic’s impact on our operations and financial performance depends on future developments that are uncertain and unpredictable, including the duration and spread of the pandemic, the timing of vaccine rollouts and herd immunity, the pandemic’s impact on capital and financial markets, the timing of economic recovery, the spread of the virus to other regions, and the actions taken to contain it, among others. Any of these impacts could have a material adverse impact on our business, results of operations and financial condition and ability to execute and capitalize on our strategies. Due to the ongoing uncertainty regarding the severity and duration of the COVID-19 pandemic, we cannot predict whether our response to date or the actions we may take in the future will be effective in mitigating the effects of the COVID-19 pandemic on our business, results of operations or financial condition. Accordingly, we are unable at this time to predict the future impact of the COVID-19 pandemic on our operations, liquidity, and financial results, and, depending on the magnitude and duration of the COVID-19 pandemic, such impact may be material.

Uncertain or weakened global economic conditions may adversely affect our industry, business and results of operations.

Our overall performance depends on domestic and worldwide economic conditions, which may remain challenging for the foreseeable future. Financial developments seemingly unrelated to us or to our industry may adversely affect us and our planned international expansion. The U.S. economy and other key international economies have been impacted by the COVID-19 pandemic, threatened sovereign defaults and ratings downgrades, falling demand for a variety of goods and services, restricted credit, threats to major multinational companies, poor liquidity, reduced corporate profitability, volatility in credit, equity and foreign exchange markets, bankruptcies and overall uncertainty. These conditions affect the rate of information technology spending and could adversely affect our customers’ ability or willingness to purchase our applications and services, delay prospective customers’ purchasing decisions, reduce the value or duration of their subscriptions or affect renewal rates, any of which could adversely affect our operating results. We cannot predict the timing, strength or duration of the economic recovery or any subsequent economic slowdown worldwide, in the United States, or in our industry.

Any future litigation against us could be costly and time-consuming to defend.

We have in the past and may in the future become subject, from time to time, to legal proceedings and claims that arise in the ordinary course of business such as claims brought by our customers in connection with commercial disputes or employment claims made by our current or former employees. Litigation might result in substantial costs and may divert management’s attention and resources, which might seriously harm our business, overall financial condition and operating results. Insurance might not cover such claims, might not provide sufficient payments to cover all the costs to resolve one or more such claims and might not continue to be available on terms acceptable to us. A claim brought against us that is uninsured or underinsured could result in unanticipated costs, thereby reducing our operating results and leading analysts or potential investors to reduce their expectations of our performance, which could reduce the trading price of our stock.

Our business is subject to the risks of earthquakes, fires, floods and other natural catastrophic events and to interruption by man-made problems such as cyber incidents or terrorism.

Our business and operations are vulnerable to damage or interruption from earthquakes, fires, floods, power losses, telecommunications failures, terrorist attacks, acts of war, human errors, break-ins and similar events affecting us or third-party vendors we rely on, any of which could have a material adverse impact on our business, operating results and financial condition. Acts of terrorism, which may be targeted at metropolitan areas that have higher population density than rural areas, could cause disruptions in our or our customers’ businesses or the economy as a whole. Our servers and those of our third-party vendors may also be vulnerable to cyber incidents, break-ins and similar disruptions from unauthorized tampering with our computer systems, which could lead to interruptions, delays, loss of critical data or the unauthorized disclosure of confidential customer data. We or our customers may not have sufficient protection or recovery plans in place, and our business interruption insurance may be insufficient to compensate us for losses that may occur. As we rely heavily on our servers, computer and communications systems, that of third parties and the Internet to conduct our business and provide high quality customer service, such disruptions could have an adverse effect on our business, operating results and financial condition.

52

 

Legislative actions and new accounting pronouncements are likely to impact our future financial position or results of operations.

Future changes in financial accounting standards may cause adverse, unexpected revenue fluctuations and affect our financial position or results of operations. New pronouncements and varying interpretations of pronouncements have occurred with frequency in the past and are expected to occur again in the future and as a result we may be required to make changes in our accounting policies. Those changes could adversely affect our reported revenues and expenses, future profitability or financial position. Compliance with new regulations regarding corporate governance and public disclosure may result in additional expenses.

For example, in August 2020, the FASB issued Accounting Standards Update ("ASU") 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. ASU 2020-06 reduces the number of accounting models for convertible instruments by eliminating two of the three models that require separate accounting for embedded conversion features, amends the requirements for a contract that is potentially settled in an entity’s own shares to be classified in equity, and amends certain guidance on the computation of earnings per share for convertible instruments and contracts on an entity’s own equity. ASU 2020-06 is effective beginning in the first quarter of 2022. We are assessing the impact this standard will have our consolidated financial statements.

The application of existing or future financial accounting standards, particularly those relating to the way we account for revenues and costs, could have a significant impact on our reported results. In addition, compliance with new regulations regarding corporate governance and public disclosure may result in additional expenses. As a result, we intend to invest all reasonably necessary resources to comply with evolving standards, and this investment may result in increased general and administrative expenses and a diversion of management time and attention from business activities to compliance activities.

Impairment of goodwill and other intangible assets would result in a decrease in our earnings.

Current accounting rules provide that goodwill and other intangible assets with indefinite useful lives may not be amortized but instead must be tested for impairment at least annually. These rules also require that intangible assets with definite useful lives be amortized over their respective estimated useful lives to their estimated residual values, and reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. We have substantial goodwill and other intangible assets, and we would be required to record a significant charge to earnings in our consolidated financial statements during the period in which any impairment of our goodwill or intangible assets is determined. Any impairment charges or changes to the estimated amortization periods would result in a decrease in our earnings.

Our ability to use our net operating losses to offset future taxable income may be subject to certain limitations.

As of December 31, 2020, we had federal and state net operating loss carryforwards (“NOL”s) of $240.1 million and $222.4 million, respectively, due to prior period losses, of which $175.8 million and $76.2 million, respectively, can be carried forward indefinably with the remaining expiring in various years through 2040 if not utilized. In general, under Section 382 of the Internal Revenue Code of 1986, as amended, or the Code, a corporation that undergoes an “ownership change” is subject to limitations on its ability to utilize its NOLs to offset future taxable income. Our existing NOLs may be subject to limitations arising from previous ownership changes. Future changes in our stock ownership, some of which are outside of our control, could result in an ownership change. There is also a risk that due to regulatory changes, such as suspensions on the use of NOLs, or other unforeseen reasons, our existing NOLs could expire or otherwise be unavailable to offset future income tax liabilities. We completed a Section 382 study for the period through March 31, 2019 and determined that a Section 382 ownership change occurred on December 31, 2017 subjecting all pre-Tax Act losses to a utilization limitation. We also have federal and state NOLs of $9.2 million and $9.1 million, respectively, from various acquisitions which are subject to limitations under Section 382. Additionally, state NOLs generated in one state cannot be used to offset income generated in another state. For these reasons, we may not be able to realize a tax benefit from the use of our NOLs, whether or not we attain profitability.

53

 

Changes in our effective tax rate or tax liability may have an adverse effect on our results of operations.

Our effective tax rate could be adversely impacted by several factors, including:

 

•

Changes in the relative amounts of income before taxes in the various jurisdictions in which we operate that have differing statutory tax rates;

 

•

Changes in tax laws, tax treaties and regulations or the interpretation of them;

 

•

Changes to our assessment about the realizability of our deferred tax assets that are based on estimates of our future results, the prudence and feasibility of possible tax planning strategies, and the economic and political environments in which we do business;

 

•

The outcome of current and future tax audits, examinations or administrative appeals;

 

•

Changes in generally accepted accounting principles that affect the accounting for taxes; and

 

•

Limitations or adverse findings regarding our ability to do business in some jurisdictions.

We may have additional tax liabilities.

We are subject to income taxes in the U.S. and many foreign jurisdictions and are commonly audited by various tax authorities. In the ordinary course of our business, there are many transactions and calculations where the ultimate tax determination is uncertain. Significant judgment is required in determining our worldwide provision for income taxes. Although we believe our tax estimates are reasonable, the final determination of tax audits and any related litigation could be materially different from our historical income tax provisions and accruals. The results of an audit or litigation could have a material effect on our financial statements in the period or periods for which that determination is made.

Tax laws or regulations could be enacted or changed and existing tax laws or regulations could be applied to us or to our customers in a manner that could increase the costs of our software solutions and adversely impact our operating results.

The application of federal, state, local and foreign tax laws to services provided electronically is continuously evolving. New income, sales, use or other tax laws, statutes, rules, regulations or ordinances could be enacted or amended at any time, possibly with retroactive effect, and could be applied solely or disproportionately to services provided over the Internet. These enactments or amendments could adversely affect our sales activity due to the inherent cost increase the taxes would represent and could ultimately result in a negative impact on our operating results.

In addition, existing tax laws, statutes, rules, regulations or ordinances could be interpreted, modified or applied adversely to us, possibly with retroactive effect, which could require us or our customers to pay additional tax amounts, as well as require us or our customers to pay fines or penalties, as well as interest on past amounts. If we are unsuccessful in collecting such taxes due from our customers, we could be held liable for such costs, thereby adversely impacting our operating results.

In response to the COVID-19 pandemic, the United States passed the Coronavirus Aid, Relief, and Economic Security ("CARES") Act in March 2020. The CARES Act includes various income and payroll tax measures which did not materially impact our financial statements.

We may be subject to additional obligations to collect and remit sales tax and other taxes, and we may be subject to tax liability for past sales, which could harm our business.

State, local and foreign jurisdictions have differing rules and regulations governing sales, use, value added and other taxes, and these rules and regulations are subject to varying interpretations that may change over time. Further, these jurisdictions’ rules regarding tax nexus are complex and vary significantly. If one or more jurisdictions were to assert that we have failed to collect taxes for sales of applications that leverage our platform, we could face the possibility of tax assessments and audits. A successful assertion that we should be collecting additional sales, use,

54

 

value added or other taxes in those jurisdictions where we have not historically done so and do not accrue for such taxes could result in substantial tax liabilities and related penalties for past sales or otherwise harm our business and operating results.

We face exposure to foreign currency exchange rate fluctuations.

As our international operations expand, our exposure to the effects of fluctuations in currency exchange rates grows. While we have primarily transacted with customers and vendors in U.S. dollars historically, we expect to continue to expand the number of transactions with our customers that are denominated in foreign currencies in the future. Fluctuations in the value of the U.S. dollar and foreign currencies may make our subscriptions more expensive for international customers, which could harm our business. Additionally, we incur expenses for employee compensation and other operating expenses at our non-U.S. locations in the local currency for such locations. Fluctuations in the exchange rates between the U.S. dollar and other currencies could result in an increase to the U.S. dollar equivalent of such expenses. These fluctuations could cause our results of operations to differ from our expectations or the expectations of our investors. Additionally, such foreign currency exchange rate fluctuations could make it more difficult to detect underlying trends in our business and results of operations.

We do not currently maintain a program to hedge transactional exposures in foreign currencies. However, in the future, we may use derivative instruments, such as foreign currency forward and option contracts, to hedge certain exposures to fluctuations in foreign currency exchange rates. The use of such hedging activities may not offset any or more than a portion of the adverse financial effects of unfavorable movements in foreign exchange rates over the limited time the hedges are in place. Moreover, the use of hedging instruments may introduce additional risks if we are unable to structure effective hedges with such instruments.

 

Item 1B. Unresolved Staff Comments.

None

Item 2. Properties.

Our principal executive offices are located in Burlington, Massachusetts, where we occupy an approximately 73,500 square-foot facility under a lease expiring on May 31, 2024, and in Pasadena, California, where we occupy an approximately 19,000 square-foot facility under a lease expiring on December 31, 2023. We also have additional offices in the United States as well as internationally including China, Germany, India, Netherlands, New Zealand, Norway, Singapore, Sweden, Switzerland and United Kingdom.

We believe that our current facilities are suitable and adequate to meet our current needs. We intend to add new facilities or expand existing facilities as we add employees, and we believe that suitable additional or substitute space will be available as needed to accommodate any such expansion of our operations.

From time to time we may become involved in legal proceedings or be subject to claims arising in the ordinary course of our business. We are not presently a party to any legal proceedings that, if determined adversely to us, would individually or taken together have a material adverse effect on our business, operating results, financial condition or cash flows. Regardless of the outcome, litigation can have an adverse impact on us because of defense and settlement costs, diversion of management resources and other factors.

Item 4. Mine Safety Disclosures.

Not applicable

55

 

PART II

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

Market Information

Our common stock, is listed on The Nasdaq Global Market under the symbol “EVBG.”  

As of December 31, 2020, there were 133 holders of record of our common stock. Because many of our shares are held by brokers and other institutions on behalf of stockholders, we are unable to estimate the total number of stockholders represented by these record holders.

Stock Performance Graph

This section is not “soliciting material,” is not deemed “filed” with the SEC and shall not be deemed incorporated by reference into any of our other filings under the Securities Exchange Act of 1934, as amended, or the Securities Act of 1933, as amended, (the “Securities Act”) whether made before or after the date hereof and irrespective of any general incorporation language in any such filing.

The following graph compares the cumulative total return for an investment of $100 in our common stock, the S&P 500 Stock Index and the S&P 500 Information Technology Index. Data for the S&P 500 Stock Index and the S&P 500 Information Technology Index assume reinvestment of dividends.

The comparisons in the graph below are based upon historical data and are not indicative of, nor intended to forecast, future performance of our common stock.

 

 

 

December 31,

2016

 

 

December 31,

2017

 

 

December 31,

2018

 

 

December 31,

2019

 

 

December 31,

2020

 

Everbridge, Inc.

 

$

100.00

 

 

$

161.00

 

 

$

307.00

 

 

$

422.00

 

 

$

806.00

 

S&P 500 Stock Index

 

$

100.00

 

 

$

119.00

 

 

$

111.00

 

 

$

143.00

 

 

$

166.00

 

S&P 500 Information Technology Index

 

$

100.00

 

 

$

137.00

 

 

$

135.00

 

 

$

200.00

 

 

$

285.00

 

 

56

 

 

       

Recent Sale of Unregistered Securities

On February 7, 2020, we issued 96,611 shares of our common stock to various persons and entities as partial consideration for our purchase of Connexient, Inc. The offer, sale and issuance of these shares was deemed to be exempt from registration under the Securities Act in reliance on Rule 506 of Regulation D. The recipients of the shares acquired them for investment only and not with a view to or for sale in connection with any distribution thereof and appropriate legends were affixed to these shares. The recipients were all accredited investors within the meaning of Rule 501 of Regulation D under the Securities Act and had adequate access to information about us. No underwriters or placement agents were involved in this transaction.

On February 25, 2020, we issued 153,217 shares of our common stock to various persons as partial consideration for our purchase of CNL Software Limited. The offer, sale and issuance of these shares was deemed to be exempt from registration under the Securities Act in reliance on Section 4(a)(2) of the Securities Act as a transaction by an issuer not involving a public offering. The recipients of the shares acquired them for investment only and not with a view to or for sale in connection with any distribution thereof and appropriate legends were affixed to these shares. The recipients were all accredited investors within the meaning of Rule 501 of Regulation D under the Securities Act and had adequate access to information about us. No underwriters or placement agents were involved in this transaction.

On March 19, 2020, we issued 52,113 shares of our common stock to various persons and entities as partial consideration for our purchase of One2Many Group B.V. The offer, sale and issuance of these shares was deemed to be exempt from registration under the Securities Act in reliance on Section 4(a)(2) of the Securities Act as a transaction by an issuer not involving a public offering. The recipients of the shares acquired them for investment only and not with a view to or for sale in connection with any distribution thereof and appropriate legends were affixed to these shares. The recipients were all accredited investors within the meaning of Rule 501 of Regulation D under the Securities Act and had adequate access to information about us. No underwriters or placement agents were involved in this transaction.

On May 27, 2020, we issued 38,425 shares of our common stock to various persons and entities as partial consideration for our purchase of Techwan SA. The offer, sale and issuance of these shares was deemed to be exempt from registration under the Securities Act in reliance on Section 4(a)(2) of the Securities Act as a transaction by an issuer not involving a public offering. The recipients of the shares acquired them for investment only and not with a view to or for sale in connection with any distribution thereof and appropriate legends were affixed to these shares. The recipients were all accredited investors within the meaning of Rule 501 of Regulation D under the Securities Act and had adequate access to information about us. No underwriters or placement agents were involved in this transaction.

On August 4, 2020, we issued 121,858 shares of our common stock to various persons and entities as partial consideration for our purchase of SnapComms Limited. The offer, sale and issuance of these shares was deemed to be exempt from registration under the Securities Act in reliance on Section 4(a)(2) of the Securities Act as a transaction by an issuer not involving a public offering. The recipients of the shares acquired them for investment only and not with a view to or for sale in connection with any distribution thereof and appropriate legends were affixed to these shares. The recipients were all accredited investors within the meaning of Rule 501 of Regulation D under the Securities Act and had adequate access to information about us. No underwriters or placement agents were involved in this transaction.

During the year ended December 31, 2020, we issued 362,029 shares of our common stock to holders of our 1.50% convertible senior notes due 2022 upon settlement of conversion of an aggregate principal amount of approximately $12.2 million of such notes. For further information, see Note 9, Convertible Senior Notes, of the notes to condensed consolidated financial statements. These shares of our common stock were issued in reliance on the exemption from registration provided by Section 3(a)(9) of the Securities Act of 1933, as amended.

Purchase of Equity Securities by the Issuer and Affiliated Purchasers

None.

57

 

Securities Authorized for Issuance Under Equity Compensation Plans

Information about securities authorized for issuance under our equity compensation plan is incorporated herein by reference to Item 12 of Part III of this Annual Report on Form 10-K.

58

 

Item 6. Selected Financial Data.

SELECTED CONSOLIDATED FINANCIAL DATA

The following selected historical financial data should be read in conjunction with Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and our consolidated financial statements and the related notes appearing in Item 8, “Financial Statements and Supplementary Data,” of this Annual Report on Form 10-K to fully understand the factors that may affect the comparability of the information presented below.

The selected consolidated financial data in this section are not intended to replace the consolidated financial statements and are qualified in their entirety by the consolidated financial statements and related notes included elsewhere in this Annual Report on Form 10-K.

 

The following selected consolidated statements of operations data for the years ended December 31, 2020, 2019 and 2018, and the consolidated balance sheet data as of December 31, 2020 and 2019, have been derived from our audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K. The consolidated statements of operations data for the years ended December 31, 2017 and 2016 and the consolidated balance sheet data as of December 31, 2018, 2017 and 2016 have been derived from our audited consolidated financial statements not included in this Annual Report on Form 10-K. The selected consolidated financial data for the years ended December 31, 2020 and 2019 and as of December 31, 2020 and 2019 reflects the adoption of ASU No. 2016-02, Leases (Topic 842). The selected consolidated financial data for the years ended December 31, 2020, 2019 and 2018 and as of December 31, 2020, 2019 and 2018 reflects the adoption of ASU No. 2014-09, Revenue from Contracts with Customers. See Notes 2, 15 and 18 of the notes to consolidated financial statements. The summary consolidated financial data for the years ended December 31, 2018, 2017 and 2016 and as of December 31, 2018, 2017 and 2016 does not reflect the adoption of ASU 2016-02. The summary consolidated financial data for the years ended December 31, 2017 and 2016 and as of December 31, 2017 and 2016 does not reflect the adoption of ASU 2014-09.

 

 

 

Year Ended December 31,

 

(in thousands, except shares and per share data)

 

2020

 

 

2019

 

 

2018

 

 

2017

 

 

2016

 

Revenue

 

$

271,141

 

 

$

200,882

 

 

$

147,094

 

 

$

104,352

 

 

$

76,846

 

Cost of revenue(1)

 

 

83,028

 

 

 

63,535

 

 

 

46,810

 

 

 

31,503

 

 

 

23,767

 

Gross profit

 

 

188,113

 

 

 

137,347

 

 

 

100,284

 

 

 

72,849

 

 

 

53,079

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales and marketing(1)

 

 

123,330

 

 

 

87,731

 

 

 

69,608

 

 

 

46,998

 

 

 

34,847

 

Research and development(1)

 

 

62,512

 

 

 

50,024

 

 

 

41,305

 

 

 

22,241

 

 

 

14,765

 

General and administrative(1)

 

 

74,485

 

 

 

46,820

 

 

 

31,462

 

 

 

22,895

 

 

 

14,293

 

Total operating expenses

 

 

260,327

 

 

 

184,575

 

 

 

142,375

 

 

 

92,134

 

 

 

63,905

 

Operating loss

 

 

(72,214

)

 

 

(47,228

)

 

 

(42,091

)

 

 

(19,285

)

 

 

(10,826

)

Other expenses, net

 

 

(23,449

)

 

 

(4,597

)

 

 

(4,628

)

 

 

(302

)

 

 

(484

)

Loss before income taxes

 

 

(95,663

)

 

 

(51,825

)

 

 

(46,719

)

 

 

(19,587

)

 

 

(11,310

)

Benefit from (provision for) income taxes

 

 

2,267

 

 

 

(425

)

 

 

(796

)

 

 

(47

)

 

 

24

 

Net loss

 

$

(93,396

)

 

$

(52,250

)

 

$

(47,515

)

 

$

(19,634

)

 

$

(11,286

)

Net loss per share attributable to common

   shareholders - basic and diluted

 

$

(2.70

)

 

$

(1.58

)

 

$

(1.63

)

 

$

(0.70

)

 

$

(0.68

)

Weighted average shares outstanding - basic

   and diluted

 

 

34,581,144

 

 

 

33,161,656

 

 

 

29,107,267

 

 

 

27,862,375

 

 

 

16,659,561

 

 

 

59

 

 

(1)

Includes stock-based compensation expense and depreciation and amortization expense as follows (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

 

2017

 

 

2016

 

Stock-based compensation expense:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of revenue

 

$

2,954

 

 

$

1,966

 

 

$

2,306

 

 

$

578

 

 

$

180

 

Sales and marketing

 

 

15,946

 

 

 

9,983

 

 

 

9,282

 

 

 

2,419

 

 

 

725

 

Research and development

 

 

8,703

 

 

 

7,820

 

 

 

7,106

 

 

 

1,514

 

 

 

348

 

General and administrative

 

 

19,152

 

 

 

13,720

 

 

 

7,131

 

 

 

4,788

 

 

 

1,848

 

Total

 

$

46,755

 

 

$

33,489

 

 

$

25,825

 

 

$

9,299

 

 

$

3,101

 

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

 

2017

 

 

2016

 

Depreciation and amortization expense:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of revenue

 

$

12,165

 

 

$

9,434

 

 

$

7,741

 

 

$

7,263

 

 

$

6,247

 

Sales and marketing

 

 

932

 

 

 

752

 

 

 

384

 

 

 

304

 

 

 

208

 

Research and development

 

 

597

 

 

 

502

 

 

 

309

 

 

 

203

 

 

 

265

 

General and administrative

 

 

17,065

 

 

 

8,983

 

 

 

5,259

 

 

 

2,437

 

 

 

1,022

 

Total

 

$

30,759

 

 

$

19,671

 

 

$

13,693

 

 

$

10,207

 

 

$

7,742

 

 

 

 

 

 

 

 

 

 

As of December 31,

 

(in thousands)

 

2020

 

 

2019

 

 

2018

 

 

2017

 

 

2016

 

Consolidated Balance Sheet Data:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

467,171

 

 

$

531,575

 

 

$

59,978

 

 

$

102,754

 

 

$

60,765

 

Working capital, excluding deferred revenue

 

 

527,613

 

 

 

585,759

 

 

 

135,206

 

 

 

166,589

 

 

 

70,488

 

Total assets

 

 

960,944

 

 

 

837,296

 

 

 

262,180

 

 

 

236,413

 

 

 

108,322

 

Total deferred revenue

 

 

170,127

 

 

 

133,466

 

 

 

95,636

 

 

 

73,072

 

 

 

52,634

 

Total debt

 

 

441,514

 

 

 

430,282

 

 

 

94,524

 

 

 

89,481

 

 

 

—

 

Total liabilities

 

 

708,639

 

 

 

616,984

 

 

 

220,022

 

 

 

180,422

 

 

 

65,970

 

Total stockholders’ equity

 

 

252,305

 

 

 

220,312

 

 

 

42,158

 

 

 

55,991

 

 

 

42,352

 

 

60

 

 

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our consolidated financial statements and related notes appearing elsewhere in this Annual Report on Form 10-K. In addition to historical financial information, the following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those contained in or implied by any forward-looking statements. Factors that could cause or contribute to these differences include those under “Risk Factors” included in Part I, Item 1A or in other parts of this Annual Report on Form 10-K.

Overview

Everbridge is a global software company that provides enterprise software applications that automate and accelerate organizations’ operational response to critical events in order to keep people safe and businesses running. During public safety threats including active shooter situations, terrorist attacks or severe weather conditions, as well as critical business events such as IT outages, cyber-attacks or other incidents such as product recalls or supply-chain interruptions, global customers rely on our Critical Event Management platform to quickly and reliably aggregate and assess threat data, locate people at risk and responders able to assist, automate the execution of pre-defined communications processes and track progress on executing response plans. Our customers use our platform to identify and assess hundreds of different types of threats to their organizations, people, assets or brand. Our solutions enable organizations to deliver intelligent, contextual messages to, and receive verification of delivery from, hundreds of millions of recipients, across multiple communications modalities such as voice, SMS and e-mail, in over 200 countries and territories, in several languages and dialects – all simultaneously. Our Critical Event Management platform is comprised of a comprehensive set of software applications that address the full spectrum of tasks an organization has to perform to manage a critical event, including Mass Notification, Safety Connection, Incident Management, IT Alerting, Visual Command Center, Public Warning, Community Engagement, Risk Center, Crisis Management, Secure Collaboration, and Control Center. We believe that our broad suite of integrated, enterprise applications delivered via a single global platform is a significant competitive advantage in the market for Critical Event Management solutions, which we refer to generally as CEM.

Our customer base has grown from 867 customers at the end of 2011 to more than 5,600 customers as of December 31, 2020. As of December 31, 2020, our customers were based in 70 countries and included eight of the 10 largest U.S. cities, nine of the 10 largest U.S.-based investment banks, 47 of the 50 busiest North American airports, nine of the 10 largest global consulting firms, eight of the 10 largest global automakers, nine of the 10 largest U.S.-based health care providers, and seven of the 10 largest technology companies in the world. We provide our applications to customers of varying sizes, including enterprises, small businesses, non-profit organizations, educational institutions and governmental agencies. Our customers span a wide variety of industries including technology, energy, financial services, healthcare and life sciences, manufacturing, media and entertainment, retail, higher education and professional services.

We sell all of our critical event management applications on a subscription basis. We generally enter into contracts that range from one to three years in length, with an average contract duration of 1.9 years as of December 31, 2020, and generally bill and collect payment annually in advance. We derive most of our revenue from subscriptions to applications. Over 83% of the revenue that we recognized in each of the eight most recently completed quarters was generated from contracts entered into in prior quarters or renewals of those contracts; the balance of the revenue that we recognized in each such quarter was generated from contracts entered into with new customers or new contracts, other than renewals, entered into with existing customers in such quarter. We derived approximately 50% of our revenue in 2020 from sales of our Mass Notification application. Our pricing model is based on the number of applications subscribed to and, per application, the number of people, locations and things connected to our platform as well as the volume of communications. We also offer premium services including data feeds for social media, threat intelligence and weather. We generate additional revenue by expanding the number of applications that our customers subscribe to and the number of contacts and devices connected to our platform.

We generated revenue of $271.1 million in 2020, $200.9 million in 2019, $147.1 million in 2018 and $104.4 million in 2017, representing year-over-year increases of 35% in 2020, 37% in 2019 and 41% in 2018. We had net losses of $93.4 million, $52.3 million, $47.5 million and $19.6 million in 2020, 2019, 2018 and 2017, respectively.

61

 

As of December 31, 2020, and 2019, 24% and 23% of our customers, respectively, were located outside of the United States and these customers generated 26% and 22% of our total revenue for the years ended December 31, 2020 and 2019, respectively.

We have focused on rapidly growing our business and believe that the future growth of our business is dependent on many factors, including our ability to increase the functionality of our platform and applications, expand our customer base, accelerate adoption of our applications beyond Mass Notification within our existing customer base and expand our international presence. Our future growth will also depend on the growth in the market for critical event management solutions and our ability to effectively compete. In order to further penetrate the market for critical event management solutions and capitalize on what we believe to be a significant opportunity, we intend to continue to invest in research and development, build-out our data center infrastructure and services capabilities and hire additional sales representatives, both domestically and internationally, to drive sales to new customers and incremental sales of new applications to existing customers. Nevertheless, we expect to continue to incur losses in the near term and, if we are unable to achieve our growth objectives, we may not be able to achieve profitability.

Recent Developments

Business Combinations

On February 7, 2020, we entered into a Stock Purchase Agreement with Connexient pursuant to which we purchased all of the issued and outstanding shares of stock of Connexient for a base consideration of $20.2 million. We paid $11.5 million in cash at closing and paid the remaining purchase price with 96,611 newly issued shares of our common stock. On the date of this acquisition, the average price of the Company’s common stock on the Nasdaq Global Market was $93.32 per share. We acquired Connexient to expand our customer base and for its strategic technology assets to enhance our CEM suite of solutions to broaden support for Internet of Things (“IoT”) applications.

On February 25, 2020, we entered into a Stock Purchase Agreement with CNL Software for a base consideration of approximately $35.7 million. We paid approximately $19.8 million in cash at closing and paid the remaining purchase price with 153,217 newly issued shares of our common stock. On the date of this acquisition, the average price of our common stock on the Nasdaq Global Market was $104.10 per share. We acquired CNL Software to expand our customer base and for its strategic technology assets to enhance our CEM suite of solutions to broaden support for IoT applications.

On March 19, 2020, we entered into a Stock Purchase Agreement with one2many pursuant to which we purchased all of the issued and outstanding shares of stock of one2many for a base consideration of $13.1 million. We paid $5.5 million in cash at closing, acquired purchase liabilities of $2.0 million and paid the remaining purchase price with 52,113 newly issued shares of our common stock. On the date of this acquisition, the average price of our common stock on the Nasdaq Global Market was $104.95 per share. In addition to the base purchase price, there is also a potential contingent payment of up to approximately $15.0 million that can be earned by the sellers based on revenue metrics during the period of March 1, 2020 through February 28, 2021. The potential contingent payment includes an amount payable to us if a certain revenue threshold is not met during the period of March 1, 2020 through February 28, 2021. We acquired one2many to expand our customer base and for its cell broadcast technology to enhance our public warning applications.

On May 27, 2020, we entered into a Stock Purchase Agreement with Techwan pursuant to which we purchased all of the issued and outstanding shares of stock of Techwan for a base consideration of $15.5 million. We paid $9.4 million in cash at closing, acquired purchase liabilities of $0.1 million and paid the remaining purchase price with 38,425 newly issued shares of our common stock. In addition, in accordance with the Stock Purchase Agreement, 6,779 shares of our common stock were reserved and are expected to be issued to the sellers in November 2021 subject to the provisions in the Stock Purchase Agreement. On the date of this acquisition, the average price of our common stock on the Nasdaq Global Market was $132.05 per share. In addition to the base purchase price, there is also a potential contingent payment of up to approximately $7.0 million that can be earned by the sellers based on revenue metrics during the period of April 1, 2020 through March 31, 2021. We acquired Techwan to expand our customer base and for its strategic technology assets to enhance our CEM suite of solutions.

62

 

On August 4, 2020, we entered into a Stock Purchase Agreement with SnapComms pursuant to which we purchased all of the issued and outstanding shares of stock of SnapComms for a base consideration of $34.4 million. We paid $13.6 million in cash and issued 121,858 newly issued shares of our common stock at closing. On the date of this acquisition, the average price of our common stock on the Nasdaq Global Market was $145.13 per share. On the first anniversary of the acquisition date, we expect to pay deferred consideration of approximately $3.3 million in cash and shares of our common stock subject to the provisions in the Stock Purchase Agreement. In addition to the base purchase price, there is also a potential contingent payment of up to approximately $5.0 million that can be earned by the sellers based on revenue metrics during the period of April 1, 2020 through March 31, 2021. We acquired SnapComms to expand our customer base and for its internal communications software to enhance our CEM suite of solutions.

On January 15, 2021, we entered into a Stock Purchase Agreement with Red Sky pursuant to which we purchased all of the issued and outstanding shares of stock of Red Sky for a base consideration of $55.4 million, net of cash acquired. We paid $32.4 million in cash, net of cash acquired, and issued 162,820 newly issued shares of our common stock at closing. In addition to the base purchase price, there is also a potential contingent payment of up to approximately $30 million that can be earned by the sellers based on certain revenue targets through June 30, 2021. We acquired Red Sky to expand our customer base and for its E911 incident response solutions platform to enhance our CEM suite of solutions.

Impacts of COVID-19 to Our Business

During the year ended December 31, 2020, financial results and operations for our Americas and international geographies were not significantly impacted by the COVID-19 pandemic. We are taking a variety of measures to ensure the availability and functioning of our critical infrastructure, to promote the safety and security of our employees and to support the communities in which we operate. These measures include requiring remote working arrangements for employees where practicable, among other modifications. We are following evolving public and private sector policies and initiatives to reduce the transmission of COVID-19, such as the imposition of travel restrictions, the promotion of social distancing and the adoption of work-from-home arrangements. All of these policies and initiatives have been and may continue to impact our operations. We will continue to actively monitor the situation and may take further actions that alter our business operations as may be required or that we determine are in the best interests of our employees, customers, suppliers and stockholders. Due to the speed with which the situation is developing, we are not able at this time to estimate the future impact of COVID-19 on our financial results and operations, but the impact could be material during any future period affected either directly or indirectly by this pandemic. Due to our primarily subscription-based business model, the effect of the coronavirus may not be fully reflected in our results of operations until future periods, if at all. See “Risk Factors” included in Part I, Item 1A included herein which includes information on risks associated with pandemics in general and COVID-19 specifically. The extent of the future impact of COVID-19 on our operational and financial performance will depend on certain developments, including new information which may emerge concerning the duration and severity of the outbreak, international actions taken or which may be taken in the future to contain and treat it, impact on our customers and our sales cycles, and impact on our employees, all of which are highly uncertain and cannot be predicted.  

In the first quarter of 2020, we launched COVID-19 Shield, a new set of coronavirus protection solutions designed to protect the safety of employees and customers, maintain business operations, safeguard supply chains, and reduce costs and liabilities stemming from the impact of the global coronavirus pandemic. In the second quarter of 2020, we launched several additional software solutions, including (1) COVID-19 Return to Work, a software solution designed to help businesses and governments navigate the complexity of operating during the next phase of the COVID-19 pandemic and prepare to bring back the workforce and reopen society; (2) COVID-19 Shield: Contact Tracing, a solution for corporate, government and healthcare organizations to supplement or complement existing manual contact tracing efforts; and (3) Control Center, a physical security information management software platform, which includes features designed to help organizations return to work by integrating and managing data and analytics from video cameras, thermal cameras, badge access and other building systems, and by automating the response to help organizations ensure the safety and protection of employees, as well as compliance with social distancing and personal protective equipment policies. In the fourth quarter of 2020, we announced COVID-19 Shield: Vaccine Distribution, an extension to our CEM platform offering risk insights, logistics awareness and vaccine appointment management. These new products were built off of our existing platforms.

63

 

Presentation of Financial Statements

Our consolidated financial statements include the accounts of our wholly-owned subsidiaries. Business acquisitions are included in our consolidated financial statements from the date of the acquisition. Our purchase accounting resulted in all assets and liabilities of acquired businesses being recorded at their estimated fair values on the acquisition dates. All intercompany balances and transactions have been eliminated in consolidation.

We report our financial results as one operating segment. Our operating results are regularly reviewed on a consolidated basis by our chief executive officer, who is our chief operating decision maker, principally to make strategic decisions regarding how we allocate our resources and to assess our consolidated operating performance.

Components of Results of Operations

Revenue

We derive substantially all of our revenue from the sale of subscriptions to our critical event management and enterprise safety applications.

We generally bill and collect payment for our subscriptions annually in advance. All revenue billed in advance of services being delivered is recorded in deferred revenue. The initial subscription period typically ranges from one to three years. We offer varying levels of customer support based on customer needs and the complexity of their businesses, including the level of usage by a customer in terms of minutes or the amount of data used to transmit the notifications. Our pricing model is based on the number of applications subscribed to and, per application, the number of people, locations and things connected to our platform as well as the volume of communications. We also offer premium services including data feeds for social media, threat intelligence and weather. We generate additional revenue by expanding the number of premium features and applications that our customers subscribe to and the number of contacts connected to our platform.

We also sell professional services, which primarily consist of fees for deployment and optimization services as well as training. In addition, on occasion we may sell our software and related post contract support for on premises usage which is outside of our core business and is not a significant revenue stream for us.

Cost of Revenue

Cost of revenue includes expenses related to the fulfillment of our subscription services, consisting primarily of employee-related expenses for data center operations and customer support, including salaries, bonuses, benefits and stock-based compensation expense. Cost of revenue also includes hosting costs, messaging costs and depreciation and amortization. As we add data center capacity and support personnel in advance of anticipated growth, our cost of revenue will increase and, if anticipated revenue growth does not occur, our gross profit will be adversely affected.

Operating Expenses

Operating expenses consist of sales and marketing, research and development and general and administrative expenses. Salaries, bonuses, stock-based compensation expense and other personnel costs are the most significant components of each of these expense categories. We include stock-based compensation expense incurred in connection with the grant of stock options, restricted stock units, performance-based restricted stock units and our employee stock purchase plan within the applicable operating expense category based on the equity award recipient’s functional area.

Sales and Marketing

Sales and marketing expense primarily consists of employee-related expenses for sales, marketing and public relations employees, including salaries, bonuses, commissions, benefits and stock-based compensation expense. Sales and marketing expense also includes trade show, market research, advertising and other related external marketing expense as well as office and software related costs to support sales. We defer certain sales commissions related to acquiring new customers or services and amortize these expenses ratably over the period of benefit that we

64

 

have determined to be four years. Sales commissions attributable to professional services are expensed within twelve months of selling the service to the customer. We plan to continue to expand our sales and marketing functions to grow our customer base and increase sales to existing customers. This growth will include adding sales personnel and expanding our marketing activities to continue to generate additional leads and build brand awareness. In the near term, we expect our sales and marketing expense to increase on an absolute dollar basis as we hire new sales representatives in the United States and worldwide and grow our marketing staff.

Research and Development

Research and development expense primarily consists of employee-related expenses for research and development staff, including salaries, bonuses, benefits and stock-based compensation expense. Research and development expense also includes the cost of certain third-party services, office related costs to support research and development activities, software subscriptions and hosting costs. We capitalize certain software development costs that are attributable to developing new applications and adding incremental functionality to our platform and amortize these costs over the estimated life of the new application or incremental functionality, which is generally three years. We focus our research and development efforts on improving our applications, developing new applications and delivering new functionality. In the near term, we expect our research and development expense to increase on an absolute dollar basis as we continue to increase the functionality of our platform and applications.

General and Administrative

General and administrative expense primarily consists of employee-related expenses for administrative, legal, finance and human resource personnel, including salaries, bonuses, benefits and stock-based compensation expense. General and administrative expense also includes professional fees, insurance premiums, corporate expenses, transaction-related costs, office-related expenses, facility costs, depreciation and amortization and software license costs. In the near term, we expect our general and administrative expense to increase on an absolute dollar basis as we continue to incur the costs associated with being a publicly traded company.

Interest and Investment Income

Interest income consists of interest earned on our cash balances held at financial institutions. Investment income consist of interest earned on our short-term investments which consist of U.S. treasuries, U.S. government agency obligations and money market funds.

Interest Expense

Interest expense consists of interest on our outstanding debt obligations including amortization of debt discounts and offering costs.

Loss on Extinguishment of Convertible Notes

Loss on Extinguishment of Convertible Notes relates to the partial extinguishment of our 2022 Notes.

Other Expense, Net

Other expense, net consists primarily of realized foreign currency gains and losses.

65

 

Results of Operations

The following tables set forth our results of operations for the periods presented and as a percentage of our total revenue for those periods. The results of operations for the years ended December 31, 2020 and 2019 reflects the adoption of ASU 2016-02, Leases (“Topic 842”). See Note 18 of the notes to consolidated financial statements for more information. Financial data for the year ended December 31, 2018 does not reflect the adoption of Topic 842. The period-to-period comparison of our historical results is not necessarily indicative of the results that may be expected in the future (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Revenue

 

$

271,141

 

 

$

200,882

 

 

$

147,094

 

Cost of revenue(1)

 

 

83,028

 

 

 

63,535

 

 

 

46,810

 

Gross profit

 

 

188,113

 

 

 

137,347

 

 

 

100,284

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Sales and marketing(1)

 

 

123,330

 

 

 

87,731

 

 

 

69,608

 

Research and development(1)

 

 

62,512

 

 

 

50,024

 

 

 

41,305

 

General and administrative(1)

 

 

74,485

 

 

 

46,820

 

 

 

31,462

 

Total operating expenses

 

 

260,327

 

 

 

184,575

 

 

 

142,375

 

Operating loss

 

 

(72,214

)

 

 

(47,228

)

 

 

(42,091

)

Other expense, net

 

 

(23,449

)

 

 

(4,597

)

 

 

(4,628

)

Loss before income taxes

 

 

(95,663

)

 

 

(51,825

)

 

 

(46,719

)

Benefit from (provision for) income taxes

 

 

2,267

 

 

 

(425

)

 

 

(796

)

Net loss

 

$

(93,396

)

 

$

(52,250

)

 

$

(47,515

)

 

(1)

Includes stock-based compensation expense and depreciation and amortization of acquired intangible assets as follows (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Stock-based compensation expense:

 

 

 

 

 

 

 

 

 

 

 

 

Cost of revenue

 

$

2,954

 

 

$

1,966

 

 

$

2,306

 

Sales and marketing

 

 

15,946

 

 

 

9,983

 

 

 

9,282

 

Research and development

 

 

8,703

 

 

 

7,820

 

 

 

7,106

 

General and administrative

 

 

19,152

 

 

 

13,720

 

 

 

7,131

 

Total

 

$

46,755

 

 

$

33,489

 

 

$

25,825

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Depreciation and amortization expense:

 

 

 

 

 

 

 

 

 

 

 

 

Cost of revenue

 

$

12,165

 

 

$

9,434

 

 

$

7,741

 

Sales and marketing

 

 

932

 

 

 

752

 

 

 

384

 

Research and development

 

 

597

 

 

 

502

 

 

 

309

 

General and administrative

 

 

17,065

 

 

 

8,983

 

 

 

5,259

 

Total

 

$

30,759

 

 

$

19,671

 

 

$

13,693

 

 

66

 

 

The following table sets forth our consolidated statements of operations as a percentage of revenue (1):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Revenue

 

 

100

%

 

 

100

%

 

 

100

%

Cost of revenue

 

 

31

%

 

 

32

%

 

 

32

%

Gross profit

 

 

69

%

 

 

68

%

 

 

68

%

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Sales and marketing

 

 

45

%

 

 

44

%

 

 

47

%

Research and development

 

 

23

%

 

 

25

%

 

 

28

%

General and administrative

 

 

27

%

 

 

23

%

 

 

21

%

Total operating expenses

 

 

96

%

 

 

92

%

 

 

97

%

Operating loss

 

 

(27

)%

 

 

(24

)%

 

 

(29

)%

Other expense, net

 

 

(9

)%

 

 

(2

)%

 

 

(3

)%

Loss before income taxes

 

 

(35

)%

 

 

(26

)%

 

 

(32

)%

Benefit from (provision for) income taxes

 

 

1

%

 

*

 

 

 

(1

)%

Net loss

 

 

(34

)%

 

 

(26

)%

 

 

(32

)%

 

(1)

Columns may not add up to 100% due to rounding.

*

Represents less than 0.5% of revenue.

 

Year Ended December 31, 2020 Compared to the Year Ended December 31, 2019

Revenue

 

 

 

Year Ended December 31,

 

 

Change

 

(dollars in thousands)

 

2020

 

 

2019

 

 

$

 

 

%

 

Revenue

 

$

271,141

 

 

$

200,882

 

 

$

70,259

 

 

 

35.0

%

 

Revenue increased by $70.3 million in 2020 compared to 2019. The increase was due to a $70.3 million increase in sales of our solutions driven by expansion of our customer base from 5,024 customers as of December 31, 2019 to 5,613 as of December 31, 2020, including increased sales to larger organizations with greater numbers of contacts and locations.

Cost of Revenue

 

 

 

Year Ended December 31,

 

 

Change

 

(dollars in thousands)

 

2020

 

 

2019

 

 

$

 

 

%

 

Cost of revenue

 

$

83,028

 

 

$

63,535

 

 

$

19,493

 

 

 

30.7

%

Gross margin %

 

 

69

%

 

 

68

%

 

 

 

 

 

 

 

 

 

Cost of revenue increased by $19.5 million in 2020 compared to 2019. The increase was primarily due to a $10.6 million increase in employee-related costs, which includes stock-based compensation, associated with our increased headcount from 238 employees as of December 31, 2019 to 332 employees as of December 31, 2020 and a $5.8 million increase in hosting, software and messaging costs. The remaining increase was principally the result of a $2.7 million increase in depreciation and amortization expense attributable to our acquired intangible assets and a $0.4 million increase attributed to office related expenses to support revenue generating activities.

Gross margin percentage increased in 2020 as compared to 2019 due to revenue growth outpacing the increase in cost.

67

 

Operating Expenses

Sales and Marketing Expense

 

 

 

Year Ended December 31,

 

 

Change

 

(dollars in thousands)

 

2020

 

 

2019

 

 

$

 

 

%

 

Sales and marketing

 

$

123,330

 

 

$

87,731

 

 

$

35,599

 

 

 

40.6

%

% of revenue

 

 

45

%

 

 

44

%

 

 

 

 

 

 

 

 

 

Sales and marketing expense increased by $35.6 million in 2020 compared to 2019. The increase was primarily due to a $30.5 million increase in employee-related costs, which includes stock-based compensation, associated with our increased headcount from 345 employees as of December 31, 2019 to 482 employees as of December 31, 2020. The remaining increase was principally the result of a $3.0 million increase in trade show and advertising costs and a $2.1 million increase attributed to office related expenses to support the sales team.

Research and Development Expense

 

 

 

Year Ended December 31,

 

 

Change

 

(dollars in thousands)

 

2020

 

 

2019

 

 

$

 

 

%

 

Research and development

 

$

62,512

 

 

$

50,024

 

 

$

12,488

 

 

 

25.0

%

% of revenue

 

 

23

%

 

 

25

%

 

 

 

 

 

 

 

 

 

Research and development expense increased by $12.5 million in 2020 compared to 2019. The increase was primarily due to a $9.2 million increase in employee-related costs, which includes stock-based compensation, associated with our increased headcount from 252 employees as of December 31, 2019 to 363 employees as of December 31, 2020, a $3.8 million increase in professional services, a $1.0 million increase in hosting and software related cost and an increase of $0.5 million in office related expenses to support research and development activities. In addition, a total of $8.5 million of internally-developed software costs during 2020 and $6.5 million of internally-developed software costs during 2019 were capitalized, resulting in a $2.0 million offset to the increase during 2020.

General and Administrative Expense

 

 

 

Year Ended December 31,

 

 

Change

 

(dollars in thousands)

 

2020

 

 

2019

 

 

$

 

 

%

 

General and administrative

 

$

74,485

 

 

$

46,820

 

 

$

27,665

 

 

 

59.1

%

% of revenue

 

 

27

%

 

 

23

%

 

 

 

 

 

 

 

 

 

General and administrative expense increased by $27.7 million in 2020 compared to 2019. The increase was primarily due to a $9.0 million increase in employee-related costs, which includes stock-based compensation, associated with our increased headcount from 113 employees as of December 31, 2019 to 167 employees as of December 31, 2020 and an $8.1 million increase in depreciation and amortization. The remaining increase was due to a $4.2 million increase in the change in fair value of contingent consideration obligation, a $2.8 million increase in office related expenses to support the administrative team, a $2.0 million increase in credit loss expense, a $1.2 million increase in software subscription costs and a $0.4 million increase in other general and administrative expenses.

Other Expense, Net

 

 

 

Year Ended December 31,

 

 

Change

 

(dollars in thousands)

 

2020

 

 

2019

 

 

$

 

 

%

 

Other expense, net

 

$

23,449

 

 

$

4,597

 

 

$

18,852

 

 

 

410.1

%

% of revenue

 

 

9

%

 

 

2

%

 

 

 

 

 

 

 

 

 

68

 

 

Other expense, net increased by $18.9 million in 2020 compared to 2019 primarily due to a $16.7 million increase in interest expense related to our convertible senior notes and a decrease of $2.5 million of interest income due to lower interest rates on our investment balance, partially offset by a decrease of $1.0 million in losses related to the partial extinguishment and conversions of our 2022 Notes.

Income Taxes

 

 

 

Year Ended December 31,

 

 

Change

 

(dollars in thousands)

 

2020

 

 

2019

 

 

$

 

 

%

 

Benefit from (provision for) income taxes

 

$

2,267

 

 

$

(425

)

 

$

2,692

 

 

 

633.4

%

% of revenue

 

 

1

%

 

 

(0

)%

 

 

 

 

 

 

 

 

 

Income tax expense decreased by $2.7 million in 2020 compared to 2019. During 2020, deferred tax liabilities were recognized in connection with the purchase price accounting for our acquisitions. Certain of such deferred tax liabilities will be a source of future taxable income to realize a portion of our deferred tax assets, which resulted in a tax benefit of approximately $1.5 million related to U.S. acquired entities and a tax benefit of approximately $1.8 million related to non-U.S. acquisitions recognized during 2020 which is the primary reason for the decrease in our income tax provision from 2019 to 2020.

 

Year Ended December 31, 2019 Compared to the Year Ended December 31, 2018

For a discussion regarding our financial condition and results of operations for the year ended December 31, 2019 as compared to the year ended December 31, 2018, please refer to Part II, Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations" in our Annual Report on Form 10-K for the fiscal year ended December 31, 2019, filed with the SEC on February 28, 2020.

 

Other Metrics

We regularly monitor a number of financial and operating metrics, including the following key metrics, to evaluate our business, measure our performance, identify trends affecting our business, formulate business plans, and make strategic decisions. Our other business metrics may be calculated in a manner different than similar other business metrics used by other companies (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Adjusted EBITDA

 

$

8,044

 

 

$

5,170

 

 

$

(2,947

)

Adjusted gross margin

 

 

195,224

 

 

 

141,427

 

 

 

103,858

 

Free cash flow

 

 

2,895

 

 

 

(2,771

)

 

 

(6,925

)

 

 

•

Adjusted EBITDA. Adjusted EBITDA represents our net loss before interest and investment (income) expense, net, (benefit from) provision for income taxes, depreciation and amortization expense, loss on extinguishment of convertible notes, change in fair value of contingent consideration and stock-based compensation expense. We do not consider these items to be indicative of our core operating performance. The items that are non-cash include depreciation and amortization expense, loss on extinguishment of convertible notes, change in fair value of contingent consideration and stock-based compensation expense. Adjusted EBITDA is a measure used by management to understand and evaluate our core operating performance and trends and to generate future operating plans, make strategic decisions regarding the allocation of capital and invest in initiatives that are focused on cultivating new markets for our solutions. In particular, the exclusion of certain expenses in calculating adjusted EBITDA facilitates comparisons of our operating performance on a period-to-period basis. Adjusted EBITDA is not a measure calculated in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”). We believe that adjusted EBITDA provides useful information to investors and others in understanding and evaluating our operating results in the same manner as our management and board of directors. Nevertheless, use of adjusted EBITDA has

69

 

 

limitations as an analytical tool, and you should not consider it in isolation or as a substitute for analysis of our financial results as reported under GAAP. Some of these limitations are: (1) although depreciation and amortization are non-cash charges, the capitalized software that is amortized will need to be replaced in the future, and adjusted EBITDA does not reflect cash capital expenditure requirements for such replacements or for new capital expenditure requirements; (2) adjusted EBITDA does not reflect changes in, or cash requirements for, our working capital needs; (3) adjusted EBITDA does not reflect the potentially dilutive impact of equity-based compensation; (4) adjusted EBITDA does not reflect tax payments or receipts that may represent a reduction or increase in cash available to us; and (5) other companies, including companies in our industry, may calculate adjusted EBITDA or similarly titled measures differently, which reduces the usefulness of the metric as a comparative measure. Because of these and other limitations, you should consider adjusted EBITDA alongside our other GAAP-based financial performance measures, net loss and our other GAAP financial results.

The following table presents a reconciliation of adjusted EBITDA to net loss, the most directly comparable GAAP measure, for each of the periods indicated (in thousands):

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Net loss

 

$

(93,396

)

 

$

(52,250

)

 

$

(47,515

)

Interest and investment expense, net

 

 

22,082

 

 

 

2,979

 

 

 

4,504

 

(Benefit from) provision for income taxes

 

 

(2,267

)

 

 

425

 

 

 

796

 

Depreciation and amortization

 

 

30,759

 

 

 

19,671

 

 

 

13,693

 

Loss on extinguishment of convertible notes

 

 

446

 

 

 

1,406

 

 

 

—

 

Change in fair value of contingent consideration

 

 

3,665

 

 

 

(550

)

 

 

(250

)

Stock-based compensation

 

 

46,755

 

 

 

33,489

 

 

 

25,825

 

Adjusted EBITDA

 

$

8,044

 

 

$

5,170

 

 

$

(2,947

)

 

 

•

Adjusted Gross Margin. Adjusted gross margin represents gross profit plus amortization of acquired intangibles and stock-based compensation. Adjusted gross margin is a measure used by management to understand and evaluate our core operating performance and trends and to generate future operating plans. The exclusion of stock-based compensation expense and amortization of acquired intangibles facilitates comparisons of our operating performance on a period-to-period basis. In the near term, we expect these expenses to continue to negatively impact our gross profit. Adjusted gross margin is not a measure calculated in accordance with GAAP. We believe that adjusted gross margin provides useful information to investors and others in understanding and evaluating our operating results in the same manner as our management and board of directors. Nevertheless, our use of adjusted gross margin has limitations as an analytical tool, and you should not consider it in isolation or as a substitute for analysis of our financial results as reported under GAAP. You should consider adjusted gross margin alongside our other GAAP-based financial performance measures, gross profit and our other GAAP financial results. The following table presents a reconciliation of adjusted gross margin to gross profit, the most directly comparable GAAP measure, for each of the periods indicated (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Gross profit

 

$

188,113

 

 

$

137,347

 

 

$

100,284

 

Amortization of acquired intangibles

 

 

4,157

 

 

 

2,114

 

 

 

1,268

 

Stock-based compensation

 

 

2,954

 

 

 

1,966

 

 

 

2,306

 

Adjusted gross margin

 

$

195,224

 

 

$

141,427

 

 

$

103,858

 

70

 

 

 

 

•

Free Cash Flow. Free cash flow represents net cash from operating activities minus capital expenditures and capitalized software development costs. Free cash flow is a measure used by management to understand and evaluate our core operating performance and trends and to generate future operating plans. The exclusion of capital expenditures and amounts capitalized for internally-developed software facilitates comparisons of our operating performance on a period-to-period basis and excludes items that we do not consider to be indicative of our core operating performance. Free cash flow is not a measure calculated in accordance with GAAP. We believe that free cash flow provides useful information to investors and others in understanding and evaluating our operating results in the same manner as our management and board of directors. Nevertheless, our use of free cash flow has limitations as an analytical tool, and you should not consider it in isolation or as a substitute for analysis of our financial results as reported under GAAP. You should consider free cash flow alongside our other GAAP-based financial performance measures, net cash provided by operating activities, and our other GAAP financial results. The following table presents a reconciliation of free cash flow to net cash for operating activities, the most directly comparable GAAP measure, for each of the periods indicated (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Net cash provided by operating activities

 

$

15,803

 

 

$

10,317

 

 

$

3,295

 

Capital expenditures

 

 

(3,257

)

 

 

(5,269

)

 

 

(1,721

)

Capitalized software development costs

 

 

(9,651

)

 

 

(7,819

)

 

 

(8,499

)

Free cash flow

 

$

2,895

 

 

$

(2,771

)

 

$

(6,925

)

 

Additional Supplemental Non-GAAP Financial Measures

To supplement our consolidated financial statements, which are prepared and presented in accordance with GAAP, we provide investors with certain additional supplemental non-GAAP financial measures, including non-GAAP cost of revenue, non-GAAP gross profit, non-GAAP sales and marketing expense, non-GAAP research and development expense, non-GAAP general and administrative expense, non-GAAP total operating expenses, non-GAAP operating loss and non-GAAP net income (loss), which we collectively refer to as non-GAAP financial measures. These non-GAAP financial measures exclude all or a combination of the following (as reflected in the following reconciliation tables): stock-based compensation expense, amortization of acquired intangibles, change in fair value of contingent consideration, accretion of interest on convertible senior notes and loss on extinguishment of convertible notes. The tax impact of such adjustments is not material. The presentation of the non-GAAP financial measures is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP. We use these non-GAAP financial measures for financial and operational decision-making purposes and as a means to evaluate period-to-period comparisons. We believe that these non-GAAP financial measures provide useful information about our operating results, enhance the overall understanding of past financial performance and future prospects and allow for greater transparency with respect to metrics used by our management in its financial and operational decision making. While our non-GAAP financial measures are an important tool for financial and operational decision making and for evaluating our own operating results over different periods of time, you should consider our non-GAAP financial measures alongside our GAAP financial results.

We exclude stock-based compensation expense which can vary based on plan design, share price, share price volatility, and the expected lives of equity instruments granted. We believe that providing non-GAAP financial measures that exclude stock-based compensation expense allow for more meaningful comparisons between our operating results from period to period because stock-based compensation expense does not represent a cash expenditure. We believe that excluding the impact of amortization of acquired intangibles allows for more meaningful comparisons between operating results from period to period as the intangibles are valued at the time of acquisition and are amortized over a period of several years after the acquisition. We believe that excluding the change in fair value of contingent consideration allows for more meaningful comparisons between operating results from period to period, as it is non-operating in nature. We believe that excluding the impact of accretion of interest on convertible senior notes allows for more meaningful comparisons between operating results from period to period

71

 

as accretion of interest on convertible senior notes relates to interest cost for the time value of money and are non-operating in nature. We believe that excluding loss on extinguishment of convertible notes allows for more meaningful comparisons between operating results from period to period as losses on the extinguishment of convertible notes are non-operating in nature. We do not engage in the repurchase of convertible notes on a regular basis or in the ordinary course of business. Accordingly, we believe that excluding these expenses provides investors and management with greater visibility of the underlying performance of our business operations, facilitates comparison of our results with other periods and may also facilitate comparison with the results of other companies in our industry.

There are limitations in using non-GAAP financial measures because the non-GAAP financial measures are not prepared in accordance with GAAP, may be different from non-GAAP financial measures used by other companies and exclude expenses that may have a material impact upon our reported financial results. Further, stock-based compensation expense has been and will continue to be for the foreseeable future a significant recurring expense in our business and an important part of the compensation provided to our employees.

72

 

The following table reconciles our GAAP to non-GAAP financial measures:

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Cost of revenue

 

$

83,028

 

 

$

63,535

 

 

$

46,810

 

Amortization of acquired intangibles

 

 

(4,157

)

 

 

(2,114

)

 

 

(1,268

)

Stock-based compensation

 

 

(2,954

)

 

 

(1,966

)

 

 

(2,306

)

Non-GAAP cost of revenue

 

$

75,917

 

 

$

59,455

 

 

$

43,236

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross profit

 

$

188,113

 

 

$

137,347

 

 

$

100,284

 

Amortization of acquired intangibles

 

 

4,157

 

 

 

2,114

 

 

 

1,268

 

Stock-based compensation

 

 

2,954

 

 

 

1,966

 

 

 

2,306

 

Non-GAAP gross profit

 

$

195,224

 

 

$

141,427

 

 

$

103,858

 

Non-GAAP gross margin

 

 

72.00

%

 

 

70.40

%

 

 

70.61

%

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales and marketing

 

$

123,330

 

 

$

87,731

 

 

$

69,608

 

Stock-based compensation

 

 

(15,946

)

 

 

(9,983

)

 

 

(9,282

)

Non-GAAP sales and marketing

 

$

107,384

 

 

$

77,748

 

 

$

60,326

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Research and development

 

$

62,512

 

 

$

50,024

 

 

$

41,305

 

Stock-based compensation

 

 

(8,703

)

 

 

(7,820

)

 

 

(7,106

)

Non-GAAP research and development

 

$

53,809

 

 

$

42,204

 

 

$

34,199

 

 

 

 

 

 

 

 

 

 

 

 

 

 

General and administrative

 

$

74,485

 

 

$

46,820

 

 

$

31,462

 

Amortization of acquired intangibles

 

 

(15,979

)

 

 

(8,301

)

 

 

(4,667

)

Change in fair value of contingent consideration

 

 

(3,665

)

 

 

550

 

 

 

250

 

Stock-based compensation

 

 

(19,152

)

 

 

(13,720

)

 

 

(7,131

)

Non-GAAP general and administrative

 

$

35,689

 

 

$

25,349

 

 

$

19,914

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total operating expenses

 

$

260,327

 

 

$

184,575

 

 

$

142,375

 

Amortization of acquired intangibles

 

 

(15,979

)

 

 

(8,301

)

 

 

(4,667

)

Change in fair value of contingent consideration

 

 

(3,665

)

 

 

550

 

 

 

250

 

Stock-based compensation

 

 

(43,801

)

 

 

(31,523

)

 

 

(23,519

)

Non-GAAP operating expenses

 

$

196,882

 

 

$

145,301

 

 

$

114,439

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating loss

 

$

(72,214

)

 

$

(47,228

)

 

$

(42,091

)

Amortization of acquired intangibles

 

 

20,136

 

 

 

10,415

 

 

 

5,935

 

Change in fair value of contingent consideration

 

 

3,665

 

 

 

(550

)

 

 

(250

)

Stock-based compensation

 

 

46,755

 

 

 

33,489

 

 

 

25,825

 

Non-GAAP operating loss

 

$

(1,658

)

 

$

(3,874

)

 

$

(10,581

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

$

(93,396

)

 

$

(52,250

)

 

$

(47,515

)

Amortization of acquired intangibles

 

 

20,136

 

 

 

10,415

 

 

 

5,935

 

Change in fair value of contingent consideration

 

 

3,665

 

 

 

(550

)

 

 

(250

)

Stock-based compensation

 

 

46,755

 

 

 

33,489

 

 

 

25,825

 

Accretion of interest on convertible senior notes

 

 

22,161

 

 

 

5,711

 

 

 

4,616

 

Loss on extinguishment of convertible notes

 

 

446

 

 

 

1,406

 

 

 

—

 

Non-GAAP net loss

 

$

(233

)

 

$

(1,779

)

 

$

(11,389

)

 

Liquidity and Capital Resources

To date, we have financed our operations primarily through cash from sales to our customers, along with equity issuances and debt financing arrangements. Our principal source of liquidity is cash and cash equivalents totaling $467.2 million as of December 31, 2020. We have generated significant losses since inception and expect to continue to generate losses for the foreseeable future.

73

 

We believe that our cash and cash equivalent balances and the cash flows generated by our operations will be sufficient to satisfy our anticipated cash needs for working capital and capital expenditures for at least the next 12 months. However, our belief may prove to be incorrect, and we could utilize our available financial resources sooner than we currently expect. We believe that our financial resources will allow us to manage the anticipated impact of COVID-19 on our business operations for the foreseeable future, which could include delays in payments from our customers. The challenges posed by COVID-19 on our business could evolve rapidly. We will continue to evaluate our financial position in light of future developments, particularly those relating to COVID-19. Our future capital requirements and the adequacy of available funds will depend on many factors, including those set forth in the section of this Annual Report on Form 10-K titled “Risk Factors.” We cannot assure you that we will be able to raise additional capital on acceptable terms or at all. In addition, if we fail to meet our operating plan during the next 12 months, our liquidity could be adversely affected.

Cash Flows

The following table summarizes our cash flows (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Cash, cash equivalents and restricted cash at beginning of period

 

$

539,662

 

 

$

60,068

 

 

$

103,051

 

Cash provided by operating activities

 

 

15,803

 

 

 

10,317

 

 

 

3,295

 

Cash used in investing activities

 

 

(85,185

)

 

 

(24,574

)

 

 

(48,413

)

Cash provided by financing activities

 

 

5,054

 

 

 

494,101

 

 

 

3,099

 

Effects of exchange rates on cash, cash equivalents and restricted cash

 

 

296

 

 

 

(250

)

 

 

(964

)

Cash, cash equivalents and restricted cash at end of period

 

$

475,630

 

 

$

539,662

 

 

$

60,068

 

 

At December 31, 2020, $10.6 million of the $475.6 million of cash, cash equivalents and restricted cash was held by foreign subsidiaries. Our intention is to indefinitely reinvest foreign earnings in our foreign subsidiaries. If these earnings were used to fund domestic operations, they would be subject to additional income taxes upon repatriation.

Sources of Funds

 

Follow-On Public Offering

In January 2019, we completed a follow-on public offering in which we sold 2,645,000 shares of our common stock, which included 345,000 shares sold pursuant to the exercise by the underwriters of an option to purchase additional shares, at a public offering price of $55.25 per share. We received net proceeds of $139.1 million, after deducting underwriting discounts and commissions.

Convertible Senior Notes

In December 2019, we issued $450.0 million aggregate principal amount of the 2024 Notes, including $75.0 million in principal amount of Notes issued upon exercise in full by the initial purchasers of their option to purchase additional 2024 Notes.

The 2024 Notes have an initial conversion rate of 8.8999 shares of common stock per $1,000 principal amount of 2024 Notes. This represents an initial effective conversion price of approximately $112.36 per share of common stock and approximately 4.0 million shares issuable upon conversion. Throughout the term of the 2024 Notes, the conversion rate may be adjusted upon the occurrence of certain events. Holders of the 2024 Notes will not receive any cash payment representing accrued and unpaid interest, if any, upon conversion of a 2024 Note, except in limited circumstances. Accrued but unpaid interest will be deemed to be paid by cash, shares of our common stock or a combination of cash and shares of our common stock paid or delivered, as the case may be, to the holder upon conversion of a 2024 Note.

74

 

In connection with the issuance of the 2024 Notes, we purchased capped call options that in the aggregate relate to the total number of shares of our common stock underlying the 2024 Notes, with an initial strike price of approximately $112.36 per share, which corresponds to the initial conversion price of the 2024 Notes and is subject to anti-dilution adjustments substantially similar to those applicable to the conversion rate of the 2024 Notes, and have a cap price of approximately $166.46. The cost of the purchased capped calls was $44.9 million.

In November 2017, we completed a public offering of $115.0 million aggregate principal amount of the 2022 Notes, including $15.0 million in principal amount of 2022 Notes issued upon exercise in full by the underwriters of their option to purchase additional 2022 Notes.

The 2022 Notes have an initial conversion rate of 29.6626 shares of common stock per $1,000 principal amount of 2022 Notes. This represents an initial effective conversion price of approximately $33.71 per share of common stock and initially approximately 3.4 million shares issuable upon conversion. Throughout the term of the 2022 Notes, the conversion rate may be adjusted upon the occurrence of certain events. Holders of the 2022 Notes will not receive any cash payment representing accrued and unpaid interest, if any, upon conversion of a 2022 Note, except in limited circumstances. Accrued but unpaid interest will be deemed to be paid by cash, shares of our common stock or a combination of cash and shares of our common stock paid or delivered, as the case may be, to the holder upon conversion of a 2022 Note.

In connection with the issuance of the 2022 Notes, we purchased capped call options that in the aggregate relate to the total number of shares of our common stock underlying the 2022 Notes, with an initial strike price of approximately $33.71 per share, which corresponds to the initial conversion price of the 2022 Notes and is subject to anti-dilution adjustments substantially similar to those applicable to the conversion rate of the 2022 Notes, and have a cap price of approximately $47.20. The cost of the purchased capped calls was $12.9 million.

Based on the market price of our common stock during the 30 trading days preceding June 30, 2018, the 2022 Notes were convertible at the option of the debt holder as of September 30, 2018 and continue to be convertible at the option of the debt holder as of December 31, 2020.

During fiscal year 2019, we paid $57.8 million to repurchase $23.0 million aggregate principal amount of the 2022 Notes. We also partially terminated capped call options entered into in connection with the 2022 Notes during fiscal year 2019 and received $5.8 million.

During fiscal year 2020, we issued 362,029 shares upon the conversion of approximately $12.2 million in aggregate principal amount of the 2022 Notes.

Uses of Funds

Our historical uses of cash have primarily consisted of cash used for operating activities, such as expansion of our sales and marketing operations, research and development activities and other working capital needs.

Operating Activities

Our net loss and cash flows provided by or used in operating activities are significantly influenced by our investments in headcount and infrastructure to support our growth, marketing and sponsorship expenses, and our ability to bill and collect in a timely manner. Our net loss has been significantly greater than our use of cash for operating activities due to the inclusion of non-cash expenses and charges.

Operating activities provided $15.8 million in net cash in 2020, primarily from $116.1 million in non-cash operating expenses, which was partially offset by our net loss of $93.4 million and by a $6.9 million decrease in changes in operating assets and liabilities. Specifically, we recognized non-cash charges aggregating $46.8 million for stock-based compensation expense, $30.8 million for depreciation and amortization of intangible assets, capitalized software development costs and property and equipment, $22.2 million of accretion on the convertible notes, $12.6 million in amortization of commissions, $3.7 million related to the change in fair value of contingent consideration, $3.1 million for the increase in our provision for credit losses and sales return reserve and a $0.4 million loss on extinguishment of convertible notes, offset by $3.5 million for deferred income taxes. The change in operating assets

75

 

and liabilities reflected a $25.0 million increase in deferred revenue, a $22.6 million increase in accounts receivable, an $18.9 million increase in deferred costs due to timing of payments made for commissions, a $7.4 million increase in other liabilities, a $4.0 million increase in prepaid expenses, a $3.5 million increase in accrued employee-related expenses due to timing of payments, a $1.5 million increase in accounts payable due to the timing of payments made and a $1.1 million increase in accrued expenses due to timing of payments made to vendors, partially offset by a $0.1 million decrease in other assets.

Operating activities provided $10.3 million in net cash in 2019, primarily from $68.2 million in non-cash operating expenses, which was partially offset by a $5.7 million decrease in changes in operating assets and liabilities and by our net loss of $52.3 million. Specifically, we recognized non-cash charges aggregating $33.5 million for stock-based compensation expense, $19.7 million for depreciation and amortization of intangible assets, capitalized software development costs and property and equipment, $8.0 million in amortization of commissions, $5.7 million of accretion on the convertible notes, $1.4 million loss on extinguishment of convertible notes and $0.7 million for the increase in our provision for credit losses and sales return reserve, offset by $0.6 million related to the change in fair value of contingent consideration. The change in operating assets and liabilities reflected a $25.6 million increase in accounts receivable, a $15.3 million increase in deferred cost due to timing of payments made for commissions, a $3.5 million increase in prepaid expenses, a $1.4 million decrease in other liabilities, and a $1.3 million decrease in accrued expenses due to timing of payments made to vendors. These changes were partially offset by a $29.7 million increase in deferred revenue, a $5.3 million increase in accounts payable due to the timing of payments made, a $4.5 million increase in accrued employee-related expenses due to timing of payments and a $1.8 million decrease in other assets.

Investing Activities

Our investing activities consist primarily of capital expenditures for capitalized software development costs, business acquisitions, property and equipment expenses and purchase and sales of short-term investments.

Investing activities used $85.2 million in 2020, which consisted primarily of $55.1 million of cash paid for the acquisitions of Connexient, CNL Software, one2many, Techwan and SnapComms, $17.1 million of cash paid for the purchase of intangible assets, $9.7 million of investment in software development and $3.3 million in purchases of property and equipment.

Investing activities used $24.6 million in 2019, which consisted primarily of our acquisitions of NC4 Inc. and NC4 Public Sector LLC (collectively, “NC4”) and MissionMode Solutions, Inc. for an aggregate of $58.4 million, investment in software development of $7.8 million, our purchase of property and equipment of $5.3 million, and purchase of short-term investments of $2.0 million. These were offset by cash provided of $47.8 million in maturities of our short-term investments and $1.1 million attributed to a landlord reimbursement.

Financing Activities

Cash generated by financing activities includes proceeds from the issuance of common stock from our follow-on public offering, borrowings under the 2024 Notes and 2022 Notes, proceeds from the exercise of employee stock options and contributions to our employee stock purchase plan. Cash used in financing activities includes payments for debt and offering issuance costs, extinguishment of debt, payment of contingent consideration and employee withholding liabilities from the exercise of market based restricted stock units.

Financing activities provided $5.1 million of cash in 2020, which reflects $8.2 million from the exercise of stock options and $3.4 million from the issuance of stock under our employee stock purchase plan. These amounts were offset by a $6.4 million payment for restricted stock unit employee withholding taxes.

Financing activities provided $494.1 million of cash in 2019, which reflects proceeds of $392.4 million from our 2024 Notes offering after deducting debt issuance cost and the cost for the capped call transactions entered into in connection with the note offering, $139.1 million from our common stock offering, $17.4 million from the exercise of stock options and $2.3 million from the issuance of stock under our employee stock purchase plan. These amounts were offset by a $52.0 million payment for the 20 percent repurchase of our 2022 Notes offset by cash received for

76

 

the partial termination of the 2022 Notes capped call options and a $4.6 million payment for restricted stock unit employee withholding taxes.

Contractual Obligations and Commitments

The following table summarizes our commitments to settle contractual obligations as of December 31, 2020 (in thousands):

 

 

 

Less than

1 Year

 

 

1 to 3

Years

 

 

3 to 5

Years

 

 

More than

5 Years

 

 

Total

 

Debt obligations (1)

 

$

—

 

 

$

79,795

 

 

$

450,000

 

 

$

—

 

 

$

529,795

 

Operating leases (2)

 

 

5,558

 

 

 

10,373

 

 

 

3,564

 

 

 

2,769

 

 

 

22,264

 

 

 

$

5,558

 

 

$

90,168

 

 

$

453,564

 

 

$

2,769

 

 

$

552,059

 

 

(1)

Debt obligations include the principal amount of the 2024 Notes and 2022 Notes but exclude interest payments to be made under the 2024 Notes and 2022 Notes. Although the 2024 Notes and 2022 Notes mature in 2024 and 2022, respectively, they can be converted into cash and shares of our common stock prior to maturity if certain conditions are met. Any conversion prior to maturity can result in repayments of the principal amounts sooner than the scheduled repayments as indicated in the table. The 2024 Notes and 2022 Notes balance excludes $81.0 million and $7.3 million, respectively, of debt discount capitalized on our balance sheet and shown net of our debt obligations. Please see Note 9 of the notes to our consolidated financial statements for more information on the terms of the 2024 Notes and 2022 Notes.

(2)

Operating leases include total future minimum rent payments under non-cancelable operating lease agreements as described in Note 18 of our consolidated financial statements.

The commitment amounts are associated with contracts that are enforceable and legally binding and that specify all significant terms, including fixed or minimum services to be used, fixed, minimum or variable price provisions and the approximate timing of the actions under the contracts. The commitment amounts do not include obligations under agreements that we can cancel without a significant penalty.

Backlog

We generally sell all of our critical communications applications on a subscription basis. We generally enter into contracts that range from one to three years in length, with an average contract duration of 1.9 years as of December 31, 2020, and generally bill and collect payment annually in advance. Since we bill many of our customers at the beginning of each contract year, there can be amounts that we have not yet been contractually able to invoice. Until such time as these amounts are invoiced, they are not recorded in revenue, deferred revenue or elsewhere in our consolidated financial statements. We expect that the amount of backlog relative to the total value of our subscription agreements will change from year to year for several reasons, including the specific timing and duration of customer agreements, varying invoicing cycles of agreements, the specific timing of customer renewals and changes in customer financial circumstances. In addition, because revenue for any period is a function of revenue recognized from deferred revenue under contracts in existence at the beginning of the period, as well as contracts that are renewed and new customer contracts that are entered into during the period, backlog at the beginning of any period is not necessarily indicative of future performance. Our presentation of backlog may also differ from that of other companies in our industry. Due to these factors, as well as variances in billing arrangements with customers, we do not utilize backlog as a key management metric internally.

Off-Balance Sheet Arrangements

We do not have any relationships with unconsolidated entities or financial partnerships, including entities sometimes referred to as structured finance or special purpose entities that were established for the purpose of facilitating off-balance sheet arrangements or other contractually narrow or limited purposes. We do not engage in off-balance sheet financing arrangements. In addition, we do not engage in trading activities involving non-exchange traded contracts.

77

 

Critical Accounting Policies

Our consolidated financial statements are prepared in accordance with U.S. GAAP. The preparation of our consolidated financial statements requires us to make estimates, assumptions and judgments that affect the reported amounts of revenue, assets, liabilities, costs and expenses. We base our estimates and assumptions on historical experience and other factors that we believe to be reasonable under the circumstances. We evaluate our estimates and assumptions on an ongoing basis. Our actual results may differ from these estimates. Our most critical accounting policies are summarized below.

Revenue Recognition

We derive our revenues primarily from subscription services and professional services. We recognize revenue in accordance with FASB ASC 606, Revenue from Contracts with Customers. We determine revenue recognition through the following steps:

 

•

identification of the contract, or contracts, with a customer;

 

•

identification of the performance obligations in the contract;

 

•

determination of the transaction price;

 

•

allocation of the transaction price to the performance obligations in the contract; and

 

•

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

Subscription Services Revenues

Subscription services revenues primarily consist of fees that provide customers access to one or more of our hosted applications for critical event management, with routine customer support. Revenue is generally recognized over time on a ratable basis over the contract term beginning on the date that our service is made available to the customer. All services are recognized using an output measure of progress looking at time elapsed as the contract generally provides the customer equal benefit throughout the contract period. Our subscription contracts are generally two years or longer in length, billed annually in advance, and non-cancelable.

Professional Services Revenues

Professional services revenues primarily consist of fees for deployment and optimization services, as well as training. The majority of our consulting contracts revenue is recognized over time as the services are performed. For contracts billed on a fixed price basis, revenue is recognized over time based on the proportion performed.

Software License Revenues

On occasion we may sell software and related post contract support for on premises usage as well as professional services, hardware and hosting which is outside of our core business and is not a significant revenue stream for us. Our on premises license transactions are generally perpetual in nature and are recognized at a point in time when made available to the customer for use. Significant judgment is required to determine the standalone selling prices for each distinct performance obligation in order to allocate the transaction price for purposes of revenue recognition. Making this judgment of estimating a standalone selling price involves consideration of overall pricing objectives, market conditions and other factors, including the value of our other similar contracts, the applications sold, customer demographics, geographic locations, and the number and types of users within our contracts. The significant judgment was primarily due to using such considerations to estimate the price that each distinct performance obligation would be sold for on a standalone basis because such performance obligations are typically sold together on a bundled basis. Changes in these estimates of standalone selling prices can have a material effect on the amount of revenue recognized from each distinct performance obligation.

78

 

Contracts with Multiple Performance Obligations

Most of our contracts with customers contain multiple performance obligations. For these contracts, we account for individual performance obligations separately if they are distinct. The transaction price is allocated to the separate performance obligations on a relative standalone selling price basis for those performance obligations with stable observable prices and then the residual method applied for any performance obligation that has pricing which is highly variable. We determine the standalone selling prices based on our overall pricing objectives, taking into consideration market conditions and other factors, including the value of our contracts, pricing when certain services are sold on a standalone basis, the applications sold, customer demographics, geographic locations, and the volume of services and users purchased.

Allowance for Credit Losses

Allowance for credit risk for accounts receivables and contract assets is established based on various factors including credit profiles of our customers, historical payments and current economic trends. We review the allowance for accounts receivables and contract assets by assessing individual accounts receivable or unbilled contract assets over a specific aging and amount. All other balances are pooled based on historical collection experience. The estimate of expected credit losses is based on information about past events, current economic conditions, and forecasts of future economic conditions that affect the collectability. Accounts receivable and contract assets are written-off on a case by case basis, net of any amounts that may be collected. If our estimate of uncollectible accounts is too low, credit loss expense may increase in future periods, and if it is too high, credit loss expense may decrease in future periods.

Deferred Costs

Sales commissions earned by our sales force are considered incremental and recoverable costs of obtaining a contract with a customer. These costs are deferred and then amortized on a straight-line basis over a period of benefit that we have determined to be four years. Sales commissions attributable to professional services are expensed within twelve months of selling the service to the customer. We determined the period of benefit by taking into consideration our customer contracts, our technology and other factors. Amortization of deferred commissions is included in sales and marketing expenses in the accompanying consolidated statements of operations.

 

Stock-Based Compensation

We recognize compensation expense for option awards and restricted stock unit awards (“RSUs”) based on the fair value of the award and on a straight-line basis over the vesting period of the award based on the estimated portion of the award that is expected to vest.

Inherent in the valuation and recording of stock-based compensation for option awards, are several estimates that we made in regard to valuation and expense that will be incurred. We use the Black-Scholes option pricing model to measure the fair value of our option awards when they are granted. For RSUs, our board of directors determines the fair value based on the closing price of our common stock as reported on the Nasdaq Global Market on the date of grant. We primarily use the daily historical volatility of companies we consider to be our peers. To determine our peer companies, we use the following criteria: software or software-as-a-service companies; similar histories and relatively comparable financial leverage; sufficient public company trading history; and in similar businesses and geographical markets. We use the peers’ stock price volatility over the expected life of our granted options to calculate the expected volatility. The expected term of employee option awards is determined using the average midpoint between vesting and the contractual term for outstanding awards, because we do not yet have a sufficient history of option exercises. We consider this appropriate as we expect to see changes to our equity structure in the future and there is no other method that would be more indicative of exercise activity. The risk-free interest rate is based on the rate on U.S. Treasury securities with maturities consistent with the estimated expected term of the awards. We have not paid dividends and do not anticipate paying a cash dividend in the foreseeable future and, accordingly, use an expected dividend yield of zero.

We grant performance-based RSUs (“PSUs”), that vest upon satisfaction of certain performance-based conditions. The PSUs generally vest based on us achieving certain revenue growth thresholds. The vesting of the PSUs is

79

 

subject to the employee’s continued employment with us through the date of achievement. The fair value is based on the value of our common stock at the date of issuance and the probability of achieving the performance metric. We have assessed the probability of achievement of the award as highly probable based on past performance of achievement of the performance metric. Compensation cost is recognized under the accelerated method and is adjusted in future periods for subsequent changes in the expected outcome of the performance related conditions.

In 2018, we granted market-based RSUs that vest upon satisfaction of certain market-based conditions. These RSUs were valued using the Monte-Carlo simulation model. These RSUs vested based on our common stock achieving certain stock price thresholds. The fair value was based on values calculated under the Monte Carlo simulation model on the grant date. We recognized the compensation expense associated with the market-based RSUs over the implied requisite service period subject to acceleration based on meeting the market-based condition. No market-based RSUs were granted during the years ended December 31, 2020 and 2019.  

Business Combinations

The results of businesses acquired in a business combination are included in our consolidated financial statements from the date of the acquisition. Purchase accounting results in assets and liabilities of an acquired business being recorded at their estimated fair values on the acquisition date. Any excess consideration over the fair value of assets acquired and liabilities assumed is recognized as goodwill.

We perform valuations of assets acquired and liabilities assumed on each acquisition accounted for as a business combination in order to record the tangible and intangible assets acquired and liabilities assumed based on our best estimate of fair value. Determining the fair value of assets acquired and liabilities assumed requires management to use significant judgment and estimates including the selection of valuation methodologies, estimates of future revenue and cash flows, discount rates and selection of comparable companies. Significant estimation is required in determining the fair value of the customer relationship intangible assets, deferred revenue and contingent consideration liabilities. The significant estimation is primarily due to the judgmental nature of the inputs to the valuation models used to measure the fair value of these intangible assets, deferred revenue and contingent consideration liabilities, as well as the sensitivity of the respective fair values to the underlying significant assumptions. We use the income approach to measure the fair value of these intangible assets, a discounted cash flow approach for deferred revenue and a Monte Carlo simulation model to measure the fair value of the contingent consideration liabilities. The significant assumptions used to estimate the fair value of the intangible assets, deferred revenue and contingent consideration liabilities included forecasted revenues from existing customers, existing customer attrition rates, estimated costs required to fulfill the deferred revenue obligation and forecasted revenues for the contingent consideration earnout period. When estimating the significant assumptions to be used in the valuation we include a consideration of current industry information, market and economic trends, historical results of the acquired business, nature of the performance obligations associated with the deferred revenue and other relevant factors. These significant assumptions are forward-looking and could be affected by future economic and market conditions. We engage the assistance of valuation specialists in concluding on fair value measurements in connection with determining fair values of assets acquired and liabilities assumed in a business combination.

The valuation of the contingent consideration is derived using estimates of the probability of achievement within specified time periods based on projections of future revenue metrics per the terms of the applicable agreements. These include estimates of our assessment of the probability of meeting such results, with the probability-weighted earn-out using a Monte Carlo Simulation Model then discounted to estimate fair value. Fair value is estimated using the probability weighted cash flow estimate closer to the measurement date. The various operating performance measures included in these contingent consideration agreements primarily relate to product revenue.

Transaction costs associated with business combinations are expensed as incurred and are included in general and administrative expense in our consolidated statements of operations and comprehensive loss.

Goodwill Impairment

Goodwill represents the excess of the aggregate purchase price paid over the fair value of the net assets acquired in our business combinations. Goodwill is not amortized and is tested for impairment at least annually or whenever events or changes in circumstances indicate that the carrying value may not be recoverable. We performed our

80

 

annual impairment assessment on November 30, 2020. We operate under one reporting unit and as a result, evaluate goodwill impairment based on our fair value as a whole.

To determine the number of operating segments and reporting units that are present, we analyzed whether there is any customer, product or geographic information that drives the chief operating decision maker’s (our chief executive officer) decisions on how to allocate resources and whether any segment management exists. Management has concluded that operating decisions are made at the consolidated company level and there is no segment management in place that reviews results of operations with the chief operating decision maker.

In assessing goodwill for impairment, an entity has the option to assess qualitative factors to determine whether events or circumstances indicate that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If, after assessing the totality of events or circumstances, it is more likely than not that the fair value of the reporting unit is greater than its carrying value, then performing the two-step impairment test is unnecessary. An entity can choose not to perform a qualitative assessment for any of its reporting units and proceed directly to the use of the two-step impairment test.

When assessing goodwill for impairment for the year ended December 31, 2020, we first performed a qualitative assessment to determine whether it was necessary to perform the two-step quantitative analysis. Based on the qualitative assessment we determined it was unlikely that our reporting unit fair value was less than its carrying value and the two-step impairment test was not required. Based on the results of our most recent annual qualitative assessment performed on November 30, 2020, there was no impairment of goodwill recorded.

Capitalized Software Development Costs

We capitalize certain costs related to the development of our platform and other software applications for internal use. In accordance with authoritative guidance, we begin to capitalize our costs to develop software when preliminary development efforts are successfully completed, management has authorized and committed project funding, and it is probable that the project will be completed and the software will be used as intended. We stop capitalizing these costs when the software is substantially complete and ready for its intended use, including the completion of all significant testing. These costs are amortized on a straight-line basis over the estimated useful life of the related asset, generally estimated to be three years. We also capitalize costs related to specific upgrades and enhancements when it is probable the expenditure will result in additional functionality and expense costs incurred for maintenance and minor upgrades and enhancements. Costs incurred prior to meeting these criteria together with costs incurred for training and maintenance are expensed as incurred and recorded within product development expenses in our consolidated statements of operations. We exercise judgment in determining the point at which various projects may be capitalized, in assessing the ongoing value of the capitalized costs and in determining the estimated useful lives over which the costs are amortized. To the extent that we change the manner in which we develop and test new features and functionalities related to our platform, assess the ongoing value of capitalized assets or determine the estimated useful lives over which the costs are amortized, the amount of internal-use software development costs we capitalize and amortize could change in future periods.

Convertible Senior Notes

Significant judgment is required in determining the liability component of the related convertible senior notes as well as the balance sheet classification of the elements of the convertible senior notes. We accounted for the convertible senior notes, the partial repurchase of the 2022 Notes in 2019 and 2022 Note conversions in 2020 as separate liability and equity components, determining the fair value of the respective liability components based on an estimate of the fair value of a similar liability without a conversion option and assigning the residual value to the equity component.

We estimated the fair value of the liability component of the convertible senior notes using a discounted cash flow model with a risk adjusted yield for similar debt instruments, absent any embedded conversion feature. In estimating the risk adjusted yield, we utilized both an income and market approach. For the income approach, we used a convertible bond pricing model, which included several assumptions including volatility and the risk-free rate. For the market approach, we performed an evaluation of issuances of convertible debt securities issued by other comparable companies. Additionally, a detailed analysis of the terms of the convertible senior notes transactions was

81

 

required to determine existence of any derivatives that may require separate mark-to-market accounting under applicable accounting guidance.

Recent Accounting Pronouncements

For information regarding recent accounting pronouncements, refer to Note 2 of our consolidated financial statements included in this Annual Report on Form 10-K.

 

Item 7A. Quantitative and Qualitative Disclosures About Market Risk.

Market risk represents the risk of loss that may impact our financial position due to adverse changes in financial market prices and rates. Our market risk exposure is primarily the result of fluctuations in interest rates and foreign exchange rates as well as, to a lesser extent, inflation.

Interest Rate Risk

Our investment portfolio is exposed to market risk from changes in interest rates. The fair market value of fixed rate securities may be adversely impacted by fluctuations in interest rates while income earned on floating rate securities may decline as a result of decreases in interest rates. Under our current policies, we do not use interest rate derivative instruments to manage exposure to interest rate changes. We attempt to ensure the safety and preservation of our invested principal funds by limiting default risk, market risk and reinvestment risk. We mitigate default risk by investing in investment grade securities. We have historically maintained a relatively short average maturity for our investment portfolio, and we believe a hypothetical 100 basis point adverse move in interest rates along the entire interest rate yield curve would not change the fair value of our interest sensitive financial instruments by a material amount. In addition, if a 100-basis point change in overall interest rates were to occur in 2020, our interest income would not change significantly in relation to amounts we would expect to earn, based on our cash, cash equivalents, and investments as of December 31, 2020.

Changes in interest rates may also impact gains or losses from the conversion of our outstanding convertible senior notes. In December 2019, we issued $450 million in aggregate principal amount of our 2024 Notes. In November 2017, we issued $115 million in aggregate principal amount of our 2022 Notes, of which $79.8 million remain outstanding. The 2024 Notes and 2022 Notes are convertible under certain circumstances, including trading price conditions related to our common stock, and upon conversion, we will pay or deliver, as the case may be, cash, shares of our common stock, or a combination of cash and shares of our common stock in each case under certain circumstances, including trading price conditions related to our common stock. In the second quarter of 2018, the trading price of our common stock reached a price for a sustained period at 130% above the conversion price of $33.71, resulting in the 2022 Notes becoming convertible at the option of the holder during the third quarter of 2018. The 2022 Notes were still convertible at the option of the holder at December 31, 2020. During the year ended December 31, 2020, we issued 362,029 shares upon the conversion of approximately $12.2 million in aggregate principal amount of the 2022 Notes. The 2024 Notes were not convertible during the year ended December 31, 2020. Upon conversion, we are required to record a gain or loss for the difference between the fair value of the debt to be extinguished and its corresponding net carrying value. The fair value of the debt to be extinguished depends on our then-current incremental borrowing rate. If our incremental borrowing rate at the time of conversion is higher or lower than the implied interest rate of the 2024 Notes and 2022 Notes, we will record a gain or loss in our consolidated statement of operations during the period in which the 2024 Notes and 2022 Notes are converted. An incremental borrowing rate that is a hypothetical 100 basis points lower than the implicit interest rate upon conversion of the 2024 Notes and 2022 Notes would result in a loss of approximately $5.3 million.

We are exposed to interest rate risk in the ordinary course of our business. Our cash, cash equivalents and investments include cash in readily available checking and money market accounts and marketable securities. These securities are not dependent on interest rate fluctuations that may cause the principal amount of these assets to fluctuate.

We had cash and cash equivalents of $467.2 million as of December 31, 2020, which consisted of bank deposits and money market funds. To date, fluctuations in interest income have not been significant.

82

 

We do not enter into investments for trading or speculative purposes and have not used any derivative financial instruments to manage our interest rate risk exposure.

Foreign Currency Exchange Risk

We have foreign currency risks related to our revenue and operating expenses denominated in currencies other than our functional currency, the U.S. dollar, principally British Pounds, Euro, Norwegian Krone, Swedish Kronor and other foreign currencies. Movements in foreign currencies in which we transact business could significantly affect future net earnings. We do not currently engage in any hedging activity to reduce our potential exposure to currency fluctuations, although we may choose to do so in the future. A hypothetical 10% change in foreign exchange rates during any of the periods presented would not have had a material impact on our consolidated financial statements. As our international operations grow, we will continue to reassess our approach to manage our risk relating to fluctuations in foreign currency rate.

Inflation Risk

We do not believe that inflation has had a material effect on our business, financial condition or results of operations. If our costs were to become subject to significant inflationary pressures, we may not be able to fully offset such higher costs through price increases. Our inability or failure to do so could harm our business, financial condition and results of operations.

 

 

Item 8. Financial Statements and Supplementary Data.

Financial Statements

The financial statements required to be filed pursuant to this Item 8 are appended to this report. An index of those financial statements is found in Item 15.

83

 

Supplementary Data

The following table sets forth our unaudited quarterly consolidated statements of operations data for each of the eight quarters in the period ended December 31, 2020. We have prepared the quarterly financial data on the same basis as the audited consolidated financial statements included in this Annual Report on Form 10-K. In our opinion, the quarterly financial data reflects all adjustments, consisting only of normal recurring adjustment that we consider necessary for a fair presentation of this data. This quarterly financial data should be read in conjunction with our consolidated financial statements and related notes included elsewhere in this Annual Report on Form 10-K. Our historical results are not necessarily indicative of the results to be expected in the future.

 

 

 

Three Months Ended

 

(in thousands)

 

March 31,

2019

 

 

June 30,

2019

 

 

September 30,

2019

 

 

December 31,

2019

 

 

March 31,

2020

 

 

June 30,

2020

 

 

September 30,

2020

 

 

December 31,

2020

 

Consolidated Statements of

   Operations Data:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue

 

$

42,819

 

 

$

48,405

 

 

$

52,547

 

 

$

57,111

 

 

$

58,900

 

 

$

65,377

 

 

$

71,256

 

 

$

75,608

 

Cost of revenue

 

 

13,981

 

 

 

14,739

 

 

 

16,454

 

 

 

18,361

 

 

 

20,889

 

 

 

19,423

 

 

 

20,885

 

 

 

21,831

 

Gross profit

 

 

28,838

 

 

 

33,666

 

 

 

36,093

 

 

 

38,750

 

 

 

38,011

 

 

 

45,954

 

 

 

50,371

 

 

 

53,777

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales and marketing

 

 

20,071

 

 

 

22,015

 

 

 

21,903

 

 

 

23,742

 

 

 

29,588

 

 

 

28,741

 

 

 

31,395

 

 

 

33,606

 

Research and development

 

 

11,485

 

 

 

12,802

 

 

 

12,877

 

 

 

12,860

 

 

 

14,172

 

 

 

14,937

 

 

 

16,948

 

 

 

16,455

 

General and administrative

 

 

10,558

 

 

 

10,464

 

 

 

13,435

 

 

 

12,363

 

 

 

15,911

 

 

 

16,799

 

 

 

19,766

 

 

 

22,009

 

Total operating expense

 

 

42,114

 

 

 

45,281

 

 

 

48,215

 

 

 

48,965

 

 

 

59,671

 

 

 

60,477

 

 

 

68,109

 

 

 

72,070

 

Operating loss

 

 

(13,276

)

 

 

(11,615

)

 

 

(12,122

)

 

 

(10,215

)

 

 

(21,660

)

 

 

(14,523

)

 

 

(17,738

)

 

 

(18,293

)

Other expense, net

 

 

(564

)

 

 

(310

)

 

 

(700

)

 

 

(3,023

)

 

 

(4,426

)

 

 

(6,201

)

 

 

(6,194

)

 

 

(6,628

)

Loss before benefit from

   (provision for) income taxes

 

 

(13,840

)

 

 

(11,925

)

 

 

(12,822

)

 

 

(13,238

)

 

 

(26,086

)

 

 

(20,724

)

 

 

(23,932

)

 

 

(24,921

)

Benefit from (provision for)

   income taxes

 

 

(294

)

 

 

(138

)

 

 

(99

)

 

 

106

 

 

 

701

 

 

 

1,504

 

 

 

(273

)

 

 

335

 

Net loss

 

$

(14,134

)

 

$

(12,063

)

 

$

(12,921

)

 

$

(13,132

)

 

$

(25,385

)

 

$

(19,220

)

 

$

(24,205

)

 

$

(24,586

)

Other Metrics:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA(1)

 

$

(1,892

)

 

$

400

 

 

$

1,636

 

 

$

5,026

 

 

$

(4,771

)

 

$

3,637

 

 

$

5,058

 

 

$

4,120

 

 

(1)

Adjusted EBITDA represents our net loss before interest and investment (income) expense, net, (benefit from) provision for income taxes, depreciation and amortization expense, loss on extinguishment of convertible notes, change in fair value of contingent consideration and stock-based compensation expense. We do not consider these items to be indicative of our core operating performance. The items that are non-cash include depreciation and amortization expense, loss on extinguishment of convertible notes, change in fair value of contingent consideration and stock-based compensation expense. Adjusted EBITDA is a measure used by management to understand and evaluate our core operating performance and trends and to generate future operating plans, make strategic decisions regarding the allocation of capital and invest in initiatives that are focused on cultivating new markets for our solutions. In particular, the exclusion of certain expenses in calculating adjusted EBITDA facilitates comparisons of our operating performance on a period-to-period basis. Adjusted EBITDA is not a measure calculated in accordance with GAAP. The following table presents a reconciliation of adjusted EBITDA to net loss, the most directly comparable GAAP measure, for each of the periods indicated. See “Management’s Discussion and Analysis of Financial Conditions and Results of Operations—Other Metrics” for a discussion of the limitations of adjusted EBITDA.

 

 

 

Three Months Ended

 

(in thousands)

 

March 31,

2019

 

 

June 30,

2019

 

 

September 30,

2019

 

 

December 31,

2019

 

 

March 31,

2020

 

 

June 30,

2020

 

 

September 30,

2020

 

 

December 31,

2020

 

Net loss

 

$

(14,134

)

 

$

(12,063

)

 

$

(12,921

)

 

$

(13,132

)

 

$

(25,385

)

 

$

(19,220

)

 

$

(24,205

)

 

$

(24,586

)

Interest and investment expense, net

 

 

458

 

 

 

322

 

 

 

665

 

 

 

1,534

 

 

 

4,349

 

 

 

5,763

 

 

 

5,955

 

 

 

6,015

 

(Benefit from) provision for income

   taxes

 

 

294

 

 

 

138

 

 

 

99

 

 

 

(106

)

 

 

(701

)

 

 

(1,504

)

 

 

273

 

 

 

(335

)

Depreciation and amortization expense

 

 

3,705

 

 

 

3,995

 

 

 

5,492

 

 

 

6,479

 

 

 

6,656

 

 

 

7,320

 

 

 

8,140

 

 

 

8,643

 

Loss on extinguishment of convertible

   notes

 

 

—

 

 

 

—

 

 

 

—

 

 

 

1,406

 

 

 

—

 

 

 

—

 

 

 

44

 

 

 

402

 

Change in fair value of

   contingent consideration

 

 

—

 

 

 

—

 

 

 

—

 

 

 

(550

)

 

 

—

 

 

 

—

 

 

 

1,500

 

 

 

2,165

 

Stock-based compensation expense

 

 

7,785

 

 

 

8,008

 

 

 

8,301

 

 

 

9,395

 

 

 

10,310

 

 

 

11,278

 

 

 

13,351

 

 

 

11,816

 

Adjusted EBITDA

 

$

(1,892

)

 

$

400

 

 

$

1,636

 

 

$

5,026

 

 

$

(4,771

)

 

$

3,637

 

 

$

5,058

 

 

$

4,120

 

 

Quarterly Trends in Revenue and Gross Margin

The sequential increases in our quarterly revenue was due primarily to increases in our number of new customers as well as increased revenue from existing customers as they expanded their use of our solutions.

84

 

Our gross profit has increased sequentially for the periods presented due primarily to greater growth in revenue than expenses, which expenses are primarily related to our increase in headcount as we invest in the growth of our business. The increase in revenue was partially offset by increases in amortization expense attributed to our acquisitions, capitalized software development costs and stock-based compensation.

Quarterly Trends in Operating Expenses

Our operating expenses generally have increased sequentially for the periods presented due primarily to increases in headcount and other office and infrastructure related expenses to support our growth. We anticipate our operating expenses will continue to increase in absolute dollar terms as we invest in the long-term growth of our business.

Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.

None

Item 9A. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

We maintain “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act,”) that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the company’s management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.

Our management, with the participation of our principal executive officer and principal financial officer, has evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this Annual Report on Form 10-K. Based on such evaluation, our principal executive officer and principal financial officer have concluded that as of such date, our disclosure controls and procedures were effective at a reasonable assurance level as of December 31, 2020.

Management’s Annual Report on Internal Control Over Financial Reporting

We are responsible for establishing and maintaining internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act).

Our management, under the supervision and with the participation of our principal executive officer and principal financial officer, assessed the effectiveness of our internal control over financial reporting as of December 31, 2020. In making this assessment, our management used the Internal Control – Integrated Framework (2013) as issued by the Committee of Sponsoring Organizations (COSO) of the Treadway Commission. Based on this assessment, management concluded that our internal control over financial reporting is effective as of December 31, 2020.

During 2020, we completed the acquisitions of Connexient, CNL Software, one2many, Techwan and SnapComms (the “Acquisitions”). As permitted by the U.S. Securities and Exchange Commission, we excluded the Acquisitions from our assessment of the effectiveness of internal control over financial reporting as of December 31, 2020, since it was not practical for management to conduct an assessment of internal control over financial reporting for these entities between the acquisition dates and the date of management's assessment. Excluded from our assessment of the effectiveness of internal control over financial reporting as of December 31, 2020 were total assets and net revenues of approximately 8% of each of our consolidated total assets and net revenues as of and for the year ended December 31, 2020.

This Annual Report includes an attestation report regarding our internal control over financial reporting by our registered public accounting firm, which appears in the appendix to this Annual Report on Form 10-K.

85

 

Inherent Limitations on Effectiveness of Controls

Our management, including our principal executive officer and principal financial officer, does not expect that our disclosure controls and procedures or our internal control over financial reporting will prevent or detect all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within our global organization have been detected. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, controls may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting identified in connection with the evaluation required by Rules 13(a)-15(d) and 15d-15(d) under the Exchange Act that occurred during the quarter ended December 31, 2020 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. In response to the COVID-19 pandemic, our employees began working from home starting in March 2020. Management is continually monitoring and assessing the COVID-19 situation on our internal controls to minimize the impact to their design and operating effectiveness.

Item 9B. Other Information.

None

 

86

 

 

PART III

Item 10. Directors, Executive Officers and Corporate Governance.

The information required by this item is incorporated by reference to our Proxy Statement for our 2021 Annual Meeting of Stockholders to be filed with the SEC within 120 days after the end of the fiscal year ended December 31, 2020.

As part of our system of corporate governance, our board of directors has adopted a code of business conduct and ethics. The code applies to all of our employees, officers (including our principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions), agents and representatives, including our independent directors and consultants, who are not employees of ours, with regard to their activities related to our business. Our code of business conduct and ethics is available on our website at www.everbridge.com. We intend to post on this section of our website any amendment to our code of business conduct and ethics, as well as any waivers of our code of business conduct and ethics, that are required to be disclosed by the rules of the SEC or the Nasdaq Global Market.

Item 11. Executive Compensation.

The information required by this item is incorporated by reference to our Proxy Statement for our 2021 Annual Meeting of Stockholders to be filed with the SEC within 120 days after the end of the fiscal year ended December 31, 2020.

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

The information required by this item is incorporated by reference to our Proxy Statement for our 2021 Annual Meeting of Stockholders to be filed with the SEC within 120 days after the end of the fiscal year ended December 31, 2020.

The information required by this item is incorporated by reference to our Proxy Statement for our 2021 Annual Meeting of Stockholders to be filed with the SEC within 120 days after the end of the fiscal year ended December 31, 2020.

Item 14. Principal Accounting Fees and Services.

The information required by this item is incorporated by reference to our Proxy Statement for our 2021 Annual Meeting of Stockholders to be filed with the SEC within 120 days after the end of the fiscal year ended December 31, 2020.

87

 

PART IV

Item 15. Exhibits, Financial Statement Schedules.

 

1.

Financial Statements. The financial statements as set forth under Item 8 of this Annual Report on Form 10-K are incorporated herein.

 

2.

Financial Statement Schedules. All financial statement schedules have been omitted because they are not applicable, not required, or the information is shown in the financial statements or related notes.

 

3.

Exhibits. See (b) below.

(b) Exhibits:

 

Exhibit Index

 

 

 

 

 

 

 

Incorporated by Reference

Exhibit

Number

 

Exhibit Description

 

Filed

Herewith

 

Form

 

File No.

 

Exhibit

 

Filing Date

 

 

 

 

 

 

 

 

 

 

 

 

 

2.1

 

Transaction Agreement dated February 13, 2018, by and among Everbridge, Inc., Everbridge Holdings Limited, and Unified Messaging Systems ASA

 

 

 

8-K

 

001-37874

 

2.1

 

4/9/18

 

 

 

 

 

 

 

 

 

 

 

 

 

2.2

 

Membership Interest Purchase Agreement dated July 29, 2019, by and among Everbridge, Inc., NC4 Inc., NC4 Public Sector LLC, and Celerium Group Inc.

 

 

 

8-K

 

001-37874

 

2.1

 

8/2/19

 

 

 

 

 

 

 

 

 

 

 

 

 

3.1

 

Fifth Amended and Restated Certificate of Incorporation of Everbridge, Inc.

 

 

 

8-K

 

001-37874

 

3.1

 

9/21/16

 

 

 

 

 

 

 

 

 

 

 

 

 

3.2

 

Amended and Restated Bylaws of Everbridge, Inc.

 

 

 

8-K

 

001-37874

 

3.2

 

9/21/16

 

 

 

 

 

 

 

 

 

 

 

 

 

4.1

 

Form of common stock certificate of Everbridge, Inc.

 

 

 

S-1/A

 

333-213217

 

4.1

 

9/6/16

 

 

 

 

 

 

 

 

 

 

 

 

 

4.2

 

Base Indenture, dated November 20, 2017, between Everbridge, Inc. and U.S. Bank National Association, as Trustee.

 

 

 

8-K

 

001-37874

 

4.1

 

11/20/17

 

 

 

 

 

 

 

 

 

 

 

 

 

4.3

 

First Supplemental Indenture, Dated November 20, 2017, between Everbridge, Inc. and U.S. Bank, National Association, as Trustee (including the form of 1.5% convertible senior notes due 2022).

 

 

 

8-K

 

001-37874

 

4.2

 

11/20/17

 

 

 

 

 

 

 

 

 

 

 

 

 

4.4

 

Indenture, dated December 13, 2019, between Everbridge, Inc. and U.S. Bank National Association, as Trustee.

 

 

 

8-K

 

001-37874

 

4.1

 

12/13/19

 

 

 

 

 

 

 

 

 

 

 

 

 

4.5

 

Description of securities registered pursuant to Section 12 of the Securities Exchange Act of 1934.

 

 

 

10-K

 

001-37874

 

4.5

 

2/28/20

 

 

 

 

 

 

 

 

 

 

 

 

 

10.1

 

Lease Agreement, dated as of April 26, 2018 by and between Everbridge, Inc. and PR 155 North Lake, LLC.

 

 

 

10-K

 

001-37874

 

10.1

 

3/1/19

 

 

 

 

 

 

 

 

 

 

 

 

 

88

 

 

 

 

 

 

 

Incorporated by Reference

Exhibit

Number

 

Exhibit Description

 

Filed

Herewith

 

Form

 

File No.

 

Exhibit

 

Filing Date

 

 

 

 

 

 

 

 

 

 

 

 

 

10.2+

 

2008 Equity Incentive Plan, as amended and as currently in effect, and Forms of Stock Option Agreement and Notice of Exercise thereunder.

 

 

 

S-1/A

 

333-213217

 

10.3

 

9/6/16

 

 

 

 

 

 

 

 

 

 

 

 

 

10.3+

 

2016 Equity Incentive Plan and Forms of Stock Option Agreement, Notice of Exercise and Stock Option Grant Notice thereunder.

 

 

 

S-1/A

 

333-213217

 

10.4

 

9/6/16

 

 

 

 

 

 

 

 

 

 

 

 

 

10.4+

 

Form of Restricted Stock Unit Award Agreement under the Everbridge, Inc. 2016 Equity Incentive Plan, as amended.

 

 

 

10-Q

 

001-37874

 

10.1

 

8/14/17

 

 

 

 

 

 

 

 

 

 

 

 

 

10.5+

 

2016 Employee Stock Purchase Plan.

 

 

 

S-1/A

 

333-213217

 

10.5

 

9/6/16

 

 

 

 

 

 

 

 

 

 

 

 

 

10.6+

 

Non-Employee Director Compensation Plan.

 

X

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

10.7+

 

Form of Indemnification Agreement by and between Everbridge, Inc. and each of its directors and executive officers.

 

 

 

S-1

 

333-213217

 

10.9

 

8/19/16

 

 

 

 

 

 

 

 

 

 

 

 

 

10.8+

 

Employment Agreement, dated as of July 26, 2012, by and between Everbridge, Inc. and Jaime Ellertson.

 

 

 

S-1

 

333-213217

 

10.10

 

8/19/16

 

 

 

 

 

 

 

 

 

 

 

 

 

10.9+

 

Amended and Restated Engagement Agreement, dated as of February 26, 2021, by and between Everbridge, Inc. and Jaime Ellertson.

 

X

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

10.10+

 

Employment Agreement, dated as of July 27, 2012, by and between Everbridge, Inc. and Imad Mouline.

 

 

 

S-1

 

333-213217

 

10.15

 

8/19/16

 

 

 

 

 

 

 

 

 

 

 

 

 

10.11+

 

Amendment to Employment Agreement, dated as of February 26, 2021, by and between Everbridge, Inc. and Imad Mouline.

 

X

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

10.12+

 

Employment Agreement, dated as of November 3, 2015, by and between Everbridge, Inc. and Elliot J. Mark.

 

 

 

S-1/A

 

333-213217

 

10.17

 

9/6/16

 

 

 

 

 

 

 

 

 

 

 

 

 

10.13+

 

Employment Agreement, dated as of May 15, 2018, by and between Everbridge, Inc. and James Totton.

 

 

 

10-Q

 

001-37874

 

10.1

 

8/9/18

 

 

 

 

 

 

 

 

 

 

 

 

 

10.14+

 

Employment Agreement, dated as of February 4, 2019, by and between Everbridge, Inc. and Patrick Brickley.

 

 

 

8-K

 

001-37874

 

10.1

 

3/1/19

 

 

 

 

 

 

 

 

 

 

 

 

 

10.15+

 

Employment Agreement, dated as of May 25, 2019, by and between Everbridge, Inc. and David Meredith.

 

 

 

8-K

 

001-37874

 

10.1

 

6/18/19

 

 

 

 

 

 

 

 

 

 

 

 

 

10.16+

 

Employment Agreement, dated as of August 19, 2019, by and between Everbridge, Inc. and Vernon Irvin.

 

 

 

10-Q

 

001-37874

 

10.2

 

11/8/19

 

 

 

 

 

 

 

 

 

 

 

 

 

10.17+

 

Employment Agreement, dated as of October 8, 2019, by and between Everbridge, Inc. and Ajay Nigam.

 

 

 

10-Q

 

001-37874

 

10.1

 

5/8/20

89

 

 

 

 

 

 

 

Incorporated by Reference

Exhibit

Number

 

Exhibit Description

 

Filed

Herewith

 

Form

 

File No.

 

Exhibit

 

Filing Date

 

 

 

 

 

 

 

 

 

 

 

 

 

10.18+

 

2019 Management Incentive Plan of Everbridge, Inc.

 

 

 

10-Q

 

001-37874

 

10.1

 

8/9/19

 

 

 

 

 

 

 

 

 

 

 

 

 

10.19+

 

2020 Management Incentive Plan of Everbridge, Inc.

 

 

 

10-Q

 

001-37874

 

10.2

 

5/8/20

 

 

 

 

 

 

 

 

 

 

 

 

 

10.20

 

Lease, dated as of December 16, 2016, by and between Everbridge, Inc. and Burlington Centre Owner, LLC.

 

 

 

10-K

 

001-37874

 

10.20

 

3/23/17

 

 

 

 

 

 

 

 

 

 

 

 

 

10.21

 

First Amendment to Lease, dated as of February 6, 2018, by and between Everbridge, Inc. and 25 Corporate Drive LLC.

 

 

 

10-K

 

001-37874

 

10.20

 

3/1/19

 

 

 

 

 

 

 

 

 

 

 

 

 

21.1

 

Subsidiaries of Everbridge, Inc.

 

X

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

23.1

 

Consent of Ernst & Young, LLP.

 

X

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

31.1

 

Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

X

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

31.2

 

Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

X

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

32.1*

 

Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

X

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

32.2*

 

Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

X

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

101.INS

 

Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

 

X

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

101.SCH

 

Inline XBRL Taxonomy Extension Schema Document

 

X

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

101.CAL

 

Inline XBRL Taxonomy Extension Calculation Linkbase Document

 

X

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

101.DEF

 

Inline XBRL Taxonomy Extension Definition Linkbase Document

 

X

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

101.LAB

 

Inline XBRL Taxonomy Extension Label Linkbase Document

 

X

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

90

 

 

 

 

 

 

 

Incorporated by Reference

Exhibit

Number

 

Exhibit Description

 

Filed

Herewith

 

Form

 

File No.

 

Exhibit

 

Filing Date

 

 

 

 

 

 

 

 

 

 

 

 

 

101.PRE

 

Inline XBRL Taxonomy Extension Presentation Linkbase Document

 

X

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

104

 

Cover Page Interactive Data File - the cover page interactive data is embedded within the Inline XBRL document or included within the Exhibit 101 attachments

 

X

 

 

 

 

 

 

 

 

 

*

This certification is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.

+

Indicates management contract or compensatory plan.

Item 16. Form 10-K Summary.

None.

91

 

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

Everbridge, Inc.

 

 

 

 

Date: February 26, 2021

By:

 

/s/ David Meredith

 

 

 

David Meredith

 

 

 

Chief Executive Officer

 

 

 

 

Date: February 26, 2021

By:

 

/s/ Patrick Brickley

 

 

 

Patrick Brickley

 

 

 

Senior Vice President and Chief Financial Officer

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this report has been signed below by the following persons on behalf of the registrant in the capacities and on the dates indicated.

 

Signature

 

Title

 

Date

 

 

 

 

 

/s/ David Meredith

 

Chief Executive Officer and Director

 

February 26, 2021

David Meredith

 

(Principal Executive Officer)

 

 

 

 

 

 

 

/s/ Patrick Brickley

 

Senior Vice President and Chief Financial Officer

 

February 26, 2021

Patrick Brickley

 

(Principal Financial Officer)

 

 

 

 

 

 

 

/s/ Phillip E. Huff

 

Vice President, Corporate Controller and Chief

 

February 26, 2021

Phillip E. Huff

 

Accounting Officer

(Principal Accounting Officer)

 

 

 

 

 

 

 

/s/ Richard D’Amore

 

Director

 

February 26, 2021

Richard D’Amore

 

 

 

 

 

 

 

 

 

/s/ Alison Dean

 

Director

 

February 26, 2021

Alison Dean

 

 

 

 

 

 

 

 

 

/s/ Jaime Ellertson

 

Chairman of the Board of Directors

 

February 26, 2021

Jaime Ellertson

 

 

 

 

 

 

 

 

 

/s/ Bruns Grayson

 

Director

 

February 26, 2021

Bruns Grayson

 

 

 

 

 

 

 

 

 

/s/ Kent Mathy

 

Director

 

February 26, 2021

Kent Mathy

 

 

 

 

 

 

 

 

 

/s/ Simon Paris

 

Director

 

February 26, 2021

Simon Paris

 

 

 

 

 

 

 

 

 

/s/ Sharon Rowlands

 

Director

 

February 26, 2021

Sharon Rowlands

 

 

 

 

 

 

 

92

 

 

EVERBRIDGE, INC. AND SUBSIDIARIES

 

 

F-1

 

Report of Independent Registered Public Accounting Firm

 

To the Stockholders and the Board of Directors of Everbridge, Inc.

 

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Everbridge, Inc. and subsidiaries (the Company) as of December 31, 2020 and 2019, the related consolidated statements of operations and comprehensive loss, stockholders’ equity and cash flows for each of the three years in the period ended December 31, 2020, and the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2020 and 2019, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2020, in conformity with U.S. generally accepted accounting principles.

 

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2020, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated February 26, 2021 expressed an unqualified opinion thereon.

 

Basis for Opinion

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

 

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

 

F-2

 

 

 

 

Accounting for Acquisitions

Description of the Matter

 

As described in Note 8 to the consolidated financial statements, the Company completed five acquisitions in 2020 (the 2020 Acquisitions) for total consideration of $118.5 million consisting of a combination of cash, stock and future contingent earnout payments. The acquisitions were accounted for as business combinations. The recognition, measurement and disclosure of the Company’s business combinations in the 2020 consolidated financial statements was considered especially challenging and required significant auditor judgment due to the complex nature in the determination by management of the appropriate assumptions and related valuation models for the valuation of acquired assets and assumed liabilities, including, but not limited to, customer relationship intangible assets, deferred revenue and contingent consideration liabilities. The financial statement accounts primarily affected by these transactions were intangible assets, goodwill, contingent consideration liabilities and deferred revenue.

 

Auditing the Company's accounting for the 2020 Acquisitions was especially challenging due to the significant estimation required by management in determining the fair value of the customer relationship intangible assets, deferred revenue and contingent consideration liabilities of $34.8 million, $12.0 million and $6.3 million, respectively. The significant estimation was primarily due to the judgmental nature of the inputs to the valuation models used to measure the fair value of these intangible assets, deferred revenue and contingent consideration liabilities, as well as the sensitivity of the respective fair values to the underlying significant assumptions. The Company used the income approach to measure the fair value of these intangible assets, a discounted cash flow approach for deferred revenue and a Monte Carlo simulation model to measure the fair value of the contingent consideration liabilities. The significant assumptions used to estimate the fair value of the intangible assets, deferred revenue and contingent consideration liabilities included forecasted revenues from existing customers, existing customer attrition rates, estimated costs required to fulfill the deferred revenue obligation and forecasted revenues for the contingent consideration earnout period. When estimating the significant assumptions to be used in the valuation the Company including a consideration of current industry information, market and economic trends, historical results of the acquired business, nature of the performance obligations associated with the deferred revenue and other relevant factors. These significant assumptions are forward-looking and could be affected by future economic and market conditions.

 

How We Addressed the Matter in Our Audit

 

We obtained an understanding, evaluated the design and tested the operating effectiveness of the controls over the Company’s accounting for acquisitions. We tested controls over the valuation of intangible assets, deferred revenue and contingent consideration liabilities, including the valuation models and underlying assumptions used to develop such estimates.

 

To test the fair value of the acquired intangible assets, deferred revenue and contingent consideration liabilities, our audit procedures included, among others, evaluating the significant assumptions used, and the testing of the completeness and accuracy of underlying data. We tested the valuation models used to value the acquired intangible assets, deferred revenue and contingent consideration liabilities including consideration of the nature and classification of such contingent liabilities.  Our testing procedures over the significant assumptions included, among others, comparing them to current industry, market and economic trends, historical results of the acquired business and to other relevant factors. We also performed sensitivity analyses of the significant assumptions to evaluate the change in the fair value resulting from changes in the assumptions.

 

F-3

 

 

 

Accounting for Software Revenue Contracts

Description of the Matter

 

During fiscal year 2020, the Company had a significant contract to sell software licenses, hardware, hosting, post contract support and professional services to a customer for which a portion was delivered in fiscal year 2020 and for which the revenue recognition accounting policy is discussed in Note 2 to the consolidated financial statements. The financial statement accounts primarily affected by this transaction were revenue and deferred revenue.

 

Auditing these accounts was especially challenging because of the significant judgment required by management to determine the standalone selling prices for each distinct performance obligation in order to allocate the transaction price for purposes of revenue recognition. Making this judgment of estimating a standalone selling price involves consideration of overall pricing objectives, market conditions and other factors, including the value of the Company’s other similar contracts, the applications sold, customer demographics, geographic locations and the number and types of users within the Company’s contracts. The significant judgment was primarily due to using such considerations to estimate the price that each distinct performance obligation would be sold for on a standalone basis because such performance obligations are typically sold together on a bundled basis. Changes in these estimates of standalone selling prices can have a material effect on the amount of revenue recognized from each distinct performance obligation.

 

How We Addressed the Matter in Our Audit

 

We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the revenue recognition process for software licenses, including controls over the determination of standalone selling prices for distinct performance obligations.

 

Our audit procedures included, among others, evaluating the Company’s judgments related to the estimate of standalone selling price of each performance obligation. We tested management’s estimate of stand-alone selling price of each performance obligation, including an evaluation of the assumptions applied by the Company in the estimates by comparing those significant assumptions to the Company’s overall pricing objectives, market conditions and other factors, including the value of the Company’s other similar contracts, the applications sold, customer demographics, geographic locations and the number and types of users within the Company’s contracts. We met with the project managers to discuss and evaluate those estimates. We also performed a sensitivity analysis of the significant assumptions to evaluate the impact that the change in the standalone selling price of each identified performance obligation resulting from changes in the assumptions would have on revenue recognized during the period.

 

 

 

/s/ Ernst & Young LLP

 

We have served as the Company’s auditor since 2018.

 

Boston, Massachusetts

February 26, 2021

F-4

 

Report of Independent Registered Public Accounting Firm

 

To the Stockholders and the Board of Directors of Everbridge, Inc.

 

Opinion on Internal Control over Financial Reporting

We have audited Everbridge, Inc. and Subsidiaries’ internal control over financial reporting as of December 31, 2020, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, Everbridge, Inc. and Subsidiaries (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2020, based on the COSO criteria.

 

As indicated in the accompanying Management's Annual Report on Internal Control over Financial Reporting, management’s assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the internal controls of Connexient, CNL Software, one2many, Techwan and SnapComms, which are included in the 2020 consolidated financial statements of the Company and constituted 8%  and 8%, respectively, of consolidated total assets and net revenue as of December 31, 2020 and for the year then ended. Our audit of internal control over financial reporting of the Company also did not include an evaluation of the internal control over financial reporting of Connexient, CNL Software, one2many, Techwan and SnapComms.

 

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2020 and 2019, the related consolidated statements of operations and comprehensive loss, stockholders’ equity, and cash flows for each of the three years in the period ended December 31, 2020, and the related notes (collectively referred to as the “consolidated financial statements”), and our report dated February 26, 2021 expressed an unqualified opinion thereon.

 

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Annual Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.

 

Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

 

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

 

F-5

 

 

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

 

/s/ Ernst & Young LLP

 

Boston, Massachusetts

February 26, 2021

 

F-6

 

 

EVERBRIDGE, INC. AND SUBSIDIARIES

Consolidated Balance Sheets

(in thousands, except share data)

 

 

 

As of December 31,

 

 

 

2020

 

 

2019

 

Assets

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

467,171

 

 

$

531,575

 

Restricted cash

 

 

4,667

 

 

 

4,737

 

Accounts receivable, net

 

 

94,376

 

 

 

68,642

 

Prepaid expenses

 

 

11,774

 

 

 

6,675

 

Deferred costs and other current assets

 

 

20,464

 

 

 

13,501

 

Total current assets

 

 

598,452

 

 

 

625,130

 

Property and equipment, net

 

 

7,774

 

 

 

6,284

 

Capitalized software development costs, net

 

 

16,329

 

 

 

14,287

 

Goodwill

 

 

187,411

 

 

 

91,421

 

Intangible assets, net

 

 

113,762

 

 

 

67,100

 

Restricted cash

 

 

3,792

 

 

 

3,350

 

Prepaid expenses

 

 

1,943

 

 

 

2,009

 

Deferred costs and other assets

 

 

31,481

 

 

 

27,715

 

Total assets

 

$

960,944

 

 

$

837,296

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$

9,698

 

 

$

7,808

 

Accrued payroll and employee related liabilities

 

 

27,674

 

 

 

22,248

 

Accrued expenses

 

 

7,246

 

 

 

4,496

 

Deferred revenue

 

 

165,389

 

 

 

129,995

 

Contingent consideration liabilities

 

 

10,619

 

 

 

—

 

Other current liabilities

 

 

15,602

 

 

 

4,819

 

Total current liabilities

 

 

236,228

 

 

 

169,366

 

Long-term liabilities:

 

 

 

 

 

 

 

 

Deferred revenue, noncurrent

 

 

4,738

 

 

 

3,471

 

Convertible senior notes

 

 

441,514

 

 

 

430,282

 

Deferred tax liabilities

 

 

10,065

 

 

 

2,002

 

Other long term liabilities

 

 

16,094

 

 

 

11,863

 

Total liabilities

 

 

708,639

 

 

 

616,984

 

Commitments and contingencies

 

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

 

 

 

Preferred stock, par value $0.001, 10,000,000 shares authorized, no shares issued or

   outstanding as of December 31, 2020 and December 31, 2019, respectively

 

 

—

 

 

 

—

 

Common stock, $0.001 par value, 100,000,000 shares authorized, 35,449,447 and

  33,848,627 shares issued and outstanding as of December 31, 2020 and

   December 31, 2019, respectively

 

 

35

 

 

 

34

 

Additional paid-in capital

 

 

542,776

 

 

 

425,945

 

Accumulated deficit

 

 

(293,316

)

 

 

(199,920

)

Accumulated other comprehensive income (loss)

 

 

2,810

 

 

 

(5,747

)

Total stockholders’ equity

 

 

252,305

 

 

 

220,312

 

Total liabilities and stockholders’ equity

 

$

960,944

 

 

$

837,296

 

 

See accompanying notes to consolidated financial statements.

F-7

 

EVERBRIDGE, INC. AND SUBSIDIARIES

Consolidated Statements of Operations and Comprehensive Loss

(In thousands, except share and per share data)

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Revenue

 

$

271,141

 

 

$

200,882

 

 

$

147,094

 

Cost of revenue

 

 

83,028

 

 

 

63,535

 

 

 

46,810

 

Gross profit

 

 

188,113

 

 

 

137,347

 

 

 

100,284

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Sales and marketing

 

 

123,330

 

 

 

87,731

 

 

 

69,608

 

Research and development

 

 

62,512

 

 

 

50,024

 

 

 

41,305

 

General and administrative

 

 

74,485

 

 

 

46,820

 

 

 

31,462

 

Total operating expenses

 

 

260,327

 

 

 

184,575

 

 

 

142,375

 

Operating loss

 

 

(72,214

)

 

 

(47,228

)

 

 

(42,091

)

Other expense, net:

 

 

 

 

 

 

 

 

 

 

 

 

Interest income

 

 

2,007

 

 

 

4,499

 

 

 

1,842

 

Interest expense

 

 

(24,089

)

 

 

(7,478

)

 

 

(6,346

)

Loss on extinguishment of convertible notes

 

 

(446

)

 

 

(1,406

)

 

 

—

 

Other expenses, net

 

 

(921

)

 

 

(212

)

 

 

(124

)

Total other expense, net

 

 

(23,449

)

 

 

(4,597

)

 

 

(4,628

)

Loss before income taxes

 

 

(95,663

)

 

 

(51,825

)

 

 

(46,719

)

Benefit from (provision for) income taxes

 

 

2,267

 

 

 

(425

)

 

 

(796

)

Net loss

 

$

(93,396

)

 

$

(52,250

)

 

$

(47,515

)

Net loss per share attributable to common stockholders:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

(2.70

)

 

$

(1.58

)

 

$

(1.63

)

Diluted

 

$

(2.70

)

 

$

(1.58

)

 

$

(1.63

)

Weighted-average common shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

34,581,144

 

 

 

33,161,656

 

 

 

29,107,267

 

Diluted

 

 

34,581,144

 

 

 

33,161,656

 

 

 

29,107,267

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss):

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation adjustment

 

 

8,557

 

 

 

(679

)

 

 

(5,288

)

Total other comprehensive income (loss)

 

 

8,557

 

 

 

(679

)

 

 

(5,288

)

Total comprehensive loss

 

$

(84,839

)

 

$

(52,929

)

 

$

(52,803

)

 

See accompanying notes to consolidated financial statements.

 

 

F-8

 

 

EVERBRIDGE, INC. AND SUBSIDIARIES

Consolidated Statements of Stockholders’ Equity

(in thousands, except share data)

 

 

 

Common stock

 

 

Additional

paid-in

 

 

Accumulated

 

 

Accumulated-

other

comprehensive

 

 

 

 

 

 

 

Shares

 

 

Par value

 

 

capital

 

 

deficit

 

 

income (loss)

 

 

Total

 

Balance at January 1, 2018

 

 

28,330,460

 

 

$

28

 

 

$

164,995

 

 

$

(109,252

)

 

$

220

 

 

$

55,991

 

Cumulative effect of adoption of ASU 2014-09,

   net of taxes

 

 

—

 

 

 

—

 

 

 

—

 

 

 

9,097

 

 

 

—

 

 

 

9,097

 

Stock-based compensation

 

 

—

 

 

 

—

 

 

 

25,825

 

 

 

—

 

 

 

—

 

 

 

25,825

 

Vesting of restricted stock units

 

 

671,412

 

 

 

1

 

 

 

—

 

 

 

—

 

 

 

—

 

 

 

1

 

Restricted stock units withheld to settle employee

   tax withholding liability

 

 

(154,567

)

 

 

—

 

 

 

(7,925

)

 

 

—

 

 

 

—

 

 

 

(7,925

)

Exercise of stock options

 

 

778,370

 

 

 

1

 

 

 

10,148

 

 

 

—

 

 

 

—

 

 

 

10,149

 

Issuance of shares under employee stock purchase plan

 

 

74,517

 

 

 

—

 

 

 

1,823

 

 

 

—

 

 

 

—

 

 

 

1,823

 

Other comprehensive loss

 

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

 

 

(5,288

)

 

 

(5,288

)

Net loss

 

 

—

 

 

 

—

 

 

 

—

 

 

 

(47,515

)

 

 

—

 

 

 

(47,515

)

Balance at December 31, 2018

 

 

29,700,192

 

 

 

30

 

 

 

194,866

 

 

 

(147,670

)

 

 

(5,068

)

 

 

42,158

 

Issuance of common stock, net of cost

 

 

2,645,000

 

 

 

3

 

 

 

138,831

 

 

 

—

 

 

 

—

 

 

 

138,834

 

Issuance of common stock in connection with acquisition

 

 

320,998

 

 

 

—

 

 

 

32,798

 

 

 

—

 

 

 

—

 

 

 

32,798

 

Stock-based compensation

 

 

—

 

 

 

—

 

 

 

33,989

 

 

 

—

 

 

 

—

 

 

 

33,989

 

Vesting of restricted stock units

 

 

275,680

 

 

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

Restricted stock units withheld to settle employee

   tax withholding liability

 

 

(54,312

)

 

 

—

 

 

 

(4,602

)

 

 

—

 

 

 

—

 

 

 

(4,602

)

Exercise of stock options

 

 

918,588

 

 

 

1

 

 

 

17,410

 

 

 

—

 

 

 

—

 

 

 

17,411

 

Issuance of shares under employee stock purchase plan

 

 

42,481

 

 

 

—

 

 

 

2,337

 

 

 

—

 

 

 

—

 

 

 

2,337

 

Equity component of the convertible notes due 2024, net of

   allocated issuance costs and taxes

 

 

—

 

 

 

—

 

 

 

86,133

 

 

 

—

 

 

 

—

 

 

 

86,133

 

Purchase of capped call hedge for the convertible notes due

   2024, including issuance costs

 

 

—

 

 

 

—

 

 

 

(44,948

)

 

 

—

 

 

 

—

 

 

 

(44,948

)

Equity component of repurchased convertible notes due 2022

 

 

—

 

 

 

—

 

 

 

(36,649

)

 

 

—

 

 

 

—

 

 

 

(36,649

)

Termination of capped call hedge for the convertible notes

   due 2022

 

 

—

 

 

 

—

 

 

 

5,780

 

 

 

—

 

 

 

—

 

 

 

5,780

 

Other comprehensive loss

 

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

 

 

(679

)

 

 

(679

)

Net loss

 

 

—

 

 

 

—

 

 

 

—

 

 

 

(52,250

)

 

 

—

 

 

 

(52,250

)

Balance at December 31, 2019

 

 

33,848,627

 

 

 

34

 

 

 

425,945

 

 

 

(199,920

)

 

 

(5,747

)

 

 

220,312

 

Issuance of common stock in connection with acquisitions

 

 

462,224

 

 

 

—

 

 

 

53,193

 

 

 

—

 

 

 

—

 

 

 

53,193

 

Stock-based compensation

 

 

—

 

 

 

—

 

 

 

47,079

 

 

 

—

 

 

 

—

 

 

 

47,079

 

Vesting of restricted stock units and performance-based

   restricted stock units

 

 

451,879

 

 

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

Restricted stock units and performance-based

   restricted stock units withheld to settle employee

   tax withholding liability

 

 

(48,469

)

 

 

—

 

 

 

(6,364

)

 

 

—

 

 

 

—

 

 

 

(6,364

)

Exercise of stock options

 

 

323,838

 

 

 

1

 

 

 

8,159

 

 

 

—

 

 

 

—

 

 

 

8,160

 

Issuance of shares under employee stock purchase plan

 

 

49,319

 

 

 

—

 

 

 

3,389

 

 

 

—

 

 

 

—

 

 

 

3,389

 

Settlement of convertible notes due 2022

 

 

362,029

 

 

 

—

 

 

 

11,375

 

 

 

—

 

 

 

—

 

 

 

11,375

 

Other comprehensive income

 

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

 

 

8,557

 

 

 

8,557

 

Net loss

 

 

—

 

 

 

—

 

 

 

—

 

 

 

(93,396

)

 

 

—

 

 

 

(93,396

)

Balance at December 31, 2020

 

 

35,449,447

 

 

$

35

 

 

$

542,776

 

 

$

(293,316

)

 

$

2,810

 

 

$

252,305

 

 

See accompanying notes to consolidated financial statements.

 

 

F-9

 

 

EVERBRIDGE, INC. AND SUBSIDIARIES

Consolidated Statements of Cash Flows

(In thousands)

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Cash flows from operating activities:

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

$

(93,396

)

 

$

(52,250

)

 

$

(47,515

)

Adjustments to reconcile net loss to net cash provided by operating activities:

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

30,759

 

 

 

19,671

 

 

 

13,693

 

Amortization of deferred costs

 

 

12,609

 

 

 

7,982

 

 

 

5,472

 

Deferred income taxes

 

 

(3,478

)

 

 

109

 

 

 

125

 

Accretion of interest on debt

 

 

22,161

 

 

 

5,711

 

 

 

4,616

 

Loss on extinguishment of convertible notes

 

 

446

 

 

 

1,406

 

 

 

—

 

Provision for credit losses and sales reserve

 

 

3,071

 

 

 

661

 

 

 

252

 

Stock-based compensation

 

 

46,755

 

 

 

33,489

 

 

 

25,589

 

Change in fair value of contingent consideration obligation

 

 

3,665

 

 

 

(550

)

 

 

(250

)

Other non-cash adjustments

 

 

78

 

 

 

(241

)

 

 

(386

)

Change in operating assets and liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Accounts receivable

 

 

(22,614

)

 

 

(25,558

)

 

 

(2,623

)

Prepaid expenses

 

 

(3,983

)

 

 

(3,481

)

 

 

(1,952

)

Deferred costs

 

 

(18,902

)

 

 

(15,293

)

 

 

(8,285

)

Other assets

 

 

146

 

 

 

1,758

 

 

 

(4,014

)

Accounts payable

 

 

1,547

 

 

 

5,312

 

 

 

(1,263

)

Accrued payroll and employee related liabilities

 

 

3,499

 

 

 

4,548

 

 

 

4,686

 

Accrued expenses

 

 

1,057

 

 

 

(1,308

)

 

 

298

 

Deferred revenue

 

 

24,964

 

 

 

29,704

 

 

 

13,164

 

Other liabilities

 

 

7,419

 

 

 

(1,353

)

 

 

1,688

 

Net cash provided by operating activities

 

 

15,803

 

 

 

10,317

 

 

 

3,295

 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

 

 

 

 

Capital expenditures

 

 

(3,257

)

 

 

(5,269

)

 

 

(1,721

)

Proceeds from landlord reimbursement

 

 

—

 

 

 

1,143

 

 

 

—

 

Payments for acquisition of business, net of acquired cash

 

 

(55,138

)

 

 

(58,419

)

 

 

(35,857

)

Additions to capitalized software development costs

 

 

(9,651

)

 

 

(7,819

)

 

 

(8,499

)

Purchase of short-term investments

 

 

—

 

 

 

(1,975

)

 

 

(87,204

)

Maturities of short-term investments

 

 

—

 

 

 

47,765

 

 

 

85,069

 

Purchase of intangibles

 

 

(17,139

)

 

 

—

 

 

 

(201

)

Net cash used in investing activities

 

 

(85,185

)

 

 

(24,574

)

 

 

(48,413

)

Cash flows from financing activities:

 

 

 

 

 

 

 

 

 

 

 

 

Proceeds from public offering, net of costs

 

 

—

 

 

 

139,110

 

 

 

(276

)

Proceeds from issuance of convertible notes

 

 

—

 

 

 

450,000

 

 

 

—

 

Payments of debt issuance costs

 

 

—

 

 

 

(12,686

)

 

 

(84

)

Purchase of convertible notes capped call hedge

 

 

(131

)

 

 

(44,910

)

 

 

—

 

Repurchase of convertible notes

 

 

—

 

 

 

(57,791

)

 

 

—

 

Proceeds from termination of convertible notes capped call hedge

 

 

—

 

 

 

5,780

 

 

 

—

 

Restricted stock units withheld to settle employee tax withholding liability

 

 

(6,364

)

 

 

(4,602

)

 

 

(7,925

)

Payments of contingent consideration obligation

 

 

—

 

 

 

—

 

 

 

(431

)

Proceeds from employee stock purchase plan

 

 

3,389

 

 

 

2,337

 

 

 

1,823

 

Proceeds from option exercises

 

 

8,160

 

 

 

17,411

 

 

 

10,150

 

Other

 

 

—

 

 

 

(548

)

 

 

(158

)

Net cash provided by financing activities

 

 

5,054

 

 

 

494,101

 

 

 

3,099

 

Effect of exchange rates on cash, cash equivalents and restricted cash

 

 

296

 

 

 

(250

)

 

 

(964

)

Net increase (decrease) in cash, cash equivalents and restricted cash

 

 

(64,032

)

 

 

479,594

 

 

 

(42,983

)

Cash, cash equivalents and restricted cash—beginning of year

 

 

539,662

 

 

 

60,068

 

 

 

103,051

 

Cash, cash equivalents and restricted cash—end of year

 

$

475,630

 

 

$

539,662

 

 

$

60,068

 

Supplemental disclosures of cash flow information:

 

 

 

 

 

 

 

 

 

 

 

 

Cash paid during the year for:

 

 

 

 

 

 

 

 

 

 

 

 

Interest

 

$

1,938

 

 

$

1,766

 

 

$

1,634

 

Taxes, net of refunds received

 

 

706

 

 

 

90

 

 

 

113

 

Supplemental disclosure of non-cash activities

 

 

 

 

 

 

 

 

 

 

 

 

Common stock issued in connection with acquisitions

 

 

53,193

 

 

 

32,798

 

 

 

—

 

Deferred consideration in connection with acquisition

 

 

4,044

 

 

 

—

 

 

 

—

 

Contingent consideration in connection with acquisitions

 

 

6,267

 

 

 

550

 

 

 

—

 

Common stock issued in connection with settlement of convertible notes

 

 

11,375

 

 

 

—

 

 

 

—

 

Capitalized assets included in accounts payable and accrued expenses

 

 

291

 

 

 

136

 

 

 

1,609

 

Stock-based compensation capitalized for software development

 

 

324

 

 

 

500

 

 

 

236

 

Other non-cash activities

 

 

(163

)

 

 

202

 

 

 

456

 

 

See accompanying notes to consolidated financial statements.

 

 

F-10

 

Everbridge, Inc.

Notes to the Consolidated Financial Statements

(1) Business and Nature of Operations

Everbridge, Inc., a Delaware corporation (together with its wholly-owned subsidiaries, referred to as “Everbridge” or the “Company”), is a global software company that provides enterprise software applications that automate and accelerate organizations’ operational response to critical events in order to keep people safe and businesses running. The Company’s SaaS-based platform enables the Company’s customers to manage and mitigate critical events. The Company’s enterprise applications, such as Mass Notification, Safety Connection, Incident Management, IT Alerting, Visual Command Center, Public Warning, Community Engagement, Risk Center, Crisis Management, Secure Collaboration, and Control Center, automate numerous critical event management processes. The Company generates revenue primarily from subscription fees to the Company’s enterprise applications. The Company has operations in the United States, United Kingdom, Norway, China, Netherlands, India and other countries.

(2) Summary of Significant Accounting Policies

Basis of Presentation

The accompanying consolidated financial statements include the Company’s results of operations and those of its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. The Company’s accounting and financial reporting policies conform to generally accepted accounting principles in the United States of America (“U.S. GAAP”).

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. Business acquisitions are included in the Company’s consolidated financial statements from the date of the acquisition. The Company’s purchase accounting resulted in all assets and liabilities of acquired businesses being recorded at their estimated fair values on the acquisition dates.

Use of Estimates

The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.

F-11

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

Assets and liabilities which are subject to judgment and use of estimates include the determination of the period of benefit for deferred commissions, relative stand-alone selling price for identified performance obligations in our revenue transactions, allowances for credit losses, the fair value of assets acquired and liabilities assumed in business combinations, the fair value of contingent consideration, the recoverability of goodwill and long-lived assets, valuation allowances with respect to deferred tax assets, useful lives associated with property and equipment and intangible assets, contingencies, and the valuation and assumptions underlying stock-based compensation. On an ongoing basis, the Company evaluates its estimates compared to historical experience and trends, which form the basis for making judgments about the carrying value of assets and liabilities. In addition, the Company engages valuation specialists to assist with management’s determination of the valuation of its fair values of assets acquired and liabilities assumed in business combinations, convertible senior notes, and certain market-based performance equity awards. There have been significant changes to the global economic situation as a consequence of the COVID-19 pandemic. The global outbreak continues to cause instability and volatility in multiple markets where the Company conducts business which could cause changes to estimates as a result of the financial circumstances. Such changes to estimates could potentially result in impacts that would be material to the consolidated financial statements, particularly with respect to the timing of revenue recognition resulting from potential implementation delays, evaluating the recoverability of long-lived assets with finite useful lives for impairment and estimates of credit losses for accounts receivables and contract assets. No impairments were recorded as of the balance sheet date; however, due to significant uncertainty surrounding the situation, management's judgment regarding this could change in the future. As of the date of issuance of these financial statements, the Company’s results of operations have not been significantly impacted by the COVID-19 pandemic; however, the Company continues to monitor the situation.

Recently Adopted Accounting Pronouncements

ASU No. 2016-02

In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-02, Leases (Topic 842), to require lessees to recognize most leases on the balance sheet, while recognition on the statement of operations will remain similar to current lease accounting. The ASU requires lessees to recognize a liability for lease obligations, which represents the discounted obligation to make future lease payments, and a corresponding right-of-use (“ROU”) asset on the balance sheet. The guidance requires disclosure of key information about leasing arrangements that is intended to enable the assessment of the amount, timing and potential uncertainty of cash flows related to leases. The ASU also eliminates real estate-specific provisions and modifies certain aspects of lessor accounting.

The Company adopted the standard on January 1, 2019 using the modified retrospective approach. The Company elected to apply the transition method that allows companies to continue applying the guidance under the lease standard in effect at that time in the comparative periods presented in the consolidated financial statements and recognize a cumulative-effect adjustment to the opening balance of retained earnings on the date of adoption. The Company also elected the “package of practical expedients”, which permits the Company not to reassess under the new standard its prior conclusions about lease identification, lease classification and initial direct costs.

Results for reporting periods beginning after January 1, 2019 are presented under the new standard, while prior period amounts are not adjusted and continue to be reported under the accounting standards in effect for the prior period. Upon adoption of the new lease standard, on January 1, 2019, the Company capitalized ROU assets of $14.7 million and $16.9 million of lease liabilities, within the Company’s consolidated balance sheets upon adoption. Additionally, the Company reversed its deferred rent liability of $2.2 million, which upon adoption became a component of the ROU asset. The adoption of this standard did not have an impact on the Company’s consolidated statement of operations or cash flows and did not result in a cumulative catch-up adjustment to the opening balance of retained earnings.

ASU 2016-13

In June 2016, the FASB issued ASU 2016-13 (as amended through March 2020), Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. ASU 2016-13 introduced a new forward-looking approach, based on expected losses, to estimate credit losses on certain types of financial instruments, including trade receivables, contract assets and held-to-maturity debt securities, which requires the Company to incorporate considerations of historical information, current information and reasonable and supportable forecasts. ASU 2016-13 also expands disclosure requirements.

The Company adopted the standard on January 1, 2020 using the modified retrospective approach. Adoption of ASU 2016-13 resulted in changes to the Company’s accounting policies for trade and other receivables and contract assets. Upon adoption of ASU 2016-13 the Company evaluates trade receivables and contract assets on a collective (i.e., pool) basis if they share similar risk characteristics.

Based on the results of the Company’s evaluation, the adoption of ASU 2016-13 did not have a material impact on the reserve for credit losses as of January 1, 2020. Adoption of the standard had no impact on total cash provided from or used in operating, financing, or investing activities in the Company’s condensed consolidated statements of cash flows.

ASU 2018-13

In August 2018, the FASB issued ASU 2018-13, Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurements, which eliminates, adds and modifies certain disclosure requirements for fair value measurements as part of the FASB’s disclosure framework project. The guidance includes retrospective and prospective basis application dependent on the requirements of specific amendments. The Company adopted ASU

F-12

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

2018-13 on January 1, 2020 on a prospective basis. The adoption of this standard did not have an impact on the Company’s condensed consolidated financial statements.

ASU 2018-15

In August 2018, the FASB issued ASU 2018-15, Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract, related to a customer's accounting for implementation, set-up, and other upfront costs incurred in a cloud computing arrangement (“CCA”). Under the new guidance, implementation costs associated with a CCA for a hosting arrangement that is a service contract are accounted for consistent with existing internal-use software implementation guidance. ASU 2018-15 also provides classification guidance on these implementation costs as well as additional quantitative and qualitative disclosures. The Company adopted ASU 2018-15 on January 1, 2020 on a prospective basis. The adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements.

Recent Accounting Pronouncements Not Yet Adopted

ASU 2020-01

In January 2020, the FASB issued ASU 2020-01, Clarifying the Interactions Between Topic 321, Topic 323, and Topic 815. ASU 2020-01 addresses the accounting for the transition into and out of the equity method and measuring certain purchased options and forward contracts to acquire investments. Observable transactions that require a company to either apply or discontinue the equity method of accounting for the purposes of applying the measurement alternative in accordance with FASB Accounting Standards Codification (“ASC”) 321, Investments – Equity Securities, should be considered immediately before applying or upon discontinuing the equity method. Certain non-derivative forward contracts or purchased call options to acquire equity securities generally will be measured using the fair value principles of ASC 321 before settlement or exercise and consideration shall not be given to how entities will account for the resulting investments on eventual settlement or exercise. ASU 2020-01 is effective for the Company beginning in the first quarter of 2021 and early adoption is permitted. ASU 2020-01 should be applied prospectively. The Company is currently assessing the impact this standard will have on the Company’s consolidated financial statements.

ASU 2020-06

In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. ASU 2020-06 reduces the number of accounting models for convertible instruments by eliminating two of the three models that require separate accounting for embedded conversion features, amends the requirements for a contract that is potentially settled in an entity’s own shares to be classified in equity, and amends certain guidance on the computation of earnings per share for convertible instruments and contracts on an entity’s own equity. ASU 2020-06 is effective for the Company beginning in the first quarter of 2022 and early adoption is permitted beginning in the first quarter of 2021. ASU 2020-06 may be applied using a modified or full retrospective transition method. The Company is currently assessing the impact this standard will have on the Company’s consolidated financial statements.

Other accounting standard updates effective for interim and annual periods beginning after December 31, 2020 are not expected to have a material impact on the Company’s financial position, results of operations or cash flows.    

Fair Value Measurements

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date.

F-13

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Accounting standards describe a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value which are the following:

Level 1—Quoted prices in active markets for identical assets or liabilities or funds.

Level 2—Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.

Concentrations of Credit and Business Risk

Financial instruments that potentially subject the Company to a concentration of credit risk consist of cash, cash equivalents and accounts receivable.

The Company maintains cash and cash equivalent balances at several banks. Accounts located in the United States are insured by the Federal Deposit Insurance Corporation (“FDIC”), up to $250,000. From time to time, balances may exceed amounts insured by the FDIC. The Company has not experienced any losses in such amounts.

The Company’s accounts receivable are generally unsecured and are derived from revenue earned from customers primarily located in the United States, Norway, Netherlands, Sweden and the United Kingdom and are generally denominated in U.S. Dollars, Norwegian Krone, Euro, Swedish Kronor or British Pounds. Each reporting period, the Company reevaluates each customer’s ability to satisfy credit obligations and maintains an allowance for credit risk based on the evaluations. No single customer comprised more than 10% of the Company’s total revenue for the years ended December 31, 2020, 2019 and 2018. No single customer comprised more than 10% of the Company’s total accounts receivable balance at December 31, 2020 and 2019.

Cash and Cash Equivalents

The Company considers all highly liquid instruments with original maturities of three months or less at the date of purchase to be cash equivalents. Cash equivalents consist of funds deposited into money market funds. Cash and cash equivalents are recorded at cost, which approximates fair value.

Restricted Cash

The Company’s restricted cash balance primarily consists of cash held at a financial institution for collateral against performance on the Company’s customer contracts and certain other cash deposits for specific purposes. 

Short-Term Investments

Short-term investments consist of highly liquid investments, primarily commercial paper, U.S. Treasury and U.S. agency securities, with maturities over three months from the date of purchase and less than 12 months from the date of the balance sheet. Debt securities, money market funds and U.S. agency bonds that the Company has the ability and positive intent to hold to maturity are carried at amortized cost, which approximates fair value. There were no short-term investments at December 31, 2020 and 2019.

F-14

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

Accounts Receivable

Accounts receivable includes trade accounts receivables from the Company’s customers, net of an allowance for credit risk. Accounts receivable are recorded at the invoiced amount and do not bear interest. The Company’s contract assets relate to services performed which were not billed, net of an allowance for credit risk. Allowance for credit risk for accounts receivables and contract assets is established based on various factors including credit profiles of the Company’s customers, historical payments and current economic trends. The Company reviews its allowance for accounts receivables and contract assets by assessing individual accounts receivable or unbilled contract assets over a specific aging and amount. All other balances are pooled based on historical collection experience. The estimate of expected credit losses is based on information about past events, current economic conditions, and forecasts of future economic conditions that affect the collectability. Accounts receivable and contract assets are written-off on a case by case basis, net of any amounts that may be collected.

Deferred Offering Costs

Deferred offering costs consist primarily of direct incremental costs related to the Company’s follow on offering of its common stock, which was completed in January 2019.

Property and Equipment, Net

Property and equipment are stated at cost, less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, which is generally three years for computer software, office computers and system software, five years for system hardware and furniture and equipment, and over the shorter of lease term or useful life of the assets for leasehold improvements. Maintenance and repairs are expensed as incurred. When assets are retired or otherwise disposed of, the cost and related accumulated depreciation are removed from the accounts and any resulting gain or loss is reflected in the Company’s results of operations.

Capitalized Software Development Costs

The Company capitalizes the costs of software developed or obtained for internal use in accordance with FASB ASC 350-40, Internal Use Software. Capitalized software development costs consist of costs incurred during the application development stage and include purchased software licenses, implementation costs, consulting costs, and payroll-related costs for projects that qualify for capitalization. These costs relate to major new functionality. All other costs, primarily related to maintenance and minor software fixes, are expensed as incurred.

The Company amortizes the capitalized software development costs on a straight-line basis over the estimated useful life of the software, which is generally three years, beginning when the asset is substantially ready for use. The amortization of capitalized software development costs is reflected in cost of revenue.

For software licenses for on premises usage, software development costs are capitalized in accordance with ASC 985-20, Costs of Software to be Sold, Leased or Marketed. The Company capitalizes software development costs incurred after technological feasibility of the software is established or for development costs that have alternative future uses. Under the Company’s current practice, the technological feasibility of the underlying software is not established until substantially all product development and testing is complete, which generally includes the development of a working model. Software development costs that have been capitalized to date have not been material.

Business Combinations

The results of businesses acquired in a business combination are included in the Company’s consolidated financial statements from the date of acquisition. Purchase accounting results in assets and liabilities of an acquired business being recorded at their estimated fair values on the acquisition date. Any excess consideration over the value of the assets acquired and liabilities assumed is recognized as goodwill.

F-15

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

The Company performs valuations of assets acquired and liabilities assumed on each acquisition accounted for as a business combination, and allocates the purchase price to the tangible and intangible assets acquired and liabilities assumed based on its best estimate of fair value. Acquired intangible assets include: tradenames, customer relationships, and developed technology. The Company determines the appropriate useful life of intangible assets by performing an analysis of cash flows based on historical experience of the acquired businesses. Intangible assets are amortized over their estimated useful lives based on the pattern in which the economic benefits associated with the asset are expected to be consumed, which to date has approximated the straight-line method of amortization. The estimated useful lives for tradenames, customer relationships, and technology are generally one to seven years, five to nine years, and three to four years, respectively.

The valuation of the contingent consideration is derived using estimates of the probability of achievement within specified time periods based on projections of future revenue metrics per the terms of the applicable agreements. These include estimates of the Company’s assessment of the probability of meeting such results, with the probability-weighted earn-out using a Monte Carlo Simulation Model then discounted to estimate fair value. Fair value is estimated using the probability weighted cash flow estimate closer to the measurement date. The various operating performance measures included in these contingent consideration agreements primarily relate to product revenue.

Segment Information

The Company's Chief Executive Officer is the chief operating decision maker, who reviews the Company's financial information presented on a consolidated basis for purposes of allocating resources and evaluating the Company's financial performance. Accordingly, the Company has determined that it operates in a single reporting segment.

Long-Lived Assets

The Company evaluates the recoverability of its long-lived assets with finite useful lives for impairment whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable. Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable or that the useful lives of those assets are no longer appropriate. Management considers the following potential indicators of impairment of its long-lived assets (asset group): a substantial decrease in the Company’s stock price, a significant adverse change in the extent or manner in which a long-lived asset (asset group) is being used, a significant adverse change in legal factors or in the business climate that could affect the value of the long-lived asset (asset group), an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of a long-lived asset (asset group), and a current expectation that, more likely than not, a long lived asset (asset group) will be sold or otherwise disposed of significantly before the end of its previously estimated useful life. When such events occur, the Company compares the carrying amounts of the assets group to their undiscounted expected future cash flows. If this comparison indicates that there may be an impairment, the amount of the impairment is calculated as the difference between the carrying value and fair value. For the years presented, the Company did not recognize an impairment charge.

Intangible Assets

Intangible assets consist of patents, tradename, customer relationships and acquired technology. The Company records acquired intangible assets at fair value on the date of acquisition. and amortize such assets using the straight-line method over the expected useful life of the asset. The estimated useful life of acquired intangible assets is one to nine years. The Company evaluates the useful lives of these assets on an annual basis and tests for impairment whenever events or changes in circumstances occur that could impact the recoverability of these assets in accordance with the long-lived assets policy states above. If the estimate of an intangible asset’s remaining useful life is changed, the Company amortizes the remaining carrying value of the intangible asset prospectively over the revised remaining useful life.

F-16

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

Goodwill

Goodwill represents the excess of the aggregate purchase price paid over the fair value of the net assets acquired in business combinations. Goodwill is not amortized and is tested for impairment at least annually or whenever events or changes in circumstances indicate that the carrying value may not be recoverable. Events or changes in circumstances that could trigger an impairment review include a significant adverse change in business climate, an adverse action or assessment by a regulator, unanticipated competition, a loss of key personnel, significant changes in the manner of use of the acquired assets or the strategy for the Company’s overall business, significant negative industry or economic trends, or significant underperformance relative to expected historical or projected future results of operations. The Company has the option to first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying value, including goodwill. If, after assessing the totality of events or circumstances, the Company determines that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, additional impairment testing is not required. The Company tests for goodwill impairment annually on November 30.

The Company performed a qualitative goodwill assessment at November 30, 2020 and concluded there was no impairment based on consideration of a number of factors, including the improvement in the Company’s key operating metrics over the prior year, improvement in the strength of the general economy and the Company’s continued execution against its overall strategic objectives.

Debt Issuance Costs

Debt issuance costs related to convertible senior notes recorded as a reduction of the carrying amount of the debt are amortized to interest expense using the effective interest method.

Revenue Recognition

The Company derives its revenues primarily from subscription services and professional services. The Company adopted the requirements of the ASC 606, Revenue from Contracts with Customers, as of January 1, 2018. See Note 15.

Revenues are recognized when control of services is transferred to the Company’s customers in an amount that reflects the consideration it expects to be entitled to in exchange for those services.

The Company determines revenue recognition through the following steps:

 

•

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

 

•

Identification of the performance obligations in the contract;

 

•

Determination of the transaction price;

 

•

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

 

•

Recognition of revenue when, or as, the Company satisfies a performance obligation.

Identify the customer contract

A customer contract is generally identified when the Company and a customer have executed an arrangement that calls for the Company to grant access to its online software products and provide professional services in exchange for consideration from the customer.

F-17

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

Identify performance obligations that are distinct

A performance obligation is a promise to provide a distinct good or service or a series of distinct goods or services. A good or service that is promised to a customer is distinct if the customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer, and a company’s promise to transfer the good or service to the customer is separately identifiable from other promises in the contract. The Company has determined that subscriptions for its online software products are distinct because, once a customer has access to the online software product that it purchased, the online software product is fully functional and does not require any additional development, modification, or customization. Professional services sold are distinct because the customer benefits from the on-boarding and training to make better use of the online software products it purchased.

Determine the transaction price

The transaction price is the amount of consideration to which the Company expects to be entitled in exchange for transferring goods or services to a customer, excluding sales taxes that are collected on behalf of government agencies. The Company estimates any variable consideration to which it will be entitled at contract inception, and reassesses at each reporting date, when determining the transaction price. The Company does not include variable consideration to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will occur when any uncertainty associated with the variable consideration is resolved. Variable consideration revenue was not material for the years ended December 31, 2020, 2019 and 2018.

Allocate the transaction price to the distinct performance obligations

The transaction price is allocated to the separate performance obligation on a relative standalone selling prices (“SSP”) basis for those performance obligations with stable observable prices and then the residual method is applied for any performance obligation that has pricing which is highly variable. The Company determines the SSP of its goods and services based upon their average sales price or using other observable inputs, such as similar products or services.

Recognize revenue as the performance obligations are satisfied

Revenues are recognized when or as control of the promised goods or services is transferred to customers. Revenue from subscriptions to the Company’s critical event management and enterprise safety applications is recognized ratably over the subscription period beginning on the date the Company’s online software products are made available to customers. Most subscription contracts are two years or more. The Company recognizes revenue from professional services as the services are provided. Software on premises license transactions are generally perpetual in nature and are recognized at a point in time when made available to the customer for use. 

Disaggregation of Revenue

The Company provides disaggregation of revenue based on geographic region (see Note 15) and based on the subscription versus professional services and other classification on the consolidated statements of operations as it believes this best depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors.

Subscription Services Revenues

Subscription services revenues primarily consist of fees that provide customers access to one or more of the Company’s hosted applications for critical event management, with routine customer support. Revenue is generally recognized over time on a ratable basis over the contract term beginning on the date that the Company’s service is made available to the customer. All services are recognized using an output measure of progress looking at time elapsed as the contract generally provides the customer equal benefit throughout the contract period. The Company’s subscription contracts are generally two years or longer in length, billed annually in advance, and non-cancelable.

F-18

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

Professional Services Revenues

Professional services revenues primarily consist of fees for deployment and optimization services, as well as training. The majority of the Company’s consulting contracts revenue is recognized over time as the services are performed. For contracts billed on a fixed price basis, revenue is recognized over time based on the proportion performed.

Software License Revenues

On occasion the Company may sell software and related post contract support for on premises usage as well as professional services, hardware and hosting which is outside of the Company’s core business and is not a significant revenue stream for the Company. The Company’s on premises license transactions are generally perpetual in nature and are recognized at a point in time when made available to the customer for use. Significant judgment is required to determine the standalone selling prices for each distinct performance obligation in order to allocate the transaction price for purposes of revenue recognition. Making this judgment of estimating a standalone selling price involves consideration of overall pricing objectives, market conditions and other factors, including the value of our other similar contracts, the applications sold, customer demographics, geographic locations, and the number and types of users within the Company’s contracts. The significant judgment was primarily due to using such considerations to estimate the price that each distinct performance obligation would be sold for on a standalone basis because such performance obligations are typically sold together on a bundled basis. Changes in these estimates of standalone selling prices can have a material effect on the amount of revenue recognized from each distinct performance obligation.

Contracts with Multiple Performance Obligations

Most of the Company’s contracts with customers contain multiple performance obligations. For these contracts, the Company accounts for individual performance obligations separately if they are distinct. The transaction price is allocated to the separate performance obligations on a relative standalone selling price basis for those performance obligations with stable observable prices and then the residual method applied for any performance obligation that has pricing which is highly variable. The Company determines the standalone selling prices based on the Company’s overall pricing objectives, taking into consideration market conditions and other factors, including the value of the Company’s contracts, pricing when certain services are sold on a standalone basis, the applications sold, customer demographics, geographic locations, and the volume of services and users.

Returns

The Company does not offer rights of return for its products and services in the normal course of business. 

Customer Acceptance

The Company’s contracts with customers generally do not include customer acceptance clauses.

Trade and Other Receivables

Trade and other receivables are primarily comprised of trade receivables that are recorded at the invoice amount, net of an allowance for credit risk, which is not material. Other receivables represent unbilled receivables related to subscription and professional services contracts, net of an allowance for credit losses, which is not material. On January 1, 2020, the Company adopted ASU 2016-13 (as amended through March 2020), Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. See Recently Adopted Accounting Pronouncements above.

F-19

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

Deferred Costs

Sales commissions earned by the Company’s sales force are considered incremental and recoverable costs of obtaining a contract with a customer. Subscription-related commissions costs are deferred and then amortized on a straight-line basis over a period of benefit that the Company has determined to be four years. Sales commissions attributable to professional services are expensed within twelve months of selling the service to the customer. The Company has determined the period of benefit by taking into consideration its customer contracts, its technology and other factors. Sales commissions attributed to renewals are not material and are not commensurate with initial and growth sales. Amortization of deferred commissions is included in sales and marketing expenses in the accompanying consolidated statements of operations.

Deferred Revenue

Deferred revenue consists of amounts that have been invoiced and for which the Company has the right to bill, but that have not been recognized as revenue because the related goods or services have not been transferred. Deferred revenue that will be realized during the succeeding 12-month period is recorded as current, and the remaining deferred revenue is recorded as non-current.

In instances where the timing of revenue recognition differs from the timing of invoicing, the Company has determined its contracts generally do not include a significant financing component. The primary purpose of the Company’s invoicing terms is to provide customers with simplified and predictable ways of purchasing the Company’s products and services, not to receive financing from its customers or to provide customers with financing. Examples include invoicing at the beginning of a subscription term with revenue recognized ratably over the contract period.

Advertising Expenses

Advertising expenses to promote the Company’s services are expensed as incurred. Advertising expenses included in sales and marketing expense were $4.8 million, $1.9 million and $1.4 million for the years ended December 31, 2020, 2019 and 2018, respectively.

Research and Development

Research and development expenses primarily consist of employee-related costs for research and development staff, including salaries, bonuses, benefits and stock-based compensation and the cost of certain third-party service providers related to the development of the Company’s solutions that do not meet the criteria to be capitalized under ASC 350-40, Internal Use Software or ASC 985-20, Costs of Software to be Sold, Leased or Marketed.

Stock-Based Compensation

Stock-based compensation expense is comprised of stock options, restricted stock units (“RSUs”), performance-based RSUs (“PSUs”) and employee stock purchase plan awards.

Stock-based compensation related to stock options and RSUs is measured at the grant date based on the fair value of the award and is recognized straight-line as expense, net of estimated forfeitures, over the requisite service period, which is generally the vesting period of the respective award. The Company utilizes the Black-Scholes pricing model for determining the estimated fair value of the stock options and employee stock purchase plan awards. The Black-Scholes pricing model requires the use of subjective assumptions including the option’s expected term, the volatility of the underlying stock, the fair value of the stock and the expected forfeiture rate.

The Company grants PSUs that vest upon satisfaction of certain performance-based conditions. The vesting of PSUs is subject to the employee’s continued employment with the Company through the date of achievement. The fair value is based on value of the Company’s common stock at the date of issuance and the probability of achieving the performance metric. The Company has assessed the probability of achievement as highly probable based on past performance of achievement of the performance metric. Compensation cost is recognized under the accelerated

F-20

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

method and is adjusted in future periods for subsequent changes in the expected outcome of the performance related conditions.

In 2018, the Company granted market-based RSUs that vested upon satisfaction of certain market-based conditions. These market-based RSUs were valued using the Monte-Carlo simulation model. No market-based RSUs were granted during the years ended December 31, 2020 and 2019. The Company recognized compensation expense associated with the market-based RSUs over the implied requisite service period subject to acceleration based on meeting the market-based condition.

Income Taxes

The Company accounts for income taxes using the asset and liability method of accounting for income taxes in which deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized as income in the period that includes the enactment date. A valuation allowance is established if it is more likely than not that all or a portion of the deferred tax asset will not be realized.

The calculation of the Company’s tax liabilities involves dealing with uncertainties of the application of complex tax regulations. The Company recognizes liabilities for uncertain tax positions based on a two-step approach. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not, that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount, which is more than 50% likely of being realized upon ultimate settlement. The Company considers many factors when evaluating and estimating its tax positions and tax benefits, which may require periodic adjustments.

Foreign Currency Translation

The functional currency for the Company’s foreign subsidiaries is the local currency. For those subsidiaries, the assets and liabilities are translated into U.S. dollars at the exchange rate method at the balance sheet date. Income and expenses are translated at the average exchange rates for the period. Foreign currency exchange gain and losses are recorded in other expenses.

Other Comprehensive Income (Loss)

For all periods presented, the Company’s other comprehensive income (loss) is comprised of foreign currency translation adjustments related to the Company’s foreign subsidiaries.

Net Loss Per Share Attributable to Common Stockholders

Basic net loss per share attributable to common stockholders is computed by dividing the Company’s net loss attributable to common stockholders by the weighted-average number of common shares used in the loss per share calculation during the period. Diluted net loss per share attributable to common stockholders is computed by giving effect to all potentially dilutive securities, including stock-based compensation awards. Basic and diluted net loss per share attributable to common stockholders was the same for all periods presented as the inclusion of all potentially dilutive securities outstanding was anti-dilutive.

(3) Accounts Receivable, Net

On January 1, 2020, the Company adopted ASU 2016-13 using the modified retrospective approach. See Note 2. The cumulative effect of initially applying ASU 2016-13 had an immaterial impact on the Company’s opening balance of accumulated deficit.

F-21

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

Accounts receivable, net, is as follows (in thousands):

 

 

 

As of December 31,

 

 

 

2020

 

 

2019

 

Accounts receivable amortized cost

 

$

98,164

 

 

$

69,767

 

Allowance for credit losses

 

 

(3,788

)

 

 

(1,125

)

Net accounts receivable

 

$

94,376

 

 

$

68,642

 

The following table summarizes the changes in the allowance for credit losses for accounts receivable (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Balance, beginning of period

 

$

(1,125

)

 

$

(711

)

 

$

(863

)

Provision for expected credit losses

 

 

(2,877

)

 

 

(971

)

 

 

(58

)

Write-offs

 

 

214

 

 

 

557

 

 

 

210

 

Balance, end of period

 

$

(3,788

)

 

$

(1,125

)

 

$

(711

)

Contract assets, net is as follows (in thousands):

 

 

 

As of December 31,

 

 

 

2020

 

 

2019

 

Contract asset amortized cost

 

$

2,560

 

 

$

1,959

 

Allowance for credit losses

 

 

(398

)

 

 

—

 

Net contract asset

 

$

2,162

 

 

$

1,959

 

The following table summarizes the changes in the allowance for credit losses for contract assets (in thousands):

 

 

 

Year Ended

December 31, 2020

 

Balance, beginning of period

 

$

—

 

Provision for expected credit losses

 

 

(398

)

Balance, end of period

 

$

(398

)

Credit loss expense for the years ended December 31, 2020, 2019 and 2018 was $2.7 million, $0.7 million and $0.1 million, respectively.

The following table summarizes the changes in the sales reserve (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Balance, beginning of period

 

$

(175

)

 

$

(200

)

 

$

(100

)

(Additions) reductions

 

 

(85

)

 

 

16

 

 

 

(193

)

Write-offs

 

 

85

 

 

 

9

 

 

 

93

 

Balance, end of period

 

$

(175

)

 

$

(175

)

 

$

(200

)

 

F-22

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

 

(4) Property and Equipment

Property and equipment consist of the following (in thousands):

 

 

 

Useful life

 

 

As of December 31,

 

 

 

in years

 

 

2020

 

 

2019

 

Furniture and equipment

 

 

5

 

 

$

2,041

 

 

$

1,785

 

Leasehold improvements (1)

 

 

9

 

 

 

4,944

 

 

 

4,074

 

System hardware

 

 

5

 

 

 

807

 

 

 

1,596

 

Office computers

 

 

3

 

 

 

6,547

 

 

 

5,309

 

Computer and system software

 

 

3

 

 

 

827

 

 

 

1,451

 

 

 

 

 

 

 

 

15,166

 

 

 

14,215

 

Less accumulated depreciation and amortization

 

 

 

 

 

 

(7,392

)

 

 

(7,931

)

Property and equipment, net

 

 

 

 

 

$

7,774

 

 

$

6,284

 

 

(1)

Lesser of the lease term or the estimated useful lives of the improvements, which may be up to 9 years.

 

Depreciation and amortization expense for the years ended December 31, 2020, 2019 and 2018 was $2.7 million, $2.2 million and $1.8 million, respectively.

 

(5) Capitalized Software Development Costs

Capitalized software development costs consisted of the following (in thousands):

 

 

 

Gross

carrying

amount

 

 

Amortization

period

 

Accumulated

amortization

 

 

Net

carrying

amount

 

As of December 31, 2020

 

$

59,761

 

 

3 years

 

$

(43,432

)

 

$

16,329

 

As of December 31, 2019

 

 

49,909

 

 

3 years

 

 

(35,622

)

 

 

14,287

 

 

The Company capitalized software development costs of $9.9 million, $8.8 million and $8.8 million during the years ended December 31, 2020, 2019 and 2018, respectively.

 

Amortized expense for capitalized software development costs was $7.9 million, $7.0 million and $5.9 million during the years ended December 31, 2020, 2019 and 2018, respectively. Amortization of capitalized software development costs is classified within cost of revenue in the consolidated statements of operations and comprehensive loss.

The expected amortization, as of December 31, 2020, for each of the next three years is as follows (in thousands):

 

 

 

2021

 

$

7,610

 

2022

 

 

5,682

 

2023

 

 

3,037

 

 

 

$

16,329

 

 

 

(6) Fair Value Measurements

The carrying amounts of cash and cash equivalents, short-term investments, accounts receivable, accounts payable and accrued liabilities approximate fair value because of the short maturity of these items.

Certain assets, including long-lived assets, goodwill and intangible assets are also subject to measurement at fair value on a non-recurring basis if they are deemed to be impaired as a result of an impairment review. For the years ended December 31, 2020, 2019 and 2018, no impairments were identified of those assets requiring measurement at fair value on a non-recurring basis.

F-23

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

 

The Company classifies and discloses fair value measurements in one of the following three categories of fair value hierarchy:

 

Level 1Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets and liabilities.

 

Level 2Quoted prices in markets that are not active or financial instruments for which all significant inputs are observable, either directly or indirectly.

 

Level 3Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.

 

A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.

The following table summarizes the Company's financial assets and liabilities measured at fair value on a recurring basis by level within the fair value hierarchy. Financial assets and financial liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement (in thousands):

 

 

 

As of December 31, 2020

 

 

 

Quoted

 

 

Significant

 

 

 

 

 

 

 

 

 

 

 

Prices in

 

 

Other

 

 

Significant

 

 

 

 

 

 

 

Active

 

 

Observable

 

 

Unobservable

 

 

 

 

 

 

 

Markets

 

 

Inputs

 

 

Inputs

 

 

Total Fair

 

 

 

(Level 1)

 

 

(Level 2)

 

 

(Level 3)

 

 

Value

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash equivalents:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Money market funds

 

$

432,560

 

 

$

—

 

 

$

—

 

 

$

432,560

 

Total financial assets

 

$

432,560

 

 

$

—

 

 

$

—

 

 

$

432,560

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contingent consideration

 

$

—

 

 

$

—

 

 

$

10,619

 

 

$

10,619

 

Derivative instruments - acquisition-related deferred

   common stock consideration

 

 

—

 

 

 

1,011

 

 

 

—

 

 

 

1,011

 

Total financial liabilities

 

$

—

 

 

$

1,011

 

 

$

10,619

 

 

$

11,630

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of December 31, 2019

 

 

 

Quoted

 

 

Significant

 

 

 

 

 

 

 

 

 

 

 

Prices in

 

 

Other

 

 

Significant

 

 

 

 

 

 

 

Active

 

 

Observable

 

 

Unobservable

 

 

 

 

 

 

 

Markets

 

 

Inputs

 

 

Inputs

 

 

Total Fair

 

 

 

(Level 1)

 

 

(Level 2)

 

 

(Level 3)

 

 

Value

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash equivalents:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Money market funds

 

$

511,436

 

 

$

—

 

 

$

—

 

 

$

511,436

 

Total financial assets

 

$

511,436

 

 

$

—

 

 

$

—

 

 

$

511,436

 

 

The Company considers all highly liquid investments purchased with a remaining maturity of three months or less to be cash equivalents. The fair value of the Company’s investments in certain money market funds is their face value and such instruments are classified as Level 1 and are included in cash and cash equivalents on the consolidated balance sheets.

F-24

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

For the years ended December 31, 2020, 2019 and 2018, gains or losses realized on the sale of investments were not material. Investments are reviewed periodically to identify possible other-than-temporary impairments. As the Company has the ability and intent to hold these investments with unrealized losses for a reasonable period of time sufficient for the recovery of fair value, which may be maturity, the Company does not consider these investments to be other-than-temporarily impaired for any of the periods presented.

On May 27, 2020, the Company entered into a Stock Purchase Agreement with Techwan SA (“Techwan”) pursuant to which the Company purchased all of the issued and outstanding shares of stock of Techwan (see Note 8). In accordance with the Stock Purchase Agreement, 6,779 shares of the Company’s common stock were reserved and are expected to be issued to the sellers in November 2021 subject to the provisions in the Stock Purchase Agreement. Management analyzed the liability for derivative accounting consideration under ASC 815, Derivatives and Hedging, and determined that the liability qualifies for derivative accounting. The derivative liability is not designated as a hedging instrument. In accordance with ASC 815, the Company recorded the acquisition-related deferred common stock consideration derivative liability, which is carried at fair value, in other long-term liabilities on the condensed consolidated balance sheet. The derivative liability will be marked-to-market each measurement period and changes in fair value during the year ended December 31, 2020 of $0.1 million was recorded as a component of other expense, net on the consolidated statement of operations. The fair value is derived from the Company’s stock price. The acquisition-related deferred common stock consideration derivative liability will remain in effect until such time as the associated shares are issued and the resulting derivative liability will be transitioned from a liability to equity as of such date.

 

The following table summarizes the changes in Level 3 financial instruments (in thousands):

 

Fair value at December 31, 2018

 

$

—

 

Contingent consideration from MissionMode

   acquisition

 

 

550

 

Change in fair value of contingent consideration

   obligation from MissionMode acquisition

 

 

(550

)

Fair value at December 31, 2019

 

 

—

 

Contingent consideration from one2many

   acquisition

 

 

2,190

 

Contingent consideration from Techwan

   acquisition

 

 

2,030

 

Contingent consideration from SnapComms

   acquisition

 

 

2,047

 

Change in fair value of contingent consideration

   obligation from one2many acquisition

 

 

8,114

 

Change in fair value of contingent consideration

   obligation from Techwan acquisition

 

 

(2,030

)

Change in fair value of contingent consideration

   obligation from SnapComms acquisition

 

 

(2,047

)

Foreign currency translation

 

 

315

 

Fair value at December 31, 2020

 

$

10,619

 

 

The valuation of the contingent consideration was derived using estimates of the probability of achievement within specified time periods based on projections of future revenue metrics per the terms of the applicable agreements. These include estimates of the Company’s assessment of the probability of meeting such results, with the probability-weighted earn-out using a Monte Carlo Simulation Model then discounted to estimate fair value. Fair value is estimated using the probability weighted cash flow estimate closer to the measurement date. The various operating performance measures included in these contingent consideration agreements primarily relate to product revenue. As these are unobservable inputs, the contingent consideration liabilities are included in Level 3 inputs. During the year ended December 31, 2020, as a result of assessing the probabilities of One2Many Group B.V. (“one2many”) meeting revenue metrics during the period of March 1, 2020 through February 28, 2021, the Company recognized an increase in the fair value of one2many’s contingent consideration obligation in the amount

F-25

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

of $8.1 million. During the year ended December 31, 2020, as a result of assessing the probabilities of Techwan meeting revenue metrics during the period of April 1, 2020 through March 31, 2021, the Company recognized a decrease in the fair value of Techwan’s contingent consideration obligation in the amount of $2.0 million. During the year ended December 31, 2020, as a result of assessing the probabilities of SnapComms Limited (“SnapComms”) meeting revenue metrics during the period of April 1, 2020 through March 31, 2021, the Company recognized a decrease in the fair value of SnapComms’ contingent consideration obligation in the amount of $2.0 million.

The Company estimates the fair value of the convertible senior notes based on their last actively traded prices (Level 1) or market-observable inputs (Level 2). As of December 31, 2020 and 2019, the fair value of the 0.125% convertible senior notes due 2024 (the “2024 Notes”) was determined to be $663.6 million and $450.4 million, respectively, and the carrying value of the 2024 Notes was $369.0 million and $351.1 million, respectively. As of December 31, 2020 and 2019, the fair value of the 1.50% convertible senior notes due 2022 (the “2022 Notes”) was determined to be $265.5 million and $215.8 million, respectively, and the carrying value of the 2022 Notes was $72.5 million and $79.2 million, respectively. See Note 9.

 

 

(7) Goodwill and Intangible Assets

The following table displays the changes in the gross carrying amount of goodwill (in thousands):

 

Balance at December 31, 2018

 

$

48,382

 

Change due to acquisitions

 

 

43,302

 

Foreign currency translation

 

 

(263

)

Balance at December 31, 2019

 

 

91,421

 

Change due to acquisitions

 

 

89,033

 

Foreign currency translation

 

 

6,957

 

Balance at December 31, 2020

 

$

187,411

 

 

There were no impairments recorded against goodwill in 2020, 2019 or 2018.

Intangible assets consisted of the following (in thousands):

 

 

 

 

 

 

 

 

 

 

 

As of December 31, 2020

 

 

 

Gross

carrying

amount

 

 

Weighted-

average life

(years)

 

 

Accumulated

amortization

 

 

Net

carrying

amount

 

Amortizable intangible assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Developed technology

 

$

31,851

 

 

 

3.54

 

 

$

(5,322

)

 

$

26,529

 

Tradenames

 

 

15,360

 

 

 

3.52

 

 

 

(6,638

)

 

 

8,722

 

Customer relationships

 

 

100,590

 

 

 

7.41

 

 

 

(22,079

)

 

 

78,511

 

Total intangible assets

 

$

147,801

 

 

 

 

 

 

$

(34,039

)

 

$

113,762

 

 

 

 

 

 

 

 

 

 

 

 

As of December 31, 2019

 

 

 

Gross

carrying

amount

 

 

Weighted-

average life

(years)

 

 

Accumulated

amortization

 

 

Net

carrying

amount

 

Amortizable intangible assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Developed technology

 

$

9,485

 

 

 

3.00

 

 

$

(4,232

)

 

$

5,253

 

Tradenames

 

 

11,437

 

 

 

3.50

 

 

 

(2,724

)

 

 

8,713

 

Customer relationships

 

 

63,667

 

 

 

6.84

 

 

 

(10,533

)

 

 

53,134

 

Total intangible assets

 

$

84,589

 

 

 

 

 

 

$

(17,489

)

 

$

67,100

 

 

Amortization expense for intangible assets was $20.2 million, $10.4 million and $5.9 million for the years ended December 31, 2020, 2019 and 2018, respectively. Amortization expense of tradenames and customer relationships is

F-26

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

included within general and administrative expenses, while amortization of developed technology is included in cost of revenue. The Company recorded amortization expense attributed to developed technology of $4.2 million, $2.1 million and $1.3 million for the period ended December 31, 2020, 2019 and 2018, respectively. In December 2020, the Company completed an asset acquisition and recorded $17.1 million to developed technology. The average useful life for the December 2020 asset acquisition of acquired technology is 4.0 years. During the year ended December 31, 2020, the Company retired $4.4 million of fully amortized intangible assets.

The expected amortization of the intangible assets, as of December 31, 2020, for each of the next five years and thereafter is as follows (in thousands):

 

2021

 

$

27,387

 

2022

 

 

24,219

 

2023

 

 

19,165

 

2024

 

 

17,443

 

2025

 

 

11,040

 

Thereafter

 

 

14,508

 

 

 

$

113,762

 

 

 

(8) Business Combinations

 

The Company accounted for the following acquisitions using the acquisition method of accounting for business combinations under ASC 805, Business Combinations, which required that the assets acquired and liabilities assumed be recognized on the balance sheet at their fair values as of the acquisition date. The excess of the purchase price over the net fair value of the assets and liabilities was recorded as goodwill. This goodwill includes the know-how of the assembled workforce, the ability of the workforce to further improve technology and product offerings, customer relationships and the expected cash flows resulting from these efforts. Goodwill may also include expected synergies resulting from the complementary strategic fit these businesses bring to existing operations.

Fair value estimates are based on a complex series of judgments about future events and uncertainties and rely heavily on estimates and assumptions. The judgments used to determine the estimated fair value assigned to each class of assets acquired and liabilities assumed, as well as asset lives and the expected future cash flows and related discount rates, can materially impact the Company’s results of operations. Significant inputs used for the model included the amount of cash flows, the expected period of the cash flows and the discount rates. Significant estimation was required by management in determining the fair value of the customer relationship intangible assets, deferred revenue and contingent consideration liabilities. The significant estimation is primarily due to the judgmental nature of the inputs to the valuation models used to measure the fair value of these intangible assets, deferred revenue and contingent consideration liabilities, as well as the sensitivity of the respective fair values to the underlying significant assumptions. The Company used the income approach to measure the fair value of these intangible assets, a discounted cash flow approach for deferred revenue and a Monte Carlo simulation model to measure the fair value of the contingent consideration liabilities. The significant assumptions used to estimate the fair value of the intangible assets, deferred revenue and contingent consideration liabilities included forecasted revenues from existing customers, existing customer attrition rates, estimated costs required to fulfill the deferred revenue obligation and forecasted revenues for the contingent consideration earnout period. When estimating the significant assumptions to be used in the valuation the Company includes a consideration of current industry information, market and economic trends, historical results of the acquired business, nature of the performance obligations associated with the deferred revenue and other relevant factors. These significant assumptions are forward-looking and could be affected by future economic and market conditions. The valuation of the contingent consideration was derived using estimates of the probability of achievement within specified time periods based on projections of future revenue metrics per the terms of the applicable agreements. These include estimates of the Company’s assessment of the probability of meeting such results, with the probability-weighted earn-out using a Monte Carlo Simulation Model then discounted to estimate fair value. Fair value is estimated using the probability weighted cash flow estimate closer to the measurement date. The various operating performance measures included in these contingent consideration agreements primarily relate to product revenue.   

F-27

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

The business acquisitions discussed below are included in the Company’s results of operations from their respective dates of acquisition.

2020 Acquisitions

During the year ended December 31, 2020, the Company acquired Connexient, Inc., CNL Software Limited, One2Many Group B.V., Techwan SA and SnapComms Limited. These acquisitions were not material individually or on a consolidated basis. Additionally, neither the investment in the assets nor the results of operations of these acquisitions were significant to the Company’s consolidated financial position or results of operations, and thus pro forma information is not required to be presented.

Connexient, Inc.

On February 7, 2020, the Company entered into a Stock Purchase Agreement with Connexient, Inc. (“Connexient”) pursuant to which the Company purchased all of the issued and outstanding shares of stock of Connexient for a base consideration of $20.2 million. The Company paid $11.5 million in cash at closing and paid the remaining purchase price with 96,611 newly issued shares of the Company’s common stock. On the date of this acquisition, the average price of the Company’s common stock on the Nasdaq Global Market was $93.32 per share. In addition to the base purchase price, there is also a potential contingent payment of up to $6.0 million that can be earned by the sellers based on fiscal year 2020 revenue metrics. As of the date of the acquisition, the fair value of the contingent consideration was zero as a result of the Company’s initial assessment of the probability of Connexient meeting the revenue metrics. At December 31, 2020, it was determined that Connexient would not meet the fiscal year 2020 revenue metric threshold. The Company acquired Connexient to expand the Company’s customer base and for its strategic technology assets to enhance the Company’s Critical Event Management (“CEM”) suite of solutions to broaden support for Internet of Things (“IoT”) applications.

The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of Connexient made by the Company (in thousands):

 

 

 

Connexient

 

Assets acquired

 

 

 

 

Accounts receivable

 

$

849

 

Prepaid expenses and other current assets

 

 

518

 

Property and equipment

 

 

9

 

Acquired technology

 

 

1,220

 

Trade names

 

 

630

 

Customer relationships

 

 

7,800

 

Goodwill

 

 

14,343

 

Other assets

 

 

238

 

Total assets acquired

 

 

25,607

 

Liabilities assumed

 

 

 

 

Accounts payable

 

 

751

 

Accrued expenses

 

 

208

 

Deferred revenue

 

 

2,420

 

Deferred tax liabilities

 

 

2,011

 

Other liabilities

 

 

211

 

Net assets acquired

 

$

20,006

 

Consideration paid

 

 

 

 

Cash consideration, net of cash acquired

 

$

10,991

 

Fair value of common stock issued

 

 

9,015

 

Total

 

$

20,006

 

 

F-28

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

 

The weighted average useful life of all identified acquired intangible assets is 7.92 years. The average useful lives for acquired technologies, customer relationships and trade names are 3.0 years, 9.0 years and 4.0 years, respectively. Identifiable intangible assets with definite lives are amortized over the period of estimated benefit using the straight-line method. The straight-line method of amortization represents the Company’s best estimate of the period of expected cash flows of the identifiable intangible assets.

The goodwill balance is primarily attributed to the anticipated synergies from the acquisition and expanded market opportunities with respect to the integration of Connexient’s products with the Company's other solutions. The Company believes that the factors listed above in relation to the purchase of Connexient support the amount of goodwill recorded as a result of the purchase price paid for the acquisition, in relation to other acquired tangible and intangible assets. The resulting goodwill from the Connexient acquisition is not deductible for income tax purposes.

During the year ended December 31, 2020, the Company incurred transaction costs of $0.1 million in connection with the Connexient acquisition, which were expensed as incurred and included in general and administrative expenses.

CNL Software Limited

On February 25, 2020, the Company entered into a Stock Purchase Agreement with CNL Software Limited (“CNL Software”) for a base consideration of approximately $35.7 million. The Company paid approximately $19.8 million in cash at closing and paid the remaining purchase price with 153,217 newly issued shares of the Company’s common stock. On the date of this acquisition, the average price of the Company’s common stock on the Nasdaq Global Market was $104.10 per share. The Company acquired CNL Software to expand the Company’s customer base and for its strategic technology assets to enhance the Company’s CEM suite of solutions to broaden support for IoT applications.

F-29

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

During the year ended December 31, 2020, the Company finalized CNL Software’s assets acquired and liabilities assumed. As a result, the Company recognized a $0.6 million increase in CNL Software’s deferred revenue balance with a corresponding increase in goodwill from the initial assessment as of the acquisition date.

The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of CNL Software made by the Company (in thousands):

 

 

 

CNL Software

 

Assets acquired

 

 

 

 

Accounts receivable

 

$

1,979

 

Prepaid expenses and other current assets

 

 

1,095

 

Property and equipment

 

 

731

 

Acquired technology

 

 

2,150

 

Trade names

 

 

1,080

 

Customer relationships

 

 

5,500

 

Goodwill

 

 

28,679

 

Other assets

 

 

1,314

 

Total assets acquired

 

 

42,528

 

Liabilities assumed

 

 

 

 

Accounts payable

 

 

315

 

Accrued expenses

 

 

1,653

 

Deferred revenue

 

 

3,751

 

Deferred tax liabilities

 

 

1,553

 

Other liabilities

 

 

1,276

 

Net assets acquired

 

$

33,980

 

Consideration paid

 

 

 

 

Cash paid, net of cash acquired

 

$

18,030

 

Fair value of common stock issued

 

 

15,950

 

Total

 

$

33,980

 

 

The weighted average useful life of all identified acquired intangible assets is 5.01 years. The average useful lives for acquired technologies, customer relationships and trade names are 3.0 years, 6.0 years and 4.0 years, respectively. Identifiable intangible assets with definite lives are amortized over the period of estimated benefit using the straight-line method. The straight-line method of amortization represents the Company’s best estimate of the period of expected cash flows of the identifiable intangible assets.

The goodwill balance is primarily attributed to the anticipated synergies from the acquisition and expanded market opportunities with respect to the integration of CNL Software’s products with the Company's other solutions. The Company believes that the factors listed above in relation to the purchase of CNL Software support the amount of goodwill recorded as a result of the purchase price paid for the acquisition, in relation to other acquired tangible and intangible assets. The resulting goodwill from the CNL Software acquisition is not deductible for income tax purposes.

During the year ended December 31, 2020, the Company incurred transaction costs of $0.1 million in connection with the CNL Software acquisition, which were expensed as incurred and included in general and administrative expenses.

One2Many Group B.V.

On March 19, 2020, the Company entered into a Stock Purchase Agreement with One2Many Group B.V. pursuant to which the Company purchased all of the issued and outstanding shares of stock of one2many for a base consideration of $13.1 million. The Company paid $5.5 million in cash at closing, acquired purchase liabilities of $2.0 million and paid the remaining purchase price with 52,113 newly issued shares of the Company’s common

F-30

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

stock. On the date of this acquisition, the average price of the Company’s common stock on the Nasdaq Global Market was $104.95 per share. In addition to the base purchase price, there is also a potential contingent payment of up to approximately $15.0 million that can be earned by the sellers based on revenue metrics during the period of March 1, 2020 through February 28, 2021. The potential contingent payment includes an amount payable to the Company if a certain revenue threshold is not met during the period of March 1, 2020 through February 28, 2021. At the date of the acquisition, the Company preliminarily assessed the probabilities of one2many meeting the revenue metrics during the period of March 1, 2020 through February 28, 2021 and recorded a $2.2 million initial fair value of contingent consideration as part of the purchase price allocation. During the year ended December 31, 2020, the Company recognized an increase in the fair value of one2many’s contingent consideration obligation in the amount of $8.1 million recognized in general and administrative expenses in the consolidated statements of operations and comprehensive loss. The Company acquired one2many to expand the Company’s customer base and for its cell broadcast technology to enhance the Company’s public warning applications.

The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of one2many made by the Company (in thousands):

 

 

 

one2many

 

Assets acquired

 

 

 

 

Accounts receivable

 

$

521

 

Other current assets

 

 

1,441

 

Property and equipment

 

 

19

 

Acquired technology

 

 

970

 

Trade names

 

 

580

 

Customer relationships

 

 

3,100

 

Goodwill

 

 

10,704

 

Other assets

 

 

176

 

Total assets acquired

 

 

17,511

 

Liabilities assumed

 

 

 

 

Accounts payable

 

 

72

 

Accrued expenses

 

 

636

 

Deferred revenue

 

 

1,460

 

Deferred tax liabilities

 

 

985

 

Other current liabilities

 

 

136

 

Net assets acquired

 

$

14,222

 

Consideration paid

 

 

 

 

Cash consideration, net of cash acquired

 

$

6,563

 

Fair value of common stock issued

 

 

5,469

 

Contingent consideration

 

 

2,190

 

Total

 

$

14,222

 

 

The weighted average useful life of all identified acquired intangible assets is 5.67 years. The average useful lives for acquired technologies, customer relationships and trade names are 3.0 years, 7.0 years and 3.0 years, respectively. Identifiable intangible assets with definite lives are amortized over the period of estimated benefit using the straight-line method. The straight-line method of amortization represents the Company’s best estimate of the period of expected cash flows of the identifiable intangible assets.

The goodwill balance is primarily attributed to the anticipated synergies from the acquisition and expanded market opportunities with respect to the integration of one2many’s products with the Company's other solutions. The Company believes that the factors listed above in relation to the purchase of one2many support the amount of goodwill recorded as a result of the purchase price paid for the acquisition, in relation to other acquired tangible and intangible assets. The resulting goodwill from the one2many acquisition is not deductible for income tax purposes.

F-31

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

During the year ended December 31, 2020, the Company incurred transaction costs of $0.2 million in connection with the one2many acquisition, which were expensed as incurred and included in general and administrative expenses.

Techwan SA

On May 27, 2020, the Company entered into a Stock Purchase Agreement with Techwan SA pursuant to which the Company purchased all of the issued and outstanding shares of stock of Techwan for a base consideration of $15.5 million. The Company paid $9.4 million in cash at closing, acquired purchase liabilities of $0.1 million and paid the remaining purchase price with 38,425 newly issued shares of the Company’s common stock. In addition, in accordance with the Stock Purchase Agreement, 6,779 shares of the Company’s common stock were reserved and are expected to be issued to the sellers in November 2021 subject to the provisions in the Stock Purchase Agreement. On the date of this acquisition, the average price of the Company’s common stock on the Nasdaq Global Market was $132.05 per share. In addition to the base purchase price, there is also a potential contingent payment of up to approximately $7.0 million that can be earned by the sellers based on revenue metrics during the period of April 1, 2020 through March 31, 2021. At the date of the acquisition, the Company preliminarily assessed the probabilities of Techwan meeting the revenue metrics during the period of April 1, 2020 through March 31, 2021 and recorded a $2.0 million initial fair value of contingent consideration as part of the purchase price allocation. During the year ended December 31, 2020, the Company recognized a decrease in the fair value of Techwan’s contingent consideration obligation in the amount of $2.0 million recognized in general and administrative expenses in the consolidated statements of operations and comprehensive loss. The Company acquired Techwan to expand the Company’s customer base and for its strategic technology assets to enhance the Company’s CEM suite of solutions.

As the Company finalizes its estimation of the fair value of the assets acquired and liabilities assumed, additional adjustments may be recorded during the measurement period (a period not to exceed 12 months). The initial accounting is incomplete as of December 31, 2020 for the acquired assets and liabilities as the Company is in the process of completing the assessment of the tax attributes of the business combination. The finalization of the acquisition accounting valuation assessment may result in a change in the valuation of the deferred tax assets and liabilities which could have a material impact on the Company’s results of operations and financial position.

F-32

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

The following table summarizes the preliminary estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of Techwan made by the Company (in thousands):

 

 

 

Techwan

 

Assets acquired

 

 

 

 

Accounts receivable

 

$

921

 

Other current assets

 

 

235

 

Acquired technology

 

 

1,160

 

Trade names

 

 

580

 

Customer relationships

 

 

5,100

 

Goodwill

 

 

12,678

 

Other assets

 

 

254

 

Total assets acquired

 

 

20,928

 

Liabilities assumed

 

 

 

 

Accrued expenses

 

 

673

 

Deferred revenue

 

 

1,190

 

Deferred tax liabilities

 

 

838

 

Other current liabilities

 

 

927

 

Net assets acquired

 

$

17,300

 

Consideration paid

 

 

 

 

Cash consideration, net of cash acquired

 

$

9,301

 

Fair value of common stock issued

 

 

5,074

 

Acquisition-related deferred common stock consideration

 

 

895

 

Contingent consideration

 

 

2,030

 

Total

 

$

17,300

 

 

The weighted average useful life of all identified acquired intangible assets is 7.47 years. The average useful lives for acquired technologies, customer relationships and trade names are 3.0 years, 9.0 years and 3.0 years, respectively. Identifiable intangible assets with definite lives are amortized over the period of estimated benefit using the straight-line method. The straight-line method of amortization represents the Company’s best estimate of the period of expected cash flows of the identifiable intangible assets.

The goodwill balance is primarily attributed to the anticipated synergies from the acquisition and expanded market opportunities with respect to the integration of Techwan’s products with the Company's other solutions. The Company believes that the factors listed above in relation to the purchase of Techwan support the amount of goodwill recorded as a result of the purchase price paid for the acquisition, in relation to other acquired tangible and intangible assets. The resulting goodwill from the Techwan acquisition is not deductible for income tax purposes.

During the year ended December 31, 2020, the Company incurred transaction costs of $0.2 million in connection with the Techwan acquisition, which were expensed as incurred and included in general and administrative expenses.

SnapComms Limited

On August 4, 2020, the Company entered into a Stock Purchase Agreement with SnapComms Limited pursuant to which the Company purchased all of the issued and outstanding shares of stock of SnapComms for a base consideration of $34.4 million. The Company paid $13.6 million in cash and issued 121,858 newly issued shares of the Company’s common stock at closing. On the date of this acquisition, the average price of the Company’s common stock on the Nasdaq Global Market was $145.13 per share. On the first anniversary of the acquisition date, the Company expects to pay deferred consideration of approximately $3.3 million in cash and shares of the Company’s common stock subject to the provisions in the Stock Purchase Agreement. In addition to the base purchase price, there is also a potential contingent payment of up to approximately $5.0 million that can be earned by the sellers based on revenue metrics during the period of April 1, 2020 through March 31, 2021. At the date of

F-33

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

the acquisition, the Company preliminarily assessed the probability of SnapComms meeting the revenue metrics during the period of April 1, 2020 through March 31, 2021 and recorded a $2.0 million initial fair value of contingent consideration as part of the purchase price allocation. During the year ended December 31, 2020, the Company recognized a decrease in the fair value of SnapComms’ contingent consideration obligation in the amount of $2.0 million recognized in general and administrative expenses in the consolidated statements of operations and comprehensive loss. The Company acquired SnapComms to expand the Company’s customer base and for its internal communications software to enhance the Company’s CEM suite of solutions.

During the year ended December 31, 2020, the Company recognized a $0.9 million decrease in SnapComms’ deferred revenue balance with a corresponding decrease in goodwill from the initial assessment as of the acquisition date. As the Company finalizes its estimation of the fair value of the assets acquired and liabilities assumed, additional adjustments may be recorded during the measurement period (a period not to exceed 12 months). The initial accounting is incomplete as of December 31, 2020 for the acquired assets and liabilities as the Company is in the process of completing the assessment of the tax attributes of the business combination. The finalization of the acquisition accounting valuation assessment may result in a change in the valuation of the deferred tax assets and liabilities which could have a material impact on the Company’s results of operations and financial position.  

The following table summarizes the preliminary estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of SnapComms made by the Company (in thousands):

 

 

 

SnapComms

 

Assets acquired

 

 

 

 

Accounts receivable

 

$

1,808

 

Other current assets

 

 

283

 

Property and equipment

 

 

118

 

Acquired technology

 

 

2,300

 

Trade names

 

 

960

 

Customer relationships

 

 

13,300

 

Goodwill

 

 

22,629

 

Other assets

 

 

943

 

Total assets acquired

 

 

42,341

 

Liabilities assumed

 

 

 

 

Accrued expenses

 

 

503

 

Deferred revenue

 

 

3,165

 

Deferred tax liabilities

 

 

4,960

 

Other liabilities

 

 

742

 

Net assets acquired

 

$

32,971

 

Consideration paid

 

 

 

 

Cash consideration, net of cash acquired

 

$

10,090

 

Fair value of common stock issued

 

 

17,685

 

Acquisition-related deferred consideration

 

 

3,149

 

Contingent consideration

 

 

2,047

 

Total

 

$

32,971

 

 

The weighted average useful life of all identified acquired intangible assets is 7.82 years. The average useful lives for acquired technologies, customer relationships and trade names are 3.0 years, 9.0 years and 3.0 years, respectively. Identifiable intangible assets with definite lives are amortized over the period of estimated benefit using the straight-line method. The straight-line method of amortization represents the Company’s best estimate of the period of expected cash flows of the identifiable intangible assets.

The goodwill balance is primarily attributed to the anticipated synergies from the acquisition and expanded market opportunities with respect to the integration of SnapComms’ products with the Company's other solutions. The Company believes that the factors listed above in relation to the purchase of SnapComms support the amount of

F-34

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

goodwill recorded as a result of the purchase price paid for the acquisition, in relation to other acquired tangible and intangible assets. The resulting goodwill from the SnapComms acquisition is not deductible for income tax purposes.

During the year ended December 31, 2020, the Company incurred transaction costs of $0.1 million in connection with the SnapComms acquisition, which were expensed as incurred and included in general and administrative expenses.

2019 Acquisitions

MissionMode Solutions, Inc.

On April 1, 2019, the Company entered into a Stock Purchase Agreement with MissionMode Solutions, Inc. (“MissionMode”) pursuant to which the Company purchased all of the issued and outstanding shares of stock of MissionMode for base consideration of $6.8 million. There was also a potential contingent payment of up to $1.0 million that could have been earned in addition to the base consideration by the sellers based on successfully converting MissionMode’s customers to the Company’s products. At the date of the acquisition, the Company assessed the probabilities of MissionMode meeting the threshold to convert MissionMode’s customers to the Company’s products required for the seller to earn the contingent payment. Therefore, contingent consideration was recorded as part of the purchase price allocation and the fair value of the contingent consideration was determined to be $0.6 million. At December 31, 2019, it was determined to not be probable that MissionMode would meet the threshold to convert MissionMode’s customers to the Company’s products which resulted in a decrease of the contingent consideration obligation in the amount of $0.6 million recognized in general and administrative expenses in the consolidated statements of operations and comprehensive loss. The Company’s acquisition of MissionMode was made primarily to expand the Company’s customer base and to a lesser extent to complement some of the existing facets of MissionMode’s business with the Company’s existing products.  

The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed as well as the aggregate consideration during the year ended December 31, 2019 for the acquisition of MissionMode made by the Company (in thousands):

 

 

 

MissionMode

 

Assets acquired

 

 

 

 

Accounts receivable

 

$

295

 

Other assets

 

 

7

 

Property and equipment

 

 

6

 

Trade names

 

 

220

 

Acquired technology

 

 

310

 

Customer relationships

 

 

4,600

 

Goodwill

 

 

2,918

 

Total assets acquired

 

 

8,356

 

Liabilities assumed

 

 

 

 

Accounts payable and accrued expenses

 

 

152

 

Deferred revenue

 

 

880

 

Other liabilities

 

 

10

 

Net assets acquired

 

$

7,314

 

Consideration paid

 

 

 

 

Cash paid, net of cash acquired

 

$

6,764

 

Contingent consideration

 

 

550

 

Total

 

$

7,314

 

 

F-35

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

 

The weighted average useful life of all identified acquired intangible assets is 6.50 years. The weighted average useful lives for acquired technologies, customer relationships and trade names are 3.0 years, 7.0 years and 1.0 year, respectively. Identifiable intangible assets with definite lives are amortized over the period of estimated benefit using the straight-line method. The straight-line method of amortization represents the Company’s best estimate of the distribution of the economic value of the identifiable intangible assets.

The goodwill balance is primarily attributed to the anticipated synergies from the acquisition and expanded market opportunities with respect to the integration of MissionMode’s products with the Company's other solutions. The Company believes that the factors listed above in relation to the purchase of MissionMode support the amount of goodwill recorded as a result of the purchase price paid for the acquisition, in relation to other acquired tangible and intangible assets. The resulting goodwill from the MissionMode acquisition is not deductible for income tax purposes.

During the year ended December 31, 2019, the Company incurred transaction costs of $0.1 million in connection with the MissionMode acquisition, which were expensed as incurred and included in general and administrative expenses within the accompanying consolidated statements of operations and comprehensive loss.

Neither the investment in the assets nor the results of operations of the acquisition of MissionMode was significant to the Company’s consolidated financial position or results of operations, and thus pro forma information is not presented.

NC4 Inc. and NC4 Public Sector

On July 29, 2019, the Company entered into a Membership Interest Purchase Agreement (the “Purchase Agreement”) with NC4 Inc., NC4 Public Sector LLC, and Celerium Group Inc., pursuant to which the Company purchased all of the outstanding membership interest of NC4 Inc. and NC4 Public Sector LLC (collectively, “NC4”) for total consideration of approximately $84.5 million. The Company paid approximately $51.7 million in cash at closing from the Company’s cash and cash equivalents. The remaining purchase price was paid with 320,998 newly issued shares of the Company’s common stock. On the date of this acquisition the average price of the Company’s common stock on the Nasdaq Global Market was $102.18 per share. On August 1, 2019, the Acquisition was consummated pursuant to the Purchase Agreement, except for the transfer of the NC4 Public Sector business which was consummated on September 30, 2019. The Company determined that the two transactions should be accounted for as a single transaction in accordance with ASC 810-10-40-6, Consolidation, as the transactions were entered in contemplation of one another and were essentially a single transaction designed to achieve an overall commercial effect. The Company’s acquisition of NC4 was made primarily to expand the Company’s customer base and to a lesser extent to complement some of the existing facets of NC4’s business with the Company’s existing products.

F-36

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed as well as the aggregate consideration during the year ended December 31, 2019 for the acquisition of NC4 made by the Company (in thousands):

 

 

 

NC4

 

Assets acquired

 

 

 

 

Accounts receivable

 

$

2,611

 

Other current assets

 

 

530

 

Property and equipment

 

 

75

 

Acquired technology

 

 

5,210

 

Trade names

 

 

8,610

 

Customer relationships

 

 

35,490

 

Goodwill

 

 

40,384

 

Total assets acquired

 

 

92,910

 

Liabilities assumed

 

 

 

 

Deferred revenue

 

 

7,540

 

Other current liabilities

 

 

917

 

Net assets acquired

 

$

84,453

 

Consideration paid

 

 

 

 

Cash paid

 

$

51,655

 

Fair value of common stock issued

 

 

32,798

 

Total

 

$

84,453

 

 

The weighted average useful life of all identified acquired intangible assets is 5.88 years. The average useful lives for acquired technologies, customer relationships and trade names are 3.0 years, 7.0 years and 3.0 years, respectively. Identifiable intangible assets with definite lives are amortized over the period of estimated benefit using the straight-line method. The straight-line method of amortization represents the Company’s best estimate of the period of expected cash flows of the identifiable intangible assets.                              

The goodwill balance is primarily attributed to the anticipated synergies from the acquisition and expanded market opportunities with respect to the integration of NC4’s products with the Company's other solutions. The Company believes that the factors listed above in relation to the purchase of NC4 support the amount of goodwill recorded as a result of the purchase price paid for the acquisition, in relation to other acquired tangible and intangible assets. The resulting goodwill from the NC4 acquisition is deductible for income tax purposes.

During the year ended December 31, 2019, the Company incurred transaction costs of $0.2 million in connection with the NC4 acquisition, which were expensed as incurred and included in general and administrative expenses within the accompanying consolidated statements of operations and comprehensive loss.

Unaudited Pro Forma Financial Information

The following tables reflect the results of acquired business included in the Company’s unaudited financial information for the year ended December 31, 2019 as well as the unaudited pro forma combined results of operations for the years ended December 31, 2019 and 2018 as if the acquisition of NC4 had taken place on January 1, 2018. The unaudited pro forma financial information includes the effects of certain adjustments, including the amortization of acquired intangible assets and the associated tax effect and the elimination of the Company’s and the acquiree’s non-recurring acquisition related expenses (in thousands, except per share amounts):

 

 

 

Revenue

 

 

Net loss

 

From the acquisition date to December 31, 2019

 

$

6,404

 

 

$

(3,079

)

For the year ended December 31, 2019 pro forma

 

 

211,830

 

 

 

(55,659

)

For the year ended December 31, 2018 pro forma

 

 

163,435

 

 

 

(55,753

)

F-37

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

 

 

 

 

Year Ended December 31,

 

 

 

2019

 

 

2018

 

Basic and diluted loss per share pro forma

 

$

(1.67

)

 

$

(1.89

)

 

The unaudited pro forma information presented does not purport to be indicative of the results that would have been achieved had the acquisition been consummated at January 1, 2018 nor of the results which may occur in the future. The pro forma adjustments are based upon available information and certain assumptions that the Company believes are reasonable.

 

 

(9) Convertible Senior Notes

 

0.125% Convertible Senior Notes Due 2024

In December 2019, the Company issued $450.0 million aggregate principal amount of 0.125% convertible senior notes due 2024, including $75.0 million aggregate principal amount of 2024 Notes issued upon the initial purchasers’ exercise in full of their option to purchase additional 2024 Notes. The 2024 Notes will mature on December 15, 2024, unless earlier redeemed or repurchased by the Company or converted by the holder pursuant to their terms. Interest is payable semiannually in arrears on June 15 and December 15 of each year, commencing on June 15, 2020.

The 2024 Notes are governed by an Indenture between the Company, as issuer, and U.S. Bank National Association, as trustee (the “2024 Notes Indenture”). The 2024 Notes are unsecured and rank: senior in right of payment to the Company’s indebtedness that is expressly subordinated in right of payment to the 2024 Notes; equal in right of payment to the Company’s existing and future indebtedness that is not so subordinated, including its 1.50% convertible senior notes due 2022 (see 1.50% Convertible Senior Notes Due 2022 below); effectively junior in right of payment to any of the Company’s secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally junior to all existing and future indebtedness and other liabilities incurred by the Company’s subsidiaries.

Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of the Company’s common stock or a combination of cash and shares of common stock, at the Company’s election.

The 2024 Notes have an initial conversion rate of 8.8999 shares of common stock per $1,000 principal amount of 2024 Notes. This represents an initial effective conversion price of approximately $112.36 per share of common stock and approximately 4.0 million shares issuable upon conversion. Throughout the term of the 2024 Notes, the conversion rate may be adjusted upon the occurrence of certain events. Holders of the 2024 Notes will not receive any cash payment representing accrued and unpaid interest, if any, upon conversion of a 2024 Note, except in limited circumstances. Accrued but unpaid interest will be deemed to be paid by cash, shares of the Company’s common stock or a combination of cash and shares of the Company’s common stock paid or delivered, as the case may be, to the holder upon conversion of a 2024 Note.

Holders may convert all or a portion of their 2024 Notes prior to the close of business on the business day immediately preceding June 15, 2024, in multiples of $1,000 principal amount, only under the following circumstances:

 

•

during any calendar quarter commencing after the calendar quarter ending on March 31, 2020 (and only during such calendar quarter), if the last reported sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day;

 

•

during the five business day period after any ten consecutive trading day period (the “2024 Notes Measurement Period”), in which the “trading price” (as the term is defined in the 2024 Notes Indenture) per $1,000 principal amount of notes for each trading day of such 2024 Notes Measurement Period was less than 98% of the product of the last reported sale price of the Company’s common stock and the conversion rate on each such trading day;

F-38

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

 

 

•

if the Company calls such notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date; or

 

•

upon the occurrence of specified corporate events.

On or after June 15, 2024 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their 2024 Notes at the conversion rate at any time regardless of whether the conditions set forth below have been met.

As of December 31, 2020, the 2024 Notes are not yet convertible. The 2024 Notes are classified as long-term on the consolidated balance sheet as of December 31, 2020 as it is the Company’s intent to settle all of the debt at maturity or to settle in shares if exercised by the debt holder prior to maturity.

The 2024 Notes are not redeemable by the Company prior to December 20, 2022. The Company may redeem for cash all or any portion of the 2024 Notes, at its option, on or after December 20, 2022 if the last reported sale price of the Company's common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which the Company provides notice of redemption, during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the 2024 Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date.

Based on market data available for publicly traded, senior, unsecured corporate bonds issued by companies in the same industry and with similar maturity, the Company estimated the implied interest rate of its 2024 Notes to be approximately 5.16%, assuming no conversion option. Assumptions used in the estimate represent what market participants would use in pricing the equity component, including market interest rates, credit standing, and yield curves, all of which are defined as Level 2 observable inputs. The estimated implied interest rate was applied to the 2024 Notes, which resulted in a fair value of the liability component of $360.4 million upon issuance, calculated as the present value of implied future payments based on the $450.0 million aggregate principal amount. The excess of the principal amount of the liability component over its carrying amount, or the debt discount, is amortized to interest expense over the term of the 2024 Notes. The $89.6 million difference between the aggregate principal amount of $450.0 million and the estimated fair value of the liability component was recorded in additional paid-in capital as the 2024 Notes were not considered redeemable.

Significant judgment is required in determining the liability component of the related convertible senior notes as well as the balance sheet classification of the elements of the convertible senior notes. The Company accounted for the convertible senior notes and the partial extinguishment of the 2022 Notes, discussed below, as separate liability and equity components, determining the fair value of the respective liability components based on an estimate of the fair value of a similar liability without a conversion option and assigning the residual value to the equity component.

The Company estimated the fair value of the liability component of the convertible senior notes using a discounted cash flow model with a risk adjusted yield for similar debt instruments, absent any embedded conversion feature. In estimating the risk adjusted yield, the Company utilized both an income and market approach. For the income approach, the Company used a convertible bond pricing model, which included several assumptions including volatility and the risk-free rate. For the market approach, the Company performed an evaluation of issuances of convertible debt securities issued by other comparable companies. Additionally, a detailed analysis of the terms of the convertible senior notes transactions was required to determine existence of any derivatives that may require separate mark-to-market accounting under applicable accounting guidance.

In accounting for the transaction costs related to the issuance of the 2024 Notes, the Company allocated the total amount incurred to the liability and equity components based on their estimated relative fair values. Transaction costs attributable to the liability component, totaling $10.2 million, are being amortized to expense over the term of the 2024 Notes, and transaction costs attributable to the equity component, totaling $2.6 million, and were netted with the equity component in shareholders’ equity.

F-39

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

The 2024 Notes consist of the following (in thousands):

 

 

 

As of December 31,

 

 

 

2020

 

 

2019

 

Liability component:

 

 

 

 

 

 

 

 

Principal

 

$

450,000

 

 

$

450,000

 

Less: debt discount, net of amortization

 

 

(80,968

)

 

 

(98,942

)

Net carrying amount

 

$

369,032

 

 

$

351,058

 

Equity component (1)

 

 

86,133

 

 

 

86,133

 

 

(1)

Recorded in the consolidated balance sheet within additional paid-in capital, net of $2.6 million transaction costs in equity and net of $0.9 million for taxes.

The following table sets forth total interest expense recognized related to the 2024 Notes (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

0.125% coupon

 

$

564

 

 

$

27

 

Amortization of debt discount and transaction costs

 

 

17,974

 

 

 

827

 

 

 

$

18,538

 

 

$

854

 

 

The fair value of the 2024 Notes, which was determined based on inputs that are observable in the market or that could be derived from, or corroborated with, observable market data, quoted price of the 2024 Notes in an over-the-counter market (Level 2), and carrying value of debt instruments (carrying value excludes the equity component of the Company’s 2024 Notes classified in equity) were as follows (in thousands):

 

 

 

As of December 31,

 

 

 

2020

 

 

2019

 

 

 

Fair Value

 

 

Carrying Value

 

 

Fair Value

 

 

Carrying Value

 

2024 Notes

 

$

663,615

 

 

$

369,032

 

 

$

450,414

 

 

$

351,058

 

 

In connection with the issuance of the 2024 Notes, the Company entered into capped call transactions with certain counterparties affiliated with the initial purchasers and other financial institutions. The capped call transactions are expected to reduce potential dilution of earnings per share upon conversion of the 2024 Notes. Under the capped call transactions, the Company purchased capped call options that in the aggregate relate to the total number of shares of the Company’s common stock underlying the 2024 Notes, with an initial strike price of approximately $112.36 per share, which corresponds to the initial conversion price of the 2024 Notes and is subject to anti-dilution adjustments substantially similar to those applicable to the conversion rate of the 2024 Notes, and with a cap price of approximately $166.46. The cost of the purchased capped calls of $44.9 million was recorded to shareholders’ equity and will not be re-measured.

Based on the closing price of the Company’s common stock of $149.07 on December 31, 2020, the if-converted value of the 2024 Notes was more than their respective principal amounts.

1.50% Convertible Senior Notes Due 2022

 

In November 2017, the Company issued $115.0 million aggregate principal amount of

F-40

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

1.50% convertible senior notes due 2022, including $15.0 million aggregate principal amount of 2022 Notes issued upon the initial purchasers’ exercise in full of their option to purchase additional 2022 Notes. The 2022 Notes will mature on November 1, 2022, unless earlier redeemed or repurchased by the Company or converted by the holder pursuant to their terms. Interest is payable semiannually in arrears on May 1 and November 1 of each year, commencing on May 1, 2018.

The 2022 Notes are governed by an Indenture between the Company, as issuer, and U.S. Bank, National Association, as trustee (the “2022 Notes Indenture”). The 2022 Notes are unsecured and rank: senior in right of payment to the Company’s future indebtedness that is expressly subordinated in right of payment to the 2022 Notes; equal in right of payment to the Company’s existing and future indebtedness that is not so subordinated, including the Company’s 2024 Notes; effectively subordinated in right of payment to any of the Company’s secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally subordinated to all existing and future indebtedness and other liabilities incurred by the Company’s subsidiaries.

Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of the Company’s common stock or a combination of cash and shares of common stock, at the Company’s election. The Company’s current intention is to settle the conversion in shares of common stock if a conversion were to occur.

The 2022 Notes have an initial conversion rate of 29.6626 shares of common stock per $1,000 principal amount of 2022 Notes. This represents an initial effective conversion price of approximately $33.71 per share of common stock and initially approximately 3.4 million shares issuable upon conversion. Throughout the term of the 2022 Notes, the conversion rate may be adjusted upon the occurrence of certain events. Holders of the 2022 Notes will not receive any cash payment representing accrued and unpaid interest, if any, upon conversion of a 2022 Note, except in limited circumstances. Accrued but unpaid interest will be deemed to be paid by cash, shares of the Company’s common stock or a combination of cash and shares of the Company’s common stock paid or delivered, as the case may be, to the holder upon conversion of a 2022 Note.

Holders may convert all or a portion of their 2022 Notes prior to the close of business on the business day immediately preceding May 1, 2022, in multiples of $1,000 principal amount, only under the following circumstances:

 

•

during any calendar quarter commencing after the calendar quarter ending on March 31, 2018 (and only during such calendar quarter), if the last reported sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day;

 

•

during the five business day period after any five consecutive trading day period (the “2022 Notes Measurement Period”), in which the “trading price” (as the term is defined in the 2022 Notes Indenture) per $1,000 principal amount of notes for each trading day of such 2022 Notes Measurement Period was less than 98% of the product of the last reported sale price of the Company’s common stock on such trading day and the conversion rate on each such trading day;

 

•

if the Company calls any or all of the notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the maturity date; or

 

•

upon the occurrence of specified corporate events.

On or after May 1, 2022, until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their 2022 Notes at the conversion rate at any time regardless of whether the conditions set forth below have been met.

The 2022 Notes were not redeemable by the Company prior to November 6, 2020. The Company may redeem for cash all or any portion of the 2022 Notes, at its option, on or after November 6, 2020 if the last reported sale price of the Company's common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which the Company provides notice of redemption, during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the 2022 Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. The Company has not provided notice to exercise its option to redeem the 2022 Notes.

F-41

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

Based on the market price of the Company’s common stock during the 30 trading days preceding June 30, 2018, the 2022 Notes were convertible at the option of the debt holder as of September 30, 2018 and continue to be convertible at the option of the debt holder as of December 31, 2020.

In connection with the issuance of the 2024 Notes in December 2019, the Company paid $57.8 million to repurchase $23.0 million aggregate principal amount of the 2022 Notes. The Company determined the fair value of the liability portion being extinguished immediately prior to extinguishment. Based on market data available for publicly traded, senior, unsecured corporate bonds issued by companies in the same industry and with similar maturity, the Company estimated the implied interest rate of its 2022 Notes to be approximately 4.64%. The fair value of such liability portion was then deducted from the amount of consideration transferred and allocated to the liability component. The difference between the fair value of the liability and its carrying value, inclusive of any unamortized debt issue costs, were recognized as an extinguishment loss in the amount of $1.4 million in Loss on extinguishment of convertible notes on the consolidated statement of operations and comprehensive loss during the year ended December 31, 2019. The remaining consideration was allocated to the reacquisition of the equity component and recognized as a reduction of Additional paid-in capital on the consolidated balance sheet in the amount of $36.7 million. The Company also partially terminated capped call options entered into in connection with the 2022 Notes during fiscal year 2019 and received $5.8 million recorded to additional paid-in capital on the consolidated balance sheet.

During the year ended December 31, 2020, the Company issued 362,029 shares upon the conversion of approximately $12.2 million in aggregate principal amount of the 2022 Notes and recognized $11.4 million in additional paid-in capital on the consolidated balance sheet related to shares issued. The Company determined the fair value of the liability portion being extinguished immediately prior to extinguishment. Based on market data available for publicly traded, senior, unsecured corporate bonds issued by companies in the same industry and with similar maturity, the Company estimated the implied interest rate of its 2022 Notes ranged from approximately 4.64% to 5.13%. The fair value of such liability portion was then deducted from the amount of consideration transferred and allocated to the liability component. The difference between the fair value of the liability and its carrying value, inclusive of any unamortized debt issue costs, were recognized as an extinguishment loss in the amount of $0.4 million in Loss on extinguishment of convertible notes on the consolidated statement of operations and comprehensive loss during the year ended December 31, 2020. Of the $0.4 million Loss on extinguishment of convertible notes, $0.1 million Loss on extinguishment of convertible notes was recognized during the year ended December 31, 2020 related to a conversion notice which was received on December 31, 2020 and settled in January 2021.

The 2022 Notes are classified as long-term on the consolidated balance sheet as of December 31, 2020. The Company may repurchase the 2022 Notes prior to maturity and intends to settle in shares if exercised by the debt holder prior to maturity.

 

Based on market data available for publicly traded, senior, unsecured corporate bonds issued by companies in the same industry and with similar maturity, the Company estimated the implied interest rate of its 2022 Notes at the time of issuance to be approximately 6.93%, assuming no conversion option. Assumptions used in the estimate represent what market participants would use in pricing the equity component, including market interest rates, credit standing, and yield curves, all of which are defined as Level 2 observable inputs. The estimated implied interest rate was applied to the 2022 Notes, which resulted in a fair value of the liability component of $92.1 million upon issuance, calculated as the present value of implied future payments based on the $115.0 million aggregate principal amount. The excess of the principal amount of the liability component over its carrying amount, or the debt discount, is amortized to interest expense over the term of the 2022 Notes. The $22.9 million difference between the aggregate principal amount of $115.0 million and the estimated fair value of the liability component was recorded in additional paid-in capital as the 2022 Notes were not considered redeemable.

 

In accounting for the transaction costs related to the issuance of the 2022 Notes, the Company allocated the total amount incurred to the liability and equity components based on their estimated relative fair values. Transaction costs attributable to the liability component on the remaining outstanding notes as of the issuance date, totaling $2.2 million, are being amortized to expense over the term of the 2022 Notes, and transaction costs attributable to the

F-42

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

equity component as of the issuance date, totaling $0.8 million, and were netted with the equity component in shareholders’ equity.

The 2022 Notes consist of the following (in thousands):

 

 

 

As of December 31,

 

 

 

2020

 

 

2019

 

Liability component:

 

 

 

 

 

 

 

 

Principal

 

$

79,795

 

 

$

92,000

 

Less: debt discount, net of amortization

 

 

(7,313

)

 

 

(12,776

)

Net carrying amount

 

$

72,482

 

 

$

79,224

 

Equity component (1)

 

 

(21,318

)

 

 

(14,555

)

 

(1)

Recorded in the consolidated balance sheet within additional paid-in capital, net of $0.8 million transaction costs in equity. Additional paid-in capital also includes $36.7 million market premium representing the excess of the total consideration delivered over the fair value of the liability recognized related to the $23.0 million principal balance extinguishment of the 2022 Notes in December 2019.  

The following table sets forth total interest expense recognized related to the 2022 Notes (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

1.50% coupon

 

$

1,363

 

 

$

1,709

 

 

$

1,725

 

Amortization of debt discount and transaction costs

 

 

4,187

 

 

 

4,884

 

 

 

4,616

 

 

 

$

5,550

 

 

$

6,593

 

 

$

6,341

 

 

The fair value of the 2022 Notes, which was determined based on inputs that are observable in the market or that could be derived from, or corroborated with, observable market data, quoted price of the 2022 Notes in an over-the-counter market (Level 2), and carrying value of debt instruments (carrying value excludes the equity component of the Company’s convertible notes classified in equity) were as follows (in thousands):

 

 

 

As of December 31,

 

 

 

2020

 

 

2019

 

 

 

Fair Value

 

 

Carrying Value

 

 

Fair Value

 

 

Carrying Value

 

2022 Notes

 

$

265,488

 

 

$

72,482

 

 

$

215,801

 

 

$

79,224

 

 

In connection with the issuance of the 2022 Notes, the Company entered into capped call transactions with certain counterparties affiliated with the initial purchasers and others. The capped call transactions are expected to reduce potential dilution of earnings per share upon conversion of the 2022 Notes. Under the capped call transactions, the Company purchased capped call options that in the aggregate relate to the total number of shares of the Company’s common stock underlying the 2022 Notes, with an initial strike price of approximately $33.71 per share, which corresponds to the initial conversion price of the 2022 Notes and is subject to anti-dilution adjustments substantially similar to those applicable to the conversion rate of the 2022 Notes, and have a cap price of approximately $47.20. The cost of the purchased capped calls of $12.9 million was recorded to shareholders’ equity and will not be re-measured.

 

Based on the closing price of the Company’s common stock of $149.07 on December 31, 2020, the if-converted value of the 2022 Notes was more than their respective principal amounts.

The following table summarizes the Company’s debt obligations at December 31, 2020 (in thousands):

 

 

 

Less than

1 Year

 

 

1 to 3

Years

 

 

3 to 5

Years

 

 

More than

5 Years

 

 

Total

 

Debt obligations

 

$

—

 

 

$

79,795

 

 

$

450,000

 

 

$

—

 

 

$

529,795

 

F-43

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

 

Debt obligations include the principal amount of the 2024 Notes and 2022 Notes but exclude interest payments to be made under the 2024 Notes and 2022 Notes. Although the 2024 Notes and 2022 Notes mature in 2024 and 2022, respectively, they can be converted into cash and shares of our common stock prior to maturity if certain conditions are met. Any conversion prior to maturity can result in repayments of the principal amounts sooner than the scheduled repayments as indicated in the table. The 2024 Notes and 2022 Notes balance excludes $81.0 million and $7.3 million, respectively, of debt discount capitalized on the balance sheet and shown net of our debt obligations.

 

(10) Stockholders’ Equity

Preferred Stock

As of December 31, 2020, the Company had authorized 10,000,000 shares of preferred stock, par value $0.001, of which no shares were outstanding.

Common Stock

Holders of the Company’s common stock are entitled to one vote per share.  

 

As of December 31, 2020, the Company had authorized 100,000,000 shares of common stock, par value $0.001. At December 31, 2020 and 2019, there are 35,449,447 and 33,848,627 shares of common stock issued and outstanding, respectively.

(11) Stock Plans and Stock-Based Compensation

      

The Company’s 2016 Equity Incentive Plan (the “2016 Plan”), became effective on September 15, 2016. The 2016 Plan provides for the grant of incentive stock options, non-qualified stock options, restricted stock awards, restricted stock unit awards, stock appreciation rights and performance share awards to employees, directors and consultants of the Company. The number of shares of common stock reserved for issuance under the 2016 Plan will automatically increase on January 1 of each year by 3% of the number of shares of the Company’s capital stock outstanding on the immediately preceding December 31, or such lesser number of shares as determined by the Company’s board of directors.

 

 

Employee Stock Purchase Plan

The Company’s Employee Stock Purchase Plan (“2016 ESPP”) became effective on September 15, 2016. The number of shares reserved for issuance under the 2016 ESPP will automatically increase on January 1 of each year by the lesser of 200,000 shares of the Company’s common stock, 1% of the number of shares of the Company’s common stock outstanding on the immediately preceding December 31, or such lesser number of shares as determined by the Company’s board of directors.

The 2016 ESPP allows eligible employees to purchase shares of the Company’s common stock at a discount of up to 15% through payroll deductions of their eligible compensation, subject to any plan limitations. The 2016 ESPP provides for separate six-month offering periods beginning each March and September of each fiscal year.

On each purchase date, eligible employees will purchase the Company’s stock at a price per share equal to 85% of the lesser of (i) the fair market value of the Company’s common stock on the offering date or (ii) the fair market value of the Company’s common stock on the purchase date.

For the years ended December 31, 2020, 2019 and 2018, 49,319, 42,481, and 74,517 shares of common stock, respectively, were purchased under the 2016 ESPP. As of December 31, 2020, 2019 and 2018, total recognized compensation cost was $1.4 million, $0.9 million, and $0.7 million, respectively. As of December 31, 2020, unrecognized compensation cost related to the 2016 ESPP was $0.4 million which will be amortized over a weighted-average period of 0.20 years.

F-44

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

Stock Options

Stock option awards are granted with an exercise price equal to the fair market value of the Company’s common stock at the date of grant based on the closing market price of its common stock as reported on The Nasdaq Global Market. The option awards generally vest over four years and are exercisable any time after vesting. The stock options expire ten years after the date of grant.

The weighted-average grant-date fair value per share of stock options granted for the year ended December 31, 2018 was $35.00. There were no stock options granted during the years ended December 31, 2020 and 2019. The Company recorded stock-based compensation expense of $3.5 million, $5.7 million and $7.7 million for the years ended December 31, 2020, 2019 and 2018, respectively, attributed to stock options.

The total intrinsic value of options exercised in 2020, 2019 and 2018 was $30.6 million, $48.2 million and $25.7 million, respectively. This intrinsic value represents the difference between the fair market value of the Company’s common stock on the date of exercise and the exercise price of each option. Based on the fair market value of the Company’s common stock at December 31, 2020, 2019 and 2018 the total intrinsic value of all outstanding options was $34.5 million, $37.3 million and $59.9 million, respectively.

There were no excess tax benefits realized for the tax deductions from stock options exercised during the years ended December 31, 2020, 2019 and 2018.

The fair value of stock option grants and shares issuable under the ESPP is determined using the Black-Scholes option pricing model with the following weighted-average assumptions:

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Employee Stock Options:

 

 

 

 

 

 

 

 

 

 

 

 

Fair value of common stock

 

 

—

 

 

 

—

 

 

$33.06 - $58.75

 

Expected term (in years) (1)

 

 

—

 

 

 

—

 

 

 

6.00

 

Expected volatility (2)

 

 

—

 

 

 

—

 

 

45% - 50%

 

Risk-free interest rate (3)

 

 

—

 

 

 

—

 

 

2.72% - 2.98%

 

Dividend rate (4)

 

 

—

 

 

 

—

 

 

0%

 

Employee Stock Purchase Plan:

 

 

 

 

 

 

 

 

 

 

 

 

Expected term (in years) (1)

 

 

0.50

 

 

 

0.50

 

 

 

0.50

 

Expected volatility (2)

 

55% - 65%

 

 

45%

 

 

40% - 60%

 

Risk-free interest rate (3)

 

0.12% - 0.29%

 

 

1.93% - 2.52%

 

 

1.18% - 2.33%

 

Dividend rate (4)

 

0%

 

 

0%

 

 

0%

 

 

(1)

The expected term represents the period that the stock-based compensation awards are expected to be outstanding. Since the Company did not have sufficient historical information to develop reasonable expectations about future exercise behavior, the Company used the simplified method to compute expected term, which reflects the average of the time-to-vesting and the contractual life for stock options. The expected term represents the contractual term of the ESPP;

(2)

The expected volatility of the Company’s common stock on the date of grant is based on the weighted-average of the Company’s historical volatility as a public company, the implied volatility of publicly-traded options on the Company’s common stock and the volatilities of publicly traded peer companies that are reasonably comparable to the Company’s own operations;

(3)

The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for zero coupon U.S. Treasury notes with maturities approximately equal to the expected term of the grant; and

(4)

The expected dividend yield is assumed to be zero as the Company has never paid dividends and has no current plans to pay any dividends on the Company’s common stock.

Total unrecognized compensation cost related to nonvested stock options was approximately $1.4 million as of December 31, 2020 and is expected to be recognized over a weighted average period of 0.9 years. The amount of cash received from the exercise of stock options in 2020, 2019 and 2018 was $8.2 million, $17.4 million, and $10.2 million, respectively.

F-45

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

The following table summarizes the Company’s stock option activity:

 

 

 

Stock options

outstanding

 

 

Weighted

average

exercise price

 

Outstanding at December 31, 2019

 

 

723,383

 

 

$

26.56

 

Exercised

 

 

(323,838

)

 

 

25.20

 

Forfeited

 

 

(120,524

)

 

 

32.57

 

Outstanding at December 31, 2020

 

 

279,021

 

 

 

25.55

 

 

Stock options outstanding, vested and expected to vest and exercisable are as follows:

 

 

 

As of December 31, 2020

 

 

 

Number

of shares

 

 

Remaining

contractual

life (years)

 

 

Weighted-

average

exercise

price

 

Outstanding

 

 

279,021

 

 

 

6.30

 

 

$

25.55

 

Vested and expected to vest

 

 

277,328

 

 

 

6.30

 

 

 

25.50

 

Exercisable

 

 

166,634

 

 

 

5.90

 

 

 

21.69

 

  

Vested and nonvested stock option activity was as follows:

 

 

 

Vested

 

 

Nonvested

 

 

 

Options

outstanding

 

 

Weighted

average

exercise

price

 

 

Options

outstanding

 

 

Weighted

average

exercise

price

 

Outstanding at December 31, 2020

 

 

166,634

 

 

$

21.69

 

 

 

112,387

 

 

$

31.28

 

 

Restricted Stock Units

 

During the year ended December 31, 2020, the Company granted 346,912 RSUs to members of its senior management and certain other employees pursuant to the 2016 Plan. The Company accounts for RSUs issued to employees at fair value, based on the market price of the Company’s common stock on the date of grant. The weighted-average grant date fair values of RSUs granted during the years ended December 31, 2020, 2019 and 2018 were $122.82, $80.16 and $52.11 respectively. The fair values of RSUs that vested during the years ended December 31, 2020, 2019 and 2018, were $18.2 million, $11.9 million and $3.1 million, respectively. During the years ended December 31, 2020, 2019 and 2018, the Company recorded $20.1 million, $16.3 million, and $5.4 million respectively, of stock-based compensation related to the RSUs. There were 315,111 RSUs that vested during the year ended December 31, 2020.

As of December 31, 2020, there was $50.7 million of unrecognized compensation expense related to unvested RSUs which is expected to be recognized over a weighted-average period of approximately 2.4 years. For RSUs subject to graded vesting, the Company recognizes compensation cost on a straight-line basis over the service period for the entire award.

F-46

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

Performance-Based Restricted Stock Units

 

During the year ended December 31, 2020, the Company granted 302,050 PSUs to members of its management pursuant to the 2016 Plan. The PSUs generally vest based on the Company achieving certain revenue growth thresholds which range from 20% to 40% compounded annual growth over a measurement period of two years for the first 50% of PSUs and three years for the remaining PSUs. The vesting of the PSUs is subject to the employee’s continued employment with the Company through the date of achievement. During the year ended December 31, 2020, the share price of the Company’s common stock on the date of issuance of the PSUs ranged from $82.23 to $158.95 per share. The fair value is based on the value of the Company’s common stock at the date of issuance and the probability of achieving the performance metric. The Company has assessed the probability of achievement of the award at 100% based on past performance of achievement of the performance metric. Compensation cost is adjusted in future periods for subsequent changes in the expected outcome of the performance related conditions. The weighted-average grant date fair value of PSUs granted during the years ended December 31, 2020, 2019 and 2018 was $119.78, $80.87 and $55.99, respectively. 136,768 PSUs vested during the year ended December 31, 2020. No PSUs vested during the years ended December 31, 2019 and 2018. For the years ended December 31, 2020, 2019 and 2018, the Company recognized $21.8 million, $10.6 million and $1.5 million, respectively, of stock compensation expense in connection with the PSU awards.          

As of December 31, 2020, there was $37.5 million of unrecognized compensation expense related to unvested PSUs which is expected to be recognized over a weighted-average period of approximately 1.8 years. Compensation cost is recognized under the accelerated method and is adjusted in future periods for subsequent changes in the expected outcome of the performance related conditions.

 

Market-Based Restricted Stock Units

During the years ended December 31, 2020 and 2019, the Company granted no market-based RSUs pursuant to the 2016 Plan. The market-based RSUs granted prior to the year ended December 31, 2019 vested based on the Company achieving certain stock price thresholds, which ranged from $35 per share to $65 per share for 30 consecutive trading days as reported by The Nasdaq Stock Market, LLC, subject to the employee’s continued employment with the Company through the date of achievement. The share price of the Company’s common stock on the date of issuance of the market-based RSUs was between $33.06 and $45.17 per share. The fair value was based on values calculated under the Monte Carlo simulation model on the grant date. The key estimates used in the Monte-Carlo simulation were a risk-free rate of 2.26% to 2.90%, dividend yield of zero, expected term of 10 years and volatility of 50% to 60%. Compensation cost was not adjusted in future periods for subsequent changes in the expected outcome of market related conditions. During the years ended December 31, 2020 and 2019, the Company recognized no stock compensation expense in connection with these awards. During the year ended December 31, 2018, the Company recognized $10.5 million of stock compensation expense in connection with these awards.

 

As of December 31, 2020, there was no unrecognized compensation expense related to unvested market-based awards. 

 

 

The following table summarizes the Company’s RSU and PSU activity:

 

 

 

Number of Shares

 

Outstanding at December 31, 2019

 

 

1,314,791

 

Granted

 

 

648,962

 

Vested

 

 

(451,879

)

Forfeited

 

 

(91,333

)

Outstanding at December 31, 2020

 

 

1,420,541

 

 

F-47

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

 

Stock-Based Compensation Expense

The Company recorded the total stock-based compensation expense as follows (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Cost of revenue

 

$

2,954

 

 

$

1,966

 

 

$

2,306

 

Sales and marketing

 

 

15,946

 

 

 

9,983

 

 

 

9,282

 

Research and development

 

 

8,703

 

 

 

7,820

 

 

 

7,106

 

General and administrative

 

 

19,152

 

 

 

13,720

 

 

 

7,131

 

Total

 

$

46,755

 

 

$

33,489

 

 

$

25,825

 

 

Stock-based compensation expense is recognized over the award’s expected vesting schedule, which is reduced for forfeitures.

(12) Basic and Diluted Net Loss per Share

Basic net loss per common share is computed by dividing net loss by the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per share is computed by giving effect to all potential dilutive shares of common stock. Basic and diluted net loss per share of common stock were the same for all periods presented as the impact of all potentially dilutive securities outstanding was anti-dilutive. The Company uses the if converted method for convertible senior notes for calculating any potential dilutive effect on diluted loss per share.

The following common equivalent shares were excluded from the diluted net loss per share calculation because their inclusion would have been anti-dilutive:

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Convertible senior notes

 

 

6,371,882

 

 

 

6,733,914

 

 

 

3,411,199

 

Stock-based compensation grants

 

 

1,699,562

 

 

 

2,038,174

 

 

 

2,562,274

 

Total

 

 

8,071,444

 

 

 

8,772,088

 

 

 

5,973,473

 

 

In connection with the issuance of the 2024 Notes in December 2019, the Company paid $44.9 million to enter into capped call option agreements to reduce the potential dilution to holders of the Company’s common stock upon conversion of the 2024 Notes. In connection with the issuance of the 2022 Notes in November 2017, the Company paid $12.9 million to enter into capped call option agreements to reduce the potential dilution to holders of the Company’s common stock upon conversion of the 2022 Notes. In December 2019, the Company partially terminated capped call options related to the 2022 Notes and received $5.8 million. The capped call option agreements are excluded from the calculation of diluted net loss per share attributable to common stockholders as their effect is antidilutive.

Reserve for Unissued Shares of Common Stock

The Company is required to reserve and keep available out of its authorized but unissued shares of common stock such number of shares sufficient for the exercise of all shares granted and available for grant under the Company’s 2008 Equity Incentive Plan, 2016 Plan and 2016 ESPP. The amount of such shares of the Company’s common stock reserved for these purposes at December 31, 2020 was 4.8 million shares. Additionally, the Company is required to reserve and keep available out of its authorized but unissued shares of common stock shares that become issuable pursuant to the terms of the 2024 Notes and 2022 Notes.

 

F-48

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

 

(13) Income Taxes

The components of loss before income taxes are as follows (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Domestic

 

$

(72,164

)

 

$

(47,218

)

 

$

(41,985

)

Foreign

 

 

(23,499

)

 

 

(4,607

)

 

 

(4,734

)

Total

 

$

(95,663

)

 

$

(51,825

)

 

$

(46,719

)

 

For purposes of reconciling the Company’s provision for income taxes at the statutory rate and the Company’s provision (benefit) for income taxes at the effective tax rate, a notional 21% tax rate was applied as follows (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Income tax at federal statutory rate

 

$

(20,089

)

 

$

(10,883

)

 

$

(9,811

)

Increase (decrease) in tax resulting from:

 

 

 

 

 

 

 

 

 

 

 

 

State income tax expense, net of federal tax effect

 

 

(3,763

)

 

 

(3,657

)

 

 

(2,749

)

Nondeductible permanent items

 

 

1,659

 

 

 

3,522

 

 

 

(1,522

)

Executive Compensation

 

 

6,020

 

 

 

—

 

 

 

—

 

Foreign rate differential

 

 

(156

)

 

 

(367

)

 

 

552

 

Tax rate change

 

 

—

 

 

 

—

 

 

 

134

 

Adjustment to deferred taxes

 

 

(3,190

)

 

 

(1,904

)

 

 

307

 

Change in valuation allowance

 

 

25,339

 

 

 

22,481

 

 

 

15,805

 

Uncertain tax positions

 

 

151

 

 

 

128

 

 

 

143

 

Nonqualified stock option and performance award windfall

   upon exercise

 

 

(8,608

)

 

 

(9,128

)

 

 

(1,983

)

Other

 

 

370

 

 

 

233

 

 

 

(80

)

Total

 

$

(2,267

)

 

$

425

 

 

$

796

 

 

The difference between the statutory federal income tax rate and the Company’s effective tax rate in 2020, 2019 and 2018 is primarily attributable to the effect of state income taxes, difference between the U.S. and foreign tax rates, deferred tax state rate adjustments, share-based compensation, true up of deferred taxes, other non-deductible permanent items, and change in valuation allowance. In addition, the Company’s foreign subsidiaries are subject to varied applicable statutory income tax rates for the periods presented.

The provision for (benefit from) income taxes is as follows (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Current:

 

 

 

 

 

 

 

 

 

 

 

 

Federal

 

$

353

 

 

$

—

 

 

$

—

 

State

 

 

94

 

 

 

139

 

 

 

48

 

Foreign

 

 

492

 

 

 

116

 

 

 

753

 

 

 

 

939

 

 

 

255

 

 

 

801

 

Deferred:

 

 

 

 

 

 

 

 

 

 

 

 

Federal

 

 

(15,835

)

 

 

(16,460

)

 

 

(11,425

)

State

 

 

(6,115

)

 

 

(5,100

)

 

 

(3,250

)

Foreign

 

 

(6,595

)

 

 

(751

)

 

 

(1,135

)

 

 

 

(28,545

)

 

 

(22,311

)

 

 

(15,810

)

Change in valuation allowance

 

 

25,339

 

 

 

22,481

 

 

 

15,805

 

Total

 

$

(2,267

)

 

$

425

 

 

$

796

 

 

F-49

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

 

The net deferred tax assets (liabilities) are comprised of the following (in thousands):

 

 

 

As of December 31,

 

 

 

2020

 

 

2019

 

Deferred tax assets

 

 

 

 

 

 

 

 

Lease liability

 

$

4,447

 

 

$

4,295

 

AMT credit

 

 

9

 

 

 

9

 

Accrued expenses

 

 

3,066

 

 

 

2,837

 

Deferred revenue

 

 

555

 

 

 

—

 

Net operating loss carryforward

 

 

73,752

 

 

 

50,950

 

Other assets

 

 

7,483

 

 

 

6,967

 

Intangible assets

 

 

2,448

 

 

 

2,416

 

Valuation allowance

 

 

(52,320

)

 

 

(24,637

)

Total net deferred tax assets

 

 

39,440

 

 

 

42,837

 

Deferred tax liabilities

 

 

 

 

 

 

 

 

Deferred commissions

 

 

(5,996

)

 

 

(4,308

)

Deferred revenue

 

 

—

 

 

 

(336

)

Intangible assets

 

 

(18,199

)

 

 

(7,948

)

Property and equipment

 

 

(685

)

 

 

(296

)

Debt discount

 

 

(20,370

)

 

 

(26,589

)

Right-of-use asset

 

 

(4,029

)

 

 

(3,909

)

Deferred state taxes

 

 

—

 

 

 

(1,101

)

Other

 

 

(134

)

 

 

(352

)

Total deferred tax liabilities

 

 

(49,413

)

 

 

(44,839

)

Total non-current deferred income tax liabilities

 

$

(9,973

)

 

$

(2,002

)

 

A valuation allowance is recorded to reduce deferred tax assets to the amount that is more likely than not to be realized based on an assessment of positive and negative evidence, including estimates of future taxable income necessary to realize future deductible amounts. A significant piece of objective negative evidence evaluated was the cumulative loss incurred over the three-year period ended December 31, 2020. Such objective evidence limits the ability to consider other subjective evidence such as its projections for future growth. On the basis of this evaluation, at December 31, 2020 and 2019, a valuation allowance of $52.3 million and $24.6 million, respectively, has been recorded.

As of December 31, 2020, the Company has accumulated federal and state net operating loss (“NOL”) carryforwards of $240.1 million and $222.4 million, respectively. Of the $240.1 million of federal NOL carryforwards, $64.3 million was generated before January 1, 2018 and is subject to the 20-year carryforward period (“pre-Tax Act losses”). The remaining $175.8 million (“post-Tax Act losses”) can be carried forward indefinitely but is subject to the 80% taxable income limitation. Of the $222.4 million of state NOL carryforwards, $76.2 million can be carried forward indefinitely. The pre-Tax Act U.S. federal and state net operating loss carryforwards will expire in varying amounts through 2040. The Company completed a Section 382 study for the period through March 31, 2019 and determined that a Section 382 ownership change occurred on December 31, 2017 subjecting all pre-Tax Act losses to a utilization limitation; however, such limitation is not expected to result in NOLs expiring unused. Any future annual limitation may result in the expiration of NOLs before utilization. Included in the Company’s NOLs are federal and state NOLs of $9.2 million and $9.1 million, respectively, from various acquisitions which are subject to limitations under Section 382.

As of December 31, 2020 and 2019, the Company had combined foreign net operating loss carry-forwards available to reduce future taxable income of approximately $48.4 million and $25.6 million, respectively. As of December 31, 2020 and 2019, valuation allowances of $29.9 million and $24.6 million, respectively, had been recorded against the related deferred tax assets for those loss carry-forwards that are not more likely than not to be fully utilized in reducing future taxable income.

F-50

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

The following changes occurred in the amount of unrecognized tax benefits (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Beginning balance of unrecognized tax benefits

 

$

597

 

 

$

469

 

 

$

326

 

Additions for current year tax positions

 

 

131

 

 

 

106

 

 

 

142

 

Reductions for prior year tax positions

 

 

—

 

 

 

—

 

 

 

(14

)

Ending balance (excluding interest and penalties)

 

 

728

 

 

 

575

 

 

 

454

 

Interest and penalties

 

 

20

 

 

 

22

 

 

 

15

 

Total

 

$

748

 

 

$

597

 

 

$

469

 

For the year ended December 31, 2020, 2019 and 2018, the Company has recorded income tax expense of $151,000, $128,000 and $143,000, respectively, related to uncertain tax positions. The Company’s policy is to recognize potential interest and penalties related to unrecognized tax benefits associated with uncertain tax positions, if any, in the income tax provision. At December 31, 2020, 2019 and 2018, the Company had accrued $20,000, $22,000 and $15,000, respectively, in interest and penalties related to uncertain tax positions.

 

The Company is subject to taxation in the United States and various states along with other foreign countries. The Company has not been notified that it is under audit by the IRS or any state or foreign taxing authorities, however, due to the presence of NOL carryforwards, all of the income tax years remain open for examination in each of these jurisdictions. The Company does not believe that it is reasonably possible that the total amount of unrecognized tax benefits will significantly increase or decrease in the next 12 months.

Deferred income taxes have not been provided for undistributed earnings of the Company’s consolidated foreign subsidiaries because of the Company’s intent to reinvest such earnings indefinitely in active foreign operations. At December 31, 2020, the Company had $7.5 million in unremitted earnings that were permanently reinvested related to its consolidated foreign subsidiaries.

(14) Segment information

The Company operates as one operating segment. Operating segments are defined as components of an enterprise for which separate financial information is evaluated regularly by the chief operating decision maker (“CODM”), who is the Company’s chief executive officer, in deciding how to allocate resources and assess the Company’s financial and operational performance. While the Company has applications that address multiple use cases, the Company’s applications generally operate on and leverage a single technology platform and are deployed and sold in an identical way. In addition, the Company’s CODM evaluates the Company’s financial information and resources and assesses the performance of these resources on a consolidated basis. As a result, the Company has determined that the Company’s business operates in a single operating segment. Since the Company operates as one operating segment, all required financial segment information can be found in the consolidated financial statements.

 

 

(15) Revenue Recognition

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers ("Topic 606"). Topic 606 superseded the revenue recognition requirements in ASC Topic 605, Revenue Recognition ("Topic 605"), and requires the recognition of revenue when promised goods or services are transferred to customers in an amount that reflects the considerations to which the entity expects to be entitled to in exchange for those goods or services. Topic 606 also includes Subtopic 340-40, Other Assets and Deferred Costs - Contracts with Customers, which requires the deferral of incremental costs of obtaining a contract with a customer. Collectively, the Company refers to Topic 606 and Subtopic 340-40 as the "new revenue standard" or “ASC 606.”

The Company adopted the requirements of the new revenue standard as of January 1, 2018, utilizing the modified retrospective method of transition. The Company recognized the cumulative effect of initially applying the new revenue standard as an adjustment to the opening balance of accumulated deficit. Adoption of the new revenue standard resulted in changes to the Company’s accounting policies for revenue recognition and deferred commissions as detailed below. The Company applied the new revenue standard using a practical expedient where

F-51

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

the consideration allocated to the remaining performance obligations or an explanation of when the Company expects to recognize that amount as revenue for all reporting periods presented before the date of the initial application is not disclosed.

Based on the results of the Company’s evaluation, the adoption of the new revenue standard did not have a material impact on its revenue for the year ended December 31, 2018. The primary impact of adopting the new revenue standard relates to the deferral of incremental commission costs of obtaining subscription contracts. Under Topic 605, the Company deferred only direct and incremental commission costs to obtain a contract and amortized those costs over one year. Under the new revenue standard, the Company defers all incremental commission costs to obtain the contract. The Company amortizes costs for subscription-related commissions over a period of benefit that the Company has determined to be four years. Sales commissions attributable to professional services are expensed within twelve months of selling the service to the customer. Adoption of the new revenue standard had no impact on total cash provided from or used in operating, financing, or investing activities in the Company’s consolidated statements of cash flows.

The cumulative effect of the changes made to the Company’s consolidated January 1, 2018 balance sheet for the adoption of the new revenue standard was as follows (in thousands):

 

 

 

Balance at

December 31,

2017

 

 

Adjustments Due

to ASC 606

 

 

Balance at

January 1, 2018

 

BALANCE SHEET

 

 

 

 

 

 

 

 

 

 

 

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

Accounts receivable, net

 

$

31,699

 

 

$

100

 

 

$

31,799

 

Deferred costs

 

 

2,429

 

 

 

2,132

 

 

 

4,561

 

Deferred costs (non-current)

 

 

—

 

 

 

6,965

 

 

 

6,965

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

 

 

 

 

 

 

Other current liabilities

 

 

808

 

 

 

100

 

 

 

908

 

Deferred revenue (current and non-current)

 

 

73,072

 

 

 

—

 

 

 

73,072

 

Accumulated deficit

 

 

(109,252

)

 

 

9,097

 

 

 

(100,155

)

 

The following table disaggregates the Company’s revenue by geography which provides information as to the major source of revenue (in thousands):

 

 

 

Year Ended December 31,

 

Primary Geographic Markets

 

2020

 

 

2019

 

 

2018

 

United States

 

$

201,458

 

 

$

157,039

 

 

$

119,589

 

International

 

 

69,683

 

 

 

43,843

 

 

 

27,505

 

Total

 

$

271,141

 

 

$

200,882

 

 

$

147,094

 

 

 

The following table presents the Company’s revenues disaggregated by revenue source (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Subscription services

 

$

242,651

 

 

$

179,934

 

 

$

137,260

 

Professional services

 

 

20,410

 

 

 

17,187

 

 

 

9,538

 

Software licenses and other

 

 

8,080

 

 

 

3,761

 

 

 

296

 

Total

 

$

271,141

 

 

$

200,882

 

 

$

147,094

 

 

Contract Assets

The Company does not have material amounts of contract assets since revenue is recognized as control of goods is transferred or as services are performed. There are a small number of professional services that may occur over a

F-52

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

period of time, but that period of time is generally very short in duration. Any contract assets that may arise are recorded in other assets in the Company’s consolidated balance sheet net of an allowance for credit losses.

Contract Liabilities

The Company’s contract liabilities consist of advance payments and deferred revenue. The Company’s contract liabilities are reported in a net position on a contract-by-contract basis at the end of each reporting period. The Company classifies advance payments and deferred revenue as current or noncurrent based on the timing of when it expects to recognize revenue. Generally, all contract liabilities are expected to be recognized within one year and are included in deferred revenue in the Company’s consolidated balance sheet. The noncurrent portion of deferred revenue is included and separately disclosed in the Company’s consolidated balance sheet.

Deferred Costs

Current deferred costs, which primarily consist of deferred sales commissions, were $14.5 million and $9.9 million as of December 31, 2020 and 2019, respectively. Noncurrent deferred costs, which primarily consist of deferred sales commissions, were $15.9 million and $14.2 million as of December 31, 2020 and 2019, respectively. During the years ended December 31, 2020, 2019 and 2018, amortization expense for the deferred costs was $12.6 million, $8.0 million and $5.5 million, respectively. There was  no impairment loss in relation to the costs capitalized.

Deferred Revenue

For the years ended December 31, 2020, 2019 and 2018, $123.3 million, $86.2 million and $62.5 million, respectively, of subscription services, license and other revenue was recognized and was included in the deferred revenue balances at the beginning of the respective period. For the years ended December 31, 2020 and 2019, $6.6 million and $6.0 million, respectively, of professional services revenue was recognized and was included in the deferred revenue balance at the beginning of the period.

As of December 31, 2020, approximately $358.4 million of revenue is expected to be recognized from remaining performance obligations for subscription and other contracts.  The Company expects to recognize revenue on approximately $212.8 million of these remaining performance obligations over the next 12 months, with the balance recognized thereafter.     

As of December 31, 2020, approximately $16.5 million of revenue is expected to be recognized from remaining performance obligations for professional services contracts. The Company expects to recognize revenue on approximately $13.5 million of these remaining performance obligations over the next 12 months, with the balance recognized thereafter.

 

(16) Geographic Concentrations

Revenue by location is determined by the billing address of the customer. Approximately 74%, 78% and 81% of the Company’s revenue was from the United States for the fiscal years ended December 31, 2020, 2019 and 2018, respectively. No other individual country comprised more than 6% of total revenue for the fiscal years ended December 31, 2020, 2019 and 2018. Property and equipment by geographic location is based on the location of the legal entity that owns the asset. As of December 31, 2020 and 2019, more than 83% of the Company’s property and equipment was located in the United States.

(17) Employee Benefit Plan

The Company maintains a 401(k) plan for the benefit of the Company’s eligible employees. The plan covers all employees who have attained minimum service requirements. The 401(k) plan allows each participant to contribute up to an amount not to exceed an annual statutory maximum. The Company may, at its discretion, make matching contributions to the 401(k) plan. There was $1.7 million, $1.2 million and $0.6 million cash contributions made to the plan by the Company for the years ended December 31, 2020, 2019 and 2018, respectively. Contribution

F-53

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

expense recognized for the 401(k) plan was $1.7 million, $1.2 million and $0.5 million for the years ended December 31, 2020, 2019, and 2018, respectively.

(18) Leases

The Company’s leases relate primarily to office facilities that expire on various dates from 2021 through 2029. The terms of the Company's non-cancelable operating lease arrangements typically contain fixed lease payment which increases over the term of the lease at fixed rates, rent holidays and provide for additional renewal periods. Lease expense is recognized over the term of the lease on a straight-line basis. All of the Company’s leases are classified as operating leases. The Company has determined that periods covered by options to extend the Company’s leases are excluded from the lease term as the Company is not reasonably certain the Company will exercise such options. Operating lease expense, including expenses related to short-term leases, were $6.0 million, $4.8 million and $3.8 million for the years ended December 31, 2020, 2019 and 2018, respectively.

The Company records its ROU Assets within other assets (long term) and its operating lease liabilities within other current and long-term liabilities.

Additional information related to the Company’s leases is as follows (in thousands, except lease term and discount rate):

 

 

 

As of December 31,

 

 

 

2020

 

 

2019

 

Balance sheet information

 

 

 

 

 

 

 

 

ROU assets

 

$

15,045

 

 

$

13,071

 

Lease liabilities, current

 

$

4,259

 

 

$

3,567

 

Lease liabilities, non-current

 

 

14,403

 

 

 

11,823

 

Total lease liabilities

 

$

18,662

 

 

$

15,390

 

Supplemental data

 

 

 

 

 

 

 

 

Weighted average remaining lease term

 

4.57 years

 

 

4.11 years

 

Weighted average discount rate

 

 

7.00

%

 

 

7.00

%

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

Cash paid for amounts included in lease liabilities

 

$

4,891

 

 

$

3,986

 

ROU assets obtained in exchange for new lease obligations

 

 

5,870

 

 

 

17,724

 

 

Maturities of lease liabilities as of December 31, 2020 were as follows (in thousands):

 

Year ending December 31,

 

 

 

 

2021

 

$

5,558

 

2022

 

 

5,268

 

2023

 

 

5,105

 

2024

 

 

2,635

 

2025

 

 

929

 

Thereafter

 

 

2,769

 

Total undiscounted lease payments

 

 

22,264

 

Less: imputed interest

 

 

(3,602

)

Total lease liabilities

 

$

18,662

 

F-54

Everbridge, Inc.

Notes to the Consolidated Financial Statements—(Continued)

 

 

 

The following table presents components of lease expense (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

Operating lease expense

 

$

5,024

 

 

$

3,879

 

Short-term lease expense(1)

 

 

982

 

 

 

958

 

 

 

 

6,006

 

 

 

4,837

 

Less: Sublease income

 

 

(236

)

 

 

(91

)

Total lease expense

 

$

5,770

 

 

$

4,746

 

 

(1)

Short-term lease expense includes all leases with lease terms ranging from less than one month to one year.

As of December 31, 2020, the Company does not have any leases that have not yet commenced that create significant rights and obligations.

 

(19) Commitments and Contingencies

For a summary of the Company’s debt and lease obligations, see Notes 9 and 18, respectively.

  

(a) Litigation

From time to time the Company may become involved in legal proceedings or be subject to claims arising in the ordinary course of business. Although the results of litigation and claims cannot be predicted with certainty, the Company currently believes that the final outcome of these ordinary course matters will not have a material adverse effect on its business, operating results, financial condition or cash flows. Regardless of the outcome, litigation can have an adverse impact because of defense and settlement costs, diversion of management resources and other factors.

(b) Employee Contracts

The Company has entered into employment contracts with certain of the Company’s executive officers which provide for at-will employment. However, under the provisions of the contracts, the Company would incur severance obligations of up to twelve months of the executive’s annual base salary for certain events, such as involuntary terminations.

(20) Subsequent Events

Red Sky Technologies Inc. Acquisition

On January 15, 2021, the Company entered into a Stock Purchase Agreement with Red Sky Technologies Inc. (“Red Sky”) pursuant to which the Company purchased all of the issued and outstanding shares of stock of Red Sky for a base consideration of $55.4 million, net of cash acquired. The Company paid $32.4 million in cash, net of cash acquired, and issued 162,820 newly issued shares of the Company’s common stock at closing. In addition to the base purchase price, there is also a potential contingent payment of up to approximately $30 million that can be earned by the sellers based on certain revenue targets through June 30, 2021. The Company acquired Red Sky to expand the Company’s customer base and for its E911 incident response solutions platform to enhance the Company’s CEM suite of solutions.

2022 Notes Conversions

From January 1, 2021 through February 26, 2021, the Company issued 581,829 shares of common stock to holders of the 2022 Notes for settlement of conversion of an aggregate principal amount of approximately $19.6 million of such notes.

 

F-55

 EX-10.6 2 evbg-ex106_289.htm EX-10.6 evbg-ex106_289.htm

Exhibit 10.6

Non-Employee Director Compensation Policy

 

Cash Compensation

 

Effective January 1, 2021, each non-employee member of the board of directors (the “Board”) of Everbridge, Inc. (the “Company”) will receive an annual cash retainer of $40,000. The chairpersons of the Audit Committee, Compensation Committee, and Nominating and Corporate Governance Committee will receive additional annual cash retainers of $20,000, $12,000 and $8,000, respectively. Other members of the Audit Committee, Compensation Committee, and Nominating and Corporate Governance Committee will receive additional annual cash retainers of $10,000, $5,000 and $4,000, respectively for each such committee of which they are a member. Such annual cash retainers shall be payable in equal quarterly installments, in arrears, following the end of each quarter in which the service occurred, prorated for any partial quarters of service.

 

The Company will also reimburse all reasonable out-of-pocket expenses incurred by non-employee directors in attending meetings of the Board or any committee of the Board; provided, that such non- employee director timely submits to the Company appropriate documentation substantiating such expenses in accordance with the Company’s travel and expense policy, as in effect from time to time.

 

Equity Compensation

 

Upon initial election to the Board, each non-employee director will receive a grant of restricted stock units with a value of $170,000, based on the closing price of a share of Company common stock on the date of grant. Such grant will vest at the end of the month after the first anniversary of the grant date, provided that the applicable non-employee director is, as of such vesting date, then a director of the Company. At each annual meeting of the Company’s stockholders, each continuing non-employee director as of the date of such meeting will receive a grant of restricted stock units with a value of $170,000, based on the closing price of a share of Company common stock on the date of grant. Such grant will vest in full at the end of the month after the next annual stockholders’ meeting, provided that the applicable non-employee director is, as of such vesting date, then a director of the Company.

 

All equity awards granted pursuant to this policy will be granted under and shall be subject to the Company’s 2016 Equity Incentive Plan (the “Plan”), as amended, or any successor equity incentive plan and the applicable award agreements thereunder, including the limitations on compensation payable to non-employee directors set forth therein. All equity awards granted pursuant to this policy will vest in full upon, but subject to the occurrence of, a Change in Control (as defined in the Plan).

 

 

 

 

 

 

 

 

 EX-10.9 3 evbg-ex109_288.htm EX-10.9 evbg-ex109_288.htm

Exhibit 10.9

 

February 25, 2021

 

 

Mr. Jaime Ellertson

Address

Address

 

Re:Amended and Restated Letter Agreement

 

Dear Jaime:

 

This letter amends and restates the terms of your employment agreement with Everbridge, Inc. (the “Company”) dated July 26, 2012 (the “Agreement”). Capitalized terms used without definition herein shall have the meaning assigned to such terms in the Agreement.

 

This letter agreement (this "Agreement'') will set forth the terms of your engagement as the Chairman of the Board of Directors of Everbridge, Inc. (the "Company''). This Agreement hereby supersedes any and all previous agreements relating to your employment relationship with the Company. The terms of your position with the Company are as set forth below and will be subject to this Agreement and any other agreements or documentation required hereunder, by you and the Company.

 

 

1.

Engagement.

 

(a)Title and Duties. Subject to the terms and conditions of this Agreement, the Company will engage you as the Chairman of the Board of Directors of the Company (the "Board"), beginning on January 1, 2021. You shall do and perform all services, acts or things necessary or advisable in such capacity as determined by the Board, and as further described in the Company’s Amended and Restated Bylaws.

 

(b)Best Efforts. For so long as you are engaged as Chairman of the Board hereunder, you shall at all times faithfully, industriously and to the best of your ability, experience and talent, perform all of your duties and responsibilities hereunder. In furtherance of, and not in limitation of the foregoing, during the term of your engagement as Chairman of the Board, you further agree that you shall not render commercial or professional services of any nature, including as a founder, advisor, to any person or organization that is principally involved in critical event management.

 

(c)Location. Unless the parties hereto otherwise agree in writing, during the term of this Agreement, the Company shall provide you with office space and an executive assistant at the Company's Massachusetts offices, currently located in Burlington, Massachusetts; provided, however, that the Company may from time to time require you to travel temporarily to other locations in connection with the Company's business. The Company also will provide you with access to your existing personal computer and related productivity tools (email, etc.) to execute your duties as Chairman of the Board.

Phone: +1-818-230-9700

Fax: +1-818-230-9505

 

 

25 Corporate Drive

Burlington, MA 01803

 

 

www.everbridge.com

 

 

 

 

2.Compensation. During the term of your engagement as Chairman of the Board, the Company will pay you the compensation set for you by the Board. For the period from January 1, 2021 to June 30, 2022, you will receive an annual retainer of $180,000. Beginning on July 1, 2022, the annual retainer will be decreased to $150,000. The retainer will be paid quarterly, consistent with the payment terms for the retainer paid to other non-employee directors. You also have received a grant of Restricted Stock Units under the Company’s 2016 Equity Incentive Plan valued at $6,000,000.00 with $3,000,000.00 vesting on December 31, 2021 and the other $3,000,000.00 vesting on December 31, 2022. All of your other existing equity grants will continue to vest in accordance with their terms.

 

(a)Expenses. During the term of your engagement as Chairman of the Board, the Company shall reimburse you for all reasonable and documented expenses incurred by you in the performance of your duties under this Agreement in accordance with Company policy, including Business Class airfare for flights exceeding three hours in duration.

 

(b)Benefits. As a member of the Board, you will be eligible to receive the same benefits as other members of the Board, including indemnification and directors and officers insurance coverage.

 

 

3.

Confidential and Proprietary Information.

 

(a)Proprietary Information and Inventions Agreement. You acknowledge and agree to continue to abide by the Company's Proprietary Information and Inventions Agreement previously signed by you and the Company. In furtherance, and not in limitation of the provisions thereof, you agree, during the term hereof and thereafter, that you shall take all steps reasonably necessary to hold the Company's proprietary information in trust and confidence, will not use proprietary information in any manner or for any purpose not expressly set forth in this Agreement, and will not (other than in the performance of the services to the Company as herein contemplated), disclose any such proprietary information to any third party without first obtaining the Company's express written consent on a case-by-case basis.

 

(b)Third Party Information. You understand that the Company has received, and will in the future receive, from third parties confidential or proprietary information ("Third Party Information") subject to a duty on the Company's part to maintain the confidentiality of such information and use it only for certain limited purposes. You agree to hold Third Party Information in confidence and not to disclose to anyone (other than the Company's personnel who need to know such information in connection with their work for the Company) or to use, except in connection with the performance of your services to the Company, Third Party Information unless expressly authorized in writing by an officer of the Company.

 

 

4.

Arbitration of Disputes; Voluntary Nature of Agreement.

 

(a)Arbitration. Except as provided for any action arising out of any violation of the Inventions Agreement or any excluded claims and remedies under state law, you and the

2

 

Company both agree that any disputes of any kind whatsoever arising out of or relating to any breach of this Agreement, shall be subject to final and binding arbitration, in any forum and form agreed upon by the parties or, in the absence of such an agreement, under the auspices of the American Arbitration Association ("AAA") in Boston, Massachusetts in accordance with the Employment Dispute Resolution Rules of the AAA, including, but not limited to, the rules and procedures applicable to the selection of arbitrators. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. This Section 4 shall be specifically enforceable. Notwithstanding the foregoing, this Section 4 shall not preclude either party from pursuing a court action for the sole purpose of obtaining a temporary restraining order or a preliminary injunction in circumstances in which such relief is appropriate; provided that any other relief shall be pursued through an arbitration proceeding pursuant to this Section 4. You further understand that this Agreement to arbitrate also applies to any disputes that the Company may have with you relating to or arising from, the termination of your engagement with the Company, except for any action arising out of the Inventions Agreement.

 

(b)Voluntary Nature of Agreement. You acknowledge and agree that you are executing this Agreement voluntarily and without any duress or undue influence by the Company or anyone else. You further acknowledge and agree that you have carefully read this Agreement and have asked any questions needed for you to understand the terms, consequences, and binding effect of this Agreement and fully understand it, including that you are waiving your right to a jury trial. Finally, you acknowledge that you have been advised by the Company to seek the advice of an attorney of your choice before signing this Agreement and you agree that you have been provided such an opportunity.

 

 

5.

General.

 

(a)Entire Agreement. Amendment and Waiver. This Agreement, together with the other agreements specifically referred to herein, embodies the entire agreement and understanding between the parties hereto with respect to the subject matter hereof and supersedes all prior oral or written agreements and understandings relating to the subject matter hereof. The terms and provisions of this Agreement may be modified or amended only by written agreement executed by the parties hereto. The terms and provisions of this Agreement may be waived, or consent for the departure therefrom granted, only by written document executed by the party entitled to the benefits of such terms or provisions. Each such waiver or consent will be effective only in the specific instance and for the purpose for which it was given, and will not constitute a continuing waiver or consent.

 

(b)Notices. Any notice, request, instruction or other document required or permitted hereunder shall be in writing and shall be deemed effectively given: (a) upon personal delivery to the party to be notified; (b) three (3) days after having been sent by registered or certified mail, return receipt requested, postage prepaid; or (c) one (1) business day after deposit with a nationally recognized overnight courier, specifying next day delivery, with written verification of receipt. All communications shall be sent to the party to be notified at the following address of such party or at such other address as such party may designate by ten (10) days advance written notice to the other parties hereto in accordance with the provisions hereof:

 

3

 

If to the Company:Everbridge, Inc.

25 Corporate Drive

Burlington, MA 01803

 

If to you:Jaime Ellertson

Address

Address

 

 

(c)Availability of Injunctive Relief. The parties hereto agree that, notwithstanding anything to the contrary herein contained, any party may petition a court for injunctive relief where either party alleges or claims a violation of this Agreement or the Inventions Agreement or any other agreement regarding trade secrets, confidential information or nonsolicitation. In the event either party seeks injunctive relief, the prevailing party shall be entitled to recover reasonable costs and attorneys fees.

 

(d)Assignment. The Company may assign its rights and obligations hereunder to any person or entity that succeeds to all or substantially all of the Company's business or that aspect of the Company's business in which you are principally involved. You may not assign your rights and obligations under this Agreement without the prior written consent of the Company.

 

(e)Governing Law. This Agreement, and the rights and obligations of the parties hereunder, will be construed in accordance with and governed by the law of the Commonwealth of Massachusetts, without giving effect to the conflict of law principles thereof.

 

(t) Taxes. All payments to you under this Agreement shall be subject to all applicable federal, state and local withholding, payroll and other taxes.

 

(g)Severability. The finding by an arbitrator or a court of competent jurisdiction of the unenforceability, invalidity or illegality of any provision of this Agreement shall not render any other provision of this Agreement unenforceable, invalid or illegal. Such arbitrator or court shall have the authority to modify or replace the invalid or unenforceable term or provision with a valid and enforceable term or provision which most accurately represents the parties' intention with respect to the invalid or unenforceable term or provision. If moreover, any one or more of the provisions contained in this Agreement will for any reason be held to be excessively broad as to duration, geographic scope, activity or subject, it will be construed by limiting and reducing it, so as to be enforceable to the extent compatible with the applicable law as it will then appear.

 

(h)Interpretation; Construction. The headings set forth in this Agreement are for convenience of reference only and shall not be used in interpreting this Agreement. This Agreement has been drafted by legal counsel to the Company, but you have been encouraged to consult with, and have consulted with, your own independent counsel and tax advisors with respect to the terms of this Agreement. The parties acknowledge that each party and its counsel has reviewed and revised, or had an opportunity to review and revise, this Agreement, and the normal rule of construction to

4

 

the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement.

 

(i)Return of Company Property. Upon termination of this Agreement or earlier as requested by the Company, you shall deliver to the Company any and all equipment, and, at the election of the Company, either deliver or destroy, and certify thereto, any and all drawings, notes, memoranda, specifications, devices, formulas and documents, together with all copies, extracts and summaries thereof, and any other material containing or disclosing any Third Party Information or Proprietary Information (as defined in the Inventions Agreement) of the Company.

 

(j)Survival. The provisions of Sections 3, 4 and 5, and the provisions of the Inventions Agreement, shall survive termination of this Agreement.

 

(k)Representations and Warranties.By signing this Agreement, you represent and warrant that (i) you are not restricted or prohibited, contractually or otherwise, from entering into and performing each of the terms and covenants contained in this Agreement, and (ii) your execution and performance of this Agreement shall not violate or breach any other agreements between you and any other person or entity. You further represent and warrant that you will not, during the term hereof, enter into any oral or written agreement in conflict with any of the provisions of this Agreement, the agreements referenced herein and the Company's policies.

 

(l)Trade Secrets of Others. It is the understanding of both the Company and you that you shall not divulge to the Company and/or its subsidiaries any confidential information or trade secrets belonging to others, including your former employers, nor shall the Company seek to elicit from you any such information. Consistent with the foregoing, you shall not provide to the Company and/or its affiliates, and the Company and/or its affiliates shall not request, any documents or copies of documents containing such information.

 

(m)Telecopy Execution and Delivery.A facsimile, telecopy or other reproduction of this Agreement may be executed by one or more parties hereto and delivered by such party by facsimile or any similar electronic transmission device pursuant to which the signature of or on behalf of such party can be seen. Such execution and delivery shall be considered valid, binding and effective for all purposes. At the request of any party hereto, all parties hereto agree to execute and deliver an original of this Agreement as well as any facsimile telecopy or other reproduction hereof.

(n)Counterparts. This Agreement may be executed in two counterparts, each of which shall be deemed an original, all of which together shall constitute one and the same instrument.

 

 

[SIGNATURE PAGE FOLLOWS BELOW]

 

5

 

 

EVERBRIDGE, INC.

 

Letter Agreement -- Counterpart Signature Page

 

If the foregoing accurately sets forth our agreement, please so indicate by signing and returning to us the enclosed copy of this letter.

 

 

Very truly yours,

 

EVERBRIDGE, INC.

 

 

 

By:   /s/ David Meredith

David Meredith

Chief Executive Officer

 

 

ACCEPTED AND AGREED TO BY:

 

 

 

_/s/ Jaime Ellertson___________

Jaime Ellertson

 

Date: February 26, 2021

 

 

 EX-10.11 4 evbg-ex1011_287.htm EX-10.11 evbg-ex1011_287.htm

 

Exhibit 10.11

 

 

February 25, 2021

 

 

Mr. Imad Mouline

Address

Address

 

Re:Amendment to Terms of Employment

 

Dear Imad:

 

This letter amends and supplements the terms of your employment agreement with Everbridge, Inc. (the “Company”) dated July 26, 2012 (the “Agreement”). Capitalized terms used without definition herein shall have the meaning assigned to such terms in the Agreement.

 

 

1.

Section 1(b) of the Agreement shall be amended and restated as follows:

 

(b)Best Efforts. For so long as you are employed hereunder, you will devote an average of 20% of your business time and energies to the business and affairs of the Company, and, when performing work for the Company, shall faithfully, industriously and to the best of your  ability, experience and talent, perform the duties and responsibilities described in Schedule 1. In furtherance of, and not in limitation of the foregoing, during the term of this Agreement, you further agree that you shall not, with the exception of the company or companies that are identified on Schedule 2 attached hereto, if any, and subject to the provisions thereof, render commercial or professional services of any nature, including as a founder, advisor, or a member of a board of directors, to any person or organization, whether or not for compensation, that is competitive with the business, products or services at any time offered, developed or marketed by the Company and/or its subsidiaries, without the prior approval of the Chief Executive Officer in his sole discretion; provided, however, that nothing contained in this Section 1(b) will be deemed to prevent or limit your right to manage your personal investments on your own personal time. As set forth above, your employment with the Company is "at-will,'' and, accordingly, either you or the Company may terminate your employment at any time, with or without cause, for any reason or no reason.

 

 

2.

Section 2 of the Agreement shall be amended and restated as follows:

 

1.Compensation. During the term of your employment with the Company, the Company will pay you the following compensation:

 

(a)Base Salary.   As of January 4, 2021 (the "Effective Date"), you will be paid an annual salary of $58,300 (the "Base Salary"). The Base Salary shall be prorated for any partial year of employment on the basis of a 365-day year. Your Base Salary will be subject to standard payroll deductions and withholdings, and payable in accordance with the Company's standard payroll practice as it exists from time to time. You also will receive an

 

WWW.EVERBRIDGE.COM

Mr. Imad Mouline

February 25, 2021

Page 2

 

 

additional $15,000 as additional consideration for this part-time employment arrangement and your commitments to the Company, payable no later than April 2022.

 

(b)Expenses. During the term of your employment, the Company shall reimburse you for all reasonable and documented expenses incurred by you in the performance of your duties under this Agreement in accordance with Company policy.

 

(c)Annual Performance Bonus. You will be eligible to earn an annual performance bonus at the conclusion of each year of employment with the Company (the "Annual Bonus"). The amount, award and timing of the payment of the Annual Bonus shall be set forth in a Company Management Incentive Plan, established each year by the Board, in its discretion. Your Annual Bonus target for fiscal 2021 is $22,000. You will be eligible for payment of the 2021 Annual Bonus as long as you remain an employee of the Company through December 31, 2021, provided that the amount of the bonus payment shall be as determined by the Board and the Chief Executive Officer based on the Company’s performance against the metrics established in the Company's Management Incentive Plan for fiscal year 2021 and your performance. Any bonus payment shall be paid at the same time as other members of the Company’s Senior Management Team in or about April 2022. Company Management Incentive Plans, if any, for subsequent years, shall be provided to you by the Chief Executive Officer.

 

(d)Equity Grant. You also have received a grant of 4,000 Performance-based Restricted Stock Units (the “2021 Grant”) under the Company’s 2016 Equity Incentive Plan, which will vest on December 31, 2021, subject to your achievement of performance goals established by the Chief Executive Officer and set forth in the grant agreement. If your employment with the Company is terminated prior to December 31, 2021, other than for Cause (as defined in Section 3(e) below), then you will receive pro-rated vesting of the 2021 Grant, which will vest on your last day of employment. All of your other existing equity grants will continue to vest in accordance with their terms.

 

(e)Employee Benefits. As an employee of the Company, you will be eligible to participate in such Company-sponsored benefits and programs as are made generally available by the Board to other employees of the Company, provided that you acknowledge that you are not eligible for medical benefits due to your part-time status. In addition, you will be entitled to paid vacation in accordance with the Company's vacation policy as established by the Board and as in effect from time to time. The Company reserves the right to change or eliminate any benefit plans at any time, upon notice to you.

 

 

3.

Any inventions and works made for hire, described in prior agreements between you and the Company related to proprietary information and inventions owned by the Company, does not include work created by you or in which you are involved resulting from work performed by you for third parties, other than the Company or its customers or partners.

 

 

4.

Schedule 1, Duties and Responsibilities, of the Agreement shall be amended and restated as follows:

 

Mr. Imad Mouline

February 25, 2021

Page 3

 

 

 

Your duties and responsibilities will be allocated across particular categories of activities and events as agreed by you and the Chief Executive Officer.

 

 

5.

Except as set forth in this Amendment, the terms and conditions of the Agreement remain in full force and effect.

 

Please sign below to indicate your agreement with the terms of this Amendment.

 

Very truly yours,

 

EVERBRIDGE, INC.

 

By:

 

/s/ David Meredith

 

 

David Meredith

 

 

Chief Executive Officer

 

ACCEPTED AND AGREED TO BY:

 

/s/ Imad Mouline

Imad Mouline

 

 

Date:

February 26, 2021

 

 

 

 EX-21.1 5 evbg-ex211_8.htm EX-21.1 evbg-ex211_8.htm

 

Exhibit 21.1

 

List of Subsidiaries of Everbridge, Inc.

 

Company Name

 

Jurisdiction

Beijing Wan Qiao Da Guan Information & Technology Ltd.

 

China

CNL Software Limited

 

United Kingdom

CNL Software, Inc.

 

Delaware

Connexient, Inc.

 

Delaware

Everbridge Asia Pte. Ltd.

 

Singapore

Everbridge Holdings Limited

 

United Kingdom

Everbridge Denmark ApS

 

Denmark

Everbridge Europe Limited

 

United Kingdom

Everbridge Finland OY

 

Finland

Everbridge France SAS

 

France

Everbridge Netherlands Holdings B.V.

 

Netherlands

Everbridge Netherlands B.V.

 

Netherlands

Everbridge Norway AS

 

Norway

Everbridge Securities Corporation

 

Massachusetts

Microtech USA LLC

 

Delaware

NC4, LLC

 

Delaware

NC4 Public Sector, LLC

 

Delaware

Previstar, Inc.

 

Delaware

Previstar Private Limited

 

India

Red Sky Technologies, Inc.

 

Michigan

SnapComms Limited

 

New Zealand

SnapComms, Inc.

 

Delaware

SnapComms UK Limited

 

United Kingdom

Svensk Krisledning AB

 

Sweden

Techwan SA

 

Switzerland

UMS AB

 

Sweden

UMS Americas, LLC

 

Florida

UMS Limited

 

United Kingdom

Unified Messaging Systems & Services Private Limited

 

India

 

 

 

 

 

 

 EX-23.1 6 evbg-ex231_94.htm EX-23.1 evbg-ex231_94.htm

 

Exhibit 23.1

Consent of Independent Registered Public Accounting Firm

 

We consent to the incorporation by reference in the following Registration Statements:          

 

 

(1)

Registration Statement (Form S-3 Nos. 333-229239 and 333-220777) of Everbridge, Inc,

 

 

(2)

Registration Statement (Form S-8 Nos. 333-236767, 333-230032, 333-227502 and 333-216909) pertaining to the 2016 Equity Incentive Plan and the 2016 Employee Stock Purchase Plan of Everbridge, Inc., and

 

 

(3)

Registration Statement (Form S-8 No. 333-213679) pertaining to the 2008 Equity Incentive Plan, the 2016 Equity Incentive Plan, and the 2016 Employee Stock Purchase Plan of Everbridge, Inc.;

 

of our reports dated February 26, 2021, with respect to the consolidated financial statements of Everbridge, Inc. and the effectiveness of internal control over financial reporting of Everbridge, Inc. included in this Annual Report (Form 10-K) of Everbridge, Inc. for the year ended December 31, 2020.

 

/s/ Ernst & Young LLP

 

Boston, Massachusetts

February 26, 2021

 

 

 EX-31.1 7 evbg-ex311_6.htm EX-31.1 evbg-ex311_6.htm

Exhibit 31.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

 

PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, David Meredith, certify that:

1.

I have reviewed this Annual Report on Form 10-K of Everbridge, Inc.;

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.

The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

(a)

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

(b)

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

(c)

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

(d)

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.

The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

(a)

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

(b)

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: February 26, 2021

 

By:

/s/ David Meredith

 

 

 

Name: David Meredith

 

 

 

Title: Chief Executive Officer
(Principal Executive Officer)

 

 EX-31.2 8 evbg-ex312_12.htm EX-31.2 evbg-ex312_12.htm

Exhibit 31.2

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

 

PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Patrick Brickley, certify that:

1.

I have reviewed this Annual Report on Form 10-K of Everbridge, Inc.;

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.

The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

(a)

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

(b)

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

(c)

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

(d)

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.

The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

(a)

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

(b)

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: February 26, 2021

 

By:

/s/ Patrick Brickley

 

 

 

Name: Patrick Brickley

 

 

 

Title: Senior Vice President and
Chief Financial Officer

(Principal Financial Officer)

 

 EX-32.1 9 evbg-ex321_10.htm EX-32.1 evbg-ex321_10.htm

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, David Meredith, Chief Executive Officer of Everbridge, Inc., do hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge, the Annual Report on Form 10-K of Everbridge, Inc. for the year ended December 31, 2020 (the “Report”):

 

(1)

fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

(2)

the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Everbridge, Inc.

 

Date: February 26, 2021

 

By:

/s/ David Meredith

 

 

 

Name: David Meredith

 

 

 

Title: Chief Executive Officer

(Principal Executive Officer)

 

 EX-32.2 10 evbg-ex322_13.htm EX-32.2 evbg-ex322_13.htm

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, Patrick Brickley, Chief Financial Officer of Everbridge, Inc., do hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge, the Annual Report on Form 10-K of Everbridge, Inc. for the year ended December 31, 2020 (the “Report”):

 

(1)

fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

(2)

the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Everbridge, Inc.

 

Date: February 26, 2021

 

By:

/s/ Patrick Brickley

 

 

 

Name: Patrick Brickley

 

 

 

Title: Senior Vice President and
Chief Financial Officer

(Principal Financial Officer)

 

 GRAPHIC 11 g5jtlguasy4f000001.jpg GRAPHIC begin 644 g5jtlguasy4f000001.jpg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g1ikevqf1tup000002.jpg GRAPHIC begin 644 g1ikevqf1tup000002.jpg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end GRAPHIC 13 g1ikevqf1tup000001.jpg GRAPHIC begin 644 g1ikevqf1tup000001.jpg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end GRAPHIC 14 gnmhsbsxi4qr000001.jpg GRAPHIC begin 644 gnmhsbsxi4qr000001.jpg M_]C_X 02D9)1@ ! 0$ 8 !@ #_VP!# @&!@<&!0@'!P<)"0@*#!0-# L+ M#!D2$P\4'1H?'AT:'!P@)"XG("(L(QP<*#7J#A(6&AXB)BI*3E)66EYB9FJ*CI*6FIZBIJK*SM+6VM[BYNL+#Q,7& MQ\C)RM+3U-76U]C9VN'BX^3EYN?HZ>KQ\O/T]?;W^/GZ_\0 'P$ P$! 0$! M 0$! 0 $" P0%!@<("0H+_\0 M1$ @$"! 0#! <%! 0 0)W $" M Q$$!2$Q!A)!40=A<1,B,H$(%$*1H;'!"2,S4O 58G+1"A8D-.$E\1<8&1HF M)R@I*C4V-S@Y.D-$149'2$E*4U155E=865IC9&5F9VAI:G-T=79W>'EZ@H.$ MA8:'B(F*DI.4E9:7F)F:HJ.DI::GJ*FJLK.TM;:WN+FZPL/$Q<;'R,G*TM/4 MU=;7V-G:XN/DY>;GZ.GJ\O/T]?;W^/GZ_]H # ,! (1 Q$ /P#V:TM!=J[N MY!![58_LF/\ YZM^5&D_ZJ3_ 'JT: ,[^R8_^>K?E1_9,?\ SU;\JT:* ,[^ MR8_^>K?E1_9,?_/5ORK1HH SO[)C_P">K?E1_9,?_/5ORK1HH SO[)C_ .>K M?E1_9,?_ #U;\JT:* ,[^R8_^>K?E1_9,?\ SU;\JT:* ,[^R8_^>K?E1_9, M?_/5ORK1HH SO[)C_P">K?E1_9,?_/5ORK1HH SO[)C_ .>K?E1_9,?_ #U; M\JT:* ,[^R8_^>K?E1_9,?\ SU;\JT:* ,[^R8_^>K?E1_9,?_/5ORK1HH S MO[)C_P">K?E1_9,?_/5ORK1HH SO[)C_ .>K?E1_9,?_ #U;\JT:* ,[^R8_ M^>K?E1_9,?\ SU;\JT:* ,[^R8_^>K?E1_9,?_/5ORK1HH SO[)C_P">K?E1 M_9,?_/5ORK1HH SO[)C_ .>K?E1_9,?_ #U;\JT:* ,[^R8_^>K?E1_9,?\ MSU;\JT:* ,[^R8_^>K?E1_9,?_/5ORK1HH SO[)C_P">K?E1_9,?_/5ORK1H MH SO[)C_ .>K?E1_9,?_ #U;\JT:* ,[^R8_^>K?E1_9,?\ SU;\JT:* ,[^ MR8_^>K?E1_9,?_/5ORK1HH SO[)C_P">K?E1_9,?_/5ORK1HH SO[)C_ .>K M?E1_9,?_ #U;\JT:* ,[^R8_^>K?E1_9,?\ SU;\JT:* ,[^R8_^>K?E1_9, M?_/5ORK1HH SO[)C_P">K?E1_9,?_/5ORK1HH SO[)C_ .>K?E1_9,?_ #U; M\JT:* ,[^R8_^>K?E1_9,?\ SU;\JT:* ,[^R8_^>K?E1_9,?_/5ORK1HH S MO[)C_P">K?E1_9,?_/5ORK1HH SO[)C_ .>K?E1_9,?_ #U;\JT:* ,[^R8_ M^>K?E1_9,?\ SU;\JT:* ,[^R8_^>K?E1_9,?_/5ORK1HH SO[)C_P">K?E1 M_9,?_/5ORK1HH SO[)C_ .>K?E1_9,?_ #U;\JT:* ,[^R8_^>K?E1_9,?\ MSU;\JT:* ,[^R8_^>K?E1_9,?_/5ORK1HH SO[)C_P">K?E1_9,?_/5ORK1H MH SO[)C_ .>K?E1_9,?_ #U;\JT:* ,[^R8_^>K?E1_9,?\ SU;\JT:* ,[^ MR8_^>K?E1_9,?_/5ORK1HH SO[)C_P">K?E1_9,?_/5ORK1HH SO[)C_ .>K M?E1_9,?_ #U;\JT:* ,[^R8_^>K?E1_9,?\ SU;\JT:* ,[^R8_^>K?E1_9, M?_/5ORK1HH SO[)C_P">K?E1_9,?_/5ORK1HH SO[)C_ .>K?E1_9,?_ #U; M\JT:* ,[^R8_^>K?E1_9,?\ SU;\JT:* ,[^R8_^>K?E1_9,?_/5ORK1HH S MO[)C_P">K?E1_9,?_/5ORK1HH SO[)C_ .>K?E1_9,?_ #U;\JT:* ,[^R8_ M^>K?E1_9,?\ SU;\JT:* ,[^R8_^>K?E1_9,?_/5ORK1HH SO[)C_P">K?E1 M_9,?_/5ORK1HH SO[)C_ .>K?E1_9,?_ #U;\JT:* ,[^R8_^>K?E1_9,?\ MSU;\JT:* ,[^R8_^>K?E1_9,?_/5ORK1HH SO[)C_P">K?E1_9,?_/5ORK1H MH SO[)C_ .>K?E1_9,?_ #U;\JT:* ,[^R8_^>K?E1_9,?\ SU;\JT:* ,[^ MR8_^>K?E1_9,?_/5ORK1HH SO[)C_P">K?E1_9,?_/5ORK1HH SO[)C_ .>K M?E1_9,?_ #U;\JT:* ,[^R8_^>K?E1_9,?\ SU;\JT:* ,[^R8_^>K?E1_9, M?_/5ORK1HH SO[)C_P">K?E1_9,?_/5ORK1HH SO[)C_ .>K?E1_9,?_ #U; M\JT:* ,[^R8_^>K?E1_9,?\ SU;\JT:* ,[^R8_^>K?E1_9,?_/5ORK1HH S MO[)C_P">K?E1_9,?_/5ORK1HH SO[)C_ .>K?E1_9,?_ #U;\JT:* ,[^R8_ M^>K?E1_9,?\ SU;\JT:* ,[^R8_^>K?E1_9,?_/5ORK1HH SO[)C_P">K?E1 M_9,?_/5ORK1HH SO[)C_ .>K?E1_9,?_ #U;\JT:* ,[^R8_^>K?E1_9,?\ MSU;\JT:* ,[^R8_^>K?E1_9,?_/5ORK1HH SO[)C_P">K?E1_9,?_/5ORK1H MH SO[)C_ .>K?E1_9,?_ #U;\JT:* ,[^R8_^>K?E1_9,?\ SU;\JT:* ,[^ MR8_^>K?E1_9,?_/5ORK1HH SO[)C_P">K?E1_9,?_/5ORK1HH SO[)C_ .>K M?E1_9,?_ #U;\JT:* ,[^R8_^>K?E1_9,?\ SU;\JT:* ,[^R8_^>K?E1_9, M?_/5ORK1HH SO[)C_P">K?E1_9,?_/5ORK1HH SO[)C_ .>K?E1_9,?_ #U; M\JT:* ,[^R8_^>K?E1_9,?\ SU;\JT:* ,[^R8_^>K?E1_9,?_/5ORK1HH S MO[)C_P">K?E1_9,?_/5ORK1HH SO[)C_ .>K?E1_9,?_ #U;\JT:* ,[^R8_ M^>K?E1_9,?\ SU;\JT:* ,[^R8_^>K?E1_9,?_/5ORK1HH SO[)C_P">K?E1 M_9,?_/5ORK1HH SO[)C_ .>K?E1_9,?_ #U;\JT:* ,[^R8_^>K?E1_9,?\ MSU;\JT:* ,[^R8_^>K?E1_9,?_/5ORK1HH SO[)C_P">K?E1_9,?_/5ORK1H MH SO[)C_ .>K?E1_9,?_ #U;\JT:* ,[^R8_^>K?E1_9,?\ SU;\JT:* ,[^ MR8_^>K?E1_9,?_/5ORK1HH SO[)C_P">K?E1_9,?_/5ORK1HH SO[)C_ .>K M?E1_9,?_ #U;\JT:* ,[^R8_^>K?E1_9,?\ SU;\JT:* ,[^R8_^>K?E1_9, M?_/5ORK1HH SO[)C_P">K?E1_9,?_/5ORK1HH SO[)C_ .>K?E1_9,?_ #U; M\JT:* ,[^R8_^>K?E1_9,?\ SU;\JT:* ,[^R8_^>K?E1_9,?_/5ORK1HH S MO[)C_P">K?E1_9,?_/5ORK1HH SO[)C_ .>K?E1_9,?_ #U;\JT:* ,[^R8_ M^>K?E1_9,?\ SU;\JT:* ,[^R8_^>K?E1_9,?_/5ORK1HH SO[)C_P">K?E1 M_9,?_/5ORK1HH SO[)C_ .>K?E1_9,?_ #U;\JT:* ,[^R8_^>K?E1_9,?\ MSU;\JT:* ,[^R8_^>K?E1_9,?_/5ORK1HH SCI2!2?-;@>E&E$XD&> >*T'^ MXWTK.TOK+]: %TG_ %4G^]6C6=I/^JD_WJT: "BBB@ HHHH **** "BBB@ H MHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BB MB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** M "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH M**** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ H MHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BB MB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** M "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH M**** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ H MHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BB MB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** M "BBB@!'^XWTK.TOK+]:T7^XWTK.TOK+]: %TG_52?[U:-9VD_ZJ3_>K1H * M*** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HH MHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB M@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** M"BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HJ"XOK2T*BYNH(2W022!<_ MG4J.LB!T8,IZ%3D&@!U%%% !1110 4444 %%%% !1110 4444 %%%% !1110 M 444R66.%"\LB1H.K.V!0 ^BJ4>KZ9-)Y<6HVCN?X5G4G\LU=H **** "BBB M@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **@FOK2V.)[J"+_?D"_SJ M5'21 Z,K*>A4Y!H =1110 4444 %%%07%[:6A47-U#"6Z>9(%S^= $]%-1TD M0.C*RGH5.0:=0 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !111 M0 4444 %%%037MI;?Z^ZAB_WY O\Z )Z*:CI(@=&5E/0J<@TZ@ HHHH **** M "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH M**** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ H MHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BB MB@ HHHH **** "BBB@ HHHH 1_N-]*SM+ZR_6M%_N-]*SM+ZR_6@!=)_U4G^ M]6C6=I/^JD_WJT: "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH * M*** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HH MHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH *0D*I9B M,DFEKS[XM^+9?"_A24VW_'Q-A!SC@Y!H H^*_BFUMK T+PW;+?Z@6VMG(5?< M,/K5FW\(^,=407&H>+]0TR5N3!:%'0?B17(? '04FBO->NN$_P#014?PL\=:IXSO=2DU&,6WE2 +;@G" M\>_->H,H=2K#((P17#Z)X>BT/QU?300E([UFE^5>!@8ZT =S14-S=06<+37$ MJ1QJ,DLP%<9=_%?P[9S&-H=3E _Y:0V3.G_?0XH [FBL+0O&&B^(H]UA=#=_ MSSEPC_\ ?.W$<2@9^9@"?I0!>HKD]$^(_AWQ!JDNGV%Q*TT M0)8O'A< 9/-4-6^+WA'1=1%C:8NHPW49M MBN[>6' KC9_C1X-M]4.GO=W!F#;=RPY3/US0!Z#15:SOK:^LTN[>57A==P8$ M8Q7.:U\1_#6@S"*[O"SE@H$(#\DX[&@#K**YC5?'WA_1M*BU&\NBL,J[E51E M\?[N MQTBW,U[<1Q*!GYF )^E %ZBN.T_XG>&-3FN(X+QQ]GSO:1=J\#/!SS2:#\4/ M#/B35FTW3YYS.H))DBVK@<]ZZ?2[ M!=+TV"R1V=85VAF')KG=9^)7AG0YEBNKTN[,%'D /R3CL:Z:QO8=1LHKNW), M4J[E+#!Q0!8HKG/$'C?1O#CA+MYYI3UCM8C*X^H'(J.P\>:)?VJW >>W5F"J MMU$8F)/L: .GHIJN'0,.AK#UOQAI&@_+=2R22?\ /.W3S'_(-M#UC1WU6VN2EHG5IAL_G0!T5%>?P_&;P=/JW]FI=7'G MEMN3#A,_7-=\CI*@=&#*1D$'(- #J*** "BBL_5=;L-&MS->SJ@'1006/T'> M@#0HK@F^+OAM)O+D@U6/G&][%POY]*Z[2]9L-9MEN+&YCE1AG"L"1]1VH O, MP5"QZ 9->/S>(W\9?$]_#IG==,M@ZRPC[LI !!-=UXM\8:?X:MS%>0WTCS1- ML-M;-*!VY(Z5X#X"\6Z?IGQ%O-5O(+V5)"V/*MF=^1W44 >D^+_@^AE@U'P: MD>G7T1 *1D(K GDDGO7I'AVVU"ST*T@U2(X5&>>G..E=#X@U1=&T2ZO6 M_P"6:''UP<5\X?#])/B!\3GU+4R74%GVGD C!'\J /4=+L_'/C"V2]O-4GT& M&0;D6S<,<>X8<5=G\(>+=,@:>R\8ZEJ,R\B&YV(I]L@5Z&H"J .@I: /%-%^ M)/B;4/'\&@:K91V'E*PD\MR1(1CGD&[R6TU&/4D:([6D2S8IGV;I0!V]%8GAOQ5IGBO3OMVEM*T'K(F MT_E6#KGQ8\-^';^6TU%-1C>-MI<6C%"?9NAH [FBLG2O$>FZQH<.L6TQ6RE7 MHKBO$/Q5\*^&;T6E_=R-*? M^>$?F ?D:W?#_B?2_$UD+O3)_,C]&X8?44 ;%%<3KWQ3\/>&[Z:TU&/4E:)M MK2)9LR9]FZ5M^&_%6F>*].^W:6TK0>LB;3^5 &W39%+QLH8J2" PZBN(UWXL M>&_#M_+::BFHQO&VTN+1BA/LW0UU&A:W9>(M(@U.P9VMIUW(77:\>#_P#D5-/_ .N5>._M!_\ (:T'Z?\ MLXKV+PA_R*FG_P#7*@#\=Z'X>E\F[FEEF_YY6T?FN/P'-8L'QA\+37 ML=H_]HV\DAPOVBT:,'\30!W]4M2U6TTF%9;N3:K.$ ')))P.*CU#6;:PTIM1 M.^:$#(\A=Y/T KYP\5?$VZUSQK:^;#=0:=;R<0^4VY^0]6/#WCW2?$,_V:TM]1B95R6N;1HEX'J:; MK/Q)\,Z%,(KN]+L6"@0@/S^!H Z'2M/32M,@LDD:185VAF&":N5D7'B2QM]! M76"MP]JPR!'$6?\ [Y%<6WQU\&)-Y+-J0ESC8;-LY^E 'I=%9VCZU;:YIB7] MJDZ0NNX":(HWY&N6U3XL^&]'U9M-NX]2%PK;0%LV(;Z'O0!W5%5;#4(=0T^. M]B#I%(NX>:NP@>X/2N>U?XA:'HTK1RB\N"IP3:6YF _%: .KHKDM$^)'AW7K MK[-;S303?W+J+RC^1KK>HR* "BBB@#S7XB+XKO/$.E:=X;U.:R$L;-*T; #@ M^X]*F7P%XF%OOD^(FMAPN2 D>/Y5W[6T+W"3M&IE0$*W< TZ7_4R?[IH ^:( M-=\8S?$:7PP?&6IB%&*B;Y=QZ=L8KUAO 'B3RB4^(NME\9 *1XS^5>067_)? M;G_KHW\A7U OW1]* /./A^/%%CK>I:?XBU2:]$<@$+2L#D8]A7I%5S:VJ3FZ M:-%E YD-:W ME/\ #=Q>2?\ QZM_4]4@TO3I+V19)(T&<0H7)_ 4 +J6JVFDP++=R;59@H Y M)).!Q5P'(!'>OF#Q9\3;K6_&EL)(;J#3K>3B'RFW/R#DJ>:5XBN% MM+.VU*.0+UN+1HUX'J: .JHKFM>\=Z'X>E\F[FEDF_YY6R>:_P"0YK%A^,/A M:6\CM7&HV\DAPOVBT:,'\30!WLBEXV4,5)! 8=J^;OC-I5]HVLZ>9-;N[V.Z M<,8Y0 %PPZ8KZ0AFCN(EEB=7C89#*<@UX+^T'_R%M"_S_$* /8/!O_(IZ?\ M]>?&K_DG%Y_UT3^= '%_#:#Q7XYTJ:[N?'.KVK1D +&J$'/U M%;/B;2/'/A/3WU&P\37VK1QD%TN2J\?@*B_9]_Y%J[_WE_E7J6NS6\&B7CW+ M*L7E,#N/'0T >??#3XLKXOG;3M0@2VOE^X%)(;'7)->I5\E?#6WDO/BDDFGQ MMY(+G(' %?6@^Z/I0 M%4=3U>RTBW,UW*%'91RQ^@[UR$GQ=\-PS>7-#JL?. M-[V+JOYGB@#O:CGGCMH6FE8*BC))JGIVMV&JV'VRRG6:+;N.T@D?@*\0^+/Q M1N6']D:9!=6\1<>9-)$R$X/;/!H ]UT^_@U.QCO+8DPR#*DC%6J\G\#_ !+T M6U\,V-C+:ZLTT<9W,MBY4_0UIW'QJ\)VDZPW*ZI"['"^99,N?SH ]%HJC;ZM M;76DKJ47F-;LF\?)\Q'TKB7^-/A**]2SF_M**9W"*)+-ERB450O=:L M-/LQ=75PD49&1N8 D?0USNG_ !.\+ZE<7$,%XX,&=[.NU>F>#GF@#L:*XC2? MBOX4UG4VT^UNY1,N&Y]6\-+?6R%Y+<@;0.V,_ '7X[K0)M,D=5EMV"HI/)&,FO9J "BBJ,NIVPOEL MS-.Z,0%&0,>I[4 >+_$CQ%<>(/'-IX5MYBELDG[\*?O88=?P->S:?HUEIVE1 MZ?! JVZIMV <8KYHUJ9M*^.5Q+,NU6N=H)X')6OJ6-UDC5U(*D<$4 ?-WQ2T M1_ /C*TU_1'-NLS;W"<8&X#'T(%>L)!H_P 0/ D.KZEI\,\CVC.N\$[#@]*Y M/]H.-7T"VX!D+*%]?O5TGP[M)K/X40+,NUC9MQ^!H \=^%6C/>>-+K38;E[> M'YMSH!DKCE?H:].\=?"GPP/"ES+8Z;!:W48W^?&OS' )]:XCX,_\E)O?^!_^ M@U[CXQ_Y%6__ .N3?^@F@#P_X,65QXFTR[TRZNI%T^&10T(P0^!GFNG^)_PP M\-6?A":[TK3(+*XB9?GB7DCOU-9'[.G^KU3_ *ZC_P!!KTSXG_\ (BWOU']: M .9^!=R]]X)DM9_GBBQ&%/H0H321Y5)A MD1>RD5Y=\4? Z^!->MM9T7,-J[A]BC C^88 _*OH3PB0?"FG$'(\KM7!?'L( M_@K86(6.V=D9QDJ<$\5X1\4]!L]!\;:+%:H-SN#))C!<[QR:^B)?^1/G_ .O5 M_P#T$T ?./PC\*67B'Q#+_ 7_ )&>^_WC_*OHN@#YI^-/AG2- \0:,=*LHK42_,XC'4[Q M7N_AHLO@NU9/O"W)7Z\UX_\ M!?\A[0?I_[.*]D\)8_X1.PST\KF@#QKP7XI MT[3/B9K(UX[+Z:<[)6'W1M (S7J/BGPQI?C*RMYH#!+<13)(DZ,&( ;)&?>N M>\<_"#2/%TDFH64@M[UN6:( B0^Y->3&Y\Y ZT M ?0OBW7!X7\)SWK8WHNQ>>Y!Q7 ?!S3O[;^V>)M3/GWLS@HS(A9VC.34OP!OXY_"T]ME0\3*N,\GB@#L?'WA"P\4>'KB.> M)?/C0NDF.1@$XKRKX)>++VQUR7PI?2&2,9,6X_ZL*.@_.O?;O!LIP>GEMG\J M^;? ]A)-\;KM[=!Y49?)'0<"@#T3XQ^%-%F\*7>J?88EO_,4_: /F]ZYWX1^ M&(_$GA54U7Y]/CP/LIY27T+>XKN_BY_R3^[_ -Y?ZUC_ )_Y$O_ +Y_K0!Q MGQG\ :+X>TVWU;1K.*R\ME#1Q# 8ENM>K_#&\EOOA]I,\QR[0C)_$URGQ^_Y M$G_MJG\ZZ/X2_P#)-M'_ .N _F: .WHHHH BNIUMK66=L8C0L<^PS7A'AZ[/ MQ&^*$\U\WF:?:,PBA)RO0$?K7M/B"-I= OE09)@?_P!!-?/7P,O%L_&UQ9S8 M1GW'YC@\"@#Z(U+1K+5-,DL;F!'A9"H4CIQ7S?87]W\+?BA+I\$C-I\LVSRC MP&S@ \>F:^H*^:OBY:&X^)VGQVZ R-*"V/\ >% 'T76!L_D:\)^%'_ "5;4/\ >?\ ]!% 'T/1 M110!P/QBN9;7X>W;Q EBZ#\#FO,OV=D4ZA?.5&X-P?\ @->U>-M'.N>%;RS' MWBI0>-/^2UI_P!=_P"HH ]=G^%_AR\L)9-2LHKZ_>,EKN9?G+8Z\<5X MAX-LKO1_B?=>'K&[DBB)96=<9(Q_]>OJ1_\ CU;_ '/Z5\VZ#_R<#>?[[_R% M 'J^H_"GPK+H]P9=,@EO?+9C=,OSDX//6O-/@CYNE>-K[2%?_P!!H ]*^+\,\+3);^#;.:0X1(= MS'V% '#>%/ASJ]A\0[WQ!K"PRQNS>5)Y@9B".XK/^/UOISZ!'=!X3?0LH3## M2W?P\TTRL698L9/?DUY%XU_Y+4G_7?^HKU7X-?\D\T_\ MZYC^M>5>-?\ DM2?]=_ZB@#Z3,:36WER*&1TVL#W!%?-WQK\,Z1H&N:.VEV4 M5J)3N<1CJ=PKZ33_ %:_05X'^T'_ ,AG0OI_[.* /8?" #>$K $9!BP:\4^+ M_A^'0/%^FZW:VRK%)(&F('&=PZU[9X/_ .14T_\ ZYUE?$OPXGB3P==6O21! MYBD#GY.NFR?.?6L+X_I)'J6B7 MNW,4)RQ_X&*]9\':M#K/ABRNX64AXQD ]* /G_XF:EI^N:S::KX;TO54NHSN ME+V+IN.<^E>[^ =5O-8\(6-UJ$4D=TT?[Q9%(.?QKI7=8XV=CA5&34-E>P7] MLMQ;L6C;H<4 6**** "F2_ZF3_=-/IDO^ID_W30!\PV7_)?;G_KHW\A7U OW M1]*^7[+_ )+[<_\ 71OY"OJ!?NCZ4 >9_&'Q?-H&BQV-F^RYNR%# \@9P:U_ MAGX>MM)\*VT^T-=7";II".6->8_M!Q21ZSH]P5/E@$Y[?>%>N_#^]COO!6FS M(RG,7(!Z4 <+\:O!=M<:/_;UG&(KVW8')?#CVMZY>XL M\(9&/+_6NJ\?JC>#KX2 %=O?Z&O+/V>;*=(=3N67$32#!]>* ,'QO_R6B/\ MZ[?U%?2+*S695#AC'@'WQ7S=XW_Y+1'_ -=OZBOI%IDM[,S2'"(FYC[ 4 >5 M^%OASJ]C\1+SQ!K"PRQ.Q,3^8&8@CN*I?'VWTZ3P_'=!X3>PLH3##*Q/BUX/AT;P6;NZNI-0U#G_P#7.MVL+P;_ ,BGI_\ USK=H *\\^-7_).+ MS_KHG\Z]#KSSXU?\DXO/^NB?SH \U^$FI^,+#P[>/H6CZ?>6ZX9VGN2C# /0 M#K5(^,-9^(WB,>']7OI='MW)#Q1'()'KNKM_V?@#X9O >A9?Y5C?&7P*]A=I MXIT>$K(KAIA&.2<\?RH ].\$_#_2?!5GLLR9IGY:=U 9ORKJYI!#!)*W1%+' M\*\^^%7CZ/Q=H@AN&"WUN L@)Y8^V>M=SJBE])O%7DF%P/\ ODT >()X\TC4 MO'5]/KD%[>6UK)MM4M[9I@HQ[=.:Z;7?B+X3UO1Y[&XTO69%9"%5M-DP#CBN M)^"^J)I7C'4-*NML,'TY;*]73+@EMTL#*!@ M<=JZ']H+_5Z9_G^*O:)M0M[>\BM9&Q-*"44=\5XO^T%_J],^O_LU 'I?P\_Y M$72_^N7]:\S^/T,?FZ3)L&\,.?\ @0KTSX>?\B+I?_7+^M>;_'[KI/\ O#_T M*@#U'P9_R*6G_P#7.O$OC$M:(YW0$95_3-?2UQ_R+,W_7LW_H)KP?X&_\CC?_ .^?Y4 >PQ?#/P7 M#Y7AVR7/7"GG]:\(\0:'!HWQ?^RZ/ D",Y"HO 0<=*^HZ^=/%7_)<(_]\_TH M ]0D^%_AR\L9)=3LHKZ_DC):ZF7YR<=>*\C^&]N_AOXQ3:+ Y,(+Y]^*^DC_ M ,>I_P!S^E?.WAW_ ).'N?J_\A0!]'=J*!THH **** "BBB@ HHHH **** " MBBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH ** M** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHH MH **** "BBB@!'^XWTK.TOK+]:T7^XWTK.TOK+]: %TG_52?[U:-9VD_ZJ3_ M 'JT: "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ MHHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "B MBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH *BN;>.ZMY()E#1R*58' MN#4M% 'A6N?##6_">OG7_!LN$W;G@W! !W4=21@5TNF?%Y(X_+U_1M0M[E>& M%K:22KGZXKU"B@#D;3QB^OP Z%8W!)X8WD30X'J,ULZ1HXL&EN)6,EU,=TCG MKFM6B@#RCXK?#&7Q+Y>KZ.$74H/F*DA0_.22?7BJ?A'XG7&C:)=*U 7% MN-@EM[624/[DXQ7L=% 'D.H:%J7Q-\0VEY<1O:Z%;\J'&'?D$94]*Z_Q?KMI MX2\.-;165Q+NB*11V\#.!D$=NE=?10!\J_#76[WP[XU;4-1T>_6"?<"4M78J M2,#M7LWQ!\:6UKX;-O#97\\]Y$?+5+5R .1SCH:]$HH ^:/@SKS^$[VXMM3T MO442ZD&UUM'.#C SQ7H?Q=\5B'P_)I%II][J44 > ?!#Q M#+HD<^D:EI^H1-,X,;?97VX QR<<58_:$#,^E!/O$ +GUW5[O7@W[0%U"FH: M/$6^;AB!V <4 ;_A/QVWACPO967B#3[O>D>(FLX'G##W(Z51U.TU7XK:]9LL M,MGH-N=Q,BE'D(((RK"O2?!<\=SX0TV2)@RF(8(K?H X/XC>$)-:\!R:7IJA M6APR)G PN37#_"?Q?/H6GMX?U32;V*:/"PNELY5L>IQ@(99]5TO4DAG)P8[1VP2,#M7TS#?13Z>+U%D$10OAD(;' MT]:LT4 ?,?Q>UZX\4>(;)M.TG4&AL^"S6KC/S ^E>N_#[Q/%K/A9;+['>6]U M;PE)%EMV09P>A/6N_HH \MT?6]=\+RWLVJV+2Z5)(#"T0:215Q_= K,\8Z^? MB3IR:%H6FW>7D5I)+RW>': ><9XZ5[+10!S&E>$+:U\#P^'KI5DC2'8<]CSS M^M>.6FA>(OA%XHDN[6U:]TB5C@)EF(Z9*J.M?15% 'FUS\1_[>TY[+0M.O\ M[?*I3_2;5XD7/!^8BKGPY\!?\(O:R7E^PEU2Y.^5^#M.,8!'6N]HH \?^-7B M5VT.70;"ROIKIW4EDMV*X!YY Q6-\$/$DVEV\NBZEI]_$[D&)C;/MP!W.,"O M>:* / _C?XBDUB+^P].T^_E:)AYK"V?;D'/!Q@UT?P9\2YT*UT"[LKZ"Y@3" MF2W94P.3\Q&*]9HH **** &NBR(R,,JPP1ZBO!O''PXU;P_XI_X2KPT@:+?O MEB!P5YZ #DC KWNB@#S+2_BY;W-@D=UI.I1:D5QL6SD,>[_>Q4'ACP/?:KXL MG\5>(E4.S$V]N#N"@C\QR*]4HH Y+QOXOMO#5@T#VMY///$PC$%NT@Z8Y(Z5 M\^^ ]>U'P]XW?5[[2=0^SR[M^VU3_$+X3?VS>_VWH3BWU-6WD#"ASUR2?I7K%% 'CVA_$?7 M/#\::=XLTFY=XAM^T6T3S,_N<#%=;8_$C3]88PZ98ZD;C^$7-F\2_F:[2B@# M L=*N;R\CU+5@HG4$)"K;E3/H:=XOT,>(?#5UI^<,R[E^H!Q6[10!\N^$-<\ M9_#S4KG1X-%>\#R 8(=6\%K?:G [7LDB;+:#,BQ@GD#C. M*]ZHH \=^'6J^)_#OAB"#5-'C72[:/'FHS--GM\F*\M\0ZUJ.I_$0Z[#HM]] MF68,N;:0$KD9XQ[5]:44 %6U8VFH! H7R_LC[\D$)H(MZ M"9-Z!UVG(!QD'I7@/A'7/&7P\U.YT>#17O \@&'#[!VZ@5]144 >"_$S2O$. MK>"UOM3@=KV21-EM!F18P3R!QG%=%\*I_%>G:);V.H:3;QZ9;Q']]YA\WCG[ MN*]8HH ^9?B_KUQXHU^R_L[2=0:*S."S6KC/.?2O4_!&O1^)?!ITG[+>6UW' M 8W$T#(N2#T)ZUZ/10!\V>#)]2^&7C2ZL]2TNYFM97.Z:"%I,'&!C Q76?%H MZSXG\'L^GZ=NLMRD%@PEZ_W,5[/10!XO\&W\4/I$-A/8BTTZ 8\YF*R'T^4B MN>^,7A[6-/\ %L&OZ=:R3*6WGRE+'.1V ]J^B:* /.? FO>*/$,*ZIK%G]@M M(HSB%&):3CJ5(SFO*_C!KT_BC7K+^SM)U!XK,D%FM7&><^E?35% '"?#3Q1# MJ^@6]DUG>6]S;IMD$UNR+GV)ZUW,B"2)XVZ,I!_&G44 ?/$O@#4D^+\B0QNF MG32&4,!\ORXZU]"HH2-5 P ,4ZB@#E_'?@^#QEX>EL)#LE^]&X'(([5X-IM] MX[^%=\]B+&6]MP>(DW,GYJ*^H:* /&='\9>.O'B_9$T2+2[=B!)-O=6QW&&' MI7K&CZ9'H^EP6,3%EB7&2.M7J* "BBB@ KF/%/C33_#*B*ZMK^625&*?9K5I M1^)'2NGHH ^1[?5;^+XE2>(SHU_Y#R9(^ROD X[8KZ6\,^,=/\3H_P!CM[Z( MQX#?:;9HORSUKHJ* .5\>>#+;QGH,EG)A;@#,4F.01V_&O*_!NM:]\,+E]%U MW39Y[+/RR6T;3%,>FT5[]10!Y1XBUK4/B)8+I7AZUN8;>1@9Y;J)H6 SV##G MBNZ\)^&+3PIH<.GVPR57YWQ@L?>MVB@#YW^,?AW6+#Q9!K^G6LDJEMY\I2QZ MCL![5W'A+4/%?C32Y)M4M1I]N861(U8YDR, L&'%>H44 ?-G@Z;4OAEXUNK3 M4=+N9K65SNF@A:3![8P,5UWQ9;6/%'@]WT_3MUEN4@L&$O7^YBO9:* /$_@_ M/XG71$L[BQ^RZ;;+DRDD2G'.-I%G\3ZY9+IVE:@\5F2"[6KC/.?2OI MFB@#@OAGXHBU;0+>Q:SO+>ZMUVR":W9%S[$]:[VBB@!KL$C9SG"@DX%>)?%K MQO#K/A^XT/3-,U*6E7** /ESQ'X>\0?#3QL;W0X)Y+21RT8 M@4ME>^<#BO7?"7Q0AU_RK+4-*O[:\D7!'V239_WT17HU% '@/Q(^&6K6.O/X MH\-L9+;XX'7KGBO5** /"/ACK M_C/4K.VT+^SFM;6VX>ZD+(YQSP",5UGQ?\'W7B/PVLUG\]W; %5]>T=R.,51^)WAO6W\2Z3)'!-=WAR\C[25R M"#RP%?2M% 'F#^,-7))$4@6S#S%LC'S8'%>5?"S6I?#'B>6Z MU32M22&=CS':.Q&>G:OJ2B@#+GURVAT0ZH8[@P[,\8KZTHH Y#_ (3BR/A$ZN;6_"^7CRQ:MOR1@?+U MKY\T?6M1M/B:WB.72M0$+LE?65% %+2M2AU;38;V!)4CD7($J%&' MU!J[110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 M %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 M4444 %%%% !1110 4444 %%%% !1110 4444 %%%% "/]QOI6=I?67ZUHO\ M<;Z5G:7UE^M "Z3_ *J3_>K1K.TG_52?[U:- !1110 4444 %%%% !1110 4 M444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !11 M10 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% M !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% $<\;2P21I(T M;,I =>JGU%>4:W\#E\170N-4\6ZG)#BO6Z* .,\&^!+CP>$A3Q'?7M MG&NU+:9%"+^5=G110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% M!1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 % M%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 44 M44 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !111 M0 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% M!1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 % M%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 44 M44 %%%% !1110 4444 %%%% "/\ <;Z5G:7UE^M:+_<;Z5G:7UE^M "Z3_JI M/]ZM&L[2?]5)_O5HT ,EFB@C,DTB1H.K.P K*T_Q3HVIWES:6M]"TUN^QP7' M)QGY>>17GWQ8U*X.NZ/HKW,EOI]T TS+T8AP,'/KFJFC^ ]&DN?$;:;$MI=6 MES_HUQ ,LH"YVCV)H ]DR,9SQ5,ZMIJS>2VH6@D!QL,RYS],UY]KOBG4O#WP MSL)9Y))-2N/+A:23ALN2I/UI;+X;:/=>%4O;B!9=::$R-?LO[PN,\^GI0!Z6 M"",@@@]Q4%Q?V=H0+F[@A)Z"20+G\Z\[^'?BV[DT?5+#5)#+=Z1E#(QYDPI; M)JEX4TFV^(LNH:UX@@6[MFD_T.&496-2.WXT >K1313QB2&1)$/1D8$&G,RH MI9F"J.I)KS#POJ$_AKQ]<^%)'+6,^^6T!Z1(H VCVR:M_$C7KQ+W3_#FGR&. M:](D>13SL#88?B#0!W<.IV%Q+Y<-];22?W4E4G\@:M5Y=XH\$V7AG1%U;P_" MMGJ%NZM+-$,-(H.6S]0,5V_A/7!XC\,V.JA0IN(PY4=J -JBBB@ HHHH **K M7&I6-HVVYO;>%O2255/ZFH/[=T?_ *"MC_X$)_C0!H45G_V[H_\ T%;'_P " M$_QH_MW1_P#H*V/_ ($)_C0!H45G_P!NZ/\ ]!6Q_P# A/\ &C^W='_Z"MC_ M .!"?XT :%%9_P#;NC_]!6Q_\"$_QH_MW1_^@K8_^!"?XT :%%9_]NZ/_P!! M6Q_\"$_QH_MW1_\ H*V/_@0G^- &A16?_;NC_P#05L?_ (3_&C^W='_ .@K M8_\ @0G^- &A16?_ &[H_P#T%;'_ ,"$_P :/[=T?_H*V/\ X$)_C0!H45G_ M -NZ/_T%;'_P(3_&C^W='_Z"MC_X$)_C0!H45G_V[H__ $%;'_P(3_&C^W=' M_P"@K8_^!"?XT :%%9_]NZ/_ -!6Q_\ A/\:/[=T?\ Z"MC_P"!"?XT :%% M9_\ ;NC_ /05L?\ P(3_ !H_MW1_^@K8_P#@0G^- &A16?\ V[H__05L?_ A M/\:/[=T?_H*V/_@0G^- &A16?_;NC_\ 05L?_ A/\:/[=T?_ *"MC_X$)_C0 M!H45G_V[H_\ T%;'_P "$_QH_MW1_P#H*V/_ ($)_C0!H45G_P!NZ/\ ]!6Q M_P# A/\ &C^W='_Z"MC_ .!"?XT :%%9_P#;NC_]!6Q_\"$_QH_MW1_^@K8_ M^!"?XT :%%9_]NZ/_P!!6Q_\"$_QH_MW1_\ H*V/_@0G^- &A16?_;NC_P#0 M5L?_ (3_&C^W='_ .@K8_\ @0G^- &A16?_ &[H_P#T%;'_ ,"$_P :/[=T M?_H*V/\ X$)_C0!H45G_ -NZ/_T%;'_P(3_&C^W='_Z"MC_X$)_C0!H45G_V M[H__ $%;'_P(3_&C^W='_P"@K8_^!"?XT :%%9_]NZ/_ -!6Q_\ A/\:/[= MT?\ Z"MC_P"!"?XT :%%9_\ ;NC_ /05L?\ P(3_ !H_MW1_^@K8_P#@0G^- M &A16?\ V[H__05L?_ A/\:/[=T?_H*V/_@0G^- &A16?_;NC_\ 05L?_ A/ M\:/[=T?_ *"MC_X$)_C0!H45G_V[H_\ T%;'_P "$_QH_MW1_P#H*V/_ ($) M_C0!H45G_P!NZ/\ ]!6Q_P# A/\ &C^W='_Z"MC_ .!"?XT :%%9_P#;NC_] M!6Q_\"$_QH_MW1_^@K8_^!"?XT :%%9_]NZ/_P!!6Q_\"$_QH_MW1_\ H*V/ M_@0G^- &A16?_;NC_P#05L?_ (3_&C^W='_ .@K8_\ @0G^- &A16?_ &[H M_P#T%;'_ ,"$_P :/[=T?_H*V/\ X$)_C0!H45G_ -NZ/_T%;'_P(3_&C^W= M'_Z"MC_X$)_C0!H45G_V[H__ $%;'_P(3_&C^W='_P"@K8_^!"?XT :%%9_] MNZ/_ -!6Q_\ A/\:/[=T?\ Z"MC_P"!"?XT :%%9_\ ;NC_ /05L?\ P(3_ M !H_MW1_^@K8_P#@0G^- &A16?\ V[H__05L?_ A/\:/[=T?_H*V/_@0G^- M&A16?_;NC_\ 05L?_ A/\:/[=T?_ *"MC_X$)_C0!H45G_V[H_\ T%;'_P " M$_QH_MW1_P#H*V/_ ($)_C0!H45G_P!NZ/\ ]!6Q_P# A/\ &C^W='_Z"MC_ M .!"?XT :%%9_P#;NC_]!6Q_\"$_QH_MW1_^@K8_^!"?XT :%%9_]NZ/_P!! M6Q_\"$_QH_MW1_\ H*V/_@0G^- &A16?_;NC_P#05L?_ (3_&C^W='_ .@K M8_\ @0G^- &A16?_ &[H_P#T%;'_ ,"$_P :/[=T?_H*V/\ X$)_C0!H45G_ M -NZ/_T%;'_P(3_&C^W='_Z"MC_X$)_C0!H45G_V[H__ $%;'_P(3_&C^W=' M_P"@K8_^!"?XT :%%9_]NZ/_ -!6Q_\ A/\:/[=T?\ Z"MC_P"!"?XT :%% M9_\ ;NC_ /05L?\ P(3_ !H_MW1_^@K8_P#@0G^- &A16?\ V[H__05L?_ A M/\:/[=T?_H*V/_@0G^- &A16?_;NC_\ 05L?_ A/\:/[=T?_ *"MC_X$)_C0 M!H45G_V[H_\ T%;'_P "$_QH_MW1_P#H*V/_ ($)_C0!H45G_P!NZ/\ ]!6Q M_P# A/\ &C^W='_Z"MC_ .!"?XT :%%9_P#;NC_]!6Q_\"$_QH_MW1_^@K8_ M^!"?XT :%%9_]NZ/_P!!6Q_\"$_QH_MW1_\ H*V/_@0G^- &A16?_;NC_P#0 M5L?_ (3_&C^W='_ .@K8_\ @0G^- &A16?_ &[H_P#T%;'_ ,"$_P :/[=T M?_H*V/\ X$)_C0!H45G_ -NZ/_T%;'_P(3_&C^W='_Z"MC_X$)_C0!H45G_V M[H__ $%;'_P(3_&C^W='_P"@K8_^!"?XT :%%9_]NZ/_ -!6Q_\ A/\:/[= MT?\ Z"MC_P"!"?XT :%%9_\ ;NC_ /05L?\ P(3_ !H_MW1_^@K8_P#@0G^- M &A16?\ V[H__05L?_ A/\:/[=T?_H*V/_@0G^- &A16?_;NC_\ 05L?_ A/ M\:/[=T?_ *"MC_X$)_C0!H45G_V[H_\ T%;'_P "$_QH_MW1_P#H*V/_ ($) M_C0!H45G_P!NZ/\ ]!6Q_P# A/\ &C^W='_Z"MC_ .!"?XT :%%9_P#;NC_] M!6Q_\"$_QH_MW1_^@K8_^!"?XT :%%9_]NZ/_P!!6Q_\"$_QH_MW1_\ H*V/ M_@0G^- &A16?_;NC_P#05L?_ (3_&C^W='_ .@K8_\ @0G^- &A16?_ &[H M_P#T%;'_ ,"$_P :/[=T?_H*V/\ X$)_C0!H45G_ -NZ/_T%;'_P(3_&C^W= M'_Z"MC_X$)_C0!H45G_V[H__ $%;'_P(3_&C^W='_P"@K8_^!"?XT :%%9_] MNZ/_ -!6Q_\ A/\:/[=T?\ Z"MC_P"!"?XT :%%9_\ ;NC_ /05L?\ P(3_ M !H_MW1_^@K8_P#@0G^- &A16?\ V[H__05L?_ A/\:/[=T?_H*V/_@0G^- M&A16?_;NC_\ 05L?_ A/\:/[=T?_ *"MC_X$)_C0!H45G_V[H_\ T%;'_P " M$_QH_MW1_P#H*V/_ ($)_C0!H45G_P!NZ/\ ]!6Q_P# A/\ &C^W='_Z"MC_ M .!"?XT :%%9_P#;NC_]!6Q_\"$_QH_MW1_^@K8_^!"?XT :%%9_]NZ/_P!! M6Q_\"$_QH_MW1_\ H*V/_@0G^- &A16?_;NC_P#05L?_ (3_&C^W='_ .@K M8_\ @0G^- &A16?_ &[H_P#T%;'_ ,"$_P :/[=T?_H*V/\ X$)_C0!H45G_ M -NZ/_T%;'_P(3_&C^W='_Z"MC_X$)_C0!H45G_V[H__ $%;'_P(3_&C^W=' M_P"@K8_^!"?XT :%%9_]NZ/_ -!6Q_\ A/\:/[=T?\ Z"MC_P"!"?XT :%% M9_\ ;NC_ /05L?\ P(3_ !H_MW1_^@K8_P#@0G^- &A16?\ V[H__05L?_ A M/\:/[=T?_H*V/_@0G^- &A16?_;NC_\ 05L?_ A/\:/[=T?_ *"MC_X$)_C0 M!H45G_V[H_\ T%;'_P "$_QH_MW1_P#H*V/_ ($)_C0!H45G_P!NZ/\ ]!6Q M_P# A/\ &C^W='_Z"MC_ .!"?XT :%%9_P#;NC_]!6Q_\"$_QH_MW1_^@K8_ M^!"?XT :%%9_]NZ/_P!!6Q_\"$_QH_MW1_\ H*V/_@0G^- &A16?_;NC_P#0 M5L?_ (3_&C^W='_ .@K8_\ @0G^- &A16?_ &[H_P#T%;'_ ,"$_P :/[=T M?_H*V/\ X$)_C0!H45G_ -NZ/_T%;'_P(3_&C^W='_Z"MC_X$)_C0!H45G_V M[H__ $%;'_P(3_&C^W='_P"@K8_^!"?XT :%%9_]NZ/_ -!6Q_\ A/\:/[= MT?\ Z"MC_P"!"?XT :%%9_\ ;NC_ /05L?\ P(3_ !H_MW1_^@K8_P#@0G^- M &A16?\ V[H__05L?_ A/\:/[=T?_H*V/_@0G^- &A16?_;NC_\ 05L?_ A/ M\:/[=T?_ *"MC_X$)_C0!H45G_V[H_\ T%;'_P "$_QH_MW1_P#H*V/_ ($) M_C0!H45G_P!NZ/\ ]!6Q_P# A/\ &C^W='_Z"MC_ .!"?XT :%%9_P#;NC_] M!6Q_\"$_QH_MW1_^@K8_^!"?XT :%%9_]NZ/_P!!6Q_\"$_QH_MW1_\ H*V/ M_@0G^- &A16?_;NC_P#05L?_ (3_&C^W='_ .@K8_\ @0G^- &A16?_ &[H M_P#T%;'_ ,"$_P :/[=T?_H*V/\ X$)_C0!H45G_ -NZ/_T%;'_P(3_&C^W= M'_Z"MC_X$)_C0!H45G_V[H__ $%;'_P(3_&C^W='_P"@K8_^!"?XT :%%9_] MNZ/_ -!6Q_\ A/\:4:YI+'"ZI9$GL+A/\: +]%-1UD4,C!E/0@Y%.H **** M "BBB@ HHHH **** $?[C?2L[2^LOUK1?[C?2L[2^LOUH 72?]5)_O5HUG:3 M_JI/]ZM&@#FO&7@ZQ\7Z9Y%Q^[GC(:*91EE(Y&/QKR3P[XCUKX>ZYJ=GJ,#7 MM@MR$FNN6?=@ $@<5ZIXIUK5-!U*VO4MFGTH1L)Q&"SAB>,*.O%>8-XQ36'\ M0V&DZ;=SW&HW8,8N+=T55*X)8]CST- '=^.]+_X3SP-'Q:G;P,K.;=_+) )^_TK>T!%^'?P^LDU1)Y'@18Y%M MHS*=W/0#M67=ZGK/Q 1;+3;>6QTISF6XD4QRD?W=K#H1G- '+^"K*[O-#\6Z MRZ;7N79T(/53&L])\.KHUJ@$"PF+IC(( M(_K7G>C7T_PRNM0L-1M+F:PFDW6;6T32D*!@ A>G- $&O,\WQPTM8"=R6TH; M\Q3_ !:LJ_&71&OEL.<@\@Y' M2K?Q&\-7FHM9:SIBAKVR8<$XS'NRWZ"@#=\<2+%X1OV;.#&PX_W37/\ P;25 M?A[IYD^Z8EV_3FL?7/%=UXUL8]!T>PNX[F1U^TO<0M$JJ#\V&(P>#7HWA_1H M?#^A6FEP',=O'L!QUH TZ*** "O&/%7A[XNW7BC4)]"UCR=+>7-M']I5=JX] M,<5[/10!\3^*6\37?BE]'U^]:ZU*&80'.O\ GA8_ M^!0_PKZOHH ^4/\ A07CK_GA8_\ @4/\*/\ A07CK_GA8_\ @4/\*^KZ* /E M#_A07CK_ )X6/_@4/\*/^%!>.O\ GA8_^!0_PKZOHH ^4/\ A07CK_GA8_\ M@4/\*/\ A07CK_GA8_\ @4/\*^KZ* /E#_A07CK_ )X6/_@4/\*/^%!>.O\ MGA8_^!0_PKZOHH ^4/\ A07CK_GA8_\ @4/\*/\ A07CK_GA8_\ @4/\*^KZ M* /E#_A07CK_ )X6/_@4/\*/^%!>.O\ GA8_^!0_PKZOHH ^4/\ A07CK_GA M8_\ @4/\*/\ A07CK_GA8_\ @4/\*^KZ* /E#_A07CK_ )X6/_@4/\*/^%!> M.O\ GA8_^!0_PKZOHH ^4/\ A07CK_GA8_\ @4/\*/\ A07CK_GA8_\ @4/\ M*^KZ* /E#_A07CK_ )X6/_@4/\*/^%!>.O\ GA8_^!0_PKZOHH ^4/\ A07C MK_GA8_\ @4/\*/\ A07CK_GA8_\ @4/\*^KZ* /E#_A07CK_ )X6/_@4/\*/ M^%!>.O\ GA8_^!0_PKZOHH ^4/\ A07CK_GA8_\ @4/\*/\ A07CK_GA8_\ M@4/\*^KZ* /E#_A07CK_ )X6/_@4/\*/^%!>.O\ GA8_^!0_PKZOHH ^4/\ MA07CK_GA8_\ @4/\*/\ A07CK_GA8_\ @4/\*^KZ* /E#_A07CK_ )X6/_@4 M/\*/^%!>.O\ GA8_^!0_PKZOHH ^4/\ A07CK_GA8_\ @4/\*/\ A07CK_GA M8_\ @4/\*^KZ* /E#_A07CK_ )X6/_@4/\*/^%!>.O\ GA8_^!0_PKZOHH ^ M4/\ A07CK_GA8_\ @4/\*/\ A07CK_GA8_\ @4/\*^KZ* /E#_A07CK_ )X6 M/_@4/\*/^%!>.O\ GA8_^!0_PKZOHH ^4/\ A07CK_GA8_\ @4/\*/\ A07C MK_GA8_\ @4/\*^KZ* /E#_A07CK_ )X6/_@4/\*/^%!>.O\ GA8_^!0_PKZO MHH ^4/\ A07CK_GA8_\ @4/\*/\ A07CK_GA8_\ @4/\*^KZ* /E#_A07CK_ M )X6/_@4/\*/^%!>.O\ GA8_^!0_PKZOHH ^4/\ A07CK_GA8_\ @4/\*/\ MA07CK_GA8_\ @4/\*^KZ* /E#_A07CK_ )X6/_@4/\*/^%!>.O\ GA8_^!0_ MPKZOHH ^4/\ A07CK_GA8_\ @4/\*/\ A07CK_GA8_\ @4/\*^KZ* /E#_A0 M7CK_ )X6/_@4/\*/^%!>.O\ GA8_^!0_PKZOHH ^4/\ A07CK_GA8_\ @4/\ M*/\ A07CK_GA8_\ @4/\*^KZ* /E#_A07CK_ )X6/_@4/\*/^%!>.O\ GA8_ M^!0_PKZOHH ^4/\ A07CK_GA8_\ @4/\*/\ A07CK_GA8_\ @4/\*^KZ* /E M#_A07CK_ )X6/_@4/\*/^%!>.O\ GA8_^!0_PKZOHH ^4/\ A07CK_GA8_\ M@4/\*/\ A07CK_GA8_\ @4/\*^KZ* /E#_A07CK_ )X6/_@4/\*/^%!>.O\ MGA8_^!0_PKZOHH ^4/\ A07CK_GA8_\ @4/\*/\ A07CK_GA8_\ @4/\*^KZ M* /E#_A07CK_ )X6/_@4/\*/^%!>.O\ GA8_^!0_PKZOHH ^4/\ A07CK_GA M8_\ @4/\*/\ A07CK_GA8_\ @4/\*^KZ* /E#_A07CK_ )X6/_@4/\*/^%!> M.O\ GA8_^!0_PKZOHH ^4/\ A07CK_GA8_\ @4/\*/\ A07CK_GA8_\ @4/\ M*^KZ* /E#_A07CK_ )X6/_@4/\*/^%!>.O\ GA8_^!0_PKZOHH ^4/\ A07C MK_GA8_\ @4/\*/\ A07CK_GA8_\ @4/\*^KZ* /E#_A07CK_ )X6/_@4/\*/ M^%!>.O\ GA8_^!0_PKZOHH ^4/\ A07CK_GA8_\ @4/\*/\ A07CK_GA8_\ M@4/\*^KZ* /E#_A07CK_ )X6/_@4/\*/^%!>.O\ GA8_^!0_PKZOHH ^4/\ MA07CK_GA8_\ @4/\*/\ A07CK_GA8_\ @4/\*^KZ* /E#_A07CK_ )X6/_@4 M/\*/^%!>.O\ GA8_^!0_PKZOHH ^4/\ A07CK_GA8_\ @4/\*/\ A07CK_GA M8_\ @4/\*^KZ* /E#_A07CK_ )X6/_@4/\*/^%!>.O\ GA8_^!0_PKZOHH ^ M4/\ A07CK_GA8_\ @4/\*/\ A07CK_GA8_\ @4/\*^KZ* /E#_A07CK_ )X6 M/_@4/\*/^%!>.O\ GA8_^!0_PKZOHH ^4/\ A07CK_GA8_\ @4/\*/\ A07C MK_GA8_\ @4/\*^KZ* /E#_A07CK_ )X6/_@4/\*/^%!>.O\ GA8_^!0_PKZO MHH ^4/\ A07CK_GA8_\ @4/\*/\ A07CK_GA8_\ @4/\*^KZ* /E#_A07CK_ M )X6/_@4/\*/^%!>.O\ GA8_^!0_PKZOHH ^4/\ A07CK_GA8_\ @4/\*/\ MA07CK_GA8_\ @4/\*^KZ* /E#_A07CK_ )X6/_@4/\*/^%!>.O\ GA8_^!0_ MPKZOHH ^4/\ A07CK_GA8_\ @4/\*/\ A07CK_GA8_\ @4/\*^KZ* /E#_A0 M7CK_ )X6/_@4/\*/^%!>.O\ GA8_^!0_PKZOHH ^4/\ A07CK_GA8_\ @4/\ M*/\ A07CK_GA8_\ @4/\*^KZ* /E#_A07CK_ )X6/_@4/\*/^%!>.O\ GA8_ M^!0_PKZOHH ^4/\ A07CK_GA8_\ @4/\*/\ A07CK_GA8_\ @4/\*^KZ* /E M#_A07CK_ )X6/_@4/\*/^%!>.O\ GA8_^!0_PKZOHH ^4/\ A07CK_GA8_\ M@4/\*/\ A07CK_GA8_\ @4/\*^KZ* /E#_A07CK_ )X6/_@4/\*/^%!>.O\ MGA8_^!0_PKZOHH ^4/\ A07CK_GA8_\ @4/\*/\ A07CK_GA8_\ @4/\*^KZ M* /E#_A07CK_ )X6/_@4/\*/^%!>.O\ GA8_^!0_PKZOHH ^4/\ A07CK_GA M8_\ @4/\*/\ A07CK_GA8_\ @4/\*^KZ* /E#_A07CK_ )X6/_@4/\*/^%!> M.O\ GA8_^!0_PKZOHH ^4/\ A07CK_GA8_\ @4/\*/\ A07CK_GA8_\ @4/\ M*^KZ* /E#_A07CK_ )X6/_@4/\*/^%!>.O\ GA8_^!0_PKZOHH ^4/\ A07C MK_GA8_\ @4/\*/\ A07CK_GA8_\ @4/\*^KZ* /E#_A07CK_ )X6/_@4/\*/ M^%!>.O\ GA8_^!0_PKZOHH ^4/\ A07CK_GA8_\ @4/\*/\ A07CK_GA8_\ M@4/\*^KZ* /E#_A07CK_ )X6/_@4/\*/^%!>.O\ GA8_^!0_PKZOHH ^4/\ MA07CK_GA8_\ @4/\*/\ A07CK_GA8_\ @4/\*^KZ* /E#_A07CK_ )X6/_@4 M/\*/^%!>.O\ GA8_^!0_PKZOHH ^4/\ A07CK_GA8_\ @4/\*/\ A07CK_GA M8_\ @4/\*^KZ* /E#_A07CK_ )X6/_@4/\*/^%!>.O\ GA8_^!0_PKZOHH ^ M4/\ A07CK_GA8_\ @4/\*/\ A07CK_GA8_\ @4/\*^KZ* /E#_A07CK_ )X6 M/_@4/\*/^%!>.O\ GA8_^!0_PKZOHH ^4/\ A07CK_GA8_\ @4/\*/\ A07C MK_GA8_\ @4/\*^KZ* /E#_A07CK_ )X6/_@4/\*/^%!>.O\ GA8_^!0_PKZO MHH ^4/\ A07CK_GA8_\ @4/\*/\ A07CK_GA8_\ @4/\*^KZ* /E#_A07CK_ M )X6/_@4/\*/^%!>.O\ GA8_^!0_PKZOHH ^4/\ A07CK_GA8_\ @4/\*/\ MA07CK_GA8_\ @4/\*^KZ* /E#_A07CK_ )X6/_@4/\*/^%!>.O\ GA8_^!0_ MPKZOHH ^4/\ A07CK_GA8_\ @4/\*/\ A07CK_GA8_\ @4/\*^KZ* /E#_A0 M7CK_ )X6/_@4/\*/^%!>.O\ GA8_^!0_PKZOHH ^4/\ A07CK_GA8_\ @4/\ M*/\ A07CK_GA8_\ @4/\*^KZ* /E#_A07CK_ )X6/_@4/\*/^%!>.O\ GA8_ M^!0_PKZOHH ^4/\ A07CK_GA8_\ @4/\*/\ A07CK_GA8_\ @4/\*^KZ* /E M#_A07CK_ )X6/_@4/\*/^%!>.O\ GA8_^!0_PKZOHH ^4/\ A07CK_GA8_\ M@4/\*/\ A07CK_GA8_\ @4/\*^KZ* /E#_A07CK_ )X6/_@4/\*/^%!>.O\ MGA8_^!0_PKZOHH ^4/\ A07CK_GA8_\ @4/\*/\ A07CK_GA8_\ @4/\*^KZ M* /E#_A07CK_ )X6/_@4/\*/^%!>.O\ GA8_^!0_PKZOHH ^4/\ A07CK_GA M8_\ @4/\*/\ A07CK_GA8_\ @4/\*^KZ* /E#_A07CK_ )X6/_@4/\*/^%!> M.O\ GA8_^!0_PKZOHH ^4/\ A07CK_GA8_\ @4/\*/\ A07CK_GA8_\ @4/\ M*^KZ* /E#_A07CK_ )X6/_@4/\*/^%!>.O\ GA8_^!0_PKZOHH ^4/\ A07C MK_GA8_\ @4/\*/\ A07CK_GA8_\ @4/\*^KZ* /E#_A07CK_ )X6/_@4/\*/ M^%!>.O\ GA8_^!0_PKZOHH ^4/\ A07CK_GA8_\ @4/\*/\ A07CK_GA8_\ M@4/\*^KZ* /E#_A07CK_ )X6/_@4/\*YCQ5X'U_P'/:G55ACDGRT1AE#]*^U MJ^>_VE/^/G0_]Q_YT >G_">\N+[X;Z5<7,K22LARS=3S7:UPGP<_Y)?H_P#N M'^==W0 4444 %%%% !1110 4444 (_W&^E9VE]9?K6B_W&^E9VE]9?K0 ND_ MZJ3_ 'JT:SM)_P!5)_O5HT %5K?3[2TFGFMX$CDN'WRLO5VZ9-6:* "BBB@ MHHHH **** "BBB@ HHHH **** /D#QQ_R7&^_P"PK'_-:^O^U?('CC_DN-]_ MV%8_YK7U_P!J "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** M "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH M**** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ H MHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BB MB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** M "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH M**** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ H MHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BB MB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** M "BBB@ HHHH **** "BBB@ HHHH *^>_VE/^/G0_]Q_YU]"5\]_M*?\ 'SH? M^X_\Z /2?@Y_R2_1_P#K1H * M*** "BBB@ HHHH **** "BBB@ HHHH **** /D#QQ_R7&^_["L?\UKZ_[5\@ M>./^2XWW_85C_FM?7_:@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH ** M** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHH MH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ M HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** " MBBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH ** M** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHH MH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ M HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** " MBBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH ** M** "BBB@ HHHH **** "BBB@ HHHH **** "OGO]I3_CYT/_ ''_ )U]"5\] M_M*?\?.A_P"X_P#.@#TGX.?\DOT?_K1H **** "BBB@ HHHH **** "BBB@ HHHH **** /D#QQ_R7&^_P"P MK'_-:^O^U?('CC_DN-]_V%8_YK7U_P!J "BBB@ HHHH **** "BBB@ HHHH M**** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ H MHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BB MB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** M "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH M**** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ H MHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BB MB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** M "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH M**** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH *^>_VE/^/G0_ M]Q_YU]"5\]_M*?\ 'SH?^X_\Z /2?@Y_R2_1_P#K1H **S-:U[3_ _9&ZOYMB X"CEC]!WKC=#^+NDZKJMU M:36UW;QI)MAE>W901C^(GA3[4 >BT5 ;RW6T-UYT9@"[MX88(^M<;/\ %CPY M!=-!Y6IR8;;YL5FS1_7<.,>] '\=Z-X M>N!;W7VJ:7NMK 92OUQTH Z:BL[1MLQ=6,A9#U5QAE]B.QJQ?7UOIUH] MS=2".)!R2>OL/>@"S17(:;\2- U2_P#L#77]: "BBB@ M HHHH ^0/''_ "7&^_["L?\ -:^O^U?('CC_ )+C??\ 85C_ )K7U_VH *** M* "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH M **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ MHHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "B MBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH *** M* "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH M **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ MHHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "B MBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH *** M* "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH M **** "O,OBUXHU30%L8=-N7MVG!+.AP1BO3:\9^.?\ K])_W7_G6.(;5-M' MIY/3C4QD(S5UK^1PG_"P?%O_ $';O\Q_A6/KFK7_ (E:)M9NI+TP@B,RG[N: MI45Y?M)]S[KZIA_^?:^Y&UIGB[7]&L(['3M4N+:UB&$B0C"U<'Q"\6!@3KET M<'IN'^%YUKPK:7EVVZ9U^9B8V*CB)QCM=A1115G*%%%% !1110 C_<;Z5G:7UE^ MM:+_ '&^E9VE]9?K0 ND_P"JD_WJT:SM)_U4G^]6C0!X]\7]]OXCT.\NH3-I MD>!*,$@-O&#^%:_AVUTSQ,/%$*)%<6TUT&B!/&=G!_.N[U;3;#6;)]/U"*.: M.09\M_YXKPR#1]=\&ZSK5[X;N"=.LKH)):,P5=N,Y]>!F@#TN]\-WL/PS31X MPOVB"'E0W!QDXKC_ ?X[T:V\*+X9O[5[74(H3;^28R%9B#W/UKL)/'L 8?&'A*WU^2=H]:EC\];A "P89.,^^!0!T/A;29 MO"'@N^EF8*[1&18U.5C(4\ UG_"6W_M#3KW7KK$EUJ$@D9CR>5P157PKK&H> M(/ 6L:3J9+:AIJ-#+)G)<["P@ M;99ZFDEQ)&.FX8 J3XD74NJ>+M&\."3%M*/M$BYZE'&*IZM$VI?'+3XTZ06\ MV2O/<'FG>-(19_%S0[R4D1O;R#/;)88H ZOXA:';77@YU2-5:T*RQ$?P[:D\>3B#P??-\OS(5&3Z@UC_""S>T^'FFL MX(,D2M@_C0!WM%%% !5*76-,@E:*;4;2.13AD>=01]035VO)/$OP'TSQ+XCO MM9FUJ[ADNY?,:-(E(7V&: /%_&D\,OQJO9XY8WA.IQL)%8%2,KSFOK/^W=(Q M_P A6Q_\"$_QKXTU_P -0Z/\0+CPY'<220Q7BVXF8 ,02!G'XU[7_P ,UZ1_ MT,%]_P!^4H ]@_MW2/\ H*V/_@0G^-']NZ1_T%;'_P "$_QKQ_\ X9KTC_H8 M+[_ORE'_ S7I'_0P7W_ 'Y2@#V#^W=(_P"@K8_^!"?XT?V[I'_05L?_ (3 M_&O'_P#AFO2/^A@OO^_*4?\ #->D?]#!??\ ?E* /8/[=TC_ *"MC_X$)_C1 M_;ND?]!6Q_\ A/\:\?_ .&:](_Z&"^_[\I1_P ,UZ1_T,%]_P!^4H ]@_MW M2/\ H*V/_@0G^-']NZ1_T%;'_P "$_QKQ_\ X9KTC_H8+[_ORE'_ S7I'_0 MP7W_ 'Y2@#V#^W=(_P"@K8_^!"?XT?V[I'_05L?_ (3_&O'_P#AFO2/^A@O MO^_*4?\ #->D?]#!??\ ?E* /8/[=TC_ *"MC_X$)_C1_;ND?]!6Q_\ A/\ M:\?_ .&:](_Z&"^_[\I1_P ,UZ1_T,%]_P!^4H ]@_MW2/\ H*V/_@0G^-'] MNZ1_T%;'_P "$_QKQ_\ X9KTC_H8+[_ORE'_ S7I'_0P7W_ 'Y2@#V#^W=( M_P"@K8_^!"?XT?V[I'_05L?_ (3_&O'_P#AFO2/^A@OO^_*4?\ #->D?]#! M??\ ?E* /8/[=TC_ *"MC_X$)_C1_;ND?]!6Q_\ A/\:\?_ .&:](_Z&"^_ M[\I1_P ,UZ1_T,%]_P!^4H ]@_MW2/\ H*V/_@0G^-']NZ1_T%;'_P "$_QK MQ_\ X9KTC_H8+[_ORE'_ S7I'_0P7W_ 'Y2@#V#^W=(_P"@K8_^!"?XT?V[ MI'_05L?_ (3_&O'_P#AFO2/^A@OO^_*4?\ #->D?]#!??\ ?E* /8/[=TC_ M *"MC_X$)_C1_;ND?]!6Q_\ A/\:\?_ .&:](_Z&"^_[\I1_P ,UZ1_T,%] M_P!^4H ]@_MW2/\ H*V/_@0G^-']NZ1_T%;'_P "$_QKQ_\ X9KTC_H8+[_O MRE'_ S7I'_0P7W_ 'Y2@#V#^W=(_P"@K8_^!"?XT?V[I'_05L?_ (3_&O' M_P#AFO2/^A@OO^_*4?\ #->D?]#!??\ ?E* /8/[=TC_ *"MC_X$)_C1_;ND M?]!6Q_\ A/\:\?_ .&:](_Z&"^_[\I1_P ,UZ1_T,%]_P!^4H ]@_MW2/\ MH*V/_@0G^-']NZ1_T%;'_P "$_QKQ_\ X9KTC_H8+[_ORE'_ S7I'_0P7W_ M 'Y2@#V#^W=(_P"@K8_^!"?XT?V[I'_05L?_ (3_&O'_P#AFO2/^A@OO^_* M4?\ #->D?]#!??\ ?E* /8/[=TC_ *"MC_X$)_C1_;ND?]!6Q_\ A/\:\?_ M .&:](_Z&"^_[\I1_P ,UZ1_T,%]_P!^4H ]@_MW2/\ H*V/_@0G^-']NZ1_ MT%;'_P "$_QKQ_\ X9KTC_H8+[_ORE'_ S7I'_0P7W_ 'Y2@#V#^W=(_P"@ MK8_^!"?XT?V[I'_05L?_ (3_&O'_P#AFO2/^A@OO^_*4?\ #->D?]#!??\ M?E* /8/[=TC_ *"MC_X$)_C1_;ND?]!6Q_\ A/\:\?_ .&:](_Z&"^_[\I1 M_P ,UZ1_T,%]_P!^4H ]@_MW2/\ H*V/_@0G^-']NZ1_T%;'_P "$_QKQ_\ MX9KTC_H8+[_ORE'_ S7I'_0P7W_ 'Y2@#V#^W=(_P"@K8_^!"?XT?V[I'_0 M5L?_ (3_&O'_P#AFO2/^A@OO^_*4?\ #->D?]#!??\ ?E* /8/[=TC_ *"M MC_X$)_C1_;ND?]!6Q_\ A/\:\?_ .&:](_Z&"^_[\I1_P ,UZ1_T,%]_P!^ M4H ]@_MW2/\ H*V/_@0G^-']NZ1_T%;'_P "$_QKQ_\ X9KTC_H8+[_ORE'_ M S7I'_0P7W_ 'Y2@#V#^W=(_P"@K8_^!"?XT?V[I'_05L?_ (3_&O'_P#A MFO2/^A@OO^_*4?\ #->D?]#!??\ ?E* /8/[=TC_ *"MC_X$)_C1_;ND?]!6 MQ_\ A/\:\?_ .&:](_Z&"^_[\I1_P ,UZ1_T,%]_P!^4H ]@_MW2/\ H*V/ M_@0G^-']NZ1_T%;'_P "$_QKQ_\ X9KTC_H8+[_ORE'_ S7I'_0P7W_ 'Y2 M@#V#^W=(_P"@K8_^!"?XT?V[I'_05L?_ (3_&O'_P#AFO2/^A@OO^_*4?\ M#->D?]#!??\ ?E* /8/[=TC_ *"MC_X$)_C1_;ND?]!6Q_\ A/\:\?_ .&: M](_Z&"^_[\I1_P ,UZ1_T,%]_P!^4H ]@_MW2/\ H*V/_@0G^-']NZ1_T%;' M_P "$_QKQ_\ X9KTC_H8+[_ORE'_ S7I'_0P7W_ 'Y2@#V#^W=(_P"@K8_^ M!"?XT?V[I'_05L?_ (3_&O'_P#AFO2/^A@OO^_*4?\ #->D?]#!??\ ?E* M/8/[=TC_ *"MC_X$)_C1_;ND?]!6Q_\ A/\:\?_ .&:](_Z&"^_[\I1_P , MUZ1_T,%]_P!^4H ]@_MW2/\ H*V/_@0G^-']NZ1_T%;'_P "$_QKQ_\ X9KT MC_H8+[_ORE'_ S7I'_0P7W_ 'Y2@#V#^W=(_P"@K8_^!"?XT?V[I'_05L?_ M (3_&O'_P#AFO2/^A@OO^_*4?\ #->D?]#!??\ ?E* /8/[=TC_ *"MC_X$ M)_C1_;ND?]!6Q_\ A/\:\?_ .&:](_Z&"^_[\I1_P ,UZ1_T,%]_P!^4H ] M@_MW2/\ H*V/_@0G^-']NZ1_T%;'_P "$_QKQ_\ X9KTC_H8+[_ORE'_ S7 MI'_0P7W_ 'Y2@#V#^W=(_P"@K8_^!"?XT?V[I'_05L?_ (3_&O'_P#AFO2/ M^A@OO^_*4?\ #->D?]#!??\ ?E* /8/[=TC_ *"MC_X$)_C1_;ND?]!6Q_\ M A/\:\?_ .&:](_Z&"^_[\I1_P ,UZ1_T,%]_P!^4H ]@_MW2/\ H*V/_@0G M^-']NZ1_T%;'_P "$_QKQ_\ X9KTC_H8+[_ORE'_ S7I'_0P7W_ 'Y2@#V# M^W=(_P"@K8_^!"?XT?V[I'_05L?_ (3_&O'_P#AFO2/^A@OO^_*4?\ #->D M?]#!??\ ?E* /8/[=TC_ *"MC_X$)_C1_;ND?]!6Q_\ A/\:\?_ .&:](_Z M&"^_[\I1_P ,UZ1_T,%]_P!^4H ]@_MW2/\ H*V/_@0G^-']NZ1_T%;'_P " M$_QKQ_\ X9KTC_H8+[_ORE'_ S7I'_0P7W_ 'Y2@#V#^W=(_P"@K8_^!"?X MT?V[I'_05L?_ (3_&O'_P#AFO2/^A@OO^_*4?\ #->D?]#!??\ ?E* /8/[ M=TC_ *"MC_X$)_C1_;ND?]!6Q_\ A/\:\?_ .&:](_Z&"^_[\I1_P ,UZ1_ MT,%]_P!^4H ]@_MW2/\ H*V/_@0G^-']NZ1_T%;'_P "$_QKQ_\ X9KTC_H8 M+[_ORE'_ S7I'_0P7W_ 'Y2@#V#^W=(_P"@K8_^!"?XT?V[I'_05L?_ (3 M_&O'_P#AFO2/^A@OO^_*4?\ #->D?]#!??\ ?E* /8/[=TC_ *"MC_X$)_C1 M_;ND?]!6Q_\ A/\:\?_ .&:](_Z&"^_[\I1_P ,UZ1_T,%]_P!^4H ]@_MW M2/\ H*V/_@0G^-']NZ1_T%;'_P "$_QKQ_\ X9KTC_H8+[_ORE'_ S7I'_0 MP7W_ 'Y2@#V#^W=(_P"@K8_^!"?XT?V[I'_05L?_ (3_&O'_P#AFO2/^A@O MO^_*4?\ #->D?]#!??\ ?E* /8/[=TC_ *"MC_X$)_C1_;ND?]!6Q_\ A/\ M:\?_ .&:](_Z&"^_[\I1_P ,UZ1_T,%]_P!^4H ]@_MW2/\ H*V/_@0G^-'] MNZ1_T%;'_P "$_QKQ_\ X9KTC_H8+[_ORE'_ S7I'_0P7W_ 'Y2@#V#^W=( M_P"@K8_^!"?XT?V[I'_05L?_ (3_&O'_P#AFO2/^A@OO^_*4?\ #->D?]#! M??\ ?E* /8/[=TC_ *"MC_X$)_C1_;ND?]!6Q_\ A/\:\?_ .&:](_Z&"^_ M[\I1_P ,UZ1_T,%]_P!^4H ]@_MW2/\ H*V/_@0G^-']NZ1_T%;'_P "$_QK MQ_\ X9KTC_H8+[_ORE'_ S7I'_0P7W_ 'Y2@#V#^W=(_P"@K8_^!"?XT?V[ MI'_05L?_ (3_&O'_P#AFO2/^A@OO^_*4?\ #->D?]#!??\ ?E* /8/[=TC_ M *"MC_X$)_C1_;ND?]!6Q_\ A/\:\?_ .&:](_Z&"^_[\I1_P ,UZ1_T,%] M_P!^4H ]@_MW2/\ H*V/_@0G^-']NZ1_T%;'_P "$_QKQ_\ X9KTC_H8+[_O MRE'_ S7I'_0P7W_ 'Y2@#V#^W=(_P"@K8_^!"?XT?V[I'_05L?_ (3_&O' M_P#AFO2/^A@OO^_*4?\ #->D?]#!??\ ?E* /8/[=TC_ *"MC_X$)_C1_;ND M?]!6Q_\ A/\:\?_ .&:](_Z&"^_[\I1_P ,UZ1_T,%]_P!^4H ]@_MW2/\ MH*V/_@0G^-']NZ1_T%;'_P "$_QKQ_\ X9KTC_H8+[_ORE'_ S7I'_0P7W_ M 'Y2@#V#^W=(_P"@K8_^!"?XT?V[I'_05L?_ (3_&O'_P#AFO2/^A@OO^_* M4?\ #->D?]#!??\ ?E* /8/[=TC_ *"MC_X$)_C1_;ND?]!6Q_\ A/\:\?_ M .&:](_Z&"^_[\I1_P ,UZ1_T,%]_P!^4H ]@_MW2/\ H*V/_@0G^-']NZ1_ MT%;'_P "$_QKQ_\ X9KTC_H8+[_ORE'_ S7I'_0P7W_ 'Y2@#V#^W=(_P"@ MK8_^!"?XT?V[I'_05L?_ (3_&O'_P#AFO2/^A@OO^_*4?\ #->D?]#!??\ M?E* /8/[=TC_ *"MC_X$)_C1_;ND?]!6Q_\ A/\:\?_ .&:](_Z&"^_[\I1 M_P ,UZ1_T,%]_P!^4H ]@_MW2/\ H*V/_@0G^-']NZ1_T%;'_P "$_QKQ_\ MX9KTC_H8+[_ORE'_ S7I'_0P7W_ 'Y2@#V#^W=(_P"@K8_^!"?XT?V[I'_0 M5L?_ (3_&O'_P#AFO2/^A@OO^_*4?\ #->D?]#!??\ ?E* /8/[=TC_ *"M MC_X$)_C1_;ND?]!6Q_\ A/\:\?_ .&:](_Z&"^_[\I1_P ,UZ1_T,%]_P!^ M4H ]@_MW2/\ H*V/_@0G^-']NZ1_T%;'_P "$_QKQ_\ X9KTC_H8+[_ORE'_ M S7I'_0P7W_ 'Y2@#V#^W=(_P"@K8_^!"?XT?V[I'_05L?_ (3_&O'_P#A MFO2/^A@OO^_*4?\ #->D?]#!??\ ?E* /8/[=TC_ *"MC_X$)_C1_;ND?]!6 MQ_\ A/\:\?_ .&:](_Z&"^_[\I1_P ,UZ1_T,%]_P!^4H ]@_MW2/\ H*V/ M_@0G^-']NZ1_T%;'_P "$_QKQ_\ X9KTC_H8+[_ORE'_ S7I'_0P7W_ 'Y2 M@#V#^W=(_P"@K8_^!"?XT?V[I'_05L?_ (3_&O'_P#AFO2/^A@OO^_*4?\ M#->D?]#!??\ ?E* /8/[=TC_ *"MC_X$)_C1_;ND?]!6Q_\ A/\:\?_ .&: M](_Z&"^_[\I1_P ,UZ1_T,%]_P!^4H ]@_MW2/\ H*V/_@0G^-']NZ1_T%;' M_P "$_QKQ_\ X9KTC_H8+[_ORE'_ S7I'_0P7W_ 'Y2@#V#^W=(_P"@K8_^ M!"?XT?V[I'_05L?_ (3_&O'_P#AFO2/^A@OO^_*4?\ #->D?]#!??\ ?E* M/8/[=TC_ *"MC_X$)_C1_;ND?]!6Q_\ A/\:\?_ .&:](_Z&"^_[\I1_P , MUZ1_T,%]_P!^4H ]@_MW2/\ H*V/_@0G^-']NZ1_T%;'_P "$_QKQ_\ X9KT MC_H8+[_ORE'_ S7I'_0P7W_ 'Y2@#V#^W=(_P"@K8_^!"?XT?V[I'_05L?_ M (3_&O'_P#AFO2/^A@OO^_*4?\ #->D?]#!??\ ?E* /8/[=TC_ *"MC_X$ M)_C1_;ND?]!6Q_\ A/\:\?_ .&:](_Z&"^_[\I1_P ,UZ1_T,%]_P!^4H ] M@_MW2/\ H*V/_@0G^-']NZ1_T%;'_P "$_QKQ_\ X9KTC_H8+[_ORE'_ S7 MI'_0P7W_ 'Y2@#V#^W=(_P"@K8_^!"?XT?V[I'_05L?_ (3_&O'_P#AFO2/ M^A@OO^_*4?\ #->D?]#!??\ ?E* /8/[=TC_ *"MC_X$)_C1_;ND?]!6Q_\ M A/\:\?_ .&:](_Z&"^_[\I1_P ,UZ1_T,%]_P!^4H ]@_MW2/\ H*V/_@0G M^-']NZ1_T%;'_P "$_QKQ_\ X9KTC_H8+[_ORE'_ S7I'_0P7W_ 'Y2@#V# M^W=(_P"@K8_^!"?XT?V[I'_05L?_ (3_&O'_P#AFO2/^A@OO^_*4?\ #->D M?]#!??\ ?E* /8/[=TC_ *"MC_X$)_C1_;ND?]!6Q_\ A/\:\?_ .&:](_Z M&"^_[\I1_P ,UZ1_T,%]_P!^4H ]@_MW2/\ H*V/_@0G^-']NZ1_T%;'_P " M$_QKQ_\ X9KTC_H8+[_ORE'_ S7I'_0P7W_ 'Y2@#V#^W=(_P"@K8_^!"?X MT?V[I'_05L?_ (3_&O'_P#AFO2/^A@OO^_*4?\ #->D?]#!??\ ?E* /8/[ M=TC_ *"MC_X$)_C1_;ND?]!6Q_\ A/\:\?_ .&:](_Z&"^_[\I1_P ,UZ1_ MT,%]_P!^4H ]@_MW2/\ H*V/_@0G^-']NZ1_T%;'_P "$_QKQ_\ X9KTC_H8 M+[_ORE'_ S7I'_0P7W_ 'Y2@#V#^W=(_P"@K8_^!"?XT?V[I'_05L?_ (3 M_&O'_P#AFO2/^A@OO^_*4?\ #->D?]#!??\ ?E* /8/[=TC_ *"MC_X$)_C1 M_;ND?]!6Q_\ A/\:\?_ .&:](_Z&"^_[\I1_P ,UZ1_T,%]_P!^4H ]@_MW M2/\ H*V/_@0G^-']NZ1_T%;'_P "$_QKQ_\ X9KTC_H8+[_ORE'_ S7I'_0 MP7W_ 'Y2@#V#^W=(_P"@K8_^!"?XT?V[I'_05L?_ (3_&O'_P#AFO2/^A@O MO^_*4?\ #->D?]#!??\ ?E* /8/[=TC_ *"MC_X$)_C1_;ND?]!6Q_\ A/\ M:\?_ .&:](_Z&"^_[\I1_P ,UZ1_T,%]_P!^4H ]@_MW2/\ H*V/_@0G^-'] MNZ1_T%;'_P "$_QKQ_\ X9KTC_H8+[_ORE'_ S7I'_0P7W_ 'Y2@#V#^W=( M_P"@K8_^!"?XT?V[I'_05L?_ (3_&O'_P#AFO2/^A@OO^_*4?\ #->D?]#! M??\ ?E* /8/[=TC_ *"MC_X$)_C1_;ND?]!6Q_\ A/\:\?_ .&:](_Z&"^_ M[\I1_P ,UZ1_T,%]_P!^4H ]@_MW2/\ H*V/_@0G^-']NZ1_T%;'_P "$_QK MQ_\ X9KTC_H8+[_ORE'_ S7I'_0P7W_ 'Y2@#V#^W=(_P"@K8_^!"?XT?V[ MI'_05L?_ (3_&O'_P#AFO2/^A@OO^_*4?\ #->D?]#!??\ ?E* /8/[=TC_ M *"MC_X$)_C1_;ND?]!6Q_\ A/\:\?_ .&:](_Z&"^_[\I1_P ,UZ1_T,%] M_P!^4H ]@_MW2/\ H*V/_@0G^-']NZ1_T%;'_P "$_QKQ_\ X9KTC_H8+[_O MRE'_ S7I'_0P7W_ 'Y2@#V#^W=(_P"@K8_^!"?XUY#\:KZTO9]+-K=03[5; M=Y4@;'Y55O/V>= L+=I[GQ+>1HHR28T%>;7>C:7HU[-#I=[/=PD_?F0*?TKF MQ4DJ=CV\AHU)8M5$M%>[^1%1117F'W04444 ?2/PM_Y$BR_W3_.NUKBOA;_R M)%E_NG^==K7L4O@1^:X__>JGJPHHHK0Y HHHH **** $?[C?2L[2^LOUK1?[ MC?2L[2^LOUH 72?]5)_O5HUG:3_JI/\ >K1H Y3Q1I&M2W]OJVASYN8(S']F M=PD<@)Y)/6O.[72_'FOWNMV,MC;:=%V"#RXKF>[VR*OKM QG MFO5** .8\*>%(]"L+KSV\V[OCONG./F;&/QXKGCX9\2^%=3OI_"L%M>6]\^] MX;F;REB.,?+CKZUZ110!QG@[PC/IEY=:UJ["75KMM[XJWXS\))X MHL8]DAAN[=UDBD4#/RG..>Q-=110!YC=Z!XT\4"#3==AM;+3HG5VEM[CS'EV MG(R"._2O1[*S@T^SBM+:,1PQ+M11T J>B@ HHHH **** /D#QQ_R7&^_["L? M\UKZ_P"U?('CC_DN-]_V%8_YK7U_VH **** "BBB@ HHHH **** "BBB@ HH MHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB M@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** M"BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH * M*** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HH MHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB M@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** M"BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH * M*** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HH MHH **** "BBB@ HHHH **** "BBB@ HHH) &3P* "L7Q#XGT[P[9//=S#+O'6H>)KAE+F.TSQ$#Q7-16=U.A>*WED4=2B$UUG@ M[X?WWB6X6256ALU.6 M"5X#^T;%';7.B>2H3*/G'UK7ZEYG%_K-_P!._P 3AXK.ZFC$D5M-(AZ,B$@_ MC3O[.OB]_"&TMYOAEI,DD2LQ0Y)^M=S_ &?: Y\A*/J7F'^L MW_3O\3F?AK;36W@NR2:-D;:?E88/6NOI HP!@4M=D8\L4CYFO5]K5E4[NX4 M4451D%%%% !1110 C_<;Z5G:7UE^M:+_ '&^E9VE]9?K0 ND_P"JD_WJT:SM M)_U4G^]6C0 4444 %%%% !1110 4444 %%%% !1110 4444 ?('CC_DN-]_V M%8_YK7U_VKY \ULV M:&R!QP2-_P!17':;I=YJ]VMO:Q-(['J!P*X:V)EAMN_\ D0VUM#9VZ06\8CB0851T%3445VGS M#;;NPKY[_:4_X^=#_P!Q_P"=?0E?/?[2G_'SH?\ N/\ SH$>D_!S_DE^C_[A M_G7=UPGP<_Y)?H_^X?YUW= !1110 4444 %%%% !1110 C_<;Z5G:7UE^M:+ M_<;Z5G:7UE^M "Z3_JI/]ZM&L[2?]5)_O5HT %%%% !1110 4444 %%%% !1 M110 4444 %%%% 'R!XX_Y+C??]A6/^:U]?\ :OD#QQ_R7&^_["L?\UKZ_P"U M !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 M%%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4 M444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !11 M10 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% M !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 M%%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4 M444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !11 M10 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% M !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !12,RHI9B H MZDFO-?''Q.M])62QTQA+=="X/"_0BHG.,%=G1AL+5Q,^2FKG2>*_&NG>&;5C M)('N"/EC7G\\=*^?O$GBO4?$UXTMU(PCS\D6:@K0VF<@$&RNG[6J_>[_ .1SOA?P M?J/B:[5((BL(/S2-P/PS7T#X7\'Z=X9M%2WC5I\?/*1@M6MINEVFDVB6UG"L M4:C "BKE==&A&GJ]SYW,7MO86[3W$JQHHR2Q K.\0>)M/\.V3SWPS5_0O#NH>(+U+>SA)R>6/ 'XU[]X/\ M -AX:@25T$MYCF1AR*XXPG7E=['TM;$X7*J7LZ:][MU^9S'@;X6QVJQW^LJ' MEZB$X(%>K(BQH$0 *!@ 4ZBO0ITXP5D?(8K&5<5/GJ,****LY0HHHH **** M"OGO]I3_ (^=#_W'_G7T)7SW^TI_Q\Z'_N/_ #H ])^#G_)+]'_W#_.N[KA/ M@Y_R2_1_]P_SKNZ "BBB@ HHHH **** "BBB@!'^XWTK.TOK+]:T7^XWTK.T MOK+]: %TG_52?[U:-9VD_P"JD_WJT: .4\9^-(?"L,,:1&>^N"!##@X.3CG' M3FN,T?QQXQM;_5;G6-,MVL(;@)((I6=H"1T50.1WS5GXLZ3J4=_IGB2PB,PL M<))&.I!;).!ST%2_#[Q#I_B*X\0,TJP/>SY$4GRL 4QT/- '67_BZV@\(#Q! M:1M+%(FZ)&4@L3G QUZBO(_^%\>+L9_X0KC_ ')?\*]IM/#MG;Z1:Z;(/.@M MP-H<=2#D&IM;OHM-TB>:0[(XH X[X:^/\ 5?&T5Y+J&DQ6"6SA#AFS MTSR#4^H>-=7N]6N;#PKIMM?M:,4N'N)3&H/7Y2.O%.TZ/^ROA_=Z@Z;+JZMV MDF(ZEMI&:H?!B)&\(?;>LUT5DD8]2<8H Z+PKXM37_M%K]7/$WB2T\-:9]JN#EV81QQ@9+,W X],]Z\\OY5TCXXV;1$JMU;S-( M!W;(&:/'4RZC\4="TR4DPK"[E>Q97!!H V/^$Z\0Z4\-SXBT6UM=,G<(DMO* MTCY8X&5[#[Q)%R$4NOL0"16;\)M0>_^ M'VF>8Q9HX0I)[]: .XHHHH ***\_UKXR^$- UFZTJ^FNUNK5]D@2W+#/L: / M /''_)<;[_L*Q_S6OK_M7Q9XFU^QU3XG76O6S.;&2^2=2RX;:",\?A7T)_PO MWP-_S\7W_@*?\: /3Z*\P_X7[X%_Y^+[_P !3_C1_P +]\"_\_%]_P" I_QH M ]/HKS#_ (7[X%_Y^+[_ ,!3_C1_POWP+_S\7W_@*?\ &@#T^BO,/^%^^!?^ M?B^_\!3_ (T?\+]\"_\ /Q??^ I_QH ]/HKS#_A?O@7_ )^+[_P%/^-'_"_? M O\ S\7W_@*?\: /3Z*\P_X7[X%_Y^+[_P !3_C1_P +]\"_\_%]_P" I_QH M ]/HKS#_ (7[X%_Y^+[_ ,!3_C1_POWP+_S\7W_@*?\ &@#T^BO,/^%^^!?^ M?B^_\!3_ (T?\+]\"_\ /Q??^ I_QH ]/HKS#_A?O@7_ )^+[_P%/^-'_"_? M O\ S\7W_@*?\: /3Z*\P_X7[X%_Y^+[_P !3_C1_P +]\"_\_%]_P" I_QH M ]/HKS#_ (7[X%_Y^+[_ ,!3_C1_POWP+_S\7W_@*?\ &@#T^BO,/^%^^!?^ M?B^_\!3_ (T?\+]\"_\ /Q??^ I_QH ]/HKS#_A?O@7_ )^+[_P%/^-'_"_? M O\ S\7W_@*?\: /3Z*\P_X7[X%_Y^+[_P !3_C1_P +]\"_\_%]_P" I_QH M ]/HKS#_ (7[X%_Y^+[_ ,!3_C1_POWP+_S\7W_@*?\ &@#T^BO,/^%^^!?^ M?B^_\!3_ (T?\+]\"_\ /Q??^ I_QH ]/HKS#_A?O@7_ )^+[_P%/^-'_"_? M O\ S\7W_@*?\: /3Z*\P_X7[X%_Y^+[_P !3_C1_P +]\"_\_%]_P" I_QH M ]/HKS#_ (7[X%_Y^+[_ ,!3_C1_POWP+_S\7W_@*?\ &@#T^BO,/^%^^!?^ M?B^_\!3_ (T?\+]\"_\ /Q??^ I_QH ]/HKS#_A?O@7_ )^+[_P%/^-'_"_? M O\ S\7W_@*?\: /3Z*\P_X7[X%_Y^+[_P !3_C1_P +]\"_\_%]_P" I_QH M ]/HKS#_ (7[X%_Y^+[_ ,!3_C1_POWP+_S\7W_@*?\ &@#T^BO,/^%^^!?^ M?B^_\!3_ (T?\+]\"_\ /Q??^ I_QH ]/HKS#_A?O@7_ )^+[_P%/^-'_"_? M O\ S\7W_@*?\: /3Z*\P_X7[X%_Y^+[_P !3_C1_P +]\"_\_%]_P" I_QH M ]/HKS#_ (7[X%_Y^+[_ ,!3_C1_POWP+_S\7W_@*?\ &@#T^BO,/^%^^!?^ M?B^_\!3_ (T?\+]\"_\ /Q??^ I_QH ]/HKS#_A?O@7_ )^+[_P%/^-'_"_? M O\ S\7W_@*?\: /3Z*\P_X7[X%_Y^+[_P !3_C1_P +]\"_\_%]_P" I_QH M ]/HKS#_ (7[X%_Y^+[_ ,!3_C1_POWP+_S\7W_@*?\ &@#T^BO,/^%^^!?^ M?B^_\!3_ (T?\+]\"_\ /Q??^ I_QH ]/HKS#_A?O@7_ )^+[_P%/^-'_"_? M O\ S\7W_@*?\: /3Z*\P_X7[X%_Y^+[_P !3_C1_P +]\"_\_%]_P" I_QH M ]/HKS#_ (7[X%_Y^+[_ ,!3_C1_POWP+_S\7W_@*?\ &@#T^BO,/^%^^!?^ M?B^_\!3_ (T?\+]\"_\ /Q??^ I_QH ]/HKS#_A?O@7_ )^+[_P%/^-'_"_? M O\ S\7W_@*?\: /3Z*\P_X7[X%_Y^+[_P !3_C1_P +]\"_\_%]_P" I_QH M ]/HKS#_ (7[X%_Y^+[_ ,!3_C1_POWP+_S\7W_@*?\ &@#T^BO,/^%^^!?^ M?B^_\!3_ (T?\+]\"_\ /Q??^ I_QH ]/HKS#_A?O@7_ )^+[_P%/^-'_"_? M O\ S\7W_@*?\: /3Z*\P_X7[X%_Y^+[_P !3_C1_P +]\"_\_%]_P" I_QH M ]/HKS#_ (7[X%_Y^+[_ ,!3_C1_POWP+_S\7W_@*?\ &@#T^BO,/^%^^!?^ M?B^_\!3_ (T?\+]\"_\ /Q??^ I_QH ]/HKS#_A?O@7_ )^+[_P%/^-'_"_? M O\ S\7W_@*?\: /3Z*\P_X7[X%_Y^+[_P !3_C1_P +]\"_\_%]_P" I_QH M ]/HKS#_ (7[X%_Y^+[_ ,!3_C1_POWP+_S\7W_@*?\ &@#T^BO,/^%^^!?^ M?B^_\!3_ (T?\+]\"_\ /Q??^ I_QH ]/HKS#_A?O@7_ )^+[_P%/^-'_"_? M O\ S\7W_@*?\: /3Z*\P_X7[X%_Y^+[_P !3_C1_P +]\"_\_%]_P" I_QH M ]/HKS#_ (7[X%_Y^+[_ ,!3_C1_POWP+_S\7W_@*?\ &@#T^BO,/^%^^!?^ M?B^_\!3_ (T?\+]\"_\ /Q??^ I_QH ]/HKS#_A?O@7_ )^+[_P%/^-'_"_? M O\ S\7W_@*?\: /3Z*\P_X7[X%_Y^+[_P !3_C1_P +]\"_\_%]_P" I_QH M ]/HKS#_ (7[X%_Y^+[_ ,!3_C1_POWP+_S\7W_@*?\ &@#T^BO,/^%^^!?^ M?B^_\!3_ (T?\+]\"_\ /Q??^ I_QH ]/HKS#_A?O@7_ )^+[_P%/^-'_"_? M O\ S\7W_@*?\: /3Z*\P_X7[X%_Y^+[_P !3_C1_P +]\"_\_%]_P" I_QH M ]/HKS#_ (7[X%_Y^+[_ ,!3_C1_POWP+_S\7W_@*?\ &@#T^BO,/^%^^!?^ M?B^_\!3_ (T?\+]\"_\ /Q??^ I_QH ]/HKS#_A?O@7_ )^+[_P%/^-'_"_? M O\ S\7W_@*?\: /3Z*\P_X7[X%_Y^+[_P !3_C1_P +]\"_\_%]_P" I_QH M ]/HKS#_ (7[X%_Y^+[_ ,!3_C1_POWP+_S\7W_@*?\ &@#T^BO,/^%^^!?^ M?B^_\!3_ (T?\+]\"_\ /Q??^ I_QH ]/HKS#_A?O@7_ )^+[_P%/^-'_"_? M O\ S\7W_@*?\: /3Z*\P_X7[X%_Y^+[_P !3_C1_P +]\"_\_%]_P" I_QH M ]/HKS#_ (7[X%_Y^+[_ ,!3_C1_POWP+_S\7W_@*?\ &@#T^BO,/^%^^!?^ M?B^_\!3_ (T?\+]\"_\ /Q??^ I_QH ]/HKS#_A?O@7_ )^+[_P%/^-'_"_? M O\ S\7W_@*?\: /3Z*\P_X7[X%_Y^+[_P !3_C1_P +]\"_\_%]_P" I_QH M ]/HKS#_ (7[X%_Y^+[_ ,!3_C1_POWP+_S\7W_@*?\ &@#T^BO,/^%^^!?^ M?B^_\!3_ (T?\+]\"_\ /Q??^ I_QH ]/HKS#_A?O@7_ )^+[_P%/^-'_"_? M O\ S\7W_@*?\: /3Z*\P_X7[X%_Y^+[_P !3_C1_P +]\"_\_%]_P" I_QH M ]/HKS#_ (7[X%_Y^+[_ ,!3_C1_POWP+_S\7W_@*?\ &@#T^BO,/^%^^!?^ M?B^_\!3_ (T?\+]\"_\ /Q??^ I_QH ]/HKS#_A?O@7_ )^+[_P%/^-'_"_? M O\ S\7W_@*?\: /3Z*\P_X7[X%_Y^+[_P !3_C1_P +]\"_\_%]_P" I_QH M ]/HKS#_ (7[X%_Y^+[_ ,!3_C1_POWP+_S\7W_@*?\ &@#T^BO,/^%^^!?^ M?B^_\!3_ (T?\+]\"_\ /Q??^ I_QH ]/HKS#_A?O@7_ )^+[_P%/^-'_"_? M O\ S\7W_@*?\: /3Z*\P_X7[X%_Y^+[_P !3_C1_P +]\"_\_%]_P" I_QH M ]/HKS#_ (7[X%_Y^+[_ ,!3_C1_POWP+_S\7W_@*?\ &@#T^BO,/^%^^!?^ M?B^_\!3_ (T?\+]\"_\ /Q??^ I_QH ]/HKS#_A?O@7_ )^+[_P%/^-'_"_? M O\ S\7W_@*?\: /3Z*\P_X7[X%_Y^+[_P !3_C1_P +]\"_\_%]_P" I_QH M ]/HKS#_ (7[X%_Y^+[_ ,!3_C1_POWP+_S\7W_@*?\ &@#T^BO,/^%^^!?^ M?B^_\!3_ (T?\+]\"_\ /Q??^ I_QH ]/HKS#_A?O@7_ )^+[_P%/^-'_"_? M O\ S\7W_@*?\: /3Z*\P_X7[X%_Y^+[_P !3_C1_P +]\"_\_%]_P" I_QH M ]/HKS#_ (7[X%_Y^+[_ ,!3_C1_POWP+_S\7W_@*?\ &@#T^BO,/^%^^!?^ M?B^_\!3_ (T?\+]\"_\ /Q??^ I_QH ]/HKS#_A?O@7_ )^+[_P%/^-'_"_? M O\ S\7W_@*?\: /3Z*\P_X7[X%_Y^+[_P !3_C1_P +]\"_\_%]_P" I_QH M ]/HKS#_ (7[X%_Y^+[_ ,!3_C1_POWP+_S\7W_@*?\ &@#T^BO,/^%^^!?^ M?B^_\!3_ (T?\+]\"_\ /Q??^ I_QH ]/HKS#_A?O@7_ )^+[_P%/^-'_"_? M O\ S\7W_@*?\: /3Z*\P_X7[X%_Y^+[_P !3_C2K\>_ [' GOB3Z6IH#<]. MZ#)KA_&?Q#L?#L#0V[+->$850<@?B*X_Q5\8(;VR\GP^95$@^:5U*,/PKR6Y MN9+B9YYY"SL#[2_\WQ!<7.(SQ''!O5J]'C[#"[KKT1Z!H7AZP\/V2V]E"J M8?\+]\"_\ /Q??^ I_QH_X7[X%_P"?B^_\!3_C7>DDK(^1G.4Y M.4G=L]/HKS#_ (7[X%_Y^+[_ ,!3_C1_POWP+_S\7W_@*?\ &F2>GT5YA_PO MWP+_ ,_%]_X"G_&C_A?O@7_GXOO_ %/^- 'I]%>8?\ "_? O_/Q??\ @*?\ M:/\ A?O@7_GXOO\ P%/^- 'I]%>8?\+]\"_\_%]_X"G_ !H_X7[X%_Y^+[_P M%/\ C0!Z?7SW^TI_Q\Z'_N/_ #KM?^%^^!?^?B^_\!3_ (UY)\9O'FA^-IM, M;1I)W%NK"3S8BG6@#V_X.?\ )+]'_P!P_P Z[NN$^#G_ "2_1_\ K1H I7&HV<=ZFG32*)IHV958XR!UKQ/6/"5F-3\2:U977]G7 MEE=CRW3 W#;G&3ZXKUCQ)X3MO$!CG$[VE]$-L5U$H+H.I S7#V'PEU"?4+XZ MYXAN[RSDN%D$;A2)\#[S8Z&@#L?A]K-WKW@W3[Z]!\^2(%F/5CS5#QQ(VHW^ MGZ%$?GE=;@X]$;FNOL;&VTVRBL[.)8K>)=J(O0"LX>'HCXC76GG=Y41D1"!A M0W7% $NMV"W'AV\M$7@P.%'OM-<3\'+A(?#DVER82XL66.13V.,UZ41D8/>N M,U;X?1W>H2WNDZMAZTZ?Z/Y9A=_1F<8KO?#7A:S\,VLB0$RSS$-/<,,-*W3)]Z MM:YH5CX@T]K2^B5TR&4D9VL.A'N#0!A_$/48;;P;<-YP!FQ&FT\L6R!3/A?I M4FE> M,BF0I*T(+J1R#S56V^&BF\BDU77;S5;6$AHK6Y1=B$'(QCG@UW8 48 M P!0 M%%% !7,:A\._"&JW\U]?:#:3W4[;I)74Y8^IYKIZ* /C3Q;I5C8_%R M\TNVMDBL4U%(E@4?*%)7(_6OIO\ X57X&_Z%FQ_[Y/\ C7SAXX_Y+C??]A6/ M^:U]?]J ./\ ^%5^!?\ H6;'_OD_XT?\*K\"_P#0LV/_ 'R?\:["B@#C_P#A M5?@7_H6;'_OD_P"-'_"J_ O_ $+-C_WR?\:["B@#C_\ A5?@7_H6;'_OD_XT M?\*K\"_]"S8_]\G_ !KL** ./_X57X%_Z%FQ_P"^3_C1_P *K\"_]"S8_P#? M)_QKL** ./\ ^%5^!?\ H6;'_OD_XT?\*K\"_P#0LV/_ 'R?\:["B@#C_P#A M5?@7_H6;'_OD_P"-'_"J_ O_ $+-C_WR?\:["B@#C_\ A5?@7_H6;'_OD_XT M?\*K\"_]"S8_]\G_ !KL** ./_X57X%_Z%FQ_P"^3_C1_P *K\"_]"S8_P#? M)_QKL** ./\ ^%5^!?\ H6;'_OD_XT?\*K\"_P#0LV/_ 'R?\:["B@#C_P#A M5?@7_H6;'_OD_P"-'_"J_ O_ $+-C_WR?\:["B@#C_\ A5?@7_H6;'_OD_XT M?\*K\"_]"S8_]\G_ !KL** ./_X57X%_Z%FQ_P"^3_C1_P *K\"_]"S8_P#? M)_QKL** ./\ ^%5^!?\ H6;'_OD_XT?\*K\"_P#0LV/_ 'R?\:["B@#C_P#A M5?@7_H6;'_OD_P"-'_"J_ O_ $+-C_WR?\:["B@#C_\ A5?@7_H6;'_OD_XT M?\*K\"_]"S8_]\G_ !KL** ./_X57X%_Z%FQ_P"^3_C1_P *K\"_]"S8_P#? M)_QKL** ./\ ^%5^!?\ H6;'_OD_XT?\*K\"_P#0LV/_ 'R?\:["B@#C_P#A M5?@7_H6;'_OD_P"-'_"J_ O_ $+-C_WR?\:["B@#C_\ A5?@7_H6;'_OD_XT M?\*K\"_]"S8_]\G_ !KL** ./_X57X%_Z%FQ_P"^3_C1_P *K\"_]"S8_P#? M)_QKL** ./\ ^%5^!?\ H6;'_OD_XT?\*K\"_P#0LV/_ 'R?\:["B@#C_P#A M5?@7_H6;'_OD_P"-'_"J_ O_ $+-C_WR?\:["B@#C_\ A5?@7_H6;'_OD_XT M?\*K\"_]"S8_]\G_ !KL** ./_X57X%_Z%FQ_P"^3_C1_P *K\"_]"S8_P#? M)_QKL** ./\ ^%5^!?\ H6;'_OD_XT?\*K\"_P#0LV/_ 'R?\:["B@#C_P#A M5?@7_H6;'_OD_P"-'_"J_ O_ $+-C_WR?\:["B@#C_\ A5?@7_H6;'_OD_XT M?\*K\"_]"S8_]\G_ !KL** ./_X57X%_Z%FQ_P"^3_C1_P *K\"_]"S8_P#? M)_QKL** ./\ ^%5^!?\ H6;'_OD_XT?\*K\"_P#0LV/_ 'R?\:["B@#C_P#A M5?@7_H6;'_OD_P"-'_"J_ O_ $+-C_WR?\:["B@#C_\ A5?@7_H6;'_OD_XT M?\*K\"_]"S8_]\G_ !KL** ./_X57X%_Z%FQ_P"^3_C1_P *K\"_]"S8_P#? M)_QKL** ./\ ^%5^!?\ H6;'_OD_XT?\*K\"_P#0LV/_ 'R?\:["B@#C_P#A M5?@7_H6;'_OD_P"-'_"J_ O_ $+-C_WR?\:["B@#C_\ A5?@7_H6;'_OD_XT M?\*K\"_]"S8_]\G_ !KL** ./_X57X%_Z%FQ_P"^3_C1_P *K\"_]"S8_P#? M)_QKL** ./\ ^%5^!?\ H6;'_OD_XT?\*K\"_P#0LV/_ 'R?\:["B@#C_P#A M5?@7_H6;'_OD_P"-'_"J_ O_ $+-C_WR?\:["B@#C_\ A5?@7_H6;'_OD_XT M?\*K\"_]"S8_]\G_ !KL** ./_X57X%_Z%FQ_P"^3_C1_P *K\"_]"S8_P#? M)_QKL** ./\ ^%5^!?\ H6;'_OD_XT?\*K\"_P#0LV/_ 'R?\:["B@#C_P#A M5?@7_H6;'_OD_P"-'_"J_ O_ $+-C_WR?\:["B@#C_\ A5?@7_H6;'_OD_XT M?\*K\"_]"S8_]\G_ !KL** ./_X57X%_Z%FQ_P"^3_C1_P *K\"_]"S8_P#? M)_QKL** ./\ ^%5^!?\ H6;'_OD_XT?\*K\"_P#0LV/_ 'R?\:["B@#C_P#A M5?@7_H6;'_OD_P"-'_"J_ O_ $+-C_WR?\:["B@#C_\ A5?@7_H6;'_OD_XT M?\*K\"_]"S8_]\G_ !KL** ./_X57X%_Z%FQ_P"^3_C1_P *K\"_]"S8_P#? M)_QKL** ./\ ^%5^!?\ H6;'_OD_XT?\*K\"_P#0LV/_ 'R?\:["B@#C_P#A M5?@7_H6;'_OD_P"-'_"J_ O_ $+-C_WR?\:["B@#C_\ A5?@7_H6;'_OD_XT M?\*K\"_]"S8_]\G_ !KL** ./_X57X%_Z%FQ_P"^3_C1_P *K\"_]"S8_P#? M)_QKL** ./\ ^%5^!?\ H6;'_OD_XT?\*K\"_P#0LV/_ 'R?\:["B@#C_P#A M5?@7_H6;'_OD_P"-'_"J_ O_ $+-C_WR?\:["B@#C_\ A5?@7_H6;'_OD_XT M?\*K\"_]"S8_]\G_ !KL** ./_X57X%_Z%FQ_P"^3_C1_P *K\"_]"S8_P#? M)_QKL** ./\ ^%5^!?\ H6;'_OD_XT?\*K\"_P#0LV/_ 'R?\:["B@#C_P#A M5?@7_H6;'_OD_P"-'_"J_ O_ $+-C_WR?\:["B@#C_\ A5?@7_H6;'_OD_XT M?\*K\"_]"S8_]\G_ !KL** ./_X57X%_Z%FQ_P"^3_C1_P *K\"_]"S8_P#? M)_QKL** ./\ ^%5^!?\ H6;'_OD_XT?\*K\"_P#0LV/_ 'R?\:["B@#C_P#A M5?@7_H6;'_OD_P"-'_"J_ O_ $+-C_WR?\:["B@#C_\ A5?@7_H6;'_OD_XT M?\*K\"_]"S8_]\G_ !KL** ./_X57X%_Z%FQ_P"^3_C1_P *K\"_]"S8_P#? M)_QKL** ./\ ^%5^!?\ H6;'_OD_XT?\*K\"_P#0LV/_ 'R?\:["B@#C_P#A M5?@7_H6;'_OD_P"-'_"J_ O_ $+-C_WR?\:["B@#C_\ A5?@7_H6;'_OD_XT M?\*K\"_]"S8_]\G_ !KL** ./_X57X%_Z%FQ_P"^3_C1_P *K\"_]"S8_P#? M)_QKL** ./\ ^%5^!?\ H6;'_OD_XT?\*K\"_P#0LV/_ 'R?\:["B@#C_P#A M5?@7_H6;'_OD_P"-'_"J_ O_ $+-C_WR?\:["B@#C_\ A5?@7_H6;'_OD_XT M?\*K\"_]"S8_]\G_ !KL** ./_X57X%_Z%FQ_P"^3_C1_P *K\"_]"S8_P#? M)_QKL** ./\ ^%5^!?\ H6;'_OD_XT?\*K\"_P#0LV/_ 'R?\:["B@#C_P#A M5?@7_H6;'_OD_P"-'_"J_ O_ $+-C_WR?\:["B@#C_\ A5?@7_H6;'_OD_XT M?\*K\"_]"S8_]\G_ !KL** ./_X57X%_Z%FQ_P"^3_C1_P *K\"_]"S8_P#? M)_QKL** ./\ ^%5^!?\ H6;'_OD_XT?\*K\"_P#0LV/_ 'R?\:["B@#C_P#A M5?@7_H6;'_OD_P"-'_"J_ O_ $+-C_WR?\:["B@#C_\ A5?@7_H6;'_OD_XT M?\*K\"_]"S8_]\G_ !KL** ./_X57X%_Z%FQ_P"^3_C1_P *K\"_]"S8_P#? M)_QKL** ./\ ^%5^!?\ H6;'_OD_XT?\*K\"_P#0LV/_ 'R?\:["B@#C_P#A M5?@7_H6;'_OD_P"-'_"J_ O_ $+-C_WR?\:["B@#C_\ A5?@7_H6;'_OD_XT M?\*K\"_]"S8_]\G_ !KL** ./_X57X%_Z%FQ_P"^3_C1_P *K\"_]"S8_P#? M)_QKL** ./\ ^%5^!?\ H6;'_OD_XT?\*K\"_P#0LV/_ 'R?\:["B@#C_P#A M5?@7_H6;'_OD_P"-'_"J_ O_ $+-C_WR?\:["B@#C_\ A5?@7_H6;'_OD_XT M?\*K\"_]"S8_]\G_ !KL** ./_X57X%_Z%FQ_P"^3_C1_P *K\"_]"S8_P#? M)_QKL** ./\ ^%5^!?\ H6;'_OD_XT?\*K\"_P#0LV/_ 'R?\:["B@#C_P#A M5?@7_H6;'_OD_P"-'_"J_ O_ $+-C_WR?\:["B@#C_\ A5?@7_H6;'_OD_XT M?\*K\"_]"S8_]\G_ !KL** ./_X57X%_Z%FQ_P"^3_C1_P *K\"_]"S8_P#? M)_QKL** ./\ ^%5^!?\ H6;'_OD_XT?\*K\"_P#0LV/_ 'R?\:["B@#C_P#A M5?@7_H6;'_OD_P"-'_"J_ O_ $+-C_WR?\:["B@#C_\ A5?@7_H6;'_OD_XT M?\*K\"_]"S8_]\G_ !KL** ./_X57X%_Z%FQ_P"^3_C1_P *K\"_]"S8_P#? M)_QKL*YCQ7XTT_PS:,9)%>X(^6->?SQTI2DHJ[-*5*=6:A!7;,?5? ?PYT:S M>YO/#^GHJCI@Y/X9KQ'Q-+X=NK__ (DFB6UE"APKQ@@M]0:F\2^+-1\37C2W M,C"+/R19R%J3POX/U'Q->*D$16$'YI&X&/:O/JUY5'RP/L,#E5'!0]OB7JON M1DZ;I=WJMTEO:0L[,<< X%>V^%OA-I=K8[M%_!^G> M&+14MXPTQ'SRD8)KHJWHX91UEN>5F6=3KWIT=(_BSC_^%5^!O^A:L?\ OD_X MT?\ "J_ O_0LV/\ WR?\:["BNH\ X_\ X57X%_Z%FQ_[Y/\ C1_PJOP+_P!" MS8_]\G_&NPHH X__ (57X%_Z%FQ_[Y/^-'_"J_ O_0LV/_?)_P :["B@#C_^ M%5^!?^A9L?\ OD_XT?\ "J_ O_0LV/\ WR?\:["B@#C_ /A5?@7_ *%FQ_[Y M/^-'_"J_ O\ T+-C_P!\G_&NPHH X_\ X57X%_Z%FQ_[Y/\ C1_PJOP+_P!" MS8_]\G_&NPHH X__ (57X%_Z%FQ_[Y/^->*?'CPMH?AJ?2%T;38+(3*YD$0/ MS8-?3=?/?[2G_'SH?^X_\Z /2?@Y_P DOT?_ '#_ #KNZX3X.?\ )+]'_P!P M_P Z[N@ HHHH **** "BBB@ HHHH 1_N-]*SM+ZR_6M%_N-]*SM+ZR_6@!=) M_P!5)_O5HUG:3_JI/]ZM&@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH M^0/''_)<;[_L*Q_S6OK_ +5\@>./^2XWW_85C_FM?7_:@ HHHH **** "BBB M@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** M"BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH * M*** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HH MHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB M@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** M"BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH * M*** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HH MHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB M@ HHHH *1F5%+,0 .I)J"\O;>QMVGN95C11DEB!7BOCCXHS7S26.D,T<'0RC M()K.I5C35V=N"P%7%SY8+3JSJ/''Q-M](5[+3");KHS9X7Z$5X=?7]WJUXUQ M=2/-,YY)Y-1P6]Q?W(CB1Y97/89KV;P-\+8[81W^M(KR=5A/(%>?>IB)>1]: MHX3**5W\7XLY;P3\-+K6WCO-04PVG7!ZG\#7NVFZ79Z39I:V<*Q1*, **M1Q MI$@1%"J!@ 4ZN^E1C36A\KCLQJXR5Y:+H@HHHK4\\**** "BBB@ HHHH *** M* "BBB@ HHHH *^>_P!I3_CYT/\ W'_G7T)7SW^TI_Q\Z'_N/_.@#TGX.?\ M)+]'_P!P_P Z[NN$^#G_ "2_1_\ K1H **** "BB MB@ HHHH **** "BBB@ HHHH **** /D#QQ_R7&^_["L?\UKZ_P"U?('CC_DN M-]_V%8_YK7U_VH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HH MHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB M@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** M"BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH * M*** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HH MHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB M@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** M"BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH * M*** "BBB@ HHHH **** "BBB@ HHHZ#)H *QO$'B73_#MD]Q>3 $#A!R2?I6 M#XR^(5CX!ZUKM_KUZUQ>S-(Q/R@G.*YJV(4-%N>YEN M35,3:I4TC^9M^+_'>H>)KADWF*TSQ$IX-8^A^'K_ %^]2WLX6;<>6(P!^-;G M@_P!?^)+E9)%:&S!^9R,$_0'K7OV@^'K#P]9+;V<*KQ\S 8+5S4Z,JKYI;'M M8S,J&7P]CAU[WY>IA^#O %AX;@65T$MX1S(PY6NRHHKT(Q459'QU>O4KS2>.?BF(?,T_1F^?H\PX(^ MG8UR_C7XDWFO2/:V3-#9@XX)&_Z@UQFFZ9=ZM>+;VL32.QZ@<"N"MB6_=@?5 MY=DD::]MBON_S(9'N-0NR[%Y9I#R<9)KU'P-\+9+HQZAK"[8NJ1'G=]1VKJ? M!/PSM-%C2[U%%FO#R 0"$^AKT4# P.U51PWVIF699Y>]+#;=_P#(AM;6"RMT M@MXQ'&@P%'05-117:?,-MN["BBB@04444 %%%% !1110 4444 %%%% !1110 M 4444 %%%% !7SW^TI_Q\Z'_ +C_ ,Z^A*^>_P!I3_CYT/\ W'_G0!Z3\'/^ M27Z/_N'^==W7"?!S_DE^C_[A_G7=T %%%% !1110 4444 %%%% "/]QOI6=I M?67ZUHO]QOI6=I?67ZT +I/^JD_WJT:SM)_U4G^]6C0 4Q)8Y&94D1F0X8*P M)4^]6&AZ4PCN[W#>=NVE%W8..W>N7T31?$^FZAK][9^(+J\N+ M2Y'FP3%52;Y,]/\,VC&60/<$?+&O/YXZ5\_>)O%NH^)KPR74C"('Y(LY"BLR_U"\U:\ M:XNI7FF<]3R:[?P3\-;K7'2[OPT-H#G!')_ UY\ZDZ[Y8['V&&P>&RNG[6J_ M>[_Y'/>&/"&H^);Q8X(BL.?FD;@8]J^@?"_@[3O#%JJP1AI\?-*1@FM;3-*L M](LTM;.%8HU&,**NUUT:$:>KW/GLQS:KBWRQTCV_S"BBBN@\@**** "BBB@ MHHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "OGO\ :4_X^=#_ -Q_ MYU]"5\]_M*?\?.A_[C_SH ])^#G_ "2_1_\ K]F,6)&SMX( /3/>@#J?BIJ2Z+X%CMM*V(D\L<* M>6?EVL<8SZU/5O@SI MHN0[7=N(YMK#Y@%))XKK/"WC+2KOP1&\URL=Q# 1+#*0KYP>-IY- &#X=\<7 MNN>"=8M=00#4K*-H9""3N.PDG-:?P7 _X02W?;AG52WOUK-^'_A[[;:^(M5, M+1QZFS- KK@@%-O0].:E^&NHQ^'(-1T'5)!;M92!(VE.T.H7)P3U_"@"EKLQ MMOCAI30@;FM9@V/J*7Q?*T_QBT.&17 M-M']I5=JX],<5[/10!\0:Y:Z[!XYGM=3G\S7!=*LDN\',N1@Y_*O7_\ A%_C MG_T'?_)Q?\*X#QQ_R7&^_P"PK'_-:^O^U '@'_"+_'/_ *#O_DXO^%'_ B_ MQS_Z#O\ Y.+_ (5[_10!X!_PB_QS_P"@[_Y.+_A1_P (O\<_^@[_ .3B_P"% M>_T4 > ?\(O\<_\ H._^3B_X4?\ "+_'/_H._P#DXO\ A7O]% '@'_"+_'/_ M *#O_DXO^%'_ B_QS_Z#O\ Y.+_ (5[_10!X!_PB_QS_P"@[_Y.+_A1_P ( MO\<_^@[_ .3B_P"%>_T4 > ?\(O\<_\ H._^3B_X4?\ "+_'/_H._P#DXO\ MA7O]% '@'_"+_'/_ *#O_DXO^%'_ B_QS_Z#O\ Y.+_ (5[_10!X!_PB_QS M_P"@[_Y.+_A1_P (O\<_^@[_ .3B_P"%>_T4 > ?\(O\<_\ H._^3B_X4?\ M"+_'/_H._P#DXO\ A7O]% '@'_"+_'/_ *#O_DXO^%'_ B_QS_Z#O\ Y.+_ M (5[_10!X!_PB_QS_P"@[_Y.+_A1_P (O\<_^@[_ .3B_P"%>_T4 > ?\(O\ M<_\ H._^3B_X4?\ "+_'/_H._P#DXO\ A7O]% '@'_"+_'/_ *#O_DXO^%'_ M B_QS_Z#O\ Y.+_ (5[_10!X!_PB_QS_P"@[_Y.+_A1_P (O\<_^@[_ .3B M_P"%>_T4 > ?\(O\<_\ H._^3B_X4?\ "+_'/_H._P#DXO\ A7O]% '@'_"+ M_'/_ *#O_DXO^%'_ B_QS_Z#O\ Y.+_ (5[_10!X!_PB_QS_P"@[_Y.+_A1 M_P (O\<_^@[_ .3B_P"%>_T4 > ?\(O\<_\ H._^3B_X4?\ "+_'/_H._P#D MXO\ A7O]% '@'_"+_'/_ *#O_DXO^%'_ B_QS_Z#O\ Y.+_ (5[_10!X!_P MB_QS_P"@[_Y.+_A1_P (O\<_^@[_ .3B_P"%>_T4 > ?\(O\<_\ H._^3B_X M4?\ "+_'/_H._P#DXO\ A7O]% '@'_"+_'/_ *#O_DXO^%'_ B_QS_Z#O\ MY.+_ (5[_10!X!_PB_QS_P"@[_Y.+_A1_P (O\<_^@[_ .3B_P"%>_T4 > ? M\(O\<_\ H._^3B_X4?\ "+_'/_H._P#DXO\ A7O]% '@'_"+_'/_ *#O_DXO M^%'_ B_QS_Z#O\ Y.+_ (5[_10!X!_PB_QS_P"@[_Y.+_A1_P (O\<_^@[_ M .3B_P"%>_T4 > ?\(O\<_\ H._^3B_X4?\ "+_'/_H._P#DXO\ A7O]% '@ M'_"+_'/_ *#O_DXO^%'_ B_QS_Z#O\ Y.+_ (5[_10!X!_PB_QS_P"@[_Y. M+_A1_P (O\<_^@[_ .3B_P"%>_T4 > ?\(O\<_\ H._^3B_X4?\ "+_'/_H. M_P#DXO\ A7O]% '@'_"+_'/_ *#O_DXO^%'_ B_QS_Z#O\ Y.+_ (5[_10! MX!_PB_QS_P"@[_Y.+_A1_P (O\<_^@[_ .3B_P"%>_T4 > ?\(O\<_\ H._^ M3B_X4?\ "+_'/_H._P#DXO\ A7O]% '@'_"+_'/_ *#O_DXO^%'_ B_QS_Z M#O\ Y.+_ (5[_10!X!_PB_QS_P"@[_Y.+_A1_P (O\<_^@[_ .3B_P"%>_T4 M > ?\(O\<_\ H._^3B_X4?\ "+_'/_H._P#DXO\ A7O]% '@'_"+_'/_ *#O M_DXO^%'_ B_QS_Z#O\ Y.+_ (5[_10!X!_PB_QS_P"@[_Y.+_A1_P (O\<_ M^@[_ .3B_P"%>_T4 > ?\(O\<_\ H._^3B_X4?\ "+_'/_H._P#DXO\ A7O] M% '@'_"+_'/_ *#O_DXO^%'_ B_QS_Z#O\ Y.+_ (5[_10!X!_PB_QS_P"@ M[_Y.+_A1_P (O\<_^@[_ .3B_P"%>_T4 > ?\(O\<_\ H._^3B_X4?\ "+_' M/_H._P#DXO\ A7O]% '@'_"+_'/_ *#O_DXO^%'_ B_QS_Z#O\ Y.+_ (5[ M_10!X!_PB_QS_P"@[_Y.+_A1_P (O\<_^@[_ .3B_P"%>_T4 > ?\(O\<_\ MH._^3B_X4?\ "+_'/_H._P#DXO\ A7O]% '@'_"+_'/_ *#O_DXO^%'_ B_ MQS_Z#O\ Y.+_ (5[_10!X!_PB_QS_P"@[_Y.+_A1_P (O\<_^@[_ .3B_P"% M>_T4 > ?\(O\<_\ H._^3B_X4?\ "+_'/_H._P#DXO\ A7O]% '@'_"+_'/_ M *#O_DXO^%'_ B_QS_Z#O\ Y.+_ (5[_10!X!_PB_QS_P"@[_Y.+_A1_P ( MO\<_^@[_ .3B_P"%>_T4 > ?\(O\<_\ H._^3B_X4?\ "+_'/_H._P#DXO\ MA7O]% '@'_"+_'/_ *#O_DXO^%'_ B_QS_Z#O\ Y.+_ (5[_10!X!_PB_QS M_P"@[_Y.+_A1_P (O\<_^@[_ .3B_P"%>_T4 > ?\(O\<_\ H._^3B_X4?\ M"+_'/_H._P#DXO\ A7O]% '@'_"+_'/_ *#O_DXO^%'_ B_QS_Z#O\ Y.+_ M (5[_10!X!_PB_QS_P"@[_Y.+_A1_P (O\<_^@[_ .3B_P"%>_T4 > ?\(O\ M<_\ H._^3B_X4?\ "+_'/_H._P#DXO\ A7O]% '@'_"+_'/_ *#O_DXO^%'_ M B_QS_Z#O\ Y.+_ (5[_10!X!_PB_QS_P"@[_Y.+_A1_P (O\<_^@[_ .3B M_P"%>_T4 > ?\(O\<_\ H._^3B_X4?\ "+_'/_H._P#DXO\ A7O]% '@'_"+ M_'/_ *#O_DXO^%'_ B_QS_Z#O\ Y.+_ (5[_10!X!_PB_QS_P"@[_Y.+_A1 M_P (O\<_^@[_ .3B_P"%>_T4 > ?\(O\<_\ H._^3B_X4?\ "+_'/_H._P#D MXO\ A7O]% '@'_"+_'/_ *#O_DXO^%'_ B_QS_Z#O\ Y.+_ (5[_10!X!_P MB_QS_P"@[_Y.+_A1_P (O\<_^@[_ .3B_P"%>_T4 > ?\(O\<_\ H._^3B_X M4?\ "+_'/_H._P#DXO\ A7O]% '@'_"+_'/_ *#O_DXO^%'_ B_QS_Z#O\ MY.+_ (5[_10!X!_PB_QS_P"@[_Y.+_A1_P (O\<_^@[_ .3B_P"%>_T4 > ? M\(O\<_\ H._^3B_X4?\ "+_'/_H._P#DXO\ A7O]% '@'_"+_'/_ *#O_DXO M^%'_ B_QS_Z#O\ Y.+_ (5[_10!X!_PB_QS_P"@[_Y.+_A1_P (O\<_^@[_ M .3B_P"%>_T4 > ?\(O\<_\ H._^3B_X4?\ "+_'/_H._P#DXO\ A7O]% '@ M'_"+_'/_ *#O_DXO^%'_ B_QS_Z#O\ Y.+_ (5[_10!X!_PB_QS_P"@[_Y. M+_A1_P (O\<_^@[_ .3B_P"%>_T4 > ?\(O\<_\ H._^3B_X4?\ "+_'/_H. M_P#DXO\ A7O]% '@'_"+_'/_ *#O_DXO^%'_ B_QS_Z#O\ Y.+_ (5[_10! MX!_PB_QS_P"@[_Y.+_A1_P (O\<_^@[_ .3B_P"%>_T4 > ?\(O\<_\ H._^ M3B_X4?\ "+_'/_H._P#DXO\ A7O]% '@'_"+_'/_ *#O_DXO^%'_ B_QS_Z M#O\ Y.+_ (5[_10!X!_PB_QS_P"@[_Y.+_A1_P (O\<_^@[_ .3B_P"%>_T4 M > ?\(O\<_\ H._^3B_X4?\ "+_'/_H._P#DXO\ A7O]% '@'_"+_'/_ *#O M_DXO^%'_ B_QS_Z#O\ Y.+_ (5[_10!X!_PB_QS_P"@[_Y.+_A1_P (O\<_ M^@[_ .3B_P"%>_T4 > ?\(O\<_\ H._^3B_X4?\ "+_'/_H._P#DXO\ A7O] M% '@'_"+_'/_ *#O_DXO^%'_ B_QS_Z#O\ Y.+_ (5[_10!X!_PB_QS_P"@ M[_Y.+_A1_P (O\<_^@[_ .3B_P"%>_T4 > ?\(O\<_\ H._^3B_X4?\ "+_' M/_H._P#DXO\ A7O]% '@'_"+_'/_ *#O_DXO^%'_ B_QS_Z#O\ Y.+_ (5[ M_10!X!_PB_QS_P"@[_Y.+_A1_P (O\<_^@[_ .3B_P"%>_T4 > ?\(O\<_\ MH._^3B_X57N]#^-=C TUQXB6.-1DEKU!_2O;]?\ $FG^'K)[B[F ('"#DD_2 MO /&'CS4/$UPR;S%:9XB4\&L*M>-->9ZF7Y75QDK[1[F0GC'QJH>'4/$5W+V M9-X*G]*SH8+F_N0D2/+*Y[#-7]#\/7^OWJ6]G"6R>6(P!^->^^#O %AX;@26 M1%EO,2K'-I\-K'_$KF MX"L/PQ6M'X3^.$2!$UP*HX %VO\ A7T%17H4Z<8*R/D,7C*N*GSU&> ?\(O\ M<_\ H._^3B_X4?\ "+_'/_H._P#DXO\ A7O]%6_T4 > ?\(O\<_\ H._^3B_X4?\ "+_'/_H._P#D MXO\ A7O]% '@'_"+_'/_ *#O_DXO^%'_ B_QS_Z#O\ Y.+_ (5[_10!X!_P MB_QS_P"@[_Y.+_A1_P (O\<_^@[_ .3B_P"%>_T4 > ?\(O\<_\ H._^3B_X M4?\ "+_'/_H._P#DXO\ A7O]% '@'_"+_'/_ *#O_DXO^%'_ B_QS_Z#O\ MY.+_ (5[_10!X!_PB_QS_P"@[_Y.+_A1_P (O\<_^@[_ .3B_P"%>_T4 > ? M\(O\<_\ H._^3B_X4?\ "+_'/_H._P#DXO\ A7O]% '@'_"+_'/_ *#O_DXO M^%'_ B_QS_Z#O\ Y.+_ (5[_10!X!_PB_QS_P"@[_Y.+_A1_P (O\<_^@[_ M .3B_P"%>_T4 > ?\(O\<_\ H._^3B_X4?\ "+_'/_H._P#DXO\ A7O]% '@ M'_"+_'/_ *#O_DXO^%>>_$K3/&^FRV(\97WVIG5O(_?!]H[]!7V#7SW^TI_Q M\Z'_ +C_ ,Z /2?@Y_R2_1_]P_SKNZX3X.?\DOT?_D6&LVIM=1M8[B$]4<<5S&C_"SPKH^HW%[#IL+.\F^(%<>2/1>>E=I M10 A4%2I'RD8(KFY?A_X3GU!K^70[5KIFW&4@Y)]>M=+10 R*)((EBB4*BC M [5DZQX3T'Q Z/JVF07;)]TR \5LT4 5;#3K32[1+6Q@2"!!A43H!4TT$5S" MT,R!XW&&4]"*DHH P-.\$^&M)OC>V&CVUO./^2XWW_85C_FM?7_:OD#QQ_R7&^_["L?\UKZ_[4 %%%% !1110 4444 % M%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 44 M44 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !111 M0 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% M!1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 % M%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 44 M44 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !111 M0 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% M!1110 4444 %%%% !1110 4444 %%%,EEC@C:25U1%&26.* W']!DUQ/C+XA M6/AR!H8&6:\8850<@?B*YGQU\4A!YFGZ,V7Z/,.,?3L:\-8XD&%5 M>@K.EAW-\TSLS#.:>'C[#"[K[D9^@^';#P]9+;V4*KQ\S@8+5K445WI)*R/D M9SE.3E)W;"BBBF2%%%% !1110 4444 %%%% !1110 4444 %%%% !1110 44 M44 %%%% !1110 4444 %?/?[2G_'SH?^X_\ .OH2OGO]I3_CYT/_ ''_ )T M>D_!S_DE^C_[A_G7=UPGP<_Y)?H_^X?YUW= !1110 4444 %%%% !1110 C_ M '&^E9VE]9?K6B_W&^E9VE]9?K0 ND_ZJ3_>K1K.TG_52?[U:- !1110 444 M4 %%%% !1110 4444 %%%% !1110!\@>./\ DN-]_P!A6/\ FM?7_:OD#QQ_ MR7&^_P"PK'_-:^O^U !1110 4444 %%%% !1110 4444 %%%% !1110 4444 M %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 M4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1 M110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%% M% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 M %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 M4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1 M110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%% MS>YNYE1%'3 M/)_"O"/&OQ*N]=E>UL7:&R!QP2"_U%<]XF\7:CXFNVDN9&$.?DB!R%IWACPA MJ/B6[6.WB*Q _,[<#'M7GU:\JCY8'V&!RJC@H>WQ+5U]R,K3M,N]6NU@M8FD M=CU .!7N?@GX9VNBI'>:BJS7A&=IP0GT-='X7\':=X8M56",-/CYI2,$UT=; M4<,HZRW/*S+.IU[TZ.D?Q8 8&!VHHHKK/ "BBB@ HHHH **** "BBB@ HHHH M **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH *^>_P!I3_CY MT/\ W'_G7T)7SW^TI_Q\Z'_N/_.@#TGX.?\ )+]'_P!P_P Z[NN$^#G_ "2_ M1_\ K1H **** "BBB@ HHHH **** "BBB@ HHHH M**** /D#QQ_R7&^_["L?\UKZ_P"U?('CC_DN-]_V%8_YK7U_VH **** "BBB M@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** M"BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH * M*** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HH MHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB M@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** M"BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH * M*** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HH MHH **** "BBB@ HHHH **** "D9E12S$ #J34-U=P64#37$JQHHR2Q KQ7QQ M\4I;PR6&CLT%^A%>&W^HWFK7C7%U*\TSGJ>34<,%SJ%R$C1Y97/89KV3P-\+8[<1ZAK*AY M.JPG!%<#=3$2\CZV,<)E%&[UE^+.6\$_#6ZUR1+N_4PV@.<$@DD"Y_. M@"Q13(IHIXQ)%(DB'HR,"#3F944LS!5'4DT +156+4K"XD\N&]MI)/[J2J3^ M0-6J "BBB@ HHHH ^0/''_)<;[_L*Q_S6OK_ +5\@>./^2XWW_85C_FM?7_: M@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** M"BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH * M*** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HH MHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB M@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** M"BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH * M*** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HH MHH **** "BBB@ HHHH **** "BBCH,F@ K'U[Q)I_AZR>XNY@"!P@Y)/TK"\ M9?$&P\.0-#"ZS7C#Y5'('U(KP+6]?O\ Q!>FXO9FD)/RJ3G;7-6Q"AHMSV\M MR:IB6IU-(_F;?C#QYJ'B:=HPYBL\\1*>#6+H?A^_U^]2VLX6;<>6(P!^-;G@ M_P W_B6X5W1H;0'YG(P3],]:]^T#P[8>'K);>RA53CYG P6^M,S*AE]/V-!>]^7J8?@[X?V'AN!9I$$UX1R[#E?I79T45Z$8J*LCX^O7J5Y MN=1W844451B%%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 % M%%% !1110 4444 %%%% !1110 4444 %%%% !7SW^TI_Q\Z'_N/_ #KZ$KY[ M_:4_X^=#_P!Q_P"= 'I/P<_Y)?H_^X?YUW=<)\'/^27Z/_N'^==W0 4444 % M%%% !1110 4444 (_P!QOI6=I?67ZUHO]QOI6=I?67ZT +I/^JD_WJT:SM)_ MU4G^]6C0!Y-\6-2N#KNCZ*]S);Z?= -,R]&(<#!^N:J:/X#T=[GQ&VFQ+:W5 MG<_Z/<0#+* N=H]B:[_QEX.L?%^F>1:CXBN[.ZDD_=Q>6NP CH"QKZ(ADTSQ/HD%)+>VN6N8X(B_F. M"VT$]JX_PII-M\19=0UG7X%N[9I/]#ADY6-2.WXU8\.:AJ>H?"NZ@O3NN[6W M,;N&R6^4DFKGP7S_ ,(%:@G+!%S^M %3POJ$_AKQ]<^%)7+6,^^6T!Z1(H V MCVR:M_$C7KQ+W3_#FGR&.:](=Y%/.P-AA^(-86O,\WQPTM8"=R6TH;\Q3_%J MRK\9=$9SB,VTN,G_ &A0!>\4>";+PSHBZMX?A6SU"W=6EFB&&D4'+9^H&*[? MPIK@\1^&;'50H4W$8.)%B\(W[-G!C8?^.FN?\ @VLJ_#W3S)T,2[?I MS0!Z#1110 52EU?3()6BFU&TCD4X9'G4$?4$U=KR3Q+\!]-\2^([[69M:NX9 M+N7S&C2)2%]A0!XOXTGAE^-5[/'*CPG4XV$BL"I&5YS7UG_;ND?]!6Q_\"$_ MQKXTU_PU#H_Q N/#D=P\D,5XMN)F #$$@9Q^->U_\,UZ1_T,%]_WY2@#V#^W M=(_Z"MC_ .!"?XT?V[I'_05L?_ A/\:\?_X9KTC_ *&"^_[\I1_PS7I'_0P7 MW_?E* /8/[=TC_H*V/\ X$)_C1_;ND?]!6Q_\"$_QKQ__AFO2/\ H8+[_ORE M'_#->D?]#!??]^4H ]@_MW2/^@K8_P#@0G^-']NZ1_T%;'_P(3_&O'_^&:]( M_P"A@OO^_*4?\,UZ1_T,%]_WY2@#V#^W=(_Z"MC_ .!"?XT?V[I'_05L?_ A M/\:\?_X9KTC_ *&"^_[\I1_PS7I'_0P7W_?E* /8/[=TC_H*V/\ X$)_C1_; MND?]!6Q_\"$_QKQ__AFO2/\ H8+[_ORE'_#->D?]#!??]^4H ]@_MW2/^@K8 M_P#@0G^-']NZ1_T%;'_P(3_&O'_^&:](_P"A@OO^_*4?\,UZ1_T,%]_WY2@# MV#^W=(_Z"MC_ .!"?XT?V[I'_05L?_ A/\:\?_X9KTC_ *&"^_[\I1_PS7I' M_0P7W_?E* /8/[=TC_H*V/\ X$)_C1_;ND?]!6Q_\"$_QKQ__AFO2/\ H8+[ M_ORE'_#->D?]#!??]^4H ]@_MW2/^@K8_P#@0G^-']NZ1_T%;'_P(3_&O'_^ M&:](_P"A@OO^_*4?\,UZ1_T,%]_WY2@#V#^W=(_Z"MC_ .!"?XT?V[I'_05L M?_ A/\:\?_X9KTC_ *&"^_[\I1_PS7I'_0P7W_?E* /8/[=TC_H*V/\ X$)_ MC1_;ND?]!6Q_\"$_QKQ__AFO2/\ H8+[_ORE'_#->D?]#!??]^4H ]@_MW2/ M^@K8_P#@0G^-']NZ1_T%;'_P(3_&O'_^&:](_P"A@OO^_*4?\,UZ1_T,%]_W MY2@#V#^W=(_Z"MC_ .!"?XT?V[I'_05L?_ A/\:\?_X9KTC_ *&"^_[\I1_P MS7I'_0P7W_?E* /8/[=TC_H*V/\ X$)_C1_;ND?]!6Q_\"$_QKQ__AFO2/\ MH8+[_ORE'_#->D?]#!??]^4H ]@_MW2/^@K8_P#@0G^-']NZ1_T%;'_P(3_& MO'_^&:](_P"A@OO^_*4?\,UZ1_T,%]_WY2@#V#^W=(_Z"MC_ .!"?XT?V[I' M_05L?_ A/\:\?_X9KTC_ *&"^_[\I1_PS7I'_0P7W_?E* /8/[=TC_H*V/\ MX$)_C1_;ND?]!6Q_\"$_QKQ__AFO2/\ H8+[_ORE'_#->D?]#!??]^4H ]@_ MMW2/^@K8_P#@0G^-']NZ1_T%;'_P(3_&O'_^&:](_P"A@OO^_*4?\,UZ1_T, M%]_WY2@#V#^W=(_Z"MC_ .!"?XT?V[I'_05L?_ A/\:\?_X9KTC_ *&"^_[\ MI1_PS7I'_0P7W_?E* /8/[=TC_H*V/\ X$)_C1_;ND?]!6Q_\"$_QKQ__AFO M2/\ H8+[_ORE'_#->D?]#!??]^4H ]@_MW2/^@K8_P#@0G^-']NZ1_T%;'_P M(3_&O'_^&:](_P"A@OO^_*4?\,UZ1_T,%]_WY2@#V#^W=(_Z"MC_ .!"?XT? MV[I'_05L?_ A/\:\?_X9KTC_ *&"^_[\I1_PS7I'_0P7W_?E* /8/[=TC_H* MV/\ X$)_C1_;ND?]!6Q_\"$_QKQ__AFO2/\ H8+[_ORE'_#->D?]#!??]^4H M ]@_MW2/^@K8_P#@0G^-']NZ1_T%;'_P(3_&O'_^&:](_P"A@OO^_*4?\,UZ M1_T,%]_WY2@#V#^W=(_Z"MC_ .!"?XT?V[I'_05L?_ A/\:\?_X9KTC_ *&" M^_[\I1_PS7I'_0P7W_?E* /8/[=TC_H*V/\ X$)_C1_;ND?]!6Q_\"$_QKQ_ M_AFO2/\ H8+[_ORE'_#->D?]#!??]^4H ]@_MW2/^@K8_P#@0G^-']NZ1_T% M;'_P(3_&O'_^&:](_P"A@OO^_*4?\,UZ1_T,%]_WY2@#V#^W=(_Z"MC_ .!" M?XT?V[I'_05L?_ A/\:\?_X9KTC_ *&"^_[\I1_PS7I'_0P7W_?E* /8/[=T MC_H*V/\ X$)_C1_;ND?]!6Q_\"$_QKQ__AFO2/\ H8+[_ORE'_#->D?]#!?? M]^4H ]@_MW2/^@K8_P#@0G^-']NZ1_T%;'_P(3_&O'_^&:](_P"A@OO^_*4? M\,UZ1_T,%]_WY2@#V#^W=(_Z"MC_ .!"?XT?V[I'_05L?_ A/\:\?_X9KTC_ M *&"^_[\I1_PS7I'_0P7W_?E* /8/[=TC_H*V/\ X$)_C1_;ND?]!6Q_\"$_ MQKQ__AFO2/\ H8+[_ORE'_#->D?]#!??]^4H ]@_MW2/^@K8_P#@0G^-']NZ M1_T%;'_P(3_&O'_^&:](_P"A@OO^_*4?\,UZ1_T,%]_WY2@#V#^W=(_Z"MC_ M .!"?XT?V[I'_05L?_ A/\:\?_X9KTC_ *&"^_[\I1_PS7I'_0P7W_?E* /8 M/[=TC_H*V/\ X$)_C1_;ND?]!6Q_\"$_QKQ__AFO2/\ H8+[_ORE'_#->D?] M#!??]^4H ]@_MW2/^@K8_P#@0G^-']NZ1_T%;'_P(3_&O'_^&:](_P"A@OO^ M_*4?\,UZ1_T,%]_WY2@#V#^W=(_Z"MC_ .!"?XT?V[I'_05L?_ A/\:\?_X9 MKTC_ *&"^_[\I1_PS7I'_0P7W_?E* /8/[=TC_H*V/\ X$)_C1_;ND?]!6Q_ M\"$_QKQ__AFO2/\ H8+[_ORE'_#->D?]#!??]^4H ]@_MW2/^@K8_P#@0G^- M']NZ1_T%;'_P(3_&O'_^&:](_P"A@OO^_*4?\,UZ1_T,%]_WY2@#V#^W=(_Z M"MC_ .!"?XT?V[I'_05L?_ A/\:\?_X9KTC_ *&"^_[\I1_PS7I'_0P7W_?E M* /8/[=TC_H*V/\ X$)_C1_;ND?]!6Q_\"$_QKQ__AFO2/\ H8+[_ORE'_#- M>D?]#!??]^4H ]@_MW2/^@K8_P#@0G^-']NZ1_T%;'_P(3_&O'_^&:](_P"A M@OO^_*4?\,UZ1_T,%]_WY2@#V#^W=(_Z"MC_ .!"?XT?V[I'_05L?_ A/\:\ M?_X9KTC_ *&"^_[\I1_PS7I'_0P7W_?E* /8/[=TC_H*V/\ X$)_C1_;ND?] M!6Q_\"$_QKQ__AFO2/\ H8+[_ORE'_#->D?]#!??]^4H ]@_MW2/^@K8_P#@ M0G^-']NZ1_T%;'_P(3_&O'_^&:](_P"A@OO^_*4?\,UZ1_T,%]_WY2@#V#^W M=(_Z"MC_ .!"?XT?V[I'_05L?_ A/\:\?_X9KTC_ *&"^_[\I1_PS7I'_0P7 MW_?E* /8/[=TC_H*V/\ X$)_C1_;ND?]!6Q_\"$_QKQ__AFO2/\ H8+[_ORE M'_#->D?]#!??]^4H ]@_MW2/^@K8_P#@0G^-']NZ1_T%;'_P(3_&O'_^&:]( M_P"A@OO^_*4?\,UZ1_T,%]_WY2@#V#^W=(_Z"MC_ .!"?XT?V[I'_05L?_ A M/\:\?_X9KTC_ *&"^_[\I1_PS7I'_0P7W_?E* /8/[=TC_H*V/\ X$)_C1_; MND?]!6Q_\"$_QKQ__AFO2/\ H8+[_ORE'_#->D?]#!??]^4H ]@_MW2/^@K8 M_P#@0G^-']NZ1_T%;'_P(3_&O'_^&:](_P"A@OO^_*4?\,UZ1_T,%]_WY2@# MV#^W=(_Z"MC_ .!"?XT?V[I'_05L?_ A/\:\?_X9KTC_ *&"^_[\I1_PS7I' M_0P7W_?E* /8/[=TC_H*V/\ X$)_C1_;ND?]!6Q_\"$_QKQ__AFO2/\ H8+[ M_ORE'_#->D?]#!??]^4H ]@_MW2/^@K8_P#@0G^-']NZ1_T%;'_P(3_&O'_^ M&:](_P"A@OO^_*4?\,UZ1_T,%]_WY2@#V#^W=(_Z"MC_ .!"?XT?V[I'_05L M?_ A/\:\?_X9KTC_ *&"^_[\I1_PS7I'_0P7W_?E* /8/[=TC_H*V/\ X$)_ MC1_;ND?]!6Q_\"$_QKQ__AFO2/\ H8+[_ORE'_#->D?]#!??]^4H ]@_MW2/ M^@K8_P#@0G^-']NZ1_T%;'_P(3_&O'_^&:](_P"A@OO^_*4?\,UZ1_T,%]_W MY2@#V#^W=(_Z"MC_ .!"?XT?V[I'_05L?_ A/\:\?_X9KTC_ *&"^_[\I1_P MS7I'_0P7W_?E* /8/[=TC_H*V/\ X$)_C1_;ND?]!6Q_\"$_QKQ__AFO2/\ MH8+[_ORE'_#->D?]#!??]^4H ]@_MW2/^@K8_P#@0G^-']NZ1_T%;'_P(3_& MO'_^&:](_P"A@OO^_*4?\,UZ1_T,%]_WY2@#V#^W=(_Z"MC_ .!"?XT?V[I' M_05L?_ A/\:\?_X9KTC_ *&"^_[\I1_PS7I'_0P7W_?E* /8/[=TC_H*V/\ MX$)_C1_;ND?]!6Q_\"$_QKQ__AFO2/\ H8+[_ORE'_#->D?]#!??]^4H ]@_ MMW2/^@K8_P#@0G^-']NZ1_T%;'_P(3_&O'_^&:](_P"A@OO^_*4?\,UZ1_T, M%]_WY2@#V#^W=(_Z"MC_ .!"?XT?V[I'_05L?_ A/\:\?_X9KTC_ *&"^_[\ MI1_PS7I'_0P7W_?E* /8/[=TC_H*V/\ X$)_C1_;ND?]!6Q_\"$_QKQ__AFO M2/\ H8+[_ORE'_#->D?]#!??]^4H ]@_MW2/^@K8_P#@0G^-']NZ1_T%;'_P M(3_&O'_^&:](_P"A@OO^_*4?\,UZ1_T,%]_WY2@#V#^W=(_Z"MC_ .!"?XT? MV[I'_05L?_ A/\:\?_X9KTC_ *&"^_[\I1_PS7I'_0P7W_?E* /8/[=TC_H* MV/\ X$)_C1_;ND?]!6Q_\"$_QKQ__AFO2/\ H8+[_ORE'_#->D?]#!??]^4H M ]@_MW2/^@K8_P#@0G^-']NZ1_T%;'_P(3_&O'_^&:](_P"A@OO^_*4?\,UZ M1_T,%]_WY2@#V#^W=(_Z"MC_ .!"?XT?V[I'_05L?_ A/\:\?_X9KTC_ *&" M^_[\I1_PS7I'_0P7W_?E* /8/[=TC_H*V/\ X$)_C1_;ND?]!6Q_\"$_QKQ_ M_AFO2/\ H8+[_ORE'_#->D?]#!??]^4H ]@_MW2/^@K8_P#@0G^-']NZ1_T% M;'_P(3_&O'_^&:](_P"A@OO^_*4?\,UZ1_T,%]_WY2@#V#^W=(_Z"MC_ .!" M?XT?V[I'_05L?_ A/\:\?_X9KTC_ *&"^_[\I1_PS7I'_0P7W_?E* /8/[=T MC_H*V/\ X$)_C1_;ND?]!6Q_\"$_QKQ__AFO2/\ H8+[_ORE'_#->D?]#!?? M]^4H ]@_MW2/^@K8_P#@0G^-']NZ1_T%;'_P(3_&O'_^&:](_P"A@OO^_*4? M\,UZ1_T,%]_WY2@#V#^W=(_Z"MC_ .!"?XT?V[I'_05L?_ A/\:\?_X9KTC_ M *&"^_[\I1_PS7I'_0P7W_?E* /8/[=TC_H*V/\ X$)_C1_;ND?]!6Q_\"$_ MQKQ__AFO2/\ H8+[_ORE'_#->D?]#!??]^4H ]@_MW2/^@K8_P#@0G^-']NZ M1_T%;'_P(3_&O'_^&:](_P"A@OO^_*4?\,UZ1_T,%]_WY2@#V#^W=(_Z"MC_ M .!"?XT?V[I'_05L?_ A/\:\?_X9KTC_ *&"^_[\I1_PS7I'_0P7W_?E* /8 M/[=TC_H*V/\ X$)_C1_;ND?]!6Q_\"$_QKQ__AFO2/\ H8+[_ORE'_#->D?] M#!??]^4H ]@_MW2/^@K8_P#@0G^-']NZ1_T%;'_P(3_&O'_^&:](_P"A@OO^ M_*4?\,UZ1_T,%]_WY2@#V#^W=(_Z"MC_ .!"?XT?V[I'_05L?_ A/\:\?_X9 MKTC_ *&"^_[\I1_PS7I'_0P7W_?E* /8/[=TC_H*V/\ X$)_C1_;ND?]!6Q_ M\"$_QKQ__AFO2/\ H8+[_ORE4M3^ /AW2+1[B[\37B*HS@QID_AFANVXXQ:>.?BDL'F:?HSYDZ/,.,?3L:\/ET73;"^D%C M<2W,(/R/*FT_E6CIVF7>J726]K"SNQQP#@5P5L2W[L#ZS+LDC37ML5]W^9!< M7,MW<-/<2%Y'/S,QKT+P-X*TR[\O4-8U*Q2'JD1N$.?J,Y%:EO\ A-0L(S? MZQD?]#!??]^4KM/F&VW=GL']NZ1_T%;'_P "$_QH_MW2/^@K8_\ @0G^ M->/_ /#->D?]#!??]^4H_P"&:](_Z&"^_P"_*4"/8/[=TC_H*V/_ ($)_C1_ M;ND?]!6Q_P# A/\ &O'_ /AFO2/^A@OO^_*4?\,UZ1_T,%]_WY2@#V#^W=(_ MZ"MC_P"!"?XT?V[I'_05L?\ P(3_ !KQ_P#X9KTC_H8+[_ORE'_#->D?]#!? M?]^4H ]@_MW2/^@K8_\ @0G^-']NZ1_T%;'_ ,"$_P :\?\ ^&:](_Z&"^_[ M\I1_PS7I'_0P7W_?E* /8/[=TC_H*V/_ ($)_C1_;ND?]!6Q_P# A/\ &O'_ M /AFO2/^A@OO^_*4?\,UZ1_T,%]_WY2@#V#^W=(_Z"MC_P"!"?XT?V[I'_05 ML?\ P(3_ !KQ_P#X9KTC_H8+[_ORE'_#->D?]#!??]^4H ]@_MW2/^@K8_\ M@0G^-']NZ1_T%;'_ ,"$_P :\?\ ^&:](_Z&"^_[\I1_PS7I'_0P7W_?E* / M8/[=TC_H*V/_ ($)_C1_;ND?]!6Q_P# A/\ &O'_ /AFO2/^A@OO^_*4?\,U MZ1_T,%]_WY2@#V#^W=(_Z"MC_P"!"?XT?V[I'_05L?\ P(3_ !KQ_P#X9KTC M_H8+[_ORE'_#->D?]#!??]^4H ]@_MW2/^@K8_\ @0G^-']NZ1_T%;'_ ,"$ M_P :\?\ ^&:](_Z&"^_[\I1_PS7I'_0P7W_?E* /8/[=TC_H*V/_ ($)_C1_ M;ND?]!6Q_P# A/\ &O'_ /AFO2/^A@OO^_*4?\,UZ1_T,%]_WY2@#V#^W=(_ MZ"MC_P"!"?XT?V[I'_05L?\ P(3_ !KQ_P#X9KTC_H8+[_ORE'_#->D?]#!? M?]^4H ]@_MW2/^@K8_\ @0G^-']NZ1_T%;'_ ,"$_P :\?\ ^&:](_Z&"^_[ M\I1_PS7I'_0P7W_?E* /8/[=TC_H*V/_ ($)_C1_;ND?]!6Q_P# A/\ &O'_ M /AFO2/^A@OO^_*4?\,UZ1_T,%]_WY2@#V#^W=(_Z"MC_P"!"?XT?V[I'_05 ML?\ P(3_ !KQ_P#X9KTC_H8+[_ORE'_#->D?]#!??]^4H ]@_MW2/^@K8_\ M@0G^-']NZ1_T%;'_ ,"$_P :\?\ ^&:](_Z&"^_[\I1_PS7I'_0P7W_?E* / M8/[=TC_H*V/_ ($)_C1_;ND?]!6Q_P# A/\ &O'_ /AFO2/^A@OO^_*4?\,U MZ1_T,%]_WY2@#V#^W=(_Z"MC_P"!"?XT?V[I'_05L?\ P(3_ !KQ_P#X9KTC M_H8+[_ORE'_#->D?]#!??]^4H ]@_MW2/^@K8_\ @0G^->"?M%WUI>W.BFUN MH)]J/N\J0-CGVK;_ .&:](_Z&"^_[\I7FOQ3^'%I\/Y=/2UU">[^U*Q/FH%V MX^E 'O\ \'/^27Z/_N'^==W7"?!S_DE^C_[A_G7=T %%%% !1110 4444 %% M%% "/]QOI6=I?67ZUHO]QOI6=I?67ZT +I/^JD_WJT:SM)_U4G^]6C0!R?BG M6M4T#4K:]2V:?2A&PG$8+.&)XPHZ\5Y@_C!-8?Q#8:3IMW/<:C=@QB>W=%52 MN"2>QYZ&O>ZK6VGVEI//-;P)'))K5K/3["^6\D0JRW-L\2 $<_,:[JB@##T?P_#IWA][ M HJO-&5F([D@BN T:^F^&5UJ%AJ-I-+&/0='L+N.YD=?M#SPM&JJ#\V&(P>#7HWA[1H?#^A6FE MP',=O'L!(ZUIT4 %%%% !1110!\@>./^2XWW_85C_FM?7_:OD#QQ_P EQOO^ MPK'_ #6OK_M0 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 M 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% ! M1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %% M%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 444 M4 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 M 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% ! M1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %% M%% !1110 4444 %%%% !1110 44C,%4LQ ZDUYSXW^)EMHR26>G,)KOH3V7 M\143G&"NSHPV%JXF?)35V='XI\9:=X:M&::0//CY8UYY]\5\_>)_%VH^)KQI M+F0K#GY(@]:XNI7FF<]3R:[;P3\-;O7)$NKX-#:#GD&/".H^);Q8K>(K%GYI&X&/:OH+PMX.T M[PQ:JD"!Y\?-*1@FM;2]*L](LTMK.%8HU&,**NUUT:$:>KW/GLQS:IBWRQTC MV_S"BBBN@\@**** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH * M*** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "OGO]I3_ M (^=#_W'_G7T)7SW^TI_Q\Z'_N/_ #H ])^#G_)+]'_W#_.N[KA/@Y_R2_1_ M]P_SKNZ "BBB@ HHHH **** "BBB@!'^XWTK.TOK+]:T7^XWTK.TOK+]: %T MG_52?[U:-9VD_P"JD_WJT: "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ M#Y \./\ DN-]_P!A6/\ FM?7_:@ HHHH *** M* "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH M **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ MHHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "B MBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH *** M* "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH M **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ MHHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "H M+J[@LH&FN)5CC49)8XK/U[Q'8>'[)[B[F ('"#DD_2O /&'CW4/$L[1JYBLP M>(U/!K&K7C37F>GE^5U<9*^T>YT_CCXI2W;26.C.T-&M?^_C5E.M"#M([\+EN M)Q4>>E&Z]3VZBO$/^%YZE_T!K7_OXU'_ O/4O\ H#6O_?QJCZU2[G3_ &%C MOY?Q1[?T&37%^,?B!8^&[=HHF6:\8?*@.0/J1TKSG4OC/JU]9/!%8PVK-QYD M3C)-95<4K6@=^!R"?-S8K1+H7=LEM[ M.%5./F<#!;ZUKT45WI)*R/DISE4DY2=VPHHHID!1110 4444 %%%% !1110 M4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1 M110 4444 %%%% !1110 4444 %%%% !7SW^TI_Q\Z'_N/_.OH2OGO]I3_CYT M/_K1K.TG_52? M[U:- !1110 4444 %%%% !1110 4444 %%%% !1110!\@>./^2XWW_85C_FM M?7_:OD#QQ_R7&^_["L?\UKZ_[4 %%%% !1110 4444 %%%% !1110 4444 % M%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 44 M44 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !111 M0 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% M!1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 % M%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 44 M44 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !111 M0 4444 %%%(2 ,D@#WH 6BJLVI6-NI,MW F.QD _K7-:E\2?#FF;A+Q@8&!VHHHKU MC\]"BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHH MH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ M HHHH *^>_VE/^/G0_\ N-T/XNZ3JNJW5I+;W5NB2;897MV4$8_B)X4^U8?Q?WV_B/0[RZA:73(\ M"48) ;>,'\*U_#MIIGB8>*(4CBN+::Z#1 GC.S@_G0!Z/%+'/$LD3JZ,,AE. M0:HZUK=CH%@;S4)?+A#!>.3D^U5_#6G/H7ABSLKC:K6T6&P<@8S7E7Q:EN-= MT.6]61DL;6ZCB1!]V7)R&_#VH ]DTW4(-5TZ"_M2Q@G7JVL)E*_7'2JWAZ[^P_#"TN0<-'9,RGW .*POA+;?VAIU[KUWB2 MZU"02,QY/(P10!W>C:Y8Z]9"ZL9"R'JKC#+[$=C5B^OK?3K1[FZD$<2#DD_I M]:\OLY3X9^,#77]:XKXA:';7/@YU2-4:T*RQ$?P[ M: .IHHHH ***\_UKXR^$- UFZTJ^GN MUNK5]D@2W+#/L: / /''_)<;[_L*Q_S6OK_M7Q9XFU^QU3XG76O6S.;&2^2= M2RX;:",\?A7T)_POSP-_S\7W_@*?\: /3Z*\P_X7[X&_Y^+[_P !3_C1_P + M]\#?\_%]_P" I_QH ]/HKS#_ (7[X&_Y^+[_ ,!3_C1_POWP-_S\7W_@*?\ M&@#T^BO,/^%^^!O^?B^_\!3_ (T?\+]\#?\ /Q??^ I_QH ]/HKS#_A?O@;_ M )^+[_P%/^-'_"_? W_/Q??^ I_QH ]/HKS#_A?O@;_GXOO_ %/^-'_ OW MP-_S\7W_ ("G_&@#T^BO,/\ A?O@;_GXOO\ P%/^-'_"_? W_/Q??^ I_P : M /3Z*\P_X7[X&_Y^+[_P%/\ C1_POWP-_P _%]_X"G_&@#T^BO,/^%^^!O\ MGXOO_ 4_XT?\+]\#?\_%]_X"G_&@#T^BO,/^%^^!O^?B^_\ 4_XT?\ "_? MW_/Q??\ @*?\: /3Z*\P_P"%^^!O^?B^_P# 4_XT?\+]\#?\_%]_X"G_ !H M]/HKS#_A?O@;_GXOO_ 4_P"-'_"_? W_ #\7W_@*?\: /3Z*\P_X7[X&_P"? MB^_\!3_C1_POWP-_S\7W_@*?\: /3Z*\P_X7[X&_Y^+[_P !3_C1_P +]\#? M\_%]_P" I_QH ]/HKS#_ (7[X&_Y^+[_ ,!3_C1_POWP-_S\7W_@*?\ &@#T M^BO,/^%^^!O^?B^_\!3_ (T?\+]\#?\ /Q??^ I_QH ]/HKS#_A?O@;_ )^+ M[_P%/^-'_"_? W_/Q??^ I_QH ]/HKS#_A?O@;_GXOO_ %/^-'_ OWP-_S M\7W_ ("G_&@#T^BO,/\ A?O@;_GXOO\ P%/^-'_"_? W_/Q??^ I_P : /3Z M*\P_X7[X&_Y^+[_P%/\ C1_POWP-_P _%]_X"G_&@#T^BO,/^%^^!O\ GXOO M_ 4_XT?\+]\#?\_%]_X"G_&@#T^BO,/^%^^!O^?B^_\ 4_XT?\ "_? W_/Q M??\ @*?\: /3Z*\P_P"%^^!O^?B^_P# 4_XT?\+]\#?\_%]_X"G_ !H ]/HK MS#_A?O@;_GXOO_ 4_P"-'_"_? W_ #\7W_@*?\: /3Z*\P_X7[X&_P"?B^_\ M!3_C1_POWP-_S\7W_@*?\: /3Z*\P_X7[X&_Y^+[_P !3_C1_P +]\#?\_%] M_P" I_QH ]/HKS#_ (7[X&_Y^+[_ ,!3_C1_POWP-_S\7W_@*?\ &@#T^BO, M/^%^^!O^?B^_\!3_ (T?\+]\#?\ /Q??^ I_QH ]/HKS#_A?O@;_ )^+[_P% M/^-'_"_? W_/Q??^ I_QH ]/HKS#_A?O@;_GXOO_ %/^-'_ OWP-_S\7W_ M ("G_&@#T^BO,/\ A?O@;_GXOO\ P%/^-'_"_? W_/Q??^ I_P : /3Z*\P_ MX7[X&_Y^+[_P%/\ C1_POWP-_P _%]_X"G_&@#T^BO,/^%^^!O\ GXOO_ 4_ MXT?\+]\#?\_%]_X"G_&@#T^BO,/^%^^!O^?B^_\ 4_XT?\ "_? W_/Q??\ M@*?\: /3Z*\P_P"%^^!O^?B^_P# 4_XT?\+]\#?\_%]_X"G_ !H ]/HKS#_A M?O@;_GXOO_ 4_P"-'_"_? W_ #\7W_@*?\: /3Z*\P_X7[X&_P"?B^_\!3_C M1_POWP-_S\7W_@*?\: /3Z*\P_X7[X&_Y^+[_P !3_C1_P +]\#?\_%]_P" MI_QH ]/HKS#_ (7[X&_Y^+[_ ,!3_C1_POWP-_S\7W_@*?\ &@#T^BO,/^%^ M^!O^?B^_\!3_ (T?\+]\#?\ /Q??^ I_QH ]/HKS#_A?O@;_ )^+[_P%/^-' M_"_? W_/Q??^ I_QH ]/HKS#_A?O@;_GXOO_ %/^-'_ OWP-_S\7W_ ("G M_&@#T^BO,/\ A?O@;_GXOO\ P%/^-'_"_? W_/Q??^ I_P : /3Z*\P_X7[X M&_Y^+[_P%/\ C1_POWP-_P _%]_X"G_&@#T^BO,/^%^^!O\ GXOO_ 4_XT?\ M+]\#?\_%]_X"G_&@#T^BO,/^%^^!O^?B^_\ 4_XT?\ "_? W_/Q??\ @*?\ M: /3Z*\P_P"%^^!O^?B^_P# 4_XT?\+]\#?\_%]_X"G_ !H ]/HKS#_A?O@; M_GXOO_ 4_P"-'_"_? W_ #\7W_@*?\: /3Z*\P_X7[X&_P"?B^_\!3_C1_PO MWP-_S\7W_@*?\: /3Z*\P_X7[X&_Y^+[_P !3_C1_P +]\#?\_%]_P" I_QH M ]/HKS#_ (7[X&_Y^+[_ ,!3_C1_POWP-_S\7W_@*?\ &@#T^BO,/^%^^!O^ M?B^_\!3_ (T?\+]\#?\ /Q??^ I_QH ]/HKS#_A?O@;_ )^+[_P%/^-'_"_? M W_/Q??^ I_QH ]/HKS#_A?O@;_GXOO_ %/^-'_ OWP-_S\7W_ ("G_&@# MT^BO,/\ A?O@;_GXOO\ P%/^-'_"_? W_/Q??^ I_P : /3Z*\P_X7[X&_Y^ M+[_P%/\ C1_POWP-_P _%]_X"G_&@#T^BO,/^%^^!O\ GXOO_ 4_XT?\+]\# M?\_%]_X"G_&@#T^BO,/^%^^!O^?B^_\ 4_XT?\ "_? W_/Q??\ @*?\: /3 MZ*\P_P"%^^!O^?B^_P# 4_XT?\+]\#?\_%]_X"G_ !H ]/HKS#_A?O@;_GXO MO_ 4_P"-'_"_? W_ #\7W_@*?\: /3Z*\P_X7[X&_P"?B^_\!3_C1_POWP-_ MS\7W_@*?\: /3Z*\P_X7[X&_Y^+[_P !3_C1_P +]\#?\_%]_P" I_QH ]/H MKS#_ (7[X&_Y^+[_ ,!3_C1_POWP-_S\7W_@*?\ &@#T^BO,/^%^^!O^?B^_ M\!3_ (T?\+]\#?\ /Q??^ I_QH ]/HKS#_A?O@;_ )^+[_P%/^-'_"_? W_/ MQ??^ I_QH ]/HKS#_A?O@;_GXOO_ %/^-'_ OWP-_S\7W_ ("G_&@#T^BO M,/\ A?O@;_GXOO\ P%/^-'_"_? W_/Q??^ I_P : /3Z*\P_X7[X&_Y^+[_P M%/\ C1_POWP-_P _%]_X"G_&@#T^BO,/^%^^!O\ GXOO_ 4_XT?\+]\#?\_% M]_X"G_&@#T^BO,/^%^^!O^?B^_\ 4_XT?\ "_? W_/Q??\ @*?\: /3Z*\P M_P"%^^!O^?B^_P# 4_XT?\+]\#?\_%]_X"G_ !H ]/HKS#_A?O@;_GXOO_ 4 M_P"-'_"_? W_ #\7W_@*?\: /3Z*\P_X7[X&_P"?B^_\!3_C2CX]^!STGOC] M+4T >G45YM'\I.*\/U+XTZA-E+2RBC7LXI1X>Q4_CM$^D+K6M-LXR\U[ ,=A(,_EFN5U+XK>'+#*+-+)+V CR/ MSKYWN+J>Z?S)Y6=O4U7::-1EG4?C6+QW[9NKAY3_M4R*QNYR/*M9GS_=C)KN=- M\5?".QQYRW5T1WDLR/Y&NGLOC%\--. %I'77'AG5;33&U">V,=NI );(//M617JOC;XM>%?%7AF;2M,FNFNI&5E$D! M48!YYKRJL:]-4Y61ZF5XV6,HNI)6UL%%%%8GHA7L?P/^YJ7^^O\ *O'*[OX> M>/M"\%"[&L23H9V!3RHB_05OAOXB/*SK_/-#\;3:8VC23N+=6$GFQ%.M 'M_P<_Y)?H_^X?YUW=< M)\'/^27Z/_N'^==W0 4444 %%%% !1110 4444 (_P!QOI6=I?67ZUHO]QOI M6=I?67ZT +I/^JD_WJT:SM)_U4G^]6C0!0U;3-/UFR?3]0BCFCD&?+?^>*\, MM]'UWP;K.M7OANX)TZRN@DEHS!5VXSGUX&:]7\4:1K4M_;ZMH<^ZY@C,?V9W M")(">23UKSNUTSQYK][K=C+8VVG17-VK7,L4^2.,$+D?,".] '3:M\0%NO M MEJL%MU<5X]\;Z#=> 8=&TZUU1/*FB*F>R>-< YZGO7M M'AO0;?PWH-KI=NQ=($";R,%JQ?B3X=O_ !-X5.GZ:D;7'GQR8=MHP#SS0!@> M&=9M/$7PN>QM8[I9+:T97,L)0$[2?E)ZU8^"[(/!$4 /SPA5<'J#S77>&]+F MT_PI9:;>*OFQP^7(%.1WKD#X9\2^%=3OI_"L%O>6]\^]X;F;RUB.,?+CKZT M8VK1-J7QST^-.D%O-DKSW!YIWC2$6?Q$D\46,>R0Q7=NZR12*!GY3G'/8F@!_CR<0> M#[YN/F0J,GU!K'^$%F]K\/=-9P1YD2M@_C6==Z#XT\4B#3=TNTYY!'?I7H]E9P:?9Q6EM&(X8EVHHZ 4 3T444 %+=*L;'XN7FEVULD5BFHI$L"_="DKD?K7TU_PJ MKP-_T+5C_P!\G_&OG'QQ_P EQOO^PK'_ #6OK_M0!QW_ JKP-_T+5C_ -\G M_&C_ (55X&_Z%JQ_[Y/^-=C10!QW_"JO W_0M6/_ 'R?\:/^%5>!O^A:L?\ MOD_XUV-% ''?\*J\#?\ 0M6/_?)_QH_X55X&_P"A:L?^^3_C78T4 <=_PJKP M-_T+5C_WR?\ &C_A57@;_H6K'_OD_P"-=C10!QW_ JKP-_T+5C_ -\G_&C_ M (55X&_Z%JQ_[Y/^-=C10!QW_"JO W_0M6/_ 'R?\:/^%5>!O^A:L?\ OD_X MUV-% ''?\*J\#?\ 0M6/_?)_QH_X55X&_P"A:L?^^3_C78T4 <=_PJKP-_T+ M5C_WR?\ &C_A57@;_H6K'_OD_P"-=C10!QW_ JKP-_T+5C_ -\G_&C_ (55 MX&_Z%JQ_[Y/^-=C10!QW_"JO W_0M6/_ 'R?\:/^%5>!O^A:L?\ OD_XUV-% M ''?\*J\#?\ 0M6/_?)_QH_X55X&_P"A:L?^^3_C78T4 <=_PJKP-_T+5C_W MR?\ &C_A57@;_H6K'_OD_P"-=C10!QW_ JKP-_T+5C_ -\G_&C_ (55X&_Z M%JQ_[Y/^-=C10!QW_"JO W_0M6/_ 'R?\:/^%5>!O^A:L?\ OD_XUV-% ''? M\*J\#?\ 0M6/_?)_QH_X55X&_P"A:L?^^3_C78T4 <=_PJKP-_T+5C_WR?\ M&C_A57@;_H6K'_OD_P"-=C10!QW_ JKP-_T+5C_ -\G_&C_ (55X&_Z%JQ_ M[Y/^-=C10!QW_"JO W_0M6/_ 'R?\:/^%5>!O^A:L?\ OD_XUV-% ''?\*J\ M#?\ 0M6/_?)_QH_X55X&_P"A:L?^^3_C78T4 <=_PJKP-_T+5C_WR?\ &C_A M57@;_H6K'_OD_P"-=C10!QW_ JKP-_T+5C_ -\G_&C_ (55X&_Z%JQ_[Y/^ M-=C10!QW_"JO W_0M6/_ 'R?\:/^%5>!O^A:L?\ OD_XUV-% ''?\*J\#?\ M0M6/_?)_QH_X55X&_P"A:L?^^3_C78T4 <=_PJKP-_T+5C_WR?\ &C_A57@; M_H6K'_OD_P"-=C10!QW_ JKP-_T+5C_ -\G_&C_ (55X&_Z%JQ_[Y/^-=C1 M0!QW_"JO W_0M6/_ 'R?\:/^%5>!O^A:L?\ OD_XUV-% ''?\*J\#?\ 0M6/ M_?)_QH_X55X&_P"A:L?^^3_C78T4 <=_PJKP-_T+5C_WR?\ &C_A57@;_H6K M'_OD_P"-=C10!QW_ JKP-_T+5C_ -\G_&C_ (55X&_Z%JQ_[Y/^-=C10!QW M_"JO W_0M6/_ 'R?\:/^%5>!O^A:L?\ OD_XUV-% ''?\*J\#?\ 0M6/_?)_ MQH_X55X&_P"A:L?^^3_C78T4 <=_PJKP-_T+5C_WR?\ &C_A57@;_H6K'_OD M_P"-=C10!QW_ JKP-_T+5C_ -\G_&C_ (55X&_Z%JQ_[Y/^-=C10!QW_"JO M W_0M6/_ 'R?\:/^%5>!O^A:L?\ OD_XUV-% ''?\*J\#?\ 0M6/_?)_QH_X M55X&_P"A:L?^^3_C78T4 <=_PJKP-_T+5C_WR?\ &C_A57@;_H6K'_OD_P"- M=C10!QW_ JKP-_T+5C_ -\G_&C_ (55X&_Z%JQ_[Y/^-=C10!QW_"JO W_0 MM6/_ 'R?\:/^%5>!O^A:L?\ OD_XUV-% ''?\*J\#?\ 0M6/_?)_QH_X55X& M_P"A:L?^^3_C78T4 <=_PJKP-_T+5C_WR?\ &C_A57@;_H6K'_OD_P"-=C10 M!QW_ JKP-_T+5C_ -\G_&C_ (55X&_Z%JQ_[Y/^-=C10!QW_"JO W_0M6/_ M 'R?\:/^%5>!O^A:L?\ OD_XUV-% ''?\*J\#?\ 0M6/_?)_QH_X55X&_P"A M:L?^^3_C78T4 <=_PJKP-_T+5C_WR?\ &C_A57@;_H6K'_OD_P"-=C10!QW_ M JKP-_T+5C_ -\G_&C_ (55X&_Z%JQ_[Y/^-=C10!QW_"JO W_0M6/_ 'R? M\:/^%5>!O^A:L?\ OD_XUV-% ''?\*J\#?\ 0M6/_?)_QH_X55X&_P"A:L?^ M^3_C78T4 <=_PJKP-_T+5C_WR?\ &C_A57@;_H6K'_OD_P"-=C10!QW_ JK MP-_T+5C_ -\G_&C_ (55X&_Z%JQ_[Y/^-=C10!QW_"JO W_0M6/_ 'R?\:/^ M%5>!O^A:L?\ OD_XUV-% ''?\*J\#?\ 0M6/_?)_QH_X55X&_P"A:L?^^3_C M78T4 <=_PJKP-_T+5C_WR?\ &C_A57@;_H6K'_OD_P"-=C10!QW_ JKP-_T M+5C_ -\G_&C_ (55X&_Z%JQ_[Y/^-=C10!QW_"JO W_0M6/_ 'R?\:/^%5>! MO^A:L?\ OD_XUV-% ''?\*J\#?\ 0M6/_?)_QH_X55X&_P"A:L?^^3_C78T4 M <=_PJKP-_T+5C_WR?\ &C_A57@;_H6K'_OD_P"-=C10!QW_ JKP-_T+5C_ M -\G_&C_ (55X&_Z%JQ_[Y/^-=C10!QW_"JO W_0M6/_ 'R?\:/^%5>!O^A: ML?\ OD_XUV-% ''?\*J\#?\ 0M6/_?)_QH_X55X&_P"A:L?^^3_C78T4 <=_ MPJKP-_T+5C_WR?\ &C_A57@;_H6K'_OD_P"-=C10!QW_ JKP-_T+5C_ -\G M_&C_ (55X&_Z%JQ_[Y/^-=C10!QW_"JO W_0M6/_ 'R?\:/^%5>!O^A:L?\ MOD_XUV-% ''?\*J\#?\ 0M6/_?)_QH_X55X&_P"A:L?^^3_C78T4 <=_PJKP M-_T+5C_WR?\ &C_A57@;_H6K'_OD_P"-=C10!QW_ JKP-_T+5C_ -\G_&C_ M (55X&_Z%JQ_[Y/^-=C10!QW_"JO W_0M6/_ 'R?\:/^%5>!O^A:L?\ OD_X MUV-% ''?\*J\#?\ 0M6/_?)_QH_X55X&_P"A:L?^^3_C78T4 <=_PJKP-_T+ M5C_WR?\ &C_A57@;_H6K'_OD_P"-=C5>6_LX 3+=0)C^](!0-)O8Y;_A57@; M_H6K'_OD_P"-'_"JO W_ $+5C_WR?\:L:C\0O#VF9\ZZ9B/^>:[OY&N1U'XU M6<>?[/M1-Z>8"M92K0CNSMHY;BJWP09TW_"JO W_ $+5C_WR?\:BD^&GP^A_ MUN@Z:G^\'*\M:DDOQ/8-1\/?"G2\^?HVGMCKY0W?R-[J5'\JQ>*J2^%'HPR+!T5>K*_ MX!J5_P"';LD6WA+3K8=BA;_&L#[':*Y:.W1,]AVKTS3?@]KMSM:[\J&,]UD! M-=?IOP7TRWP]U>2S-W1D&*7)7GN6\5E6%^!)OR5SPN.)G^6-&;V49K1L]!U2 M^<+#93<]S&0/Y5](6'@3PYIX4Q:9!Y@_CQS6_#;Q6\82&,(H["KC@W]IG-5X MDBM*4/O/GK3?A/XBOI\P9_*NOTWX)VRD27U_+N'\ 52#7K=%;QPM M-'EUL]QE39\OH=?\ Z].?X7^"9#E_#ED?JI_QKKJ* MV4(QV1YE3$5:OQR;.._X55X&_P"A:L?^^3_C1_PJKP-_T+5C_P!\G_&NQHJC M$X[_ (55X&_Z%JQ_[Y/^-'_"JO W_0M6/_?)_P :[&B@#D%^%W@F,[H_#MFC M=F"GC]:9_P *Q\,_] ^+_OG_ .O7945+A&6Z-Z6)K4E:G)HXW_A6/AG_ )\( MO^^?_KT?\*Q\,_\ /A%_WS_]>NRHJ?90[&GU_$_\_']YQO\ PK'PS_SX1?\ M?/\ ]>GGX7^#9%47&@VDS#^)E/\ C77T4U"*=TB*F*KU(\LYMKU.._X55X&_ MZ%JQ_P"^3_C1_P *J\#?]"U8_P#?)_QKL:*LYSCO^%5>!O\ H6K'_OD_XT?\ M*J\#?]"U8_\ ?)_QKL:* .._X55X&_Z%JQ_[Y/\ C1_PJKP-_P!"U8_]\G_& MNQHH X[_ (55X&_Z%JQ_[Y/^-'_"JO W_0M6/_?)_P :[&B@#CO^%5>!O^A: ML?\ OD_XT?\ "JO W_0M6/\ WR?\:[&B@#CO^%5>!O\ H6K'_OD_XT?\*J\# M?]"U8_\ ?)_QKL:* .._X55X&_Z%JQ_[Y/\ C1_PJKP-_P!"U8_]\G_&NQHH M X[_ (55X&_Z%JQ_[Y/^-'_"JO W_0M6/_?)_P :[&B@#CO^%5>!O^A:L?\ MOD_XT?\ "JO W_0M6/\ WR?\:[&B@#CO^%5>!O\ H6K'_OD_XT?\*J\#?]"U M8_\ ?)_QKL:* .._X55X&_Z%JQ_[Y/\ C1_PJKP-_P!"U8_]\G_&NQHH X[_ M (55X&_Z%JQ_[Y/^-'_"JO W_0M6/_?)_P :[&B@#CO^%5>!O^A:L?\ OD_X MT?\ "JO W_0M6/\ WR?\:[&B@#CO^%5>!O\ H6K'_OD_XT?\*J\#?]"U8_\ M?)_QKL:* .._X55X&_Z%JQ_[Y/\ C1_PJKP-_P!"U8_]\G_&NQHH X[_ (55 MX&_Z%JQ_[Y/^-'_"JO W_0M6/_?)_P :[&B@#CO^%5>!O^A:L?\ OD_XT?\ M"JO W_0M6/\ WR?\:[&B@#CO^%5>!O\ H6K'_OD_XT?\*J\#?]"U8_\ ?)_Q MKL:* .._X55X&_Z%JQ_[Y/\ C1_PJKP-_P!"U8_]\G_&NQHH X[_ (55X&_Z M%JQ_[Y/^-'_"JO W_0M6/_?)_P :[&B@#CO^%5>!O^A:L?\ OD_XT?\ "JO MW_0M6/\ WR?\:[&B@#CO^%5>!O\ H6K'_OD_XT?\*J\#?]"U8_\ ?)_QKL:* M .._X55X&_Z%JQ_[Y/\ C1_PJKP-_P!"U8_]\G_&NQHH X[_ (55X&_Z%JQ_ M[Y/^-'_"JO W_0M6/_?)_P :[&B@#CO^%5>!O^A:L?\ OD_XUXK\>/"VA^&I M](71M-@LA,KF01 _-@U]-U\]_M*?\?.A_P"X_P#.@#TGX.?\DOT?_K1H **** "BBB@ HHHH **** "BBB@ MHHHH **** /D#QQ_R7&^_P"PK'_-:^O^U?('CC_DN-]_V%8_YK7U_P!J "BB MB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** M "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH M**** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ H MHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BB MB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** M "BBB@ HHHH **** "BBB@ HHHH **** "BFO(D8R[JH]6.*SKSQ!I5BA::] MAX[+("?YTFTMRHPE)VBKFG17!:C\6O#UGE(I)9)!V\LX_.N/U+XUW;[H[*PB M"GHY9@:REB*<>IZ%'*,95VA;UT/;"P498@#U)JG<:MI]JA::\@7';S!G^=?. M.H?$7Q+?L0-1FBC/5%;BN=N;ZZOGW7$SRMZFL)8Q?91ZM'ANH]:LTO0^BM2^ M)_AS3MRM/([CH$CR/TKD-2^-A7*Z?8QR#LSEE->20Z=>W! BM)WS_=C)KH]- M^'/B+4\&&U10?^>C;?YBLGB*L_A.Z.49?AU>J[^K+.H_%'Q'>Y\F[DM0>T;? MXUS%[K&HZB2;N[DF)Z[C7INF_!2>3!U&\:'U\O:U=?IWPG\/V6WSXQ=X_P"> MB=?RH]C6G\0WF>6X;2DKOR7ZGSW':7,W^JMY7S_=0FMS3O!&O:GCR+,KG_GK ME?YBOI&R\.Z1IV/L=A%#CIM%:=:QP:^TSBK<2RVI0^\\*TWX+ZI+M_M"98<] M?*<-77Z=\'M$L\&XE>ZQU$B#^E>C45M'#TX]#RJV_P!I M3_CYT/\ W'_G0!Z3\'/^27Z/_N'^==W7"?!S_DE^C_[A_G7=T %%%% !1110 M 4444 %%%% "/]QOI6=I?67ZUHO]QOI6=I?67ZT +I/^JD_WJT:SM)_U4G^] M6C0 4444 %%%% !1110 4444 %%%% !1110 4444 ?('CC_DN-]_V%8_YK7U M_P!J^0/''_)<;[_L*Q_S6OK_ +4 %%%% !1110 4444 %%%% !1110 4444 M%%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4 M444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !11 M10 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% M !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 M%%%% !1110 4444 %%%% !1110 4444 %%%% !1110 45!+>6L/^MN(4Q_>< M"L/4?'.@Z9GS[L-C_GGAOY&II[[)<0P_ZV:-/]Y@*R M=0\6:-IJDSWL9Q_SS8-_6OFV^\6Z[J.?M>I3R@]F(K)"S3N2JO(QZ[1FL98S M^5'J4N&TM:L_N/>]2^,6AV^Y;,23..SQD"N/U+XSZI%UJ-7\V8%_ MXY\1:@6$VJ3F,_P9&!6$\DUU)N::PU67Q,F6=X&@K48W]%8^<+;1M1O) D-E.2>_EMC\\5U. MF_"SQ'?[6\F)(SU+28/Y&OHBVM+>TCV6\2QKZ"IZUC@XK=GGUN)*TOX<4OQ/ M'M-^"<9PU_?R(PZJ@5A77Z=\,O#=CCS+*.Y8=Y%KLJ*WC0IQV1Y=;-,75^*; M^6A3L]*L=/ %I;)$!_=%7***U2L<$I.3NV%%%% @HHHH **** "BBB@ HHHH M **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ MHHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "B MBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ KY[_ &E/ M^/G0_P#./^2XWW_85C_FM?7_:@ HHHH * M*** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HH MHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB M@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** M"BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH * M*** "BBB@ HHHH **** "BBFR.L<;2,<*H)/T% #J*X>Y^+/A6UN'@DGN"R' M!VPDC\ZB_P"%P^$O^>]U_P!^#6?MJ?<[5EV+:NJ;^X[VBN"_X7#X2_Y[W7_? M@T?\+A\)?\][K_OP:/;4^X?V;C/^?;^X[VBN8T'Q]H/B.[^RZ?-*9<9Q)'MK MIZN,E)71S5:-2E+EJ*S\PHHI&=4&68*/4G%,S%HJA=:UIMHA>:]@&.WF#/\ M.N6U+XJ^'+#<@FEDE'0"/(_.HE.,=V=%+"UZK_=Q;.XI"0!DD >]>,ZC\;)N M4L;")@?XV9@17(ZC\2_$E]D)?2VZG^%&XK&6*IK;4].CD&+G\5H^I]%S:E8V MZDRW<"8]9 /ZUSFI?$CPYIFX37+L1_SS3=_(U\XW>IWM^V;JX>4G^]3(K&[G M($5M,^?[L9-82QDG\*/4I<.4HZU9_=H>PZE\;(H]PT^R2;T,FY:Y'4?BMXAO M=WD3-:9_YYO_ (UEZ=X!\0:GCR;3;G_GH2O\Q77Z;\%KZ7;_ &A<^3Z^6P:I MYJ]0Z/993A-[7^\\[O?$&JZB2;R^EFSUW&J4=O<3?ZJ&1_\ =0FO?]-^$.A6 M6WSV-WCKYB 9_*NKLO"^B:=C['IT,..FT4UA)RUDS*IQ!AJ2Y:,;_@CYMT_P M?K>ID""S=<_\] 5_F*Z[3?@WK,X!OG2%3_<<&O>@ !@# I:VCA(+?4\VMQ%B M9_ E'\3S/3O@SI-KAKFZDN#W5T&*ZRP\$^'=. -OI<"N.K@')KH**WC2A'9' MEU./&-K?ZKHK M*MM>M+S0HM6@+&"9-T>Y<$YZ<5Q6M^.O%NA*NH7/A^R.CM(JB59F,H4GJ4Q] M: /2J*H:1J]KK6D6^IVK$V\Z;U+#'%$D#]P_7_=-)[%0^)'R-)_K&^IIM.D_UC?4TVO$/U-!1110! MU7P\U"WTSQ=#=73[(EC?)_"O6=1^+^@6N4MC++(.S1D#\Z^?55G;:BECZ 9K M0M-"U.]<+#93G/I,@S^5=?IOP3MAB2^O MY=PZH%4@UIRUZAR>URG";6O]YXY/5SZ]:E@TN_N7"Q6<[9[B,X_ ME7T;IWPW\-V !;3XIG'1W7FNDM=/M+%=MM D2^BU4<')_$S"KQ'2BK4H7_ ^ M<]-^&?B/4L-';QHIZ[WVG]:Z_3O@DTF#J%])%ZB,*U>S45O'"TUOJ>76S_%S M^&T?0XC3?A9X=LMOG6R71'>15?%G2=2CU#3/ M$EA$9EL<))&.N"V2<#GH*E^'WB'3_$=QX@9I5@>]GR(I/E8 ICH>:]#N-1LX M[U-.FD4331LRJQZ@=:\3UCPE9KJ?B36K*Z_L^\LKL>6R8&X;Y1&E5)YY(&51SC 8\$8-=; MX$\12ZKX*T[4=4E2*66,;GE?&XG/K4GCC3-)UCPM=_;UBDC6,M&Q.?F .,?C M0 P)9:%\.VCTUU:VBM'6)E[C!]*PO@Q$C>$?MO6:Z*R2,>I.,5%X#L+BX^$8 MM)]YS:$1!A_LM3_@Y<)#XQQF@#,OY5TCXXV;1$JMW;S-(! MW;(&:/'4RZC\4="TR4DPK"[E>Q97!!I/(_MWXW1RQ$RP644L#;AO. ,V(TP>6+9 IGPOTJ32O .F13(4E:$%U(Y M!YH [*BBB@ KQCQ5\8?$N@^*-0TNT\*?:K>VEV)/MD^<8Z\#%>ST4 ?$&N:] M=ZIXYGUR>R\B[DNEG:VP>&!'R\\]J]@_X7OXN_Z$K_QR7_"O/_''_)<;[_L* MQ_S6OK[ QTH \!_X7OXN_P"A*_\ ')?\*/\ A>_B[_H2O_')?\*]_P #THP/ M2@#P#_A>_B[_ *$K_P _B[_H2O_')?\*]_P #THP/2@#P#_A>_B[_ *$K_P _B[_H2O_')?\*]_P # MTHP/2@#P#_A>_B[_ *$K_P _B[_H2O_')?\*]_P #THP/2@#P#_A>_B[_ *$K_P _B[_H2O_')?\*] M_P #THP/2@#P#_A>_B[_ *$K_P _B[_H2O_')?\*]_P #THP/2@#P#_A>_B[_ *$K_P < ME_PH_P"%[^+O^A*_\_B[_H2O_') M?\*]_P #THP/2@#P#_A>_B[_ *$K_P _B[_H2O_')?\*]_P #THP/2@#P#_A>_B[_ *$K M_P _B[_H2 MO_')?\*]_P #THP/2@#P#_A>_B[_ *$K_P _B[_H2O_')?\*]_P #THP/2@#P#_A>_B[_ M *$K_P _B M[_H2O_')?\*]_P #THP/2@#P#_A>_B[_ *$K_P _B[_H2O_')?\*]_P #THP/2@#P#_A> M_B[_ *$K_P _B[_H2O_')?\*]_P #THP/2@#P#_A>_B[_ *$K_P _B[_H2O_')?\*]_P #THP/2@#P M#_A>_B[_ *$K_P _B[_H2O_')?\*]_P #THP/2@#P#_A>_B[_ *$K_P _B[_H2O_')?\*]_P #THP/ M2@#P#_A>_B[_ *$K_P ZA3'9G - TFW9' MA7_"]_%W_0E?^.2_X4?\+W\7?]"5_P".2_X5Z1J_Q1\/:8&197EF[!4R/S%< M'JWQGOYPT=C:1Q+VD#$&L98BG'J>C0RC%UM5&R\]#/D^/_BB$9E\'H@_VA*/ MZ4D/[0?B"8_+X;LA_O3.*YG4?%VN:H6^U:A,Z'^$G@5CI%-.W[N-Y#_LJ37- M+&?RH]JAPVEK6G]QZ8GQSUF1")-%LXR1U69CBN=U;XC>(=5#I]MDAA<8,:-D M&J6E>"==U@C[/:,N?^>N4_F*[2U^#5PEE-/J5T86CB9\1D-R!FL[UZAVJGE> M"=G:_P![/*NIS12L-K$>AQ25S'N!1110!=TK59=%OTO8=-&HR(,"W(8Y]^.: M[6#XW^*+9-D/@8(H[!)?\*H_"S_D>;;_ *YO_*OI' QTKT<'\!\7Q')_64NE MCP'_ (7OXN_Z$K_QR7_"C_A>_B[_ *$K_P _B[_ *$K_P _B[_H2O_')?\*/^%[^+O\ MH2O_ !R7_"O?\#THP/2@#P#_ (7OXN_Z$K_QR7_"C_A>_B[_ *$K_P _B[_H2O_')?\*/^%[^+O\ H2O_ !R7_"O?\#THP/2@#P#_ (7OXN_Z M$K_QR7_"C_A>_B[_ *$K_P _B[_H2O_')?\*/^%[^+O\ H2O_ M !R7_"O?\#THP/2@#P#_ (7OXN_Z$K_QR7_"C_A>_B[_ *$K_P _B[_H2O_')?\*/^%[^+O\ H2O_ !R7_"O?\#THP/2@#P#_ (7OXN_Z$K_Q MR7_"C_A>_B[_ *$K_P _B[_H2O_')?\*/^%[^+O\ H2O_ !R7 M_"O?\#THP/2@#P#_ (7OXN_Z$K_QR7_"C_A>_B[_ *$K_P _B M[_H2O_')?\*/^%[^+O\ H2O_ !R7_"O?\#THP/2@#P#_ (7OXN_Z$K_QR7_" MC_A>_B[_ *$K_P _B[_H2O_')?\*/^%[^+O\ H2O_ !R7_"O? M\#THP/2@#P#_ (7OXN_Z$K_QR7_"C_A>_B[_ *$K_P _B[_H2 MO_')?\*/^%[^+O\ H2O_ !R7_"O?\#THP/2@#P#_ (7OXN_Z$K_QR7_"C_A> M_B[_ *$K_P _B[_H2O_')?\*/^%[^+O\ H2O_ !R7_"O?\#TH MP/2@#P#_ (7OXN_Z$K_QR7_"C_A>_B[_ *$K_P _B[_H2O_') M?\*/^%[^+O\ H2O_ !R7_"O?\#THP/2@#P#_ (7OXN_Z$K_QR7_"C_A>_B[_ M *$K_P _B[_H2O_')?\*/^%[^+O\ H2O_ !R7_"O?\#THP/2@ M#P#_ (7OXN_Z$K_QR7_"C_A>_B[_ *$K_P _B[_H2O_')?\*/ M^%[^+O\ H2O_ !R7_"O?\#THP/2@#P#_ (7OXN_Z$K_QR7_"C_A>_B[_ *$K M_P _B[_H2O_')?\*/^%[^+O\ H2O_ !R7_"O?\#THP/2@#P#_ M (7OXN_Z$K_QR7_"C_A>_B[_ *$K_P _B[_H2O_')?\*/^%[^ M+O\ H2O_ !R7_"O?\#THP/2@#P#_ (7OXN_Z$K_QR7_"C_A>_B[_ *$K_P < ME_PKW_ ]*,#TH \ _P"%[^+O^A*_\_B[_H2O_')?\*/^%[^+O\ H2O_ !R7_"O?\#THP/2@#P#_ (7O MXN_Z$K_QR7_"C_A>_B[_ *$K_P _B[_H2O_')?\*/^%[^+O\ MH2O_ !R7_"O?\#THP/2@#P#_ (7OXN_Z$K_QR7_"C_A>_B[_ *$K_P !?\+X\7?]"5_P".2_X5G:[K%U\2H()]:TF.P>V4B-!N M).?4-TKW[4]6M+&QEF,T9(& P)S7C-]=/>WDEQ(5<-82MP_W,]J]'H **** "BBB@ HHHH **** $?[C? M2L[2^LOUK1?[C?2L[2^LOUH 72?]5)_O5HUG:3_JI/\ >K1H Y[Q)X3M_$!C MG6=[2^B&V*ZB4%T'4@9KA[#X2ZA/J%\=<\07=Y9R7"R"-PI$^!]YL=#7K-% M',Z]X)T[6?#4>AQDV=O$RF(Q+G9M.1C-9&G?#>XMXTMM1\3W^IV*$$6MPBA, MCITKO:* (H+:&UMDMX(PD*#:J#H!7(ZM\/TN]0EO=)U:YT::X88:5NF3[U:US0K'Q!IYM+Z)73(921G: MPZ$?0UIT4 <%;?#0&\B?5M=O-5M82&BM;A%V(01_SR ?^1J7)1W9K3HU*KM"+9TU(SJ@RS!1ZDXKQ_5_ MC4J[DTRS61>S294UPVJ_$3Q%J;$?;Y88CUC1N*PEBH+;4]:AD&*J:R]U>9]" MZAXCTG3(R]Q>18'4(X)_+-<1JWQDTFVW+I\;3N/^>B%17AU74I EO9R\]V0@?GBN>6*G+2*/8I9!A:*YJTK_ ((ZO5OBUKVH%OLQ M^Q@_\\G/]:XZ^U?4-3?=>W4DS>K&N\TGX.ZQ=;7OW2"-NZ."?RKN])^$>A6 M4W.;PC_GJ@_I2]E6J?$:/,,MP>E))OR_S/ [?3[RZ8"&VFDST*H376:3\+_$ M.I[7\E(XNY9\'\C7T%8:+INEJ!96D< ''R"K]:QP:^TSSJ_$E1Z48V]3RG2? M@O90[9+Z\DD;O'M!%=QIO@W0=*5?LVG0HXZN!R:WJ*Z8TH1V1XU?,,37^.;$ M"A1@# %,N(A<6TL+' D0H3]1BI**T.--IW/(+GX)PO<.T6H2A"<@;5J+_A2* M_P#01E_[Y6O9**P^K4^QZBSK&I6Y_P $>-_\*17_ *",O_?*T?\ "D5_Z",O M_?*U[)11]6I]A_VWC?Y_P1YUX1^%\/AO6%U%KR25T4J%91CFO1:**UA",%:) MP8C$U<3/GJN["BBBJ, HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** M "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH M**** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ H MHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BB MB@ HHHH **C:XA3[TT:_5A5.XUO3[8'?77'Q U&8GRXUB_W6-9,_BC69R=U] M*%/\.: /8FN[9!\UQ$/JXK/N/$>F6HS)< _[O->.37=Q/_K96?/K4:Q2/]V- MV^@S0!ZC<^/]*CXA,CMWRA%9-Q\1Y 2(+2-AZL2*XR'3+VF4Z0@R-M&!G@4V@">SN7 MM+J.9&(*D5<-82MP_W,]J /1Z*** "B MBB@ HHHH **** $?[C?2L[2^LOUK1?[C?2L[2^LOUH 72?\ 52?[U:-9VD_Z MJ3_>K1H **** "BBB@ HHHH **** "BBB@ HHHH **** /D#QQ_R7&^_["L? M\UKZ_P"U?('CC_DN-]_V%8_YK7U_VH **** "BBB@ HHHH **** "BBB@ HH MHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB M@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** M"BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH * M*** "BBFLZ(N795'J3B@!U%9&I>)](TM-UQ>1GV1@Q_G7#ZM\9=+M]RZ=$T[ MC_GHI45G*K".[.NA@<17_AP;/3ZJ7.IV-HA:>[A3'4&09KP#5OBOK^H9^SR& MR![1/G^=ZI?:D^^[N7F8]VKGEC(KX4>S0X<6^FWMVP6&UF?/<1DBNNTCX6>(-3 M*NT4<4)ZEGPWY&L76K5-(GIQRW+L(N:J[^K,'4?%FN:KN%WJ,TBG^%CQ63'! M-,<1Q22'_94FO;])^#&GV^V2^NI)6[QE017;Z=X0T+2@OV73H4UC:;>T* _\]'=,PQLHIY!T=UYKJ8+:&UC$< M$:H@Z 5+171&,8[(\BK7JU7>I)L****HQ"BBB@ HHHH **** "BBB@ HHHH M**** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ H MHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BB MB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** M "BBB@ HHHH **** "BBB@ HHHH **1G5?O,!]34+WMK&,O<1#_@8H GHK%N M/%.E6Q(>;4[* 9>YBX]'%>-3:WJ5P?WUY(_U-42SR MODY9C0!Z]<>,M'ML[YG./[J9K)N?B):J#]GB+^FX$5YTMK21@]E-7;?P%J\H#2+& MJG_;&:UK?X<*V#/=NO\ N@&@#BIM4O;@DRW+OGKFJP5W/RJS?05ZK;^!-+A( MW_O4_P# #6E;^%M5N0"D &?[QQ7L M<5O% N(D"CVJ2@#R^W^'VI-CSRB>NUP:UK?X<6X(::[D/^SM&*[JB@#G+;P5 MI$/WX5E_WEK3AT/3+?\ U-G>%:%% #4147:J@ =J=110 5S'C'3-0U.S2* MSP4_C!;&:Z>B@#Q__A#-9_YXI_WW7/>)2/";0+JO[LS@E-O.<5] U\]_M*?\ M?.A_[C_SH U='T2]UW2X=1L45[>890L<&MG3O"6MP7T4B(BE6!)W]JV_@Y_R M2_1_]P_SKNZ &H"$4'J!S3J** "BBB@ HHHH **** $?[C?2L[2^LOUK1?[C M?2L[2^LOUH 72?\ 52?[U:-9VD_ZJ3_>K1H **** "BBB@ HHHH **** "BB MB@ HHHH **** /D#QQ_R7&^_["L?\UKZ_P"U?('CC_DN-]_V%8_YK7U_VH * M*** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HH MHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB M@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** M"BBB@ HHHH **** "BCH,FJ=UJUA9QEY[N%<=09!G^=#=AQBY.R1./']YP*YO5OB!X?T@-Y]T7(_YY#?\ R-?/6H^*=:U4M]LU":53 MV8UF1V\\YQ%#)(?]E2:YY8Q_91[-#AR*UK3^X]=U;XUL-R:;9(ZGH[EE-<-J MGQ!\1:HS!K^6.)O^6:MQ3-*\!:_J^TP6FP'_ )ZDI_,5WFD?!4MM?4[QXV'5 M$"L*S_?U3KME>"[7^]GD3R3W4I9BTDC>V2:T=/\ #>K:G*$M[.7)[NA4?GBO MH72_AWX=TQ0?L$4THZ2,O-=/#!%;QB.) BCH!6D<&_M,Y*_$<%I1A]YX5I/P M;U6YVMJ$BP(?^>;AC7=Z3\)M!T_:;E?MA'_/5 /Y5WU%=$12L=(L-,3996L<*^BBKM%%;I6V/,E)R=Y.X4444""BBB@ HHHH **** " MBBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH ** M** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHH MH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ M HHHH **** "BBB@ HHHH ***C:>%/O2HOU8"@"2BJ-QK%A;#+W,9_W6!K)N M?&^CV_!DD9O9,T =)17"W'Q%A7/V>W#^F[(K)N/B#J$V=D*1?[K&@#T\D 9) M ^M1M=6Z?>GB7ZN*\>G\5:S/D&^E"GL#6;-?75Q_KIF?ZT >R7'B#3;7[]PI M_P!T@UDW'CW2(B5C:1F'JAQ7EBQR/]U&;Z#-3Q:;>3-A+:7GU0T =MJ3 [/W6?[K54M_!^KW)&R%1G^\V*UK;X>7K?\ 'Q($_P!U M@: ,"?Q'J]QQ)?2L/0FLZ6>6=LRN6/O7HUO\.K- #+=2.>X*BM>W\':-"!OM M(Y2.["@#R)8)G^[%(WT4FK5OH]_"-8N.1'&J^[XK6M_AU,P'VBX*>NW!KT:B@#C[?X?:?#CS)GE_WE%:\ M'A71H,$6,18=R*V:* *\-C:V_P#J853Z58HHH **** "BBB@ HHHH **** " MBBB@ HHHH **** "OGO]I3_CYT/_ ''_ )U]"5\]_M*?\?.A_P"X_P#.@#TG MX.?\DOT?_K1H ***8DL./\ DN-]_P!A M6/\ FM?7_:OD#QQ_R7&^_P"PK'_-:^O^U !1110 4444 %%%% !1110 4444 M %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 M4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1 M110 4444 %%%% !1110 4444 %%%% !1110 45#-=V]N,S3Q1X_ON!7-:M\1 M/#VD;A-'DS7,I8[I';K@9)K4TW MPQJ^JOLM[.09/5U*C\\5@\54EI%'K4LBPE%T M3Y_G7(WFI7NHR;[NX>9O5J]$TCX,ZG<%3J4JP*?^>;!C7>:5\*/#^GA?M$8O M".\J8_E25&M4^(TEF67816I)-^2_4\ MM+OKQPL%I,^>A$9Q77Z3\*=?U$+) M)''%">I+@'\C7O\ 9:78Z97XCJRTI1MZGE^D?!G M3;7;)>W+SMWC9!BNVT[PIHFE ?8]/AB8?Q**VJ*Z(TH1V1XU?'XFO_$FPHHH MK0Y HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH *** M* "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH M **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ MHHHH **** "BBB@ HHHH **YWQ9KIT>Q A;]^_W>:/">O'6;$B4_OH^&YZT M=%1110 444A95^\P'U- "T5 UY;)]ZXB&/5Q6=<>)]+ML[Y\X_N\T ;%%RRZC9PJ6>YBX]'%9=QXPTBV'SS,?]UY^(=DI_T>-G_WE(K)N?B+>.2(K6-!V(8YKF[?0=1N M0"ENXS_>!%:UOX#U>7!=(U4_[?- %:X\8ZS,3LNY(P>RFLV;5K^X&);J1\^I MKLK?X<;B/M%TZ>NT UK6W@+3(?\ 6,9O]Y10!Y9AW/ +'V%2I9W4A^6WE.?1 M#7L<'AK1[.*U[?X?:FY'G M[$'^RX->HT4 <);?#B'[T]Y(#Z!0:UK?P1I,/^LB$O\ O+72T4 9T.@Z7;X\ MJRB3'H*OI&D:X10![4ZB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH * M*** "BBB@ HHHH **** "BBB@ HHHH *^>_VE/\ CYT/_K1 MH \]^(OBK4-,O+#1-*(CN[W#><6VE%W8..W>N7T31?$^FZAK][9Z_=7EQ:7( M\V"8JJ3?+DL2!UQ75_$GP7=>(8;;4M+DV:E9$&,9 !4'<1G\*Y/P'XZ@M=;U M?3?$L;07]U/^\^4E,[<8W&@#T2TUW4-2\*6=]#:HMY=(-R G"9."0?:N7\0^ M'?&.E6DNK6'BV_N6C_>-:2;5CVCDC.,]!7I%G#;06D<=HJ+;J,($.1CVK!\: MZI]AT1[>(;[BZ(A5!UPWRD_AF@"#P/XM/B3PFFJ7,8BDCCW3 9('!/?Z5SEO M?:WX_P!2OVTO6+G2=/LY-D4EO@F;C()!_+BM*UT$^$?AI<6B?-.+9A*1W.TU M6^"X'_""6\FW#.JEO?K0!:\'^)KP:Y=^&-9D,E[;L1#,QR9D R6/8'GM5SQW MXL?P_:P6EFN_4+MU2-?12=I;\*X_79C;?'#2FA'S-:S!L?44OB^5I_C%H<,B MYC6VDQG_ 'A0!=U.+Q3X,M(M;FUV[U2,R*LUK.0$0$X)&!DX'->C:5J5OK&E MV^H6K;H9TWH?:LKQNJ-X2OPX!'E,>?7::P?@Y<23?#S3E<'$<2A?UH [^BBB M@ HHKQCQ5X?^+MUXHU"?0M7\K2WES;1_:57:N/3'% 'D_CC_ )+C??\ 85C_ M )K7U_VKX@URUUV'QS/;:G/YFN"Z59)=X.9O_ /",?'/_ *#G_DVO M^% 'T!17@'_",?'/_H.?^3:_X4?\(Q\<_P#H.?\ DVO^% 'O]%> ?\(Q\<_^ M@Y_Y-K_A1_PC'QS_ .@Y_P"3:_X4 >_T5X!_PC'QS_Z#G_DVO^%'_",?'/\ MZ#G_ )-K_A0![_17@'_",?'/_H.?^3:_X4?\(Q\<_P#H.?\ DVO^% 'O]%> M?\(Q\<_^@Y_Y-K_A1_PC'QS_ .@Y_P"3:_X4 >_T5X!_PC'QS_Z#G_DVO^%' M_",?'/\ Z#G_ )-K_A0![_17@'_",?'/_H.?^3:_X4?\(Q\<_P#H.?\ DVO^ M% 'O]%> ?\(Q\<_^@Y_Y-K_A1_PC'QS_ .@Y_P"3:_X4 >_T5X!_PC'QS_Z# MG_DVO^%'_",?'/\ Z#G_ )-K_A0![_17@'_",?'/_H.?^3:_X4?\(Q\<_P#H M.?\ DVO^% 'O]%> ?\(Q\<_^@Y_Y-K_A1_PC'QS_ .@Y_P"3:_X4 >_T5X!_ MPC'QS_Z#G_DVO^%'_",?'/\ Z#G_ )-K_A0![_17@'_",?'/_H.?^3:_X4?\ M(Q\<_P#H.?\ DVO^% 'O]%> ?\(Q\<_^@Y_Y-K_A1_PC'QS_ .@Y_P"3:_X4 M >_T5X!_PC'QS_Z#G_DVO^%'_",?'/\ Z#G_ )-K_A0![_17@'_",?'/_H.? M^3:_X4?\(Q\<_P#H.?\ DVO^% 'O]%> ?\(Q\<_^@Y_Y-K_A1_PC'QS_ .@Y M_P"3:_X4 >_T5X!_PC'QS_Z#G_DVO^%'_",?'/\ Z#G_ )-K_A0![_17@'_" M,?'/_H.?^3:_X4?\(Q\<_P#H.?\ DVO^% 'O]%> ?\(Q\<_^@Y_Y-K_A1_PC M'QS_ .@Y_P"3:_X4 >_T5X!_PC'QS_Z#G_DVO^%'_",?'/\ Z#G_ )-K_A0! M[_17@'_",?'/_H.?^3:_X4?\(Q\<_P#H.?\ DVO^% 'O]%> ?\(Q\<_^@Y_Y M-K_A1_PC'QS_ .@Y_P"3:_X4 >_T5X!_PC'QS_Z#G_DVO^%'_",?'/\ Z#G_ M )-K_A0![_17@'_",?'/_H.?^3:_X4?\(Q\<_P#H.?\ DVO^% 'O]%> ?\(Q M\<_^@Y_Y-K_A1_PC'QS_ .@Y_P"3:_X4 >_T5X!_PC'QS_Z#G_DVO^%'_",? M'/\ Z#G_ )-K_A0![_17@'_",?'/_H.?^3:_X4?\(Q\<_P#H.?\ DVO^% 'O M]%> ?\(Q\<_^@Y_Y-K_A1_PC'QS_ .@Y_P"3:_X4 >_T5X!_PC'QS_Z#G_DV MO^%'_",?'/\ Z#G_ )-K_A0![_17@'_",?'/_H.?^3:_X4Q_#GQOC&9/$"H/ M5KQ!_2@#Z"HKYDU.;XLZ4I:X\4H<=1'>HQ_05BQ>-O'Q/[[Q/>K_ +K*?Z5G M*K".[.RAE^)K_P .#/K4D 9)Q5&[UC3[*-GGO(5 ZCS!G\LU\S)XZ\7!"LGB M&\E!Z[B/\*R;J_N[^3?6,2^%'LT.&ZDM:TK>FI[[JWQ:T*QW);M M)-*.Q0X_.N$U;XQZM=[DM($ME[.CG/ZUP-KI-_>2*D%I,V>A\LX_/%=/;_"K MQ7=VXEM[:WYZ"2;::Q]K6J;'I++\MP:O4:;\V8.H^)=8U8DWM_+-GLQK.BMK MBX.(H99,_P!U":Z>;X0>/WXCM+%?<70_PJ6P^&/Q9TMMUC=PP$=-ETO^%..% MG+63,ZN?X6BN6A&_X(KZ3\/O$&L;3!:A%/7S3L_F*[O2O@HOROJ-ZZ$=40*P M-8/_ B_QS_Z#G_DVO\ A2_\(Q\<_P#H.?\ DVO^%=$<+!;ZGCU\_P 54TA[ MJ/5]+^'_ (>TQ05T^*20?\M&7FNEBAC@C$<:!5'0"O _^$8^.?\ T'/_ ";7 M_"C_ (1CXY_]!S_R;7_"MU%1V1Y-2M4JN]239[_17@'_ C'QS_Z#G_DVO\ MA1_PC'QS_P"@Y_Y-K_A5&1[_ $5X!_PC'QS_ .@Y_P"3:_X4?\(Q\<_^@Y_Y M-K_A0![_ $5X!_PC'QS_ .@Y_P"3:_X4?\(Q\<_^@Y_Y-K_A0![_ $5X!_PC M'QS_ .@Y_P"3:_X4?\(Q\<_^@Y_Y-K_A0![_ $5X!_PC'QS_ .@Y_P"3:_X4 M?\(Q\<_^@Y_Y-K_A0![_ $5X!_PC'QS_ .@Y_P"3:_X4?\(Q\<_^@Y_Y-K_A M0![_ $5X!_PC'QS_ .@Y_P"3:_X4?\(Q\<_^@Y_Y-K_A0![_ $5X!_PC'QS_ M .@Y_P"3:_X4?\(Q\<_^@Y_Y-K_A0![_ $5X!_PC'QS_ .@Y_P"3:_X4?\(Q M\<_^@Y_Y-K_A0![_ $5X!_PC'QS_ .@Y_P"3:_X4?\(Q\<_^@Y_Y-K_A0![_ M $5X!_PC'QS_ .@Y_P"3:_X4?\(Q\<_^@Y_Y-K_A0![_ $5X!_PC'QS_ .@Y M_P"3:_X4?\(Q\<_^@Y_Y-K_A0![_ $5X!_PC'QS_ .@Y_P"3:_X4?\(Q\<_^ M@Y_Y-K_A0![_ $5X!_PC'QS_ .@Y_P"3:_X4?\(Q\<_^@Y_Y-K_A0![_ $5X M!_PC'QS_ .@Y_P"3:_X4?\(Q\<_^@Y_Y-K_A0![_ $5X!_PC'QS_ .@Y_P"3 M:_X4?\(Q\<_^@Y_Y-K_A0![_ $5X!_PC'QS_ .@Y_P"3:_X4?\(Q\<_^@Y_Y M-K_A0![_ $5X!_PC'QS_ .@Y_P"3:_X4?\(Q\<_^@Y_Y-K_A0![_ $5X!_PC M'QS_ .@Y_P"3:_X4?\(Q\<_^@Y_Y-K_A0![_ $5X!_PC'QS_ .@Y_P"3:_X4 M?\(Q\<_^@Y_Y-K_A0![_ $5X!_PC'QS_ .@Y_P"3:_X4?\(Q\<_^@Y_Y-K_A M0![_ $5X!_PC'QS_ .@Y_P"3:_X4?\(Q\<_^@Y_Y-K_A0![_ $5X!_PC'QS_ M .@Y_P"3:_X4?\(Q\<_^@Y_Y-K_A0![_ $5X!_PC'QS_ .@Y_P"3:_X4?\(Q M\<_^@Y_Y-K_A0![_ $5X!_PC'QS_ .@Y_P"3:_X4?\(Q\<_^@Y_Y-K_A0![_ M $5X!_PC'QS_ .@Y_P"3:_X4?\(Q\<_^@Y_Y-K_A0![_ $5X!_PC'QS_ .@Y M_P"3:_X4?\(Q\<_^@Y_Y-K_A0![_ $5X!_PC'QS_ .@Y_P"3:_X4?\(Q\<_^ M@Y_Y-K_A0![_ $5X!_PC'QS_ .@Y_P"3:_X4?\(Q\<_^@Y_Y-K_A0![_ $5X M!_PC'QS_ .@Y_P"3:_X4?\(Q\<_^@Y_Y-K_A0![_ $5X!_PC'QS_ .@Y_P"3 M:_X4?\(Q\<_^@Y_Y-K_A0![_ $5X!_PC'QS_ .@Y_P"3:_X4?\(Q\<_^@Y_Y M-K_A0![_ $5X!_PC'QS_ .@Y_P"3:_X4?\(Q\<_^@Y_Y-K_A0![_ $5X!_PC M'QS_ .@Y_P"3:_X4?\(Q\<_^@Y_Y-K_A0![_ $5X!_PC'QS_ .@Y_P"3:_X4 M?\(Q\<_^@Y_Y-K_A0![_ $5X!_PC'QS_ .@Y_P"3:_X4?\(Q\<_^@Y_Y-K_A M0![_ $5X!_PC'QS_ .@Y_P"3:_X4G_",?'/_ *#O_DVO^% 'T!17SX?#WQN7 M[WB%!];U/\*B?1_C1&,MXFA'_;\G^% 'T117S3,OQ?@SO\29Q_=NT/\ 2J7] MI_%1)=LOB.< =2LRG^E 'U'17S3!J/Q ;'G>++Y?7:RG^E:,-_XN3!D\8:DQ M]"%_PH ^A:9)(L2,[L ,\FO#H=>\21_?\07DG^]C_"IYO$6L7";)K^9QC&" M: +/BG53JFKR,&S$APE-\,ZQ_9&IK*Y/DG[P%8O4T4 >KS^/-'B&%>1F]-AQ M65<_$?:#]GM4?_>)%<%;VTUT^R&-G;V&:U[;PCJ]U_JX5'^\V* +]SX]U*;_ M %:B'_=8UE3^)M8N"=]]*5],U/<>!?%:G_1[2T<=MT^*R;CP1\1&RL6F::H[ M-]LY_E0 V6YGG.99&NT@UK6_P /;"$@R3O+[,HK MS'_A&/CG_P!!S_R;7_"C_A&/CG_T'/\ R;7_ H ]DM_">C0<_8HF8=R*TH- M/M+;_4P(GTKPG_A&/CG_ -!S_P FU_PH_P"$8^.?_0<_\FU_PH ]_HKP#_A& M/CG_ -!S_P FU_PH_P"$8^.?_0<_\FU_PH ]_HKP#_A&/CG_ -!S_P FU_PH M_P"$8^.?_0<_\FU_PH ]_HKP#_A&/CG_ -!S_P FU_PH_P"$8^.?_0<_\FU_ MPH ]_HKP#_A&/CG_ -!S_P FU_PH_P"$8^.?_0<_\FU_PH ]_HKP#_A&/CG_ M -!S_P FU_PH_P"$8^.?_0<_\FU_PH ]_HKP#_A&/CG_ -!S_P FU_PH_P"$ M8^.?_0<_\FU_PH ]_HKP#_A&/CG_ -!S_P FU_PH_P"$8^.?_0<_\FU_PH ] M_HKP#_A&/CG_ -!S_P FU_PH_P"$8^.?_0<_\FU_PH ]_HKP#_A&/CG_ -!S M_P FU_PH_P"$8^.?_0<_\FU_PH ]_HKP#_A&/CG_ -!S_P FU_PH_P"$8^.? M_0<_\FU_PH ]_HKP#_A&/CG_ -!S_P FU_PH_P"$8^.?_0<_\FU_PH ]_HKP M#_A&/CG_ -!S_P FU_PH_P"$8^.?_0<_\FU_PH ]_HKP#_A&/CG_ -!S_P F MU_PH_P"$8^.?_0<_\FU_PH ]_HKP#_A&/CG_ -!S_P FU_PH_P"$8^.?_0<_ M\FU_PH ]_HKP#_A&/CG_ -!S_P FU_PH_P"$8^.?_0<_\FU_PH ]_HKP#_A& M/CG_ -!S_P FU_PH_P"$8^.?_0<_\FU_PH ]_HKP#_A&/CG_ -!S_P FU_PH M_P"$8^.?_0<_\FU_PH ]_HKP#_A&/CG_ -!S_P FU_PH_P"$8^.?_0<_\FU_ MPH ]_HKP#_A&/CG_ -!S_P FU_PH_P"$8^.?_0<_\FU_PH ]_KY[_:4_X^=# M_P!Q_P"=2_\ ",?'/_H.?^3:_P"%>>_$K3/&^G2V(\97WVIG5O(_>A\#OT% M'T-\'/\ DE^C_P"X?YUW=<)\'/\ DE^C_P"X?YUW= !1110 4444 %%%% !1 M110 C_<;Z5G:7UE^M:+_ '&^E9VE]9?K0 ND_P"JD_WJT:SM)_U4G^]6C0!@ M:MXHM]'URUT^[1DBN(F?SMIVJ0<8)Z"O*_$4GARZ3Q1+>>3D:?K-J;74;6.XA/5'Z5R^C_"SPMH^I7%[#IL+/))OB!7_ %(] M!S0!1\*:X?#'POL;W7IBCI ,*_WL\\8KC]/^,'@^XU8ZMK%Q=FX7*PQ"W++& MIZ@'ZUZ]K/AO1_$,"PZMI\-W&O19!P*P_P#A57@;_H6K+_OD_P"- $>A^*8/ M'^DZI]AA(LMK1QR.I5FRIP<&L'X::C'X<@U'0=4D%NUE($C:4[0ZAU>CV&G6 MFEVB6MC D$"#"HG0"IIX(KF%H9D#QL,,I[B@#S_Q]XHL;KPLMK8R+=7%XRHL M<9W%0QQD@=,9KHO ^AOX=\(:?ILN/.AB"R8]>:?IW@GPUI-\;VPTBWM[D]9$ M!S6_0 4444 %%%% 'R!XX_Y+C??]A6/^:U]?]J^0/''_ "7&^_["L?\ -:^O M^U !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 444 M4 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 M 4444 %%%% !117EGBOXM3Z!KUQIMKI\,_D-M=I&(YJ)U(P5Y'3A<)5Q4^2D MKL]3HKQ#_A>>H_\ 0&M?^_C4?\+SU'_H#6O_ '\:LOK5+N=_]A8[^7\4>WT5 MXA_PO/4?^@-:_P#?QJMZ;\:[JZU"&"XTNWCCD<+N5V)&3BA8FF^HI9'C4KN/ MXH]DHIBR*T8?.%(SS5.\UO3;",O/>0KCL'&?RS6[:1Y482D[)%^BO/-6^+NA MV09+4R32CLT9 _.N$U;XPZQ>[EM(EM1V:-SG]:QEB*<>IZ=#)L76UY;+S/=Y MKRVMP3-<11X_O.!7+ZO\2/#VD962X:1QT$:[A^E?/>H>(=6U4DWM]+-G^\:I M16ES<$"&"63/]U":YY8QOX4>S1XID;:?U%=WI/P5B&V34;V0,. ML:A6!K.U>H=7-E>"[7^]GCG[ZXD)P\CGK@9-:VF>%-9U5]MO9R#WD4J/Y5]# M:;X"\/:8%,>G0M(/^6A7FNDCC2) B*%4= *TC@W]IG'7XD2THP^\\-TCX,:A M/M;4YQ #U\I@U=WI/PK\/Z=M,\*WC#O*F/Y5W-%=,0C2LP]8S6=-\185_U-N&_P![(H [JBO-)OB- M>OPEI$GN&-9TWC;5Y?N3-'_NM0!ZV75?O,!]349NK=?O3Q#ZN*\8E\1ZQ-_K M+^5OJ:I2WMS-_K)F;ZT >U3ZUI\&=]S&H7& M-ELXS_>4BM"#P5K,^-L48S_>?% %R;Q_J,OW(UC_ -UC6=-XNUJ7I?2H/0&M M:'X>W[?ZYU7_ '6!K1A^&\1_UM[*OT4&@#BI=9U&;_671Y6RS%C7J M,/@'38OON9/]Y16C#X2T6+K8Q,?4B@#QY89F^[$Y^BFI8]/O)6PMM-S_ +!K MVJ+2-/A_U=K&OT%6T147"J * /&8/#&J7&-D&,_WCBM&#P%K$F"Z1*I_Z:#- M>KT4 >;I\/95C+W%P4"C)P0:X^]ABM[R2*&0R1JSZW!=7.E2Q69 F; MIDXXKS$^#=9))\E.O]^@#GJ*Z#_A#-9_YXI_WW1_PAFL_P#/%/\ ON@"/POJ MITO5HV8_NV.&'UKV)&#H&4@@C/%>1+X-UD."(D!!X^>O3]$M[BUTBWANR#,J MX;!S0!H4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 M%%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4 M444 %%%% !112$A02>@H 6OGW]I%&DNM$"*6PCYVC/>O2_$7C0V\CVMCRXX, MF>GTKS_5)I-:E2346-PR9VE^U>5B,VI4IB><%%%% !1110 4444 (_P!QOI6=I?67ZUHO]QOI M6=I?67ZT +I/^JD_WJT:SM)_U4G^]6C0 4444 %%%% !1110 4444 %%%% ! M1110 4444 ?('CC_ )+C??\ 85C_ )K7U_VKY \@!:*A:ZMT^]<1+]7 J"76--A4L]];#';S5S_.E=%*$GLB[17.W/CC0;7/ MF7@./[N#_6L:Y^+7A>WX\ZX9NV(3BI=6"W9T0P.)G\,&_D=W7S!\1/\ D?M8 M_P"N_P#05Z9<_&G3D_X]H"_^\I%>0>(M6_MSQ!>:GL"?:)-^T=JX\55A.*46 M?1Y%@<1AZTIU8V37ZF7112[6QG:<>N*XCZBXE202F"XCF49,;A@/HW5_+ON)7ED]3UKTS M1O@S>W*))J5QY /.(B&KO-)^%_A[30IFMTNV'\4BX/Z5U*A5J?$>#/-,OPFE M)7?DOU/GVST;4;Z58X+29B>A\LX_/%=GI/PDUV^VOXD&?RKWRTL+6Q MCV6L"1+Z+5FMHX.*^)GEU^(ZTM*44OQ/-=)^#FD6>U[N=[H]TD08_2NUT[PW MH^E "RL(H/M'3B-I6/O&: .KHKA)OB-&O^IMU;_>R*S9OB+?2?1S>--8E^YNS>-=&@SNED./[J9K- MF^(5@O\ J49O]Y2*\X6TN7^[;RGZ(:N0Z#J,^-ENPS_>!% '5S?$B8<1643> MY8BLZ;Q]J4GW5$?^ZQJM#X(UJ;E8HP/=\5HP_#R];_72!?\ =8&@#&F\6:U+ MTOI5'H#5&75]0F_UEU(WU-=Q#\-[?K+>R_0**T8? >F1??)D_P!Y: /*V=Y& MRQ+$TY8)F^[%(?HIKV*'PIHL.#]@B+#N15Z+2K&#'E6R+CIB@#Q6+3;V4X6V MEY]4-:$/A759_N0 9_O'%>RJJHH51@"EH \IA\ ZP_,BQ*/:05HP_#F1O]=< M,O\ NX->BT4 <9#\.K&/[]U))]4%:,/@O2(OOVZ2?[PKHJ* ,R+P]I$/^KL8 MEQZ"KD5I;P8\N)5QTQ4]% !1110 4444 %%%% !1110 4444 %%%1S31P1EY M755';D9U]%5K/4+:_A62WD# ]L\U9KJC)25TBJ3ZO8HQ4W,>1Z,*C?7-/C7<;A<>Q%2ZL%NRE2F^AHT5D?\)+IG_/>H6\ M7:0C%3,V1Z+4O$T5O)%+#UGM%F[17/2>--&C7+2R?@E1?\)YHG_/2;_OT:AX MS#K>:^\M8/$/:#^XZ:BN3;Q]IF[Y?,(_W#4989?:+678E_9.\HKS^3XBS#_5V M43?5C47_ L>[Q_QX0_]]FH>:X5?:_!E+*\4_L_BCT6BO-#\0+_/^H3_ +Z- M12>.]1?&U%3Z,:EYOAN[^XM93B>R^\]0HKRO_A-]3Q][_P >J#_A,=7_ .?E M_P ZAYQ0[,M9/7[H];HKR"3Q9K3D;;Z5/H:C/BC6R,'49OS%2\ZH_P K*635 MOYD>P[T_O+^=(9HQUD0?5A7C7]OZK_S^R_G4;ZQJ$AR]W(?J:AYW#I%EK)9] M9(]H\^$?\M8_^^A2?:K?_GO%_P!]BO%3J=ZPP;AR*B^US_\ /5JAYVND"EDK MZS/;3>6HZW,(_P"V@IKZA9HNXW4./9Q7B#NSG+,2:0!CT!/TJ7G8#ZF@! M:*@:]M4^],AT1U0X M6R??N(5QZN!5:?6],MT+27]MP<8$JD_SKY:N/$&JW6[S[Z5]QRI^!]/77CSP_:;O,N\X.#L /]:QKKXN^&(-RI+X53_"",?RKK;;X+7[X^TW/E^NU@:V+;X(6(PT^J7&>Z[%(H]GB)!];RFELE M]USR:?Q'K%SGSK^9\];*L.AX%9UL.H136IU9;G,L55E&HE%)'+PQ&:9449)-=>VE1?V;Y& MT;E7K5#0]*DBG,TRXV\ 5T5;8:C[K?G69-UHPHRTCK\SSR6-HI&1A@@\ MU/IO_(5L_P#KNG_H0K9UC1Y9KGS;=0=W+9-5;'1[R+4+:1T4*DJL>>P(KEE1 MG&5K'O4LRP]6@IN:3:VN?4]K_P >L?\ NU-7-P>,-(2!%,SY _NU)_PF>C?\ M]G_[XKUD?GLMSH**Y_\ X3/1O^>S_P#?%'_"9Z-_SV?_ +XH$=!17/\ _"9Z M-_SV?_OBC_A,]&_Y[/\ ]\4 =!17/_\ "9Z-_P ]G_[XI5\8Z.S8$S_BM &_ M16/_ ,)-I?\ SWH_X2;2_P#GO0!L45C_ /"3:7_SWH_X2;2_^>] &Q16/_PD MVE_\]Z/^$FTO_GO0!L45C_\ "3:7_P ]Z/\ A)M+_P">] &Q16/_ ,)-I?\ MSWH_X2;2_P#GO0!L45C_ /"3:7_SWH_X2;2_^>] &Q16/_PDVE_\]Z4>)M+) MQY_6@#7HK/\ [;T__GY3_OH4?VWI_P#S\I_WT* -"BL_^V]/_P"?E/\ OH4? MVWI__/RG_?0H T**S_[;T_\ Y^4_[Z%']MZ?_P _*?\ ?0H T**S_P"V]/\ M^?E/^^A1_;>G_P#/RG_?0H T**S_ .V]/_Y^4_[Z%']MZ?\ \_*?]]"@#0HK M/_MO3_\ GY3_ +Z%']MZ?_S\I_WT* -"BL_^V]/_ .?E/^^A2C6M/)Q]IC_[ MZ% %^BJXO[,C/VJ#_OX*/MUG_P _4'_?P4 6**K_ &ZS_P"?J#_OX*/MUG_S M]0?]_!0!8HJO]NL_^?J#_OX*/MUG_P _4'_?P4 6**K_ &ZS_P"?J#_OX*/M MUG_S]0?]_!0!8HJO]NL_^?J#_OX*/MUG_P _4'_?P4 6**K_ &ZS_P"?J#_O MX*/MUG_S]0?]_!0!8KG/%NO'1[("%OW[\KSVK:?4+-49OM4' S_K!7D?BC53 MJFKR.&S$APGTH ]$\*:Z=9L#YI_?1\-SUKH:\;\+ZQ_9.J([D^2W#"O2)?%F MDPCYYR>/X1F@#NM(B_>=1]34;7ELOWKB(?5Q7B\OB#5 M9\^;?2MGKDU2EN9IO]9(S9]: /:9M>TZ#.^X4X_ND&LZ;QOHL/WI9"?9,UY* M(Y&^ZC'Z"I%L[I_NVTQ^B&@#T:;XAV*_ZE&;_>4BLV;XD3](K*(^Y8US$/A_ M4I_N6[#_ '@16C#X&UJ;GRX@.^9* )9O'FIR_< C_P!UJSYO%>M2YS?RA3V! MKM:$/A;1H0,6$18?Q8H \<6WG;[L,A^BFIHM+O9CA;:7 M\4(KVJ+3+*''EVZ+CTJT , 8% 'CD/A/5I_NP*/]XXK0A^'^KM_K1$OTD!K MU2B@#SR'X45V5% '/0>#-'BQOM4DQ_>% M7XM TJ#'E642XZ8%:5% $45M##CRXU7'I4M%% !1110 4444 %%%% !1110 M444W>HZL/SH =14?GQ#_ ):I_P!]"F_:K?\ Y[Q?]]BES(?*R:BJ[7]FHR;J M'_OX*KMK>GJ,FX3\&%2ZD%NRE3F]D:%%8[^)]+1T6=!17+R>/='"_(TI/O&:KR>/[$#]VC$^ZFLWC\,OMHT6!Q# M^PSL**X>3XA1@?N[<'ZYJO)\19ACR[*)O7+$5F\SPR^T:++,2_LGH%%>;2?$ M.]HN?E4)]&-9O-L,MF_N-%E.)>Z_$]1HKR=_&>K,O/*D:LS,!M&3S7EWBKQ!+J-Z\$,A% MNAP /XJRY-?U67=YE[*V[KD]:S>IS7GXW,_;PY(*R/0P66^PGSS=V%%%%>2> MJ:6CZO<:5=K)$Y"$_,OK7J=MX@L+BV27SU&X="0#7C5*%9ONJ3]!7?A,?4PZ M<4KHX,7@*>(:DW9GLC>(],5BIG&1Z5')XITJ,9,Q_ 5Y%Y,W_/)_^^32BVG/ M2"0_\ -=?]L5ND3E63T>LCU?_A,-(_YZO_WQ4!\=:(IP9)O^_9KS 6ER3@6\ MI_X :7[#=_\ /K/_ -^S4O-L2]HK[BEE.&ZR?WGI4GCW2 /W;2M]8S47_"?: M;CH__?!K@$TF^==PMI,'U4U(FAZ@[;1;OGW!I?VEC'LOP#^S<&MW^)VA^(-M MGB+]#4%3)X2U9U#"%<'U:CZYCWLOP#ZG@%N_ MQ.A/Q$..+1/S-0?\+'N_^?"'_OLUDIX,UF1MHBCS[O4W_"":W_SSA_[^BCVV M8O9/[@]CERW:^\MR?$.],]6<_+,R_0UI_\*^N/^>WZBIA M\.^.;IP?H*/8YB^_WA[7+UV,)O%^L$8%U(/?-0?\)3KG_02F_,5U,?PZB)_> M7LJ_114G_"N+3/\ Q_S?]\"CZIF#ZO[P^MY>NB^XXY_$6KR'+7\I/UIC:[J; M##7LI'UKNQ\/[$#_ (^'/_ 14D?@/3DSN=G^JBG_ &?C7N_Q#^T,$ME^!YY_ M:E]_S\O4;7MRYRTS$UZ8/ ^F9Z?^.U/_ ,(?I'_/LGY4?V5BGO+\1?VIA5M' M\#REKB9UVM(2/2HJ]?C\)Z,F=UC$^?45(/"^B Y&G0_D:?\ 8U=[R7XA_;-% M;1?X'CVQ_P"ZWY4HBE/2-S]%->R_V!I7_/E%^52)HVG1C"6D8_"J62SZR1+S MJ'2+/%_(F_YY2?\ ?)I?LMQ_SPE_[X->U#3+)3D6Z U+]D@_YY+5+)'UF0\Z M72!XD+.Z/2VF/TC-.73[QFP+6;\8S7MZ1I&,*H IU6LDCUG^!+SN72'XGBG] MC7__ #[O_P!\FI4\/:DZ[A <>]>S45:R6GUDR'G53I%'CJ>&-4=MH@&?'-'CSLL(5SZ"M2BK6'I+[*^XAXBJ_M/ M[S.&@Z6#D647Y57U7P_9WFGR0I"J,1D,!6S11*A3<7'E6H1KU%)2YGH>&7EI M+9W+PRJ593BH*]AUCPW9:NA+H$E[2 EZ=I=KID CMXU7U('6M,)E=24U*JK(SQ>:4XP<:3NRU%&L,2QJ, M!1BGT45],E8^:;N%%%% !1110 4444 (_P!QOI6=I?67ZUHO]QOI6=I?67ZT M +I/^JD_WJT:SM)_U4G^]6C0 4444 %%%% !1110 4444 %%%% !1110 45% M-=6]L,SSQ1 ]#(X7^=0?VMIO_00M/^_R_P"-*Z*4)/9'R9XX_P"2XWW_ &%8 M_P":U]?]J^0O&://\:KZ>%6DA.IQL)$&5QE><]*^LCJNG#K?VH^LR_XT70A!R#3NA.+6Z%HHHH$%%%% !1110 M4444 %%%-:2-/O.J_4XH =15=K^R3[UW OUD JE<>)-(M?\ 67T!Q_=D4_UI M-I%QISELC5HKDKGXD^&[7_674AXS\J9K&N/C)X>7_CW,[\?Q1$5#K06[.F&7 M8J?PTW]QZ-17D-S\;47_ (][%'X_B+"L:X^->K3?-E]FWS/=Z:SHGWF5?J<5\Y7'Q3\1S?-_$]S_K=7N7XQR1_A M4/&0Z(ZH<.8A_%)(^G6OK1/O74"_6054N/$.DVW^LOX#QGY9%/\ 6OER;5-3 MN1^]N)GXQR*I^5,?^6,?1'3'AR"^.H?2]Q\1?#EL/GNG/&?E7/] M:Q[GXQ>&TX@>=SC^*$BO EM;AS@1/^*FK$.D7D_W(P,?WCBI^LU7LC=9)@*> MM2?XH]JR-7#+X8U)NBQ?]_!3X?#- MSYA6X95 /56!I<^(9:P^3T]VG\S>N?BKXBG_ -7.T/\ NO61<>//$]R3YFL7 M)7TR/\*N1>%-/(_>WTZGV0&K4?A?1X<-]KGF/]UXP!2]E7EN/Z]E-+X4ON.6 MGUS4[G_77DCY]35+]Y*Q/S,QZXKT2*QT6W*_\2N"X Z^8"*O1SZ-"'K)# MZ@M3^J5'NR7Q!A(:0B_P1YBMG=/]VVF;Z(35F#0]4N&PEAY-:+#4UT.2>=8V7V['7Q>!/!UFJM-*DV!@Y4<_K5Z/2_ -CM_XET# M/C[P0Y_G7""*4](W/T!IPMK@]()3]$-6J4%LCEGCL3/XIO[ST--:\'6) BM= MA P-L1_QJ<>/-(A4K"CA1T&PUYP+&[;&+6;G_IF:L+HFH-C_ $=QGU!%6DEL ME HNA69IR_$:^:F[$J OL&I(_ VH%?WDENI]I15A M? K8&^]B![XD6CF0L-G%TZY]#TJJ_BC6W7:VHS$>F172+X"L\_O-4 M"KZ[EJQ'X&T=#EM7#^Q*_P"-+FCW'RR['&/K>I2??O)#]34#W]U(H+#X03 ^RPDCOC_ .O7+^+KK3&DBATV)%7'SD#OFI5:$G:+NRG1G%7D MK'+4445J9!3TAED_U<;OC^ZI-,KH/"NK1Z=?XN.;=@=P]ZRJU?9I2>QK2I>T M;BMS%^R7/_/O+_WP:/LES_S[R_\ ?!KU;_A)= ]3_P!\4Y/$6@R-M!Y]UJ?K M5'^9?>5]5K?RO[CR?[)<_P#/O+_WP:/LES_S[R_]\&O7?[:T3^\OY4?VUHG] MY?RI_6*7\R%["K_*SR+[)<_\^\O_ 'P:/LES_P ^\O\ WP:]=_MK1/[R_E1_ M;6B?WE_*CZQ2_F0O85?Y6>1?9+G_ )]Y?^^#1]DN?^?>7_O@U[(NH:0R@AXN M?<4OV[2/^>D7_?0JO:T^Z%[*?8\:^R7/_/O+_P!\&C[)<_\ /O+_ -\&O9?M MVD?\](O^^A1]NTC_ )Z1?]]"CVL.X>RGV/&3;7 ZP2CZH:3R)O\ GE)_WR:] MH$FCW(P6@./[S ?UH^SZ+ZVO_?8_QJE.+ZDN$ET/%_(F_P">4G_?)H\B;_GE M)_WR:]H^SZ+ZVO\ WV/\:/L^B^MK_P!]C_&CGCW#DEV/%_(F_P">4G_?)H\B M;_GE)_WR:]H^SZ-_TZ_]]C_&G?9-(_NV_P#WT/\ &CFCW#EEV/%?(F_YY2?] M\FCR)O\ GE)_WR:]J^R:1_=M_P#OH?XT?9-(_NV__?0_QI\R[BY7V/%?(F_Y MY2?]\FCR)O\ GE)_WR:]J^R:1_=M_P#OH?XTHL=*/2. _P# J.9=PY7V/%/( MF_YY2?\ ?)H\B;_GE)_WR:]L^P:7_P \X/\ OJC[!I?_ #S@_P"^J+H+,\3\ MB;_GE)_WR:0PR@9,;C_@)KVW[!I?_/.#_OJD;3=*D&TPP,/3-%T%F>);'_N- M^5&Q_P"XWY5[5_8>C_\ /I!1_8>C_P#/I!3NA6/%=C_W&_*C8_\ <;\J]J_L M/1_^?2"C^P]'_P"?."BZ"QXKL?\ N-^5&Q_[C?E7M?\ 8&DG_EQB_*E_X1_2 M?^?&+\J /$]C_P!QORHV/_<;\J]L_P"$?TG_ )\8ORH_X1_2?^?&+\J /$]C M_P!QORHV/_<;\J]L_P"$?TG_ )\8ORH_X1_2?^?&+\J /$]C_P!QORHV/_<; M\J]L_P"$?TG_ )\8ORH_X1_2?^?&+\J /$]C_P!UORIM>VGP]I)Q?E4/_ M BFA?\ 0-@_(T >,45[/_PBFA?] V#\C1_PBFA?] V#\C0!XQ17L_\ PBFA M?] V#\C1_P (IH7_ $#8/R- 'C%%>S_\(IH7_0-@_(T?\(IH7_0-@_(T >,4 M5[/_ ,(IH7_0-@_(T?\ "*:%_P! V#\C0!XQ17L__"*:%_T#8/R--D\,:#'& MSMIL "@D\&@#QJBM'6WM7U2864*Q0!OE"UG4 %/2.20XC1G/^R,TRM?P[J@T MO4XY'4-&3@@T/0%J58=)OI_NVTH^J$5H0^$-7G^["H_WFQ7KUM/%=6Z31$%& M&0:EH3OJ@:MHSRV'X?:HW^N\M?\ =<&M&#X<;L>==NOKM ->@YQUIID0=77\ MZ .1@^'NGQ8WSO)C^\HYK1@\':-%C?:1R8_O"MLW$(ZS1C_@0IIN[8=;B(?\ M#%+F7R-*BL63Q5I4?WICSZ#-5Y/&VBQ$!I93GTCS6;Q5!;S7WF MBPM=[0?W'145RLGCW20?W9E(]XS5>3X@68/[N,D>ZFLWC\,OMHT6 Q+^PSLJ M*X5_B&H;Y+92/?-5W^(UP&(2QA*]B6-9O,\*OM&BRS$O[)Z%17FC_$&^9B1; M1KGL&-5V\QZG17DK>,=7).+EQGT-5CXIULY M_P")C-@]LBLWG-%;)FBR:L]VCV'S$_OK^=-\^$=98_\ OH5XT=>U0C!O9?SJ M$ZG>L,&XD,A^BFH>QS&7P-0G7]58Y-]*<^]=DOP MYM>";^;Z;!5A? %@,9G<_P# 11]1QTMW^(OKV!CLOP//SJM\V=4^D6>,BWG/2 M&0_\!-.%IST5HLEAUD9O.I](GD$?A35I!E85_%L58C\$ M:U(,K%%^,E>KT5HLFH=6S-YS7Z)'F"> M5*_.(P?9Q5A/A_=E1OD /< BO1Z M*T64X9=S-YMB7V. 3X>$J-]TX/? %6%^'-M@%KZ;/<;17;T5HLLPJ^R9O,L2 M_M'&3> ;-+9V2=RRJ2/E'->>31/!,T;@AE.,&O=JXCQ7X4DNY6O;-1O/+KTS M7%F&71Y%*A'8[YME:1QD%AS7/>'?"=Q>S)<7*E( <\]?RKTR.-8 MHU1!A0, 5[N58)W]K46G0\/-,:K>RIOU*W]E6/\ S[)4B6-L@PL*@58HKW5" M*V1X;G)[LB6WA1LK& :EHHII);$MM[A1113$%%%% !1110 4444 %%%% !11 M10 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% M !1110 4444 %%%% !1110 4444 %?/?[2G_ !\Z'_N/_.OH2OGO]I3_ (^= M#_W'_G0!Z3\'/^27Z/\ [A_G7=UPGP<_Y)?H_P#N'^==W0 4444 %%%% !11 M10 4444 (_W&^E9VE]9?K6B_W&^E9VE]9?K0 ND_ZJ3_ 'JT:SM)_P!5)_O5 MHT ,EFB@C+RR)&@ZL[ "LK3_ !1HVIWES:6M]"TUN^QP7')QGCGD5Y]\5]2N M#KNCZ*]S);V%T TS+T8AP,'Z@U4T?P'H[W/B-M-B6UNK2Y_T>XA&64!<[1[$ MT >R5 UY:I*(GN85D/1#( ?RK)\,?;KCPC9B^GE-X\&'E8?-NYY^M>0Z]HUU MHWQ6TM9]7N;_ .T(SDS #;A@.U 'O=5[B_L[0@7-W!"3T$D@7/YT7UR+.PN+ MEND4;/\ D,UY=X5TFW^(LNH:SK\"W5JTG^APR MC(P(-.9E12S,%4=237F'A?4)_#7CZY\*2N6L9]\MH#TB10!M'MDU;^)&O7B7 MNG^'=/D,<]Z0[R*>=@;##\0: .[BU*PN)/+AO;:23^ZDJD_D#5JO+O%'@FR\ M,Z(NK>'XEM-0MW5I9HQAI%!RV?J!BNW\*:X/$?AFQU4*%-Q&'*CM0!M4444 M>*_'">8:EI=LCL(WA8E!T)W<5Q&E>'PZ+-=$X/(2O1OBK:+=>*='WC*K;.?Q MW5SQ.%XKY['U)RQ'LJ>[/M,'B%1R^#VT;_%E9+.V@!6*%5'M493CB7.;TD<9J>E3:;()$8F/.0U?1/P]GE MN/!.F/*Y=C",D_C7DEU#'=V[1.,@UKZ3XEU/2-%@TVW;:D*A0X;G%+ 1K1UJ MQ.[-<91Q5",%)73/;*8TT2??D1<>K 5XK<>)?$$Q8IK-S#DYPI'%9\M]J]P2 M;C6+F7/)#8KTN:78\)4J76I^#_R/=&U&R3[]Y;K]95']:H77BG1K3/F7T1P< M?(X/]:\-ELA/N\^1I=QR=U1KH]B!S;H?K2O4Z)&BC@U\4I/T2_S/7KGXF>&[ M7/F7$QP=C3;,# MTXJ06D Z1**FU5]4:*I@ M(_8D_FCJ+GXSS+G[+I2R>FX,*RI_B[K]UGRM-2'_ '6:J"QHIRJ@4ZDZBH=%=9, MU6;./P48KY'.2V.N7)_TB?)X_-)[7^XPU\-VP MZR,?PJ5=!LP:3W;,Q=%L%ZVZ-]14JZ99*,"V05 M>V>]&P>M2\QP:V_(GZKF,]Y/[RJ+.W48$*C%2K&B?=4"I,Q_WE_.@M$.2ZCZ MFH>;8=;)B_LS%2^*7XC:*7S8/^>L?_?0I#<6R]9XA_P,5#SF'2#&LGGUF@HP M:3[7:_\ /Q#_ -]BD^W6?_/W!_W\%9O.9=*9HLGCUJ#\&C::([NUD;"W=O\ MC*H_K4F^W_Y_+7_O\O\ C4/-L0_A@6LJPZ^*8S::>(TQRQS]*F2.)UR+VR_& MX7_&G"WC)Q]NL>?^GE?\:G^T<:]H_@4LOP2WE^)"(HL\NWY4CQQC[CL?J*O_ M -F?]/\ IW_@6G^-/CT=I#A=0TW\;M!_6I>*S"6B3^XI87+XZMK[S/C*("&C M5_K4ZW$"CFTC/U)J[_8$O_01TO\ \#4_QJ9/#R%1OU330W<"[3_&ESYD^_W# MY,M7;[RC]MM=N/[-@^N33DU"W1MRZ?"#ZY-7QX=ASSJVG@?]?:?XU-_PC5C_ M -!JQ_\ F/_ !HYOA;PZK9/B*W/L9H_\ M&CZECWU?W_\ !#Z[@%T7W?\ .:_M[5?^?V7\Z8^L:C(%?^@G8_P#?Y/\ &IETKPD% -[IY]S.G^-/^RL4]W^(?VIA M5LOP/.6N)77:TA(]*CKTU--\(*V3\ MD+^V*"VBSRT*QZ GZ"EV/_=;\J]52'PC&,)-I@SZ3K_C3MOA3_GXTW_O^O\ MC5+):G62)>=4_P"5GE7DR_\ /)_^^343Q,I^967ZBO7Q/X9 P+O3L?\ 7PO^ M-7UHGE_*$D MF4'GV)K2EB<5BI>QYM'N9U<-A<+'VW+JCG/LMQ_SPE_[X-!MK@P M?VEH/_00L/\ P(3_ !IK7_A]UPU_IY'_ %\)_C77_8G]_P# Y?[:_N?B>0>3 M-_SR?_ODT>3-_P \G_[Y->M_:/#7_/YIW_@0O^-'VCPU_P _FG?^!"_XU/\ M8DOYA_VU'^4\D\F;_GD__?)H\F;_ )Y/_P!\FO6_M'AK_G\T[_P(7_&C[1X: M_P"?S3O_ (7_&C^Q)?S!_;4?Y3R+RW'5&_*C8_]UORKUAO^$59BS7&FDG_I MNO\ C2;?"?\ SWTW_O\ K_C2_L6I_,BO[:I_RL\HV/\ W6_*C8_]UORKU?;X M3_Y[Z;_W_7_&C;X3_P">^F_]_P!?\:7]BU/YD']M4_Y6>3E6'4$?44E>K/!X M0D^_+IA^LZ_XTS['X-_OZ7_W_7_&D\EJ])(:SJEUBSRRBO4_L?@W^_I?_?\ M7_&C['X-_OZ7_P!_U_QH_L6M_,OQ'_;5'^5_@>6@D'(-2_:I_P#GJU>FFR\& MD8\S2Q_VW7_&J_\ 9?A'_G[T[_O^G^-+^QZZVD@_MB@]XL\Z^U3_ //5J/M4 M_P#SU:O1?[+\(_\ /WIW_?\ 3_&C^R_"/_/WIW_?]/\ &C^R,1_,@_M;#_RL M\Z^U3_\ /5JD34;Q!A;AP*]!_LOPC_S]Z=_W_3_&HGT;PH[9&HV"^PG3_&C^ MR<2MI?B/^U<,]X_@<+_:E]_S\O1_:E]_S\O7$[?@&?^@Y:?\ ?Y/\:/[/QO?\0_M#!=OP.:'B?6U&!J,P ]Q1_P )3KG_ $$I MOS%;[>%O#I8D>([<>PFC_P :3_A%?#O_ $,D'_?V/_&CZEC^[^__ ((_KN [ M+[O^ 8/_ E.N?\ 02F_,4?\)3KG_02F_,5O?\(KX=_Z&2#_ +^Q_P"-'_"* M^'?^AD@_[^Q_XT?4LP[O_P "_P""'UW =E]W_ ,6/Q9K2?>OI7^IJ3_A,-7_ M .?E_P ZTI/"VA#_ %?B*V;ZS1_XU'_PC&C_ /0?M?\ O_'_ (T?5ME]Q1_X3#5_^?E_SH_X3#5_^?E_SJ]_PC&C_P#0?M?^_P#'_C1_PC&C M_P#0?M?^_P#'_C1]7S#N_O#ZQE_9?<4AXQU<'/VES^-3?\)OJ?K_ ./5,?#& MD8XU^TS_ -=X_P#&H/\ A&K'_H-6/_@3'_C1[',8]_O#VV7R[?<+_P )OJ?K M_P"/4?\ ";ZGZ_\ CU)_PC5C_P!!JQ_\"8_\:/\ A&K'_H-6/_@3'_C1[/,? M,/:9=Y"_\)OJ?K_X]4R>/=05<&)6]RQJ#_A&K'_H-6/_ ($Q_P"-1/XANT_QHOF2UU"V7/30 MVO\ A8]W_P ^$/\ WV:JW_CR\O;-X!:QQ;N-RL7/=PVZ^LDBK_.M]?"^C9^;Q!:@?\ 7>/_ M !J:<<;7CS0;MZCJ2P5!\LTK^ACMXGUIA@ZC,1]14+:[J;##7LI'UKIE\+>' M5;)\16[>QFC_ ,:L)X>\,*V3K5HP]#,G^-:?4,=+=_B9_7\"ME^!Q;:E>.N& MN'(J%YY9%P[DBO0H]&\*(V3J-@P]#.G^-6(].\'HV6N--;V,Z_XT_P"R<3+> M0O[6PT=HGF0!/0$_2G"*0](W/T%>II;^#XSE)=,'TG7_ !J9&\+Q_EM,?HAKUM+WP]'G9?:>N?2X7_ M !J9-8T6,834K 9_Z>$_QK19)WG^!F\[[0_$\CCTJ^D&5MI?Q0U83P]J4BY$ M!_&O5O[^'%6%^'US@;I<>N"*[?^W-(_Z"MC_P"! M"?XT?VYI'_05L?\ P(3_ !K193AET9F\VQ+ZHY ?#L<9NG'KP*LCX"=+5LE P]"M:W]N:1_T%;'_P(3_&C^W-(_Z"MC_X$)_C6BP. M'6T$9O&XA[S913PCHZMDVD;#T(J=/#.C1ME=/A!^E3_VYI'_ $%;'_P(3_&C M^W-(_P"@K8_^!"?XUHL-16T5]QF\36>\G]X)HFFQG*6<8/TJ9-/M(_N0(/I4 M/]N:1_T%;'_P(3_&C^W-(_Z"MC_X$)_C5JG!;)$.I-[MEQ(HX_N*!FGU0_MS M2/\ H*V/_@0G^-']N:1_T%;'_P "$_QJ[6(N7Z*H?VYI'_05L?\ P(3_ !H_ MMS2/^@K8_P#@0G^- %^BJ']N:1_T%;'_ ,"$_P :/[RN6JDTK7=B\ ,"EJA_;FD?]!6Q_\"$_QH_MS2/^@K8_^!"?XU9!?HJA M_;FD?]!6Q_\ A/\:/[Z_VYI'_ $%;'_P(3_&O _VB[ZTO+G13:W4$^U'W>5(& MQS[4 >H?!S_DE^C_ .X?YUW=<)\'/^27Z/\ [A_G7=T %%%% !1110 4444 M%%%% "/]QOI6=I?67ZUHO]QOI6=I?67ZT +I/^JD_P!ZM&L[2?\ 52?[U:- M'->,O!UEXOTSR+C]W/&0T4RC+*1R/UKR7P[XDUKX?:YJ=GJ4#7M@MR$FNN6? M=@ $@<5ZGXIUK4] U*VO4MFGTH1L)Q'EG#$\84=>*\P?Q@FL/XAL-)TV[GN- M1NP8Q/;N@52N"2>QYZ&@#W#3-2MM6TZ&^LWWP3+N0^U>3^/?^2L:#_UQ?_T, M5WG@?1)O"_@RSL;PYF@A_>!>>1GIZUY/XS\3VUY\1M-U""QU-K>S1DE;[&_4 ML#QQS0![)XM61O"^H"+[WDO_ .@FN5^"^?\ A [4$Y8(N?UKL[2\MO$6@^?" MDJP7<) $T91@"".0>E>;:-?3?#*ZU"PU&UN9;"63=9M;1-*=H& "%ZRUG3%#7MDR\$XS'NRWZ"@#=\<2+%X1OV;. M#&P_\=-<_P#!M95^'NGF3.#$NWZKB<1;"4Z,>JN_O84445Z M!Y0N.,U:M],N[J-9(86=&Z, <5F7TSP64C(N3C%>N_#DEO ^F,>281_6N53K M.JX/1=#O>'I+"JON[VL<%_PC&J?\\/UJ2/PGJTIP(0/J<5[)16KA-_:_ Y5. M"^S^)Y!_PAFK_P#/)/\ OJID\!:TZAA'%@^L@KUFBI=&3^V_P_R*5:*^POQ_ MS/*E\ :SN^9(0/\ KH*F_P"%?:CZI_WV*]/HJ'A;[S?WEK$VV@ON/-8_A[>' M/F.H^C"I/^%>3_\ /7]17HU%2\%![M_>REC9K9+[C@%^'?RC=GT5:PE!? M81#Q==_;9Y7)\&YG.5\8:FGL(DIG_"E[C_H<]4_[])7J]%4L-17V%]Q/UBM_ M,_O/(C\#23D^+]3_ ._24U_@2LB[7\6ZD1Z>4E>OT57L:?\ *ON)]M4_F?WG MC?\ PH&#_H:M1_[])4;_ +/5G(T44U"*V1+G)[L\4/[.U@1@ M^);_ /[])47_ S9I/\ T,-]_P!^4KW"BJ22V$VWN>'_ /#->D_]#!>_]^4H M_P"&:])_Z&"]_P"_*5[A13$>'_\ #-FD_P#0PWW_ 'Z2C_AFS2?^AAOO^_25 M[A10!X?_ ,,V:5_T,-]_WZ6C_AFS2O\ H8;[_OTM>X44 >'_ /#-FE?]##?? M]^EH_P"&;-*_Z&&^_P"_2U[A10!X?_PS9I7_ $,-]_WZ6C_AFS2O^AAOO^_2 MU[A10!X?_P ,V:5_T,-]_P!^EH_X9LTK_H8;[_OTM>X44 >'_P##-FE?]##? M?]^EH_X9LTK_ *&&^_[]+7N%% 'A_P#PS9I7_0PWW_?I:/\ AFS2O^AAOO\ MOTM>X44 >'_\,V:5_P!##??]^EH_X9LTK_H8;[_OTM>X44 >'_\ #-FE?]## M??\ ?I:/^&;-*_Z&&^_[]+7N%% 'A_\ PS9I7_0PWW_?I:/^&;-*_P"AAOO^ M_2U[A10!X?\ \,V:5_T,-]_WZ6E7]FW2U8,/$5\"#D'RDKV^B@#S6P^$XTRU M\L:W=79'W1*BC'Y4QO .I";"E#'ZEQFO3:*X*N6X>I+F:MZ'?2S+$4X\J=_4 M\ZD^&1O+5HY-3GM7/\42J37,3_LYZ=$=-MX+>ZFNX$7!=U (_*LBO=;BWBNH6B MF0.AZ@UQNI^ 8Y96DLY"@/\ !@ "OG\=EDW-U*6M^A]!@@%=;%X!U$R$2%%3/!#@UTFC>#+/3V$L_[Z3J-PZ5Q4'A&Z=WY'"W7P'_ /#-FE?]##??]^EH_P"&;-*_Z&&^_P"_2U[A10!X?_PS9I7_ M $,-]_WZ6C_AFS2O^AAOO^_2U[A10!X?_P ,V:5_T,-]_P!^EH_X9LTK_H8; M[_OTM>X44 >'_P##-FE?]##??]^EH_X9LTK_ *&&^_[]+7N%% 'A_P#PS9I7 M_0PWW_?I:/\ AFS2O^AAOO\ OTM>X44 >'_\,V:5_P!##??]^EH_X9LTK_H8 M;[_OTM>X44 >'_\ #-FE?]##??\ ?I:/^&;-*_Z&&^_[]+7N%% 'A_\ PS9I M7_0PWW_?I:/^&;-*_P"AAOO^_2U[A10!X?\ \,V:5_T,-]_WZ6C_ (9LTK_H M8;[_ +]+7N%% 'A__#-FE?\ 0PWW_?I:/^&;-*_Z&&^_[]+7N%% 'A__ S9 MI7_0PWW_ 'Z6C_AFS2O^AAOO^_2U[A10!X?_ ,,V:5_T,-]_WZ6C_AFS2O\ MH8;[_OTM>X44 >'_ /#-FE?]##??]^EH_P"&;-*_Z&&^_P"_2U[A10!X?_PS M9I7_ $,-]_WZ6C_AFS2O^AAOO^_2U[A10!X?_P ,V:5_T,-]_P!^EH_X9LTK M_H8;[_OTM>X44 >'_P##-FE?]##??]^EH_X9LTK_ *&&^_[]+7N%% 'A_P#P MS9I7_0PWW_?I:/\ AFS2O^AAOO\ OTM>X44 >'_\,V:5_P!##??]^EH_X9LT MK_H8;[_OTM>X44 >'_\ #-FE?]##??\ ?I:/^&;-*_Z&&^_[]+7N%% 'A_\ MPS9I7_0PWW_?I:/^&;-*_P"AAOO^_2U[A10!X?\ \,V:5_T,-]_WZ6C_ (9L MTK_H8;[_ +]+7N%% 'A__#-FE?\ 0PWW_?I:/^&;-*_Z&&^_[]+7N%% 'A__ M S9I7_0PWW_ 'Z6C_AFS2O^AAOO^_2U[A10!X?_ ,,V:5_T,-]_WZ6C_AFS M2O\ H8;[_OTM>X44 >'_ /#-FE?]##??]^EH_P"&;-*_Z&&^_P"_2U[A10!X M?_PS9I7_ $,-]_WZ6C_AFS2O^AAOO^_2U[A10!X?_P ,V:5_T,-]_P!^EH_X M9LTK_H8;[_OTM>X44 >'_P##-FE?]##??]^EH_X9LTK_ *&&^_[]+7N%% 'A M_P#PS9I7_0PWW_?I:/\ AFS2O^AAOO\ OTM>X44 >'_\,V:5_P!##??]^EH_ MX9LTK_H8;[_OTM>X44 >'_\ #-FE?]##??\ ?I:/^&;-*_Z&&^_[]+7N%% ' MA_\ PS9I7_0PWW_?I:/^&;-*_P"AAOO^_2U[A10!X?\ \,V:5_T,-]_WZ6C_ M (9LTK_H8;[_ +]+7N%% 'A__#-FE?\ 0PWW_?I:/^&;-*_Z&&^_[]+7N%% M'A__ S9I7_0PWW_ 'Z6C_AFS2O^AAOO^_2U[A10!X?_ ,,V:5_T,-]_WZ6C M_AFS2O\ H8;[_OTM>X44 >'_ /#-FE?]##??]^EH_P"&;-*_Z&&^_P"_2U[A M10!X?_PS9I7_ $,-]_WZ6C_AFS2O^AAOO^_2U[A10!X?_P ,V:5_T,-]_P!^ MEH_X9LTK_H8;[_OTM>X44 >'_P##-FE?]##??]^EH_X9LTK_ *&&^_[]+7N% M% 'A_P#PS9I7_0PWW_?I:/\ AFS2O^AAOO\ OTM>X44 >'_\,V:5_P!##??] M^EH_X9LTK_H8;[_OTM>X44 >'_\ #-FE?]##??\ ?I:/^&;-*_Z&&^_[]+7N M%% 'A_\ PS9I7_0PWW_?I:/^&;-*_P"AAOO^_2U[A10!X?\ \,V:5_T,-]_W MZ6C_ (9LTK_H8;[_ +]+7N%% 'A__#-FE?\ 0PWW_?I:/^&;-*_Z&&^_[]+7 MN%% 'A__ S9I7_0PWW_ 'Z6C_AFS2O^AAOO^_2U[A10!X?_ ,,V:5_T,-]_ MWZ6C_AFS2O\ H8;[_OTM>X44 >'_ /#-FE?]##??]^EH_P"&;-*_Z&&^_P"_ M2U[A10!X?_PS9I7_ $,-]_WZ6O-?BG\.+7X?RZ>EMJ$]W]J5B?-0+MQ]*^NJ M^>_VE/\ CYT/_K1K M.TG_ %4G^]6C0 56MM/M+2>>:W@2.2X??*PZNW3)JS10 4F!Z4M% !1110 4 M444 %%%% !1110!P/Q!T+5=3N[.ZT^".58HRC;WP)L\V$'_?RO<: M*AQ=]&=,*\5%*4$_O_S/FBZ\0VMAK6>./^2XWW_85C_FM?7_:I]G*_Q,/;T_\ GVOQ/"I?"GB>6,QBP@^; MC_6UZQX/TJ?1?"]C8W.!-%&%< Y&:W:*I0L[MCJ8GFI^SC%)7OH%%%%6_VE/^/G0_\ D_!S_DE^C_[A_G7=UPGP<_Y)?H_^X?YUW= !1110 4444 %%%% M!1110 C_ '&^E9VE]9?K6B_W&^E9VE]9?K0 ND_ZJ3_>K1K.TG_52?[U:- ! M1110 4444 %%%*Z[K0 4444 %%%% 'R!XX_Y+C??]A6/^:U]?\ :OD# MQQ_R7&^_["L?\UKZ_P"U !1110 4444 %%%% !1110 4444 %%%% !1110 4 M444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !11 M10 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% M !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 M%%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4 M444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !11 M10 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% M !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 M%%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4 M444 %%%% !1110 4444 %%%% !1110 4444 %?/?[2G_ !\Z'_N/_.OH2OGO M]I3_ (^=#_W'_G0!Z3\'/^27Z/\ [A_G7=UPGP<_Y)?H_P#N'^==W0 4444 M%%%% !1110 4444 (_W&^E9VE]9?K6B_W&^E9VE]9?K0 ND_ZJ3_ 'JT:SM) M_P!5)_O5HT %%%% !1110 =J\)O;J'2_BMK+ZU'@3Q3_ &29QP%*XP#TY->[ M5ROC7POI'B;1[@WD,Z+>;53S'YC+- MM %;GBX)%\5] U!F(AEMY &(XR6&* .M^(6A6USX.=8XU1K0K+$1_#MRU7/ MAYK4NN^"=-O;AR]P\(,C$]3S4GCR<0>#[YN/F0J,GU!K'^$%F]K\/--9P1YD M2M@_C0!WM%%% !7G^M?&7PAH&LW6E7T]VMU:OLD"6Y8 ^QKT"N7U#X=>$-5O MYKZ^T&TGNIVW22N#ECZGF@#Y4\3:_8ZI\3KK7K9G-C)?).K,N&V@C/'X5]"? M\+\\#?\ /S>_^ IJEKO[/_AW5K[S[.ZETR/G]S;Q@K^M97_#->D_]#!>_P#? ME* .B_X7YX%_Y^;W_P !31_POSP+_P _-[_X"FN=_P"&:])_Z&"]_P"_*4?\ M,UZ3_P!#!>_]^4H Z+_A?G@7_GYO?_ 4T?\ "_/ O_/S>_\ @*:YW_AFO2?^ MA@O?^_*4?\,UZ3_T,%[_ -^4H Z+_A?G@7_GYO?_ %-'_"_/ O_ #\WO_@* M:YW_ (9KTG_H8+W_ +\I1_PS7I/_ $,%[_WY2@#HO^%^>!?^?F]_\!31_P + M\\"_\_-[_P" IKG?^&:])_Z&"]_[\I1_PS7I/_0P7O\ WY2@#HO^%^>!?^?F M]_\ 4T?\+\\"_\ /S>_^ IKG?\ AFO2?^A@O?\ ORE'_#->D_\ 0P7O_?E* M .B_X7YX%_Y^;W_P%-'_ OSP+_S\WO_ ("FN=_X9KTG_H8+W_ORE'_#->D_ M]#!>_P#?E* .B_X7YX%_Y^;W_P !31_POSP+_P _-[_X"FN=_P"&:])_Z&"] M_P"_*4?\,UZ3_P!#!>_]^4H Z+_A?G@7_GYO?_ 4T?\ "_/ O_/S>_\ @*:Y MW_AFO2?^A@O?^_*4?\,UZ3_T,%[_ -^4H Z+_A?G@7_GYO?_ %-'_"_/ O_ M #\WO_@*:YW_ (9KTG_H8+W_ +\I1_PS7I/_ $,%[_WY2@#HO^%^>!?^?F]_ M\!31_P +\\"_\_-[_P" IKG?^&:])_Z&"]_[\I1_PS7I/_0P7O\ WY2@#HO^ M%^>!?^?F]_\ 4T?\+\\"_\ /S>_^ IKG?\ AFO2?^A@O?\ ORE'_#->D_\ M0P7O_?E* .B_X7YX%_Y^;W_P%-'_ OSP+_S\WO_ ("FN=_X9KTG_H8+W_OR ME'_#->D_]#!>_P#?E* .B_X7YX%_Y^;W_P !31_POSP+_P _-[_X"FN=_P"& M:])_Z&"]_P"_*4?\,UZ3_P!#!>_]^4H Z+_A?G@7_GYO?_ 4T?\ "_/ O_/S M>_\ @*:YW_AFO2?^A@O?^_*4?\,UZ3_T,%[_ -^4H Z+_A?G@7_GYO?_ %- M'_"_/ O_ #\WO_@*:YW_ (9KTG_H8+W_ +\I1_PS7I/_ $,%[_WY2@#HO^%^ M>!?^?F]_\!31_P +\\"_\_-[_P" IKG?^&:])_Z&"]_[\I1_PS7I/_0P7O\ MWY2@#HO^%^>!?^?F]_\ 4T?\+\\"_\ /S>_^ IKG?\ AFO2?^A@O?\ ORE' M_#->D_\ 0P7O_?E* .B_X7YX%_Y^;W_P%-'_ OSP+_S\WO_ ("FN=_X9KTG M_H8+W_ORE'_#->D_]#!>_P#?E* .B_X7YX%_Y^;W_P !31_POSP+_P _-[_X M"FN=_P"&:])_Z&"]_P"_*4?\,UZ3_P!#!>_]^4H Z+_A?G@7_GYO?_ 4T?\ M"_/ O_/S>_\ @*:YW_AFO2?^A@O?^_*4?\,UZ3_T,%[_ -^4H Z+_A?G@7_G MYO?_ %-'_"_/ O_ #\WO_@*:YW_ (9KTG_H8+W_ +\I1_PS7I/_ $,%[_WY M2@#HO^%^>!?^?F]_\!31_P +\\"_\_-[_P" IKG?^&:])_Z&"]_[\I1_PS7I M/_0P7O\ WY2@#HO^%^>!?^?F]_\ 4T?\+\\"_\ /S>_^ IKG?\ AFO2?^A@ MO?\ ORE'_#->D_\ 0P7O_?E* .B_X7YX%_Y^;W_P%-'_ OSP+_S\WO_ ("F MN=_X9KTG_H8+W_ORE'_#->D_]#!>_P#?E* .B_X7YX%_Y^;W_P !31_POSP+ M_P _-[_X"FN=_P"&:])_Z&"]_P"_*4?\,UZ3_P!#!>_]^4H Z+_A?G@7_GYO M?_ 4T?\ "_/ O_/S>_\ @*:YW_AFO2?^A@O?^_*4?\,UZ3_T,%[_ -^4H Z+ M_A?G@7_GYO?_ %-'_"_/ O_ #\WO_@*:YW_ (9KTG_H8+W_ +\I1_PS7I/_ M $,%[_WY2@#HO^%^>!?^?F]_\!31_P +\\"_\_-[_P" IKG?^&:])_Z&"]_[ M\I1_PS7I/_0P7O\ WY2@#HO^%^>!?^?F]_\ 4T?\+\\"_\ /S>_^ IKG?\ MAFO2?^A@O?\ ORE'_#->D_\ 0P7O_?E* .B_X7YX%_Y^;W_P%-'_ OSP+_S M\WO_ ("FN=_X9KTG_H8+W_ORE'_#->D_]#!>_P#?E* .B_X7YX%_Y^;W_P ! M31_POSP+_P _-[_X"FN=_P"&:])_Z&"]_P"_*4?\,UZ3_P!#!>_]^4H Z+_A M?G@7_GYO?_ 4T?\ "_/ O_/S>_\ @*:YW_AFO2?^A@O?^_*4?\,UZ3_T,%[_ M -^4H Z+_A?G@7_GYO?_ %-'_"_/ O_ #\WO_@*:YW_ (9KTG_H8+W_ +\I M1_PS7I/_ $,%[_WY2@#HO^%^>!?^?F]_\!31_P +\\"_\_-[_P" IKG?^&:] M)_Z&"]_[\I1_PS7I/_0P7O\ WY2@#HO^%^>!?^?F]_\ 4T?\+\\"_\ /S>_ M^ IKG?\ AFO2?^A@O?\ ORE'_#->D_\ 0P7O_?E* .B_X7YX%_Y^;W_P%-'_ M OSP+_S\WO_ ("FN=_X9KTG_H8+W_ORE'_#->D_]#!>_P#?E* .B_X7YX%_ MY^;W_P !31_POSP+_P _-[_X"FN=_P"&:])_Z&"]_P"_*4?\,UZ3_P!#!>_] M^4H Z+_A?G@7_GYO?_ 4T?\ "_/ O_/S>_\ @*:YW_AFO2?^A@O?^_*4?\,U MZ3_T,%[_ -^4H Z+_A?G@7_GYO?_ %-'_"_/ O_ #\WO_@*:YW_ (9KTG_H M8+W_ +\I1_PS7I/_ $,%[_WY2@#HO^%^>!?^?F]_\!31_P +\\"_\_-[_P" MIKG?^&:])_Z&"]_[\I1_PS7I/_0P7O\ WY2@#HO^%^>!?^?F]_\ 4T?\+\\ M"_\ /S>_^ IKG?\ AFO2?^A@O?\ ORE'_#->D_\ 0P7O_?E* .B_X7YX%_Y^ M;W_P%-'_ OSP+_S\WO_ ("FN=_X9KTG_H8+W_ORE'_#->D_]#!>_P#?E* . MB_X7YX%_Y^;W_P !31_POSP+_P _-[_X"FN=_P"&:])_Z&"]_P"_*4?\,UZ3 M_P!#!>_]^4H Z+_A?G@7_GYO?_ 4T?\ "_/ O_/S>_\ @*:YW_AFO2?^A@O? M^_*4?\,UZ3_T,%[_ -^4H Z+_A?G@7_GYO?_ %-'_"_/ O_ #\WO_@*:YW_ M (9KTG_H8+W_ +\I1_PS7I/_ $,%[_WY2@#HO^%^>!?^?F]_\!31_P +\\"_ M\_-[_P" IKG?^&:])_Z&"]_[\I1_PS7I/_0P7O\ WY2@#HO^%^>!?^?F]_\ M 4T?\+\\"_\ /S>_^ IKG?\ AFO2?^A@O?\ ORE'_#->D_\ 0P7O_?E* .B_ MX7YX%_Y^;W_P%-'_ OSP+_S\WO_ ("FN=_X9KTG_H8+W_ORE'_#->D_]#!> M_P#?E* .B_X7YX%_Y^;W_P !31_POSP+_P _-[_X"FN=_P"&:])_Z&"]_P"_ M*4?\,UZ3_P!#!>_]^4H Z+_A?G@7_GYO?_ 4T?\ "_/ O_/S>_\ @*:YW_AF MO2?^A@O?^_*4?\,UZ3_T,%[_ -^4H Z+_A?G@7_GYO?_ %-'_"_/ O_ #\W MO_@*:YW_ (9KTG_H8+W_ +\I1_PS7I/_ $,%[_WY2@#HO^%^>!?^?F]_\!31 M_P +\\"_\_-[_P" IKG?^&:])_Z&"]_[\I1_PS7I/_0P7O\ WY2@#HO^%^>! M?^?F]_\ 4T?\+\\"_\ /S>_^ IKG?\ AFO2?^A@O?\ ORE'_#->D_\ 0P7O M_?E* .B_X7YX%_Y^;W_P%-'_ OSP+_S\WO_ ("FN=_X9KTG_H8+W_ORE'_# M->D_]#!>_P#?E* .B_X7YX%_Y^;W_P !31_POSP+_P _-[_X"FN=_P"&:])_ MZ&"]_P"_*4?\,UZ3_P!#!>_]^4H Z+_A?G@7_GYO?_ 4T?\ "_/ O_/S>_\ M@*:YW_AFO2?^A@O?^_*4?\,UZ3_T,%[_ -^4H Z+_A?G@7_GYO?_ %-'_"_ M/ O_ #\WO_@*:YW_ (9KTG_H8+W_ +\I1_PS7I/_ $,%[_WY2@#HO^%^>!?^ M?F]_\!31_P +\\"_\_-[_P" IKG?^&:])_Z&"]_[\I1_PS7I/_0P7O\ WY2@ M#HO^%^>!?^?F]_\ 4T?\+\\"_\ /S>_^ IKG?\ AFO2?^A@O?\ ORE'_#-> MD_\ 0P7O_?E* .B_X7YX%_Y^;W_P%-'_ OSP+_S\WO_ ("FN=_X9KTG_H8+ MW_ORE'_#->D_]#!>_P#?E* .B_X7YX%_Y^;W_P !31_POSP+_P _-[_X"FN= M_P"&:])_Z&"]_P"_*4?\,UZ3_P!#!>_]^4H Z+_A?G@7_GYO?_ 4T?\ "_/ MO_/S>_\ @*:YW_AFO2?^A@O?^_*4?\,UZ3_T,%[_ -^4H Z+_A?G@7_GYO?_ M %-'_"_/ O_ #\WO_@*:YW_ (9KTG_H8+W_ +\I1_PS7I/_ $,%[_WY2@#H MO^%^>!?^?F]_\!31_P +\\"_\_-[_P" IKG?^&:])_Z&"]_[\I1_PS7I/_0P M7O\ WY2@#HO^%^>!?^?F]_\ 4T?\+\\"_\ /S>_^ IKG?\ AFO2?^A@O?\ MORE'_#->D_\ 0P7O_?E* .B_X7YX%_Y^;W_P%-'_ OSP+_S\WO_ ("FN=_X M9KTG_H8+W_ORE'_#->D_]#!>_P#?E* .B_X7YX%_Y^;W_P !31_POSP+_P _ M-[_X"FN=_P"&:])_Z&"]_P"_*4?\,UZ3_P!#!>_]^4H Z+_A?G@7_GYO?_ 4 MT?\ "_/ O_/S>_\ @*:YW_AFO2?^A@O?^_*4?\,UZ3_T,%[_ -^4H Z+_A?G M@7_GYO?_ %-'_"_/ O_ #\WO_@*:YW_ (9KTG_H8+W_ +\I1_PS7I/_ $,% M[_WY2@#HO^%^>!?^?F]_\!31_P +\\"_\_-[_P" IKG?^&:])_Z&"]_[\I1_ MPS7I/_0P7O\ WY2@#HO^%^>!?^?F]_\ 4T?\+\\"_\ /S>_^ IKG?\ AFO2 M?^A@O?\ ORE'_#->D_\ 0P7O_?E* .B_X7YX%_Y^;W_P%-'_ OSP+_S\WO_ M ("FN=_X9KTG_H8+W_ORE'_#->D_]#!>_P#?E* .B_X7YX%_Y^;W_P !31_P MOSP+_P _-[_X"FN=_P"&:])_Z&"]_P"_*4?\,UZ3_P!#!>_]^4H Z+_A?G@7 M_GYO?_ 4T?\ "_/ O_/S>_\ @*:YW_AFO2?^A@O?^_*4?\,UZ3_T,%[_ -^4 MH Z+_A?G@7_GYO?_ %-'_"_/ O_ #\WO_@*:YW_ (9KTG_H8+W_ +\I1_PS M7I/_ $,%[_WY2@#HO^%^>!?^?F]_\!31_P +\\"_\_-[_P" IKG?^&:])_Z& M"]_[\I1_PS7I/_0P7O\ WY2@#HO^%^>!?^?F]_\ 4T?\+\\"_\ /S>_^ IK MG?\ AFO2?^A@O?\ ORE'_#->D_\ 0P7O_?E* .B_X7YX%_Y^;W_P%-'_ OS MP+_S\WO_ ("FN=_X9KTG_H8+W_ORE'_#->D_]#!>_P#?E* .B_X7YX%_Y^;W M_P !31_POSP+_P _-[_X"FN=_P"&:])_Z&"]_P"_*4?\,UZ3_P!#!>_]^4H MZ+_A?G@7_GYO?_ 4T?\ "_/ O_/S>_\ @*:YW_AFO2?^A@O?^_*4?\,UZ3_T M,%[_ -^4H Z+_A?G@7_GYO?_ %-'_"_/ O_ #\WO_@*:YW_ (9KTG_H8+W_ M +\I1_PS7I/_ $,%[_WY2@#HO^%^>!?^?F]_\!31_P +\\"_\_-[_P" IKG? M^&:])_Z&"]_[\I1_PS7I/_0P7O\ WY2@#HO^%^>!?^?F]_\ 4T?\+\\"_\ M/S>_^ IKG?\ AFO2?^A@O?\ ORE'_#->D_\ 0P7O_?E* .B_X7YX%_Y^;W_P M%-'_ OSP+_S\WO_ ("FN=_X9KTG_H8+W_ORE'_#->D_]#!>_P#?E* .B_X7 MYX%_Y^;W_P !31_POSP+_P _-[_X"FN=_P"&:])_Z&"]_P"_*4?\,UZ3_P!# M!>_]^4H Z+_A?G@7_GYO?_ 4T?\ "_/ O_/S>_\ @*:YW_AFO2?^A@O?^_*4 M?\,UZ3_T,%[_ -^4H Z+_A?G@7_GYO?_ %-'_"_/ O_ #\WO_@*:YW_ (9K MTG_H8+W_ +\I1_PS7I/_ $,%[_WY2@#HO^%^>!?^?F]_\!31_P +\\"_\_-[ M_P" IKG?^&:])_Z&"]_[\I1_PS7I/_0P7O\ WY2@#HO^%^>!?^?F]_\ 4T? M\+\\"_\ /S>_^ IKG?\ AFO2?^A@O?\ ORE'_#->D_\ 0P7O_?E* .B_X7YX M%_Y^;W_P%-'_ OSP+_S\WO_ ("FN=_X9KTG_H8+W_ORE'_#->D_]#!>_P#? ME* .B_X7YX%_Y^;W_P !31_POSP+_P _-[_X"FN=_P"&:])_Z&"]_P"_*4?\ M,UZ3_P!#!>_]^4H Z+_A?G@7_GYO?_ 4T?\ "_/ O_/S>_\ @*:YW_AFO2?^ MA@O?^_*4?\,UZ3_T,%[_ -^4H Z+_A?G@7_GYO?_ %-'_"_/ O_ #\WO_@* M:YW_ (9KTG_H8+W_ +\I1_PS7I/_ $,%[_WY2@#HO^%^>!?^?F]_\!31_P + M\\"_\_-[_P" IKG?^&:])_Z&"]_[\I1_PS7I/_0P7O\ WY2@#HO^%^>!?^?F M]_\ 4T?\+\\"_\ /S>_^ IKG?\ AFO2?^A@O?\ ORE'_#->D_\ 0P7O_?E* M .B_X7YX%_Y^;W_P%-'_ OSP+_S\WO_ ("FN=_X9KTG_H8+W_ORE'_#->D_ M]#!>_P#?E* .B_X7YX%_Y^;W_P !31_POSP+_P _-[_X"FN=_P"&:])_Z&"] M_P"_*4?\,UZ3_P!#!>_]^4H Z+_A?G@7_GYO?_ 4T?\ "_/ O_/S>_\ @*:Y MW_AFO2?^A@O?^_*4?\,UZ3_T,%[_ -^4H Z+_A?G@7_GYO?_ %-'_"_/ O_ M #\WO_@*:YW_ (9KTG_H8+W_ +\I1_PS7I/_ $,%[_WY2@#HO^%^>!?^?F]_ M\!31_P +\\"_\_-[_P" IKG?^&:])_Z&"]_[\I1_PS7I/_0P7O\ WY2@#HO^ M%^>!?^?F]_\ 4T?\+\\"_\ /S>_^ IKG?\ AFO2?^A@O?\ ORE'_#->D_\ M0P7O_?E* .B_X7YX%_Y^;W_P%-'_ OSP+_S\WO_ ("FN=_X9KTG_H8+W_OR ME'_#->D_]#!>_P#?E* .B_X7YX%_Y^;W_P !31_POSP+_P _-[_X"FN=_P"& M:])_Z&"]_P"_*4?\,UZ3_P!#!>_]^4H Z+_A?G@7_GYO?_ 4T?\ "_/ O_/S M>_\ @*:YW_AFO2?^A@O?^_*4?\,UZ3_T,%[_ -^4H Z+_A?G@7_GYO?_ %- M>2?&;QYH?C:;3&T:29Q;JPD\V(IUKN?^&:])_P"A@O?^_*4J_LV:0&!.OWI M/0PIS0!VOP<_Y)?H_P#N'^==W65XK1K.TG M_52?[U:- !1110 4444 %>>>(--\6:3<:I=:(D6HV]X&>2&YEV"+Y<87'7CF MO0Z* /%-!\'^)?%>GZ/'KBK8:7:*K)%$^XR%6W LIZ'->@>+_!T7B+384A

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end EX-101.SCH 15 evbg-20201231.xsd XBRL TAXONOMY EXTENSION SCHEMA 00000 - Document - Template Link link:presentationLink link:calculationLink link:definitionLink 100000 - Document - Document and Entity Information link:calculationLink link:presentationLink link:definitionLink 100010 - Statement - Consolidated Balance Sheets link:calculationLink link:presentationLink link:definitionLink 100020 - Statement - Consolidated Balance Sheets (Parenthetical) link:calculationLink link:presentationLink link:definitionLink 100030 - Statement - Consolidated Statements of Operations and Comprehensive Loss link:calculationLink link:presentationLink link:definitionLink 100040 - Statement - Consolidated Statements of Stockholders' Equity link:calculationLink link:presentationLink link:definitionLink 100050 - Statement - Consolidated Statements of Cash Flows link:calculationLink link:presentationLink link:definitionLink 100060 - Disclosure - Business and Nature of Operations link:calculationLink link:presentationLink link:definitionLink 100070 - Disclosure - Summary of Significant Accounting Policies link:calculationLink link:presentationLink link:definitionLink 100080 - Disclosure - Accounts Receivable, Net link:calculationLink link:presentationLink link:definitionLink 100090 - Disclosure - Property and Equipment link:calculationLink link:presentationLink link:definitionLink 100100 - Disclosure - Capitalized Software Development Costs link:calculationLink link:presentationLink link:definitionLink 100110 - Disclosure - Fair Value Measurements link:calculationLink link:presentationLink link:definitionLink 100120 - Disclosure - Goodwill and Intangible Assets link:calculationLink link:presentationLink link:definitionLink 100130 - Disclosure - Business Combinations link:calculationLink link:presentationLink link:definitionLink 100140 - Disclosure - Convertible Senior Notes link:calculationLink link:presentationLink link:definitionLink 100150 - Disclosure - Stockholders' Equity link:calculationLink link:presentationLink link:definitionLink 100160 - Disclosure - Stock Plans and Stock-Based Compensation link:calculationLink link:presentationLink link:definitionLink 100170 - Disclosure - Basic and Diluted Net Loss Per Share link:calculationLink link:presentationLink link:definitionLink 100180 - Disclosure - Income Taxes link:calculationLink link:presentationLink link:definitionLink 100190 - Disclosure - Segment Information link:calculationLink link:presentationLink link:definitionLink 100200 - Disclosure - Revenue Recognition link:calculationLink link:presentationLink link:definitionLink 100210 - Disclosure - Geographic Concentrations link:calculationLink link:presentationLink link:definitionLink 100220 - Disclosure - Employee Benefit Plan link:calculationLink link:presentationLink link:definitionLink 100230 - Disclosure - Leases link:calculationLink link:presentationLink link:definitionLink 100240 - Disclosure - Commitments and Contingencies link:calculationLink link:presentationLink link:definitionLink 100250 - Disclosure - Subsequent Events link:calculationLink link:presentationLink link:definitionLink 100260 - Disclosure - Summary of Significant Accounting Policies (Policies) link:calculationLink link:presentationLink link:definitionLink 100270 - Disclosure - Accounts Receivable, Net (Tables) link:calculationLink link:presentationLink link:definitionLink 100280 - Disclosure - Property and Equipment (Tables) link:calculationLink link:presentationLink link:definitionLink 100290 - Disclosure - Capitalized Software Development Costs (Tables) link:calculationLink link:presentationLink link:definitionLink 100300 - Disclosure - Fair Value Measurements (Tables) link:calculationLink link:presentationLink link:definitionLink 100310 - Disclosure - Goodwill and Intangible Assets (Tables) link:calculationLink link:presentationLink link:definitionLink 100320 - Disclosure - Business Combinations (Tables) link:calculationLink link:presentationLink link:definitionLink 100330 - Disclosure - Convertible Senior Notes (Tables) link:calculationLink link:presentationLink link:definitionLink 100340 - Disclosure - Stock Plans and Stock-Based Compensation (Tables) link:calculationLink link:presentationLink link:definitionLink 100350 - Disclosure - Basic and Diluted Net Loss Per Share (Tables) link:calculationLink link:presentationLink link:definitionLink 100360 - Disclosure - Income Taxes (Tables) link:calculationLink link:presentationLink link:definitionLink 100370 - Disclosure - Revenue Recognition (Tables) link:calculationLink link:presentationLink link:definitionLink 100380 - Disclosure - Leases (Tables) link:calculationLink link:presentationLink link:definitionLink 100390 - Disclosure - Summary of Significant Accounting Policies - Additional Information (Details) link:calculationLink link:presentationLink link:definitionLink 100400 - Disclosure - Accounts Receivable, Net - Additional Information (Details) link:calculationLink link:presentationLink link:definitionLink 100410 - Disclosure - Accounts Receivable, Net - Schedule of Accounts Receivable, Net (Details) link:calculationLink link:presentationLink link:definitionLink 100420 - Disclosure - Accounts Receivable, Net - Schedule of Changes in Allowance for Credit Losses for Accounts Receivable (Details) link:calculationLink link:presentationLink link:definitionLink 100430 - Disclosure - Accounts Receivable, Net - Schedule of Contract Assets, Net (Details) link:calculationLink link:presentationLink link:definitionLink 100440 - Disclosure - Accounts Receivable, Net - Schedule of Changes in Allowance for Credit Losses for Contract Assets (Details) link:calculationLink link:presentationLink link:definitionLink 100450 - Disclosure - Accounts Receivable, Net - Schedule of Changes in Sales Reserve (Details) link:calculationLink link:presentationLink link:definitionLink 100460 - Disclosure - Property and Equipment - Schedule of Property and Equipment (Details) link:calculationLink link:presentationLink link:definitionLink 100470 - Disclosure - Property and Equipment - Schedule of Property and Equipment (Parenthetical) (Details) link:calculationLink link:presentationLink link:definitionLink 100480 - Disclosure - Property and Equipment - Additional Information (Details) link:calculationLink link:presentationLink link:definitionLink 100490 - Disclosure - Capitalized Software Development Costs - Summary of Capitalized Software Development Costs (Details) link:calculationLink link:presentationLink link:definitionLink 100500 - Disclosure - Capitalized Software Development Costs - Additional Information (Details) link:calculationLink link:presentationLink link:definitionLink 100510 - Disclosure - Capitalized Software Development Costs - Schedule of Expected Amortization of Capitalized Software Development Costs (Details) link:calculationLink link:presentationLink link:definitionLink 100520 - Disclosure - Fair Value Measurements - Additional Information (Details) link:calculationLink link:presentationLink link:definitionLink 100530 - Disclosure - Fair Value Measurements - Summary of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) link:calculationLink link:presentationLink link:definitionLink 100540 - Disclosure - Fair Value Measurements - Summary of Changes in Level 3 Financial Instruments (Details) link:calculationLink link:presentationLink link:definitionLink 100550 - Disclosure - Goodwill and Intangible Assets - Schedule of Changes in Gross Carrying Amount of Goodwill (Details) link:calculationLink link:presentationLink link:definitionLink 100560 - Disclosure - Goodwill and Intangible Assets - Additional Information (Details) link:calculationLink link:presentationLink link:definitionLink 100570 - Disclosure - Goodwill and Intangible Assets - Schedule of Intangible Assets (Details) link:calculationLink link:presentationLink link:definitionLink 100580 - Disclosure - Goodwill and Intangible Assets - Schedule of Expected Amortization of Intangible Assets (Details) link:calculationLink link:presentationLink link:definitionLink 100590 - Disclosure - Business Combinations - Additional Information (Details) link:calculationLink link:presentationLink link:definitionLink 100600 - Disclosure - Business Combinations - Summary of Allocation of Purchase Consideration and Estimated Values of Assets Acquired and Liabilities Assumed (Details) link:calculationLink link:presentationLink link:definitionLink 100610 - Disclosure - Business Combinations - Summary of Allocation of Purchase Consideration and Estimated Values of Assets Acquired and Liabilities Assumed (Details)2 link:calculationLink link:presentationLink link:definitionLink 100620 - Disclosure - Business Combinations - Summary of Unaudited Pro Forma Results of Operations (Details) link:calculationLink link:presentationLink link:definitionLink 100630 - Disclosure - Convertible Senior Notes - Additional Information (Details) link:calculationLink link:presentationLink link:definitionLink 100640 - Disclosure - Convertible Senior Notes - Schedule of Components of Convertible Senior Notes (Details) link:calculationLink link:presentationLink link:definitionLink 100650 - Disclosure - Convertible Senior Notes - Schedule of Components of Convertible Senior Notes (Parenthetical) (Details) link:calculationLink link:presentationLink link:definitionLink 100660 - Disclosure - Convertible Senior Notes - Summary of Total Interest Expense Recognized Related To Convertible Senior Notes (Details) link:calculationLink link:presentationLink link:definitionLink 100670 - Disclosure - Convertible Senior Notes - Summary of Total Interest Expense Recognized Related To Convertible Senior Notes (Parenthetical) (Details) link:calculationLink link:presentationLink link:definitionLink 100680 - Disclosure - Convertible Senior Notes - Summary of Fair Value and Carrying Value of Convertible Senior Notes (Details) link:calculationLink link:presentationLink link:definitionLink 100690 - Disclosure - Convertible Senior Notes - Summary of Debt Obligations (Details) link:calculationLink link:presentationLink link:definitionLink 100700 - Disclosure - Stockholders' Equity - Additional Information (Details) link:calculationLink link:presentationLink link:definitionLink 100710 - Disclosure - Stock Plans and Stock-Based Compensation - Additional Information (Details) link:calculationLink link:presentationLink link:definitionLink 100720 - Disclosure - Stock Plans and Stock-Based Compensation - 2016 Employee Stock Purchase Plan - Additional Information (Details) link:calculationLink link:presentationLink link:definitionLink 100730 - Disclosure - Stock Plans and Stock-Based Compensation - Stock Options - Additional Information (Details) link:calculationLink link:presentationLink link:definitionLink 100740 - Disclosure - Stock Plans and Stock-Based Compensation - Schedule of Assumptions Used in Determining Fair Value of Stock Option Grants and Shares Issuable (Details) link:calculationLink link:presentationLink link:definitionLink 100750 - Disclosure - Stock Plans and Stock-Based Compensation - Schedule of Assumptions Used in Determining Fair Value of Stock Option Grants and Shares Issuable (Parenthetical) (Details) link:calculationLink link:presentationLink link:definitionLink 100760 - Disclosure - Stock Plans and Stock-Based Compensation - Schedule of Stock Option Activity (Details) link:calculationLink link:presentationLink link:definitionLink 100770 - Disclosure - Stock Plans and Stock-Based Compensation - Schedule of Stock Options Outstanding, Vested and Expected to Vest and Exercisable (Details) link:calculationLink link:presentationLink link:definitionLink 100780 - Disclosure - Stock Plans and Stock-Based Compensation - Schedule of Vested and Nonvested Stock Option Activity (Details) link:calculationLink link:presentationLink link:definitionLink 100790 - Disclosure - Stock Plans and Stock-Based Compensation - Restricted Stock Units - Additional Information (Details) link:calculationLink link:presentationLink link:definitionLink 100800 - Disclosure - Stock Plans and Stock-Based Compensation - Performance-Based Restricted Stock Units - Additional Information (Details) link:calculationLink link:presentationLink link:definitionLink 100810 - Disclosure - Stock Plans and Stock-Based Compensation - Market-Based Restricted Stock Units - Additional Information (Details) link:calculationLink link:presentationLink link:definitionLink 100820 - Disclosure - Stock Plans and Stock-Based Compensation - Summary of RSU and PSU Activity (Details) link:calculationLink link:presentationLink link:definitionLink 100830 - Disclosure - Stock Plans and Stock-Based Compensation - Summary of Stock-Based Compensation Expense (Details) link:calculationLink link:presentationLink link:definitionLink 100840 - Disclosure - Basic and Diluted Net Loss Per Share - Schedule of Common Equivalent Shares were Excluded from Diluted Net Loss Per Share Calculation because their Inclusion would have been Anti-Dilutive (Details) link:calculationLink link:presentationLink link:definitionLink 100850 - Disclosure - Basic and Diluted Net Loss per Share - Additional Information (Details) link:calculationLink link:presentationLink link:definitionLink 100860 - Disclosure - Income Taxes - Components of Loss before Income Taxes (Details) link:calculationLink link:presentationLink link:definitionLink 100870 - Disclosure - Income Taxes - Additional information (Details) link:calculationLink link:presentationLink link:definitionLink 100880 - Disclosure - Income Taxes - Reconciliation of Provision for Income Taxes at Statutory Rate and Provision (Benefit) for Income Taxes at Effective Tax Rate (Details) link:calculationLink link:presentationLink link:definitionLink 100890 - Disclosure - Income Taxes - Schedule of Provision for (Benefit from) Income Taxes (Details) link:calculationLink link:presentationLink link:definitionLink 100900 - Disclosure - Income Taxes - Schedule of Net Deferred Tax Assets (Liabilities) (Details) link:calculationLink link:presentationLink link:definitionLink 100910 - Disclosure - Income Taxes - Schedule of Changes in Unrecognized Tax Benefits (Details) link:calculationLink link:presentationLink link:definitionLink 100920 - Disclosure - Segment Information - Additional Information (Details) link:calculationLink link:presentationLink link:definitionLink 100930 - Disclosure - Revenue Recognition - Additional Information (Details) link:calculationLink link:presentationLink link:definitionLink 100940 - Disclosure - Revenue Recognition - Summary of Impact of Adoption of New Revenue Standard on Consolidated Balance Sheet (Detail) link:calculationLink link:presentationLink link:definitionLink 100950 - Disclosure - Revenue Recognition - Summary of Revenues Disaggregated by Geography (Details) link:calculationLink link:presentationLink link:definitionLink 100960 - Disclosure - Revenue Recognition - Summary of Revenues Disaggregated by Revenue Source (Details) link:calculationLink link:presentationLink link:definitionLink 100970 - Disclosure - Revenue Recognition - Remaining Performance Obligations - Additional Information (Details 1) link:calculationLink link:presentationLink link:definitionLink 100970 - Disclosure - Revenue Recognition - Remaining Performance Obligations - Additional Information (Details 1) link:calculationLink link:presentationLink link:definitionLink 100980 - Disclosure - Geographic Concentrations - Additional Information (Details) link:calculationLink link:presentationLink link:definitionLink 100990 - Disclosure - Employee Benefit Plan - Additional Information (Details) link:calculationLink link:presentationLink link:definitionLink 101000 - Disclosure - Leases - Additional Information (Details) link:calculationLink link:presentationLink link:definitionLink 101010 - Disclosure - Leases - Summary of Additional Information Related to Leases (Details) link:calculationLink link:presentationLink link:definitionLink 101020 - Disclosure - Leases - Schedule of Maturities of Lease Liabilities (Details) link:calculationLink link:presentationLink link:definitionLink 101030 - Disclosure - Leases - Schedule of Maturities of Lease Liabilities (Details)2 link:calculationLink link:presentationLink link:definitionLink 101040 - Disclosure - Leases - Schedule of Components of Lease Expense (Details) link:calculationLink link:presentationLink link:definitionLink 101050 - Disclosure - Subsequent Events - Additional Information (Details) link:calculationLink link:presentationLink link:definitionLink EX-101.CAL 16 evbg-20201231_cal.xml XBRL TAXONOMY EXTENSION CALCULATION LINKBASE EX-101.DEF 17 evbg-20201231_def.xml XBRL TAXONOMY EXTENSION DEFINITION LINKBASE EX-101.LAB 18 evbg-20201231_lab.xml XBRL TAXONOMY EXTENSION LABEL LINKBASE Entity Central Index Key Capitalized software development costs amortization expense next twelve months. Capitalized software development costs amortization expense year two. Capitalized software development costs amortization expense year three. Business combination recognized identifiable assets acquired and liabilities assumed current liabilities accrued expenses. Business combination recognized identifiable assets acquired and liabilities assumed current liabilities accounts payable and accrued expenses. Effective income tax rate reconciliation executive compensation. Cover [Abstract] Document Type Document Type Amendment Flag Amendment Flag Document Period End Date Document Period End Date Document Fiscal Year Focus Document Fiscal Year Focus Document Fiscal Period Focus Document Fiscal Period Focus Trading Symbol Trading Symbol Entity Registrant Name Entity Registrant Name Entity Central Index Key Current Fiscal Year End Date Current Fiscal Year End Date Entity Well-known Seasoned Issuer Entity Well Known Seasoned Issuer Entity Current Reporting Status Entity Current Reporting Status Entity Voluntary Filers Entity Voluntary Filers Entity Filer Category Entity Filer Category ICFR Auditor Attestation Flag Icfr Auditor Attestation Flag Entity Shell Company Entity Shell Company Entity Emerging Growth Company Entity Emerging Growth Company Entity Small Business Entity Small Business Entity Common Stock, Shares Outstanding Entity Common Stock Shares Outstanding Entity Public Float Entity Public Float Entity Interactive Data Current Entity Interactive Data Current Document Annual Report Document Annual Report Document Transition Report Document Transition Report Entity File Number Entity File Number Entity Incorporation, State or Country Code Entity Incorporation State Country Code Entity Tax Identification Number Entity Tax Identification Number Entity Address, Address Line One Entity Address Address Line1 Entity Address, Address Line Two Entity Address Address Line2 Entity Address, City or Town Entity Address City Or Town Entity Address, State or Province Entity Address State Or Province Entity Address, Postal Zip Code Entity Address Postal Zip Code City Area Code City Area Code Local Phone Number Local Phone Number Title of 12(b) Security Security12b Title Security Exchange Name Security Exchange Name Deferred costs and other current assets. Deferred costs and other assets non current. Statement Of Financial Position [Abstract] Assets Assets [Abstract] Current assets: Assets Current [Abstract] Cash and cash equivalents Cash And Cash Equivalents At Carrying Value Restricted cash Restricted Cash Current Accounts receivable, net Accounts Receivable Net Current Prepaid expenses Prepaid Expense Current Deferred costs and other current assets Deferred Costs And Other Current Assets Total current assets Assets Current Property and equipment, net Property Plant And Equipment Net Capitalized software development costs, net Capitalized Computer Software Net Goodwill Goodwill Intangible assets, net Intangible Assets Gross Excluding Goodwill Restricted cash Restricted Cash Noncurrent Prepaid expenses Prepaid Expense Noncurrent Deferred costs and other assets Deferred Costs And Other Assets Non Current Total assets Assets Liabilities and Stockholders’ Equity Liabilities And Stockholders Equity [Abstract] Current liabilities: Liabilities Current [Abstract] Accounts payable Accounts Payable Current Accrued payroll and employee related liabilities Employee Related Liabilities Current Accrued expenses Accrued Liabilities Current Deferred revenue Contract With Customer Liability Current Contingent consideration liabilities Business Combination Contingent Consideration Liability Current Other current liabilities Other Liabilities Current Total current liabilities Liabilities Current Long-term liabilities: Liabilities Noncurrent [Abstract] Deferred revenue, noncurrent Contract With Customer Liability Noncurrent Convertible senior notes Convertible Debt Noncurrent Deferred tax liabilities Deferred Income Tax Liabilities Net Other long term liabilities Other Liabilities Noncurrent Total liabilities Liabilities Commitments and contingencies Commitments And Contingencies Stockholders’ equity: Stockholders Equity [Abstract] Preferred stock, par value $0.001, 10,000,000 shares authorized, no shares issued or outstanding as of December 31, 2020 and December 31, 2019, respectively Preferred Stock Value Common stock, $0.001 par value, 100,000,000 shares authorized, 35,449,447 and 33,848,627 shares issued and outstanding as of December 31, 2020 and December 31, 2019, respectively Common Stock Value Additional paid-in capital Additional Paid In Capital Common Stock Accumulated deficit Retained Earnings Accumulated Deficit Accumulated other comprehensive income (loss) Accumulated Other Comprehensive Income Loss Net Of Tax Total stockholders’ equity Stockholders Equity Total liabilities and stockholders’ equity Liabilities And Stockholders Equity Preferred stock, par value Preferred Stock Par Or Stated Value Per Share Preferred stock, shares authorized Preferred Stock Shares Authorized Preferred stock, shares issued Preferred Stock Shares Issued Preferred stock, shares outstanding Preferred Stock Shares Outstanding Common stock, par value Common Stock Par Or Stated Value Per Share Common stock, shares authorized Common Stock Shares Authorized Common stock, shares issued Common Stock Shares Issued Common stock, shares outstanding Common Stock Shares Outstanding Statement Of Income And Comprehensive Income [Abstract] Revenue Revenue From Contract With Customer Excluding Assessed Tax Cost of revenue Cost Of Revenue Gross profit Gross Profit Operating expenses: Operating Expenses [Abstract] Sales and marketing Selling And Marketing Expense Research and development Research And Development Expense General and administrative General And Administrative Expense Total operating expenses Operating Expenses Operating loss Operating Income Loss Other expense, net: Nonoperating Income Expense [Abstract] Interest income Investment Income Interest Interest expense Interest Expense Loss on extinguishment of convertible notes Gains Losses On Extinguishment Of Debt Other expenses, net Other Nonoperating Income Expense Total other expense, net Nonoperating Income Expense Loss before income taxes Income Loss From Continuing Operations Before Income Taxes Extraordinary Items Noncontrolling Interest Benefit from (provision for) income taxes Income Tax Expense Benefit Net loss Net Income Loss Net loss per share attributable to common stockholders: Earnings Per Share [Abstract] Basic Earnings Per Share Basic Diluted Earnings Per Share Diluted Weighted-average common shares outstanding: Weighted Average Number Of Shares Outstanding [Abstract] Basic Weighted Average Number Of Shares Outstanding Basic Diluted Weighted Average Number Of Diluted Shares Outstanding Other comprehensive income (loss): Other Comprehensive Income Loss Net Of Tax Portion Attributable To Parent [Abstract] Foreign currency translation adjustment Other Comprehensive Income Loss Foreign Currency Transaction And Translation Adjustment Net Of Tax Total other comprehensive income (loss) Other Comprehensive Income Loss Net Of Tax Total comprehensive loss Comprehensive Income Net Of Tax Stock issued during period, shares, vesting of restricted stock units and performance-based restricted stock units. Stock issued during period, value, vesting of restricted stock units and performance-based restricted stock units. Adjustments to additional paid-in capital purchase of convertible note capped call hedge. Adjustments to additional paid in capital equity component of repurchased convertible note. Adjustments to additional paid in capital termination of capped call hedge for convertible notes. Stock issued during period shares settlement of convertible notes. Stock issued during period value settlement of convertible notes. Statement Of Stockholders Equity [Abstract] Statement [Table] Statement [Table] Equity Components Statement Equity Components [Axis] Equity Component Equity Component [Domain] Common Stock Common Stock [Member] Additional Paid-in Capital Additional Paid In Capital [Member] Accumulated Deficit Retained Earnings [Member] Accumulated Other Comprehensive Income (Loss) Accumulated Other Comprehensive Income [Member] Debt Instrument Debt Instrument [Axis] Debt Instrument, Name Debt Instrument Name [Domain] Convertible notes due two thousand twenty four. Convertible Senior Notes Due 2024 Convertible Notes Due Two Thousand Twenty Four [Member] Convertible senior notes due two thousand twenty two. Convertible Senior Notes Due 2022 Convertible Senior Notes Due Two Thousand Twenty Two [Member] Cumulative Effect, Period of Adoption Cumulative Effect Period Of Adoption [Axis] Cumulative Effect, Period of Adoption Cumulative Effect Period Of Adoption [Domain] Cumulative Effect of Adoption of Net of Taxes Cumulative Effect Period Of Adoption Adjustment [Member] Statement [Line Items] Statement [Line Items] Balance Beginning Balance, shares Shares Outstanding Accounting Standards Update Extensible List Accounting Standards Update Extensible List Issuance of common stock, net of cost Stock Issued During Period Value New Issues Issuance of common stock, net of cost, shares Stock Issued During Period Shares New Issues Issuance of common stock in connection with acquisition Stock Issued During Period Value Acquisitions Issuance of common stock in connection with acquisition, shares Stock Issued During Period Shares Acquisitions Stock-based compensation Adjustments To Additional Paid In Capital Sharebased Compensation Requisite Service Period Recognition Value Stock-based compensation, shares Stock Issued During Period Shares Share Based Compensation Vesting of restricted stock units and performance-based restricted stock units Stock Issued During Period Value Vesting Of Restricted Stock Units And Performance Based Restricted Stock Units Vesting of restricted stock units and performance-based restricted stock units, shares Stock Issued During Period Shares Vesting Of Restricted Stock Units And Performance Based Restricted Stock Units Restricted stock units and performance-based restricted stock units withheld to settle employee tax withholding liability Adjustments Related To Tax Withholding For Share Based Compensation Restricted stock units and performance-based restricted stock units withheld to settle employee tax withholding liability, shares Shares Paid For Tax Withholding For Share Based Compensation Exercise of stock options Stock Issued During Period Value Stock Options Exercised Exercise of stock options, shares Stock Issued During Period Shares Stock Options Exercised Issuance of shares under employee stock purchase plan Stock Issued During Period Value Employee Stock Purchase Plan Issuance of shares under employee stock purchase plan, shares Stock Issued During Period Shares Employee Stock Purchase Plans Equity component of the convertible notes due 2024, net of allocated issuance costs and taxes Adjustments To Additional Paid In Capital Equity Component Of Convertible Debt Purchase of capped call hedge for the convertible notes due2024, including issuance costs Adjustments To Additional Paid In Capital Purchase Of Convertible Note Capped Call Hedge Equity component of repurchased convertible notes due 2022 Adjustments To Additional Paid In Capital Equity Component Of Repurchased Convertible Notes Termination of capped call hedge for the convertible notes due 2022 Adjustments To Additional Paid In Capital Termination Of Capped Call Hedge For Convertible Notes Settlement of convertible notes due 2022 Stock Issued During Period Value Settlement Of Convertible Notes Settlement of convertible notes due 2022, shares Stock Issued During Period Shares Settlement Of Convertible Notes Other comprehensive income (loss) Net loss Balance Ending Balance, shares Deferred income tax expense benefit excluding business acquisition deferred taxes. Provision for credit losses and sales reserve. Payments to acquire productive assets excluding develop software and acquire intangible assets. Proceeds from public offering, net of costs. Noncash or part noncash acquisition noncash financial or equity instrument consideration shares issued value. Deferred consideration in connection with acquisition. Other significant noncash transactions. Statement Of Cash Flows [Abstract] Cash flows from operating activities: Net Cash Provided By Used In Operating Activities [Abstract] Net loss Profit Loss Adjustments to reconcile net loss to net cash provided by operating activities: Adjustments To Reconcile Net Income Loss To Cash Provided By Used In Operating Activities [Abstract] Depreciation and amortization Depreciation Depletion And Amortization Amortization of deferred costs Amortization Of Deferred Sales Commissions Deferred income taxes Deferred Income Tax Expense Benefit Excluding Business Acquisition Deferred Taxes Accretion of interest on debt Accretion Expense Loss on extinguishment of convertible notes Provision for credit losses and sales reserve Provision For Credit Losses And Sales Reserve Stock-based compensation Share Based Compensation Change in fair value of contingent consideration obligation Business Combination Contingent Consideration Arrangements Change In Amount Of Contingent Consideration Liability1 Other non-cash adjustments Other Noncash Income Expense Change in operating assets and liabilities: Increase Decrease In Operating Capital [Abstract] Accounts receivable Increase Decrease In Accounts Receivable Prepaid expenses Increase Decrease In Prepaid Expense Deferred costs Increase Decrease In Deferred Charges Other assets Increase Decrease In Other Operating Assets Accounts payable Increase Decrease In Accounts Payable Accrued payroll and employee related liabilities Increase Decrease In Employee Related Liabilities Accrued expenses Increase Decrease In Accrued Liabilities Deferred revenue Increase Decrease In Contract With Customer Liability Other liabilities Increase Decrease In Other Operating Liabilities Net cash provided by operating activities Net Cash Provided By Used In Operating Activities Cash flows from investing activities: Net Cash Provided By Used In Investing Activities [Abstract] Capital expenditures Payments To Acquire Productive Assets Excluding Develop Software And Acquire Intangible Assets Proceeds from landlord reimbursement Payments For Proceeds From Tenant Allowance Payments for acquisition of business, net of acquired cash Payments To Acquire Businesses Net Of Cash Acquired Additions to capitalized software development costs Payments To Develop Software Purchase of short-term investments Payments To Acquire Short Term Investments Maturities of short-term investments Proceeds From Maturities Prepayments And Calls Of Shortterm Investments Purchase of intangibles Payments To Acquire Intangible Assets Net cash used in investing activities Net Cash Provided By Used In Investing Activities Cash flows from financing activities: Net Cash Provided By Used In Financing Activities [Abstract] Proceeds from public offering, net of costs Proceeds From Public Offering Net Of Costs Proceeds from issuance of convertible notes Proceeds From Notes Payable Payments of debt issuance costs Payments Of Debt Issuance Costs Purchase of convertible notes capped call hedge Payments For Hedge Financing Activities Repurchase of convertible notes Repayments Of Convertible Debt Proceeds from termination of convertible notes capped call hedge Proceeds From Hedge Financing Activities Restricted stock units withheld to settle employee tax withholding liability Payments Related To Tax Withholding For Share Based Compensation Payments of contingent consideration obligation Payment For Contingent Consideration Liability Financing Activities Proceeds from employee stock purchase plan Proceeds From Stock Plans Proceeds from option exercises Proceeds From Stock Options Exercised Other Proceeds From Payments For Other Financing Activities Net cash provided by financing activities Net Cash Provided By Used In Financing Activities Effect of exchange rates on cash, cash equivalents and restricted cash Effect Of Exchange Rate On Cash Cash Equivalents Restricted Cash And Restricted Cash Equivalents Net increase (decrease) in cash, cash equivalents and restricted cash Cash Cash Equivalents Restricted Cash And Restricted Cash Equivalents Period Increase Decrease Including Exchange Rate Effect Cash, cash equivalents and restricted cash—beginning of year Cash Cash Equivalents Restricted Cash And Restricted Cash Equivalents Including Disposal Group And Discontinued Operations Cash, cash equivalents and restricted cash—end of year Supplemental disclosures of cash flow information: Supplemental Cash Flow Information [Abstract] Interest Interest Paid Net Taxes, net of refunds received Income Taxes Paid Net Supplemental disclosure of non-cash activities Supplemental Cash Flow Elements [Abstract] Common stock issued in connection with acquisitions Noncash Or Part Noncash Acquisition Noncash Financial Or Equity Instrument Consideration Shares Issued Value Deferred consideration in connection with acquisition Deferred Consideration In Connection With Acquisition Contingent consideration in connection with acquisitions Business Combination Consideration Transferred Liabilities Incurred Common stock issued in connection with settlement of convertible notes Stock Issued1 Capitalized assets included in accounts payable and accrued expenses Capital Expenditures Incurred But Not Yet Paid Stock-based compensation capitalized for software development Employee Service Share Based Compensation Allocation Of Recognized Period Costs Capitalized Amount Other non-cash activities Other Significant Noncash Transactions Documents Incorporated by Reference Documents Incorporated By Reference [Text Block] Organization Consolidation And Presentation Of Financial Statements [Abstract] Business and Nature of Operations Nature Of Operations Accounting Policies [Abstract] Summary of Significant Accounting Policies Significant Accounting Policies [Text Block] Accounts receivable and contract assets. Accounts Receivable Net [Abstract] Accounts Receivable, Net Accounts Receivable And Contract Assets [Text Block] Property Plant And Equipment [Abstract] Property and Equipment Property Plant And Equipment Disclosure [Text Block] Research And Development [Abstract] Capitalized Software Development Costs Research Development And Computer Software Disclosure [Text Block] Fair Value Disclosures [Abstract] Fair Value Measurements Fair Value Disclosures [Text Block] Goodwill And Intangible Assets Disclosure [Abstract] Goodwill and Intangible Assets Goodwill And Intangible Assets Disclosure [Text Block] Business Combinations [Abstract] Business Combinations Business Combination Disclosure [Text Block] Notes payable disclosure. Debt Disclosure [Abstract] Convertible Senior Notes Notes Payable Disclosure [Text Block] Equity [Abstract] Stockholders' Equity Stockholders Equity Note Disclosure [Text Block] Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] Stock Plans and Stock-Based Compensation Disclosure Of Compensation Related Costs Share Based Payments [Text Block] Basic and Diluted Net Loss Per Share Earnings Per Share [Text Block] Income Tax Disclosure [Abstract] Income Taxes Income Tax Disclosure [Text Block] Segment Reporting [Abstract] Segment Information Segment Reporting Disclosure [Text Block] Revenue From Contract With Customer [Abstract] Revenue Recognition Revenue From Contract With Customer [Text Block] Risks And Uncertainties [Abstract] Geographic Concentrations Concentration Risk Disclosure [Text Block] Postemployment Benefits [Abstract] Employee Benefit Plan Compensation And Employee Benefit Plans [Text Block] Leases [Abstract] Leases Lessee Operating Leases [Text Block] Commitments And Contingencies Disclosure [Abstract] Commitments and Contingencies Commitments And Contingencies Disclosure [Text Block] Subsequent Events [Abstract] Subsequent Events Subsequent Events [Text Block] Basis of Presentation Basis Of Accounting Policy Policy [Text Block] Principles of Consolidation Consolidation Policy [Text Block] Use of Estimates Use Of Estimates Recently Adopted Accounting Pronouncements New Accounting Pronouncements Policy Policy [Text Block] Fair Value Measurements Fair Value Measurement Policy Policy [Text Block] Concentrations of Credit and Business Risk Concentration Risk Credit Risk Cash and Cash Equivalents Cash And Cash Equivalents Policy [Text Block] Restricted cash. Restricted Cash Restricted Cash Policy [Text Block] Short-Term Investments Investment Policy [Text Block] Accounts Receivable Receivables Policy [Text Block] Deferred Offering Costs Deferred Charges Policy [Text Block] Property and Equipment, Net Property Plant And Equipment Policy [Text Block] Capitalized Software Development Costs Internal Use Software Policy Business Combinations Business Combinations Policy Segment Information Segment Reporting Policy Policy [Text Block] Long Lived Assets Impairment Or Disposal Of Long Lived Assets Policy [Text Block] Intangible assets. Intangible Assets Intangible Assets Policy Policy [Text Block] Goodwill Goodwill And Intangible Assets Goodwill Policy Debt Issuance Costs Debt Policy [Text Block] Revenue Recognition Revenue From Contract With Customer Policy [Text Block] Trade and Other Receivables Trade And Other Accounts Receivable Policy Deferred Costs Capitalization Of Deferred Policy Acquisition Costs Policy Contract with customer liability policy. Deferred Revenue Contract With Customer Liability Policy Policy [Text Block] Advertising Expenses Advertising Costs Policy [Text Block] Research and Development Research And Development Expense Policy Stock-Based Compensation Share Based Compensation Option And Incentive Plans Policy Income Taxes Income Tax Policy [Text Block] Foreign Currency Translation Foreign Currency Transactions And Translations Policy [Text Block] Other Comprehensive Income (Loss) Comprehensive Income Policy Policy [Text Block] Net Loss Per Share Attributable to Common Stockholders Earnings Per Share Policy [Text Block] Schedule of Accounts Receivable, Net Schedule Of Accounts Notes Loans And Financing Receivable [Text Block] Schedule of Changes in Allowance for Credit Losses for Accounts Receivable Accounts Receivable Allowance For Credit Loss Table [Text Block] Schedule of Contract Assets, Net Contract With Customer Asset And Liability Table [Text Block] Schedule of Changes in Allowance for Credit Losses for Contract Assets Contract With Customer Asset Allowance For Credit Loss Table [Text Block] Schedule of changes in sales reserve. Schedule of Changes in Sales Reserve Schedule Of Changes In Sales Reserve Table [Text Block] Schedule of Property and Equipment, Net Property Plant And Equipment [Text Block] Summary of capitalized software development costs. Summary of Capitalized Software Development Costs Summary Of Capitalized Software Development Costs Table [Text Block] Schedule of capitalized software development costs future amortization expense. Schedule of Expected Amortization of Capitalized Software Development Costs Schedule Of Capitalized Software Development Costs Future Amortization Expense Table [Text Block] Summary of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis Schedule Of Fair Value Assets And Liabilities Measured On Recurring Basis Table [Text Block] Summary of Changes in Level 3 Financial Instruments Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Text Block] Schedule of Changes in Gross Carrying Amount of Goodwill Schedule Of Goodwill [Text Block] Schedule of Intangible Assets Schedule Of Finite Lived Intangible Assets Table [Text Block] Schedule of Expected Amortization of Intangible Assets Scheduleof Finite Lived Intangible Assets Future Amortization Expense Table [Text Block] Business Acquisition Business Acquisition [Axis] Business Acquisition, Acquiree Business Acquisition Acquiree [Domain] Connexient, Inc. Connexient Connexient Inc [Member] CNL Software Limited. CNL Software Limited C N L Software Limited [Member] One Two Many Group B.V. One2Many Group B.V. One Two Many Group B V [Member] Techwan SA. Techwan SA Techwan S A [Member] SnapComms Limited. SnapComms Limited Snap Comms Limited [Member] MissionMode Solutions, Inc. Mission Mode Mission Mode Solutions Inc [Member] NC4 Inc. and NC4 Public Sector LLC. NC4 Inc. and NC4 Public Sector LLC N C4 Inc And N C4 Public Sector L L C [Member] Summary of Allocation of Purchase Consideration and Estimated Values of Assets Acquired and Liabilities Assumed Schedule Of Recognized Identified Assets Acquired And Liabilities Assumed Table [Text Block] Summary of Unaudited Pro Forma Results of Operations Business Acquisition Pro Forma Information [Text Block] Zero point one two five percent convertible senior notes due two thousand twenty four. 0.125% Convertible Senior Notes Due 2024 Zero Point One Two Five Percent Convertible Senior Notes Due Two Thousand Twenty Four [Member] One point five zero percent convertible senior notes due two thousand twenty two. 1.50% Convertible Senior Notes Due 2022 One Point Five Zero Percent Convertible Senior Notes Due Two Thousand Twenty Two [Member] Schedule of Components of Convertible Senior Notes Convertible Debt Table [Text Block] Summary of Total Interest Expense Recognized Related To Convertible Senior Notes Interest Income And Interest Expense Disclosure Table [Text Block] Summary of Fair Value and Carrying Value of Convertible Senior Notes Schedule Of Carrying Values And Estimated Fair Values Of Debt Instruments Table [Text Block] Summary of Debt Obligations Contractual Obligation Fiscal Year Maturity Schedule Table [Text Block] Schedule of Assumptions Used in Determining Fair Value of Stock Option Grants and Shares Issuable Schedule Of Share Based Payment Award Stock Options Valuation Assumptions Table [Text Block] Schedule of Stock Option Activity Schedule Of Share Based Compensation Stock Options Activity Table [Text Block] Schedule of Stock Options Outstanding, Vested and Expected to Vest and Exercisable Share Based Compensation Arrangement By Share Based Payment Award Options Vested And Expected To Vest Outstanding And Exercisable Table [Text Block] Schedule of Vested and Nonvested Stock Option Activity Schedule Of Share Based Compensation Arrangement By Share Based Payment Award Options Vested And Expected To Vest Outstanding Table [Text Block] Summary of RSU and PSU Activity Schedule Of Nonvested Restricted Stock Units Activity Table [Text Block] Summary of Stock-Based Compensation Expense Schedule Of Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Text Block] Schedule of Common Equivalent Shares were Excluded from Diluted Net Loss Per Share Calculation because their Inclusion would have been Anti-Dilutive Schedule Of Antidilutive Securities Excluded From Computation Of Earnings Per Share [Text Block] Components of Loss before Income Taxes Schedule Of Income Before Income Tax Domestic And Foreign Table [Text Block] Reconciliation of Provision for Income Taxes at Statutory Rate and Provision (Benefit) for Income Taxes at Effective Tax Rate Schedule Of Effective Income Tax Rate Reconciliation Table [Text Block] Schedule of Provision for (Benefit from) Income Taxes Schedule Of Components Of Income Tax Expense Benefit Table [Text Block] Schedule of Net Deferred Tax Assets (Liabilities) Schedule Of Deferred Tax Assets And Liabilities Table [Text Block] Schedule of Changes in Unrecognized Tax Benefits Schedule Of Unrecognized Tax Benefits Roll Forward Table [Text Block] Disaggregation Of Revenue [Table] Disaggregation Of Revenue [Table] Accounting Standards Update Adjustments For New Accounting Pronouncements [Axis] Accounting Standards Update Type Of Adoption [Member] Accounting Standards Update 2014-09 Accounting Standards Update201409 [Member] Disaggregation Of Revenue [Line Items] Disaggregation Of Revenue [Line Items] Impact of Adoption of New Accounting Standard on Financial Statements Schedule Of New Accounting Pronouncements And Changes In Accounting Principles [Text Block] Summary of Disaggregates Revenue Disaggregation Of Revenue Table [Text Block] Summary of additional information related to leases. Summary of Additional Information Related to Leases Summary Of Additional Information Related To Leases Table [Text Block] Schedule of Maturities of Lease Liabilities Lessee Operating Lease Liability Maturity Table [Text Block] Schedule of Components of Lease Expense Lease Cost Table [Text Block] ASU 2016-02 Accounting Standards Update201602 [Member] ASU 2016-13 Accounting Standards Update201613 [Member] ASU 2018-13 Accounting Standards Update201813 [Member] ASU 2018-15 Accounting Standards Update201815 [Member] Statistical Measurement Range [Axis] Statistical Measurement Range [Member] Minimum Minimum [Member] Maximum Maximum [Member] Concentration Risk Type Concentration Risk By Type [Axis] Concentration Risk Type Concentration Risk Type [Domain] Customer Concentration Risk Customer Concentration Risk [Member] Concentration Risk Benchmark Concentration Risk By Benchmark [Axis] Concentration Risk Benchmark Concentration Risk Benchmark [Domain] Revenue Revenue From Contract With Customer [Member] Accounts Receivable Accounts Receivable [Member] Long-Lived Tangible Asset Property Plant And Equipment By Type [Axis] Long-Lived Tangible Asset Property Plant And Equipment Type [Domain] Computer and system software. Computer and System Software Computer And System Software [Member] Office Computers Office Equipment [Member] Systems hardware. Systems Hardware Systems Hardware [Member] Furniture and Equipment Furniture And Fixtures [Member] Capitalized Software Development costs Software And Software Development Costs [Member] Finite-Lived Intangible Assets by Major Class Finite Lived Intangible Assets By Major Class [Axis] Finite-Lived Intangible Assets, Major Class Name Finite Lived Intangible Assets Major Class Name [Domain] Tradenames Trade Names [Member] Customer Relationships Customer Relationships [Member] Technology Developed Technology Rights [Member] Impairment charges Asset Impairment Charges Change in Accounting Principle, Accounting Standards Update, Adopted [true false] Change In Accounting Principle Accounting Standards Update Adopted Change in Accounting Principle, Accounting Standards Update, Adoption Date Change In Accounting Principle Accounting Standards Update Adoption Date Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false] Change In Accounting Principle Accounting Standards Update Immaterial Effect Change in Accounting Principle, Accounting Standards Update, Transition Option Elected [Extensible List] Change In Accounting Principle Accounting Standards Update Transition Option Elected Extensible List Reclassification of deferred rent liability to right of use asset upon adoption. ROU assets Operating Lease Right Of Use Asset Lease, liability Operating Lease Liability Deferred rent liability reversed to right-of-use asset upon adoption Reclassification Of Deferred Rent Liability To Right Of Use Asset Upon Adoption Cash and cash equivalent Federal Deposit Insurance Corporation insured amount. Cash and cash equivalent, FDIC insured amount Cash And Cash Equivalent F D I C Insured Amount Number of customers. Number of customers above 10% threshold Number Of Customers Short-term investments Held To Maturity Securities Current Property and equipment, useful life in years Property Plant And Equipment Useful Life Acquired finite lived intangible assets, useful life Acquired Finite Lived Intangible Assets Weighted Average Useful Life Estimated useful life Finite Lived Intangible Asset Useful Life Impairment of goodwill Goodwill Impairment Loss Subscription contracts term. Subscription contracts term Subscription Contracts Term Subscription contracts description. Subscription contracts Subscription Contracts Description Deferred sales commission cost amortization period. Deferred sales commission cost amortization period Deferred Sales Commission Cost Amortization Period Advertising expenses Advertising Expense Schedule Of Accounts Notes Loans And Financing Receivable [Table] Schedule Of Accounts Notes Loans And Financing Receivable [Table] Receivable Type Accounts Notes Loans And Financing Receivable By Receivable Type [Axis] Receivable Receivable Type [Domain] Accounts receivable and contract assets. Receivable and Contract Assets Receivable And Contract Assets [Member] Accounts Notes And Loans Receivable [Line Items] Accounts Notes And Loans Receivable [Line Items] Accounts receivable amortized cost Accounts Receivable Gross Current Allowance for credit losses Allowance For Doubtful Accounts Receivable Current Net accounts receivable Allowance For Credit Loss [Abstract] Balance, beginning of period Provision for expected credit losses Provision For Doubtful Accounts Write-offs Allowance For Doubtful Accounts Receivable Write Offs Balance, end of period Contract asset amortized cost Contract With Customer Asset Gross Current Allowance for credit losses Contract With Customer Asset Accumulated Allowance For Credit Loss Current Net contract asset Contract With Customer Asset Net Current Contract with customer, asset, allowance for credit Loss, recovery (provision). Balance, beginning of period Contract With Customer Asset Accumulated Allowance For Credit Loss Provision for expected credit losses Contract With Customer Asset Allowance For Credit Loss Recovery Provision Balance, end of period Credit loss expense Sales reserve (addition) reduction. Sales reserve write-off. Sales reserve. Balance, beginning of period Sales Reserve (Additions) reductions Sales Reserve Addition Reduction Write-offs Sales Reserve Write Off Balance, end of period Schedule Of Property Plant And Equipment [Table] Schedule Of Property Plant And Equipment [Table] Leasehold Improvements Leasehold Improvements [Member] Computer and System Software Property Plant And Equipment [Line Items] Property Plant And Equipment [Line Items] Property and equipment, gross Property Plant And Equipment Gross Less accumulated depreciation and amortization Accumulated Depreciation Depletion And Amortization Property Plant And Equipment Property and equipment, net Lease term Lessee Operating Lease Term Of Contract Depreciation and amortization expense Depreciation And Amortization Capitalized computer software, amortization period. Capitalized Computer Software Net [Abstract] Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. Capitalized computer software net. Capitalized Computer Software Net [Table] Capitalized Computer Software Net [Table] Capitalized Software Development Costs Capitalized Computer Software Net [Line Items] Capitalized Computer Software Net [Line Items] Gross carrying amount Capitalized Computer Software Gross Amortization period Capitalized Computer Software Amortization Period Accumulated amortization Capitalized Computer Software Accumulated Amortization Net carrying amount Capitalized software development costs Capitalized Computer Software Additions Capitalized software development costs, amortization expense Capitalized Computer Software Amortization1 2021 Capitalized Software Development Costs Amortization Expense Next Twelve Months 2022 Capitalized Software Development Costs Amortization Expense Year Two 2023 Capitalized Software Development Costs Amortization Expense Year Three Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Table] Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Table] Measurement Frequency Fair Value By Measurement Frequency [Axis] Measurement Frequency Fair Value Measurement Frequency [Domain] Fair Value Measurements, Nonrecurring Fair Value Measurements Nonrecurring [Member] Income Statement Location Income Statement Location [Axis] Income Statement Location Income Statement Location [Domain] Other Expense, Net Other Nonoperating Income Expense [Member] Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] Asset impairment charges Contingent consideration fair value disclosure. Derivative instruments acquisition related deferred common stock consideration fair value disclosure. Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Table] Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Table] Fair Value Measurements, Recurring Fair Value Measurements Recurring [Member] Significant Unobservable Inputs (Level 3) Fair Value By Fair Value Hierarchy Level [Axis] Fair Value Hierarchy and NAV Fair Value Measurements Fair Value Hierarchy [Domain] Quoted Prices in Active Markets (Level 1) Fair Value Inputs Level1 [Member] Significant Other Observable Inputs (Level 2) Fair Value Inputs Level2 [Member] Significant Unobservable Inputs (Level 3) Fair Value Inputs Level3 [Member] Asset Class Fair Value By Asset Class [Axis] Asset Class Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation By Asset Class [Domain] Money Market Funds Money Market Funds [Member] Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] Cash equivalents Cash And Cash Equivalents Fair Value Disclosure Total financial assets Assets Fair Value Disclosure Contingent consideration Contingent Consideration Fair Value Disclosure Derivative instruments - acquisition-related deferred common stock consideration Derivative Instruments Acquisition Related Deferred Common Stock Consideration Fair Value Disclosure Total financial liabilities Liabilities Fair Value Disclosure Derivative liabilities and changes in fair value. Common stock reserved for future issuance Common Stock Capital Shares Reserved For Future Issuance Derivative liabilities and changes in fair value Derivative Liabilities And Changes In Fair Value Fair value measurement with unobservable inputs reconciliation recurring basis liability change in fair value of contingent consideration obligation. Fair value measurement with unobservable inputs reconciliation recurring basis liability foreign currency translation. Mission Mode Beginning balance, fair value Fair Value Measurement With Unobservable Inputs Reconciliations Recurring Basis Liability Value Contingent consideration from acquisition Fair Value Measurement With Unobservable Inputs Reconciliation Recurring Basis Liability Purchases Change in fair value of contingent consideration obligation from acquisition Fair Value Measurement With Unobservable Inputs Reconciliation Recurring Basis Liability Change In Fair Value Of Contingent Consideration Obligation Ending balance, fair value Foreign currency translation Fair Value Measurement With Unobservable Inputs Reconciliation Recurring Basis Liability Foreign Currency Translation Debt instrument, interest rate Debt Instrument Interest Rate Stated Percentage Fair value of convertible senior notes Convertible Debt Fair Value Disclosures Carrying value of convertible senior notes Goodwill, beginning balance Change due to acquisitions Goodwill Acquired During Period Foreign currency translation Goodwill Foreign Currency Translation Gain Loss Goodwill, ending balance Intangible assets and goodwill. Schedule of intangible assets and goodwill. Schedule Of Intangible Assets And Goodwill [Table] Schedule Of Intangible Assets And Goodwill [Table] Developed Technology Acquired Technology Technology Based Intangible Assets [Member] Cost of Revenue Cost Of Sales [Member] Intangible Assets And Goodwill [Line Items] Intangible Assets And Goodwill [Line Items] Schedule Of Finite Lived Intangible Assets [Table] Schedule Of Finite Lived Intangible Assets [Table] Weighted-Average Weighted Average [Member] Finite Lived Intangible Assets [Line Items] Finite Lived Intangible Assets [Line Items] Gross carrying amount Finite Lived Intangible Assets Gross Weighted- average life (years) Accumulated amortization Finite Lived Intangible Assets Accumulated Amortization Net carrying amount Finite Lived Intangible Assets Net Retirement of fully amortized intangible assets. Amortization expense for intangible assets Amortization Of Intangible Assets Intangible assets amortized costs retired Retirement Of Fully Amortized Intangible Assets Asset acquisition, developed technology Finitelived Intangible Assets Acquired1 2021 Finite Lived Intangible Assets Amortization Expense Next Twelve Months 2022 Finite Lived Intangible Assets Amortization Expense Year Two 2023 Finite Lived Intangible Assets Amortization Expense Year Three 2024 Finite Lived Intangible Assets Amortization Expense Year Four 2025 Finite Lived Intangible Assets Amortization Expense Year Five Thereafter Finite Lived Intangible Assets Amortization Expense After Year Five Schedule Of Business Acquisitions By Acquisition [Table] Schedule Of Business Acquisitions By Acquisition [Table] Trade Names General and Administrative Expenses General And Administrative Expense [Member] General and Administrative Expenses NC4 Inc., NC4 Public Sector LLC, and Celerium Group. NC4 Inc., NC4 Public Sector LLC, and Celerium Group N C4 Inc N C4 Public Sector L L C And Celerium Group [Member] Business Acquisition [Line Items] Business Acquisition [Line Items] Date of acquisition of business Business Acquisition Date Of Acquisition Agreement1 Total purchase price Business Combination Consideration Transferred1 Cash paid Payments To Acquire Businesses Gross Number of newly issued common stock Business Acquisition Equity Interests Issued Or Issuable Number Of Shares Issued Common stock price per share Share Price Contingent payment Business Combination Contingent Consideration Arrangements Range Of Outcomes Value High Contingent consideration Business combination consideration transferred acquisition-related deferred common stock consideration. Assets acquired Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Assets [Abstract] Accounts receivable Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Current Assets Receivables Prepaid expenses and other current assets Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Current Assets Prepaid Expense And Other Assets Other current assets Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Current Assets Other Property and equipment Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Property Plant And Equipment Intangible assets other than goodwill Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Intangibles Other assets Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Other Noncurrent Assets Total assets acquired Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Assets Liabilities assumed Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Liabilities [Abstract] Accounts payable Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Current Liabilities Accounts Payable Accrued expenses Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Current Liabilities Accrued Expenses Deferred revenue Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Current Liabilities Deferred Revenue Deferred tax liabilities Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Deferred Tax Liabilities Other current liabilities Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Current Liabilities Other Other liabilities Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Noncurrent Liabilities Other Net assets acquired Business Combination Recognized Identifiable Assets Acquired Goodwill And Liabilities Assumed Net Consideration paid Business Combination Consideration Transferred [Abstract] Cash consideration, net of cash acquired Fair value of common stock issued Business Combination Consideration Transferred Equity Interests Issued And Issuable Acquisition-related deferred common stock consideration Business Combination Consideration Transferred Acquisition Related Deferred Common Stock Consideration Contingent consideration Decrease in contingent consideration obligation Total Weighted average useful life of identified acquired intangible assets Business acquisition transaction costs Business Combination Acquisition Related Costs Business combination recognized identifiable assets acquired and liabilities assumed current liabilities increase (decrease) in deferred revenue. Increase (decrease) in deferred revenue Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Current Liabilities Increase Decrease In Deferred Revenue Payments to acquire businesses liabilities. Purchase liabilities Payments To Acquire Businesses Liabilities Common stock reserved for future issuance Business combination consideration deferred consideration expected to pay. Contingent consideration expect to pay Business Combination Consideration Deferred Consideration Expected To Pay Accounts payable and accrued expenses Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Current Liabilities Accounts Payable And Accrued Expenses Revenue, pro forma - From the acquisition date Business Combination Pro Forma Information Revenue Of Acquiree Since Acquisition Date Actual Net loss, pro forma - From the acquisition date Business Combination Pro Forma Information Earnings Or Loss Of Acquiree Since Acquisition Date Actual Revenue, pro forma Business Acquisitions Pro Forma Revenue Net loss, pro forma Business Acquisitions Pro Forma Net Income Loss Business acquisition pro forma earnings (loss) per share basic and diluted Basic and diluted loss per share pro forma Business Acquisition Pro Forma Earnings Loss Per Share Basic And Diluted Debt Instrument [Table] Debt Instrument [Table] Sale of Stock Subsidiary Sale Of Stock [Axis] Sale of Stock Sale Of Stock Name Of Transaction [Domain] Option to Purchase Over Allotment Option [Member] Scenario Statement Scenario [Axis] Scenario Scenario Unspecified [Domain] Scenario One. Scenario One Scenario One [Member] Scenario Two. Scenario Two Scenario Two [Member] One point five zero percent convertible senior notes due two thousand twenty two repurchase. 1.50% Convertible Senior Notes Due 2022 Repurchase One Point Five Zero Percent Convertible Senior Notes Due Two Thousand Twenty Two Repurchase [Member] Debt Instrument [Line Items] Debt Instrument [Line Items] Aggregate principal amount Debt Instrument Face Amount Debt instrument, interest rate Debt instrument, maturity date Debt Instrument Maturity Date Debt instrument, interest rate terms Debt Instrument Interest Rate Terms Interest payment commencing date Debt Instrument Date Of First Required Payment1 Debt instrument, convertible shares, per thousand of principal amount of notes. Principal amount per note used in conversion rate. Debt Conversion, initial conversion rate Debt Instrument Convertible Shares Per Thousand Of Principal Amount Of Notes Principal amount per note used in conversion rate Principal Amount Per Note Used In Conversion Rate Conversion price per share Debt Instrument Convertible Conversion Price1 Shares issuable upon conversion of debt Debt Conversion Converted Instrument Shares Issued1 Number of trading days Debt Instrument Convertible Threshold Trading Days Number of consecutive trading days Debt Instrument Convertible Threshold Consecutive Trading Days1 Percentage of last reported sale price to conversion price on each applicable trading day Debt Instrument Convertible Threshold Percentage Of Stock Price Trigger Notes measurement period. Notes measurement period Notes Measurement Period Description of convertible notes at option of holders. Description of convertible notes at option of holders Description Of Convertible Notes At Option Of Holders Redemption price, percentage Debt Instrument Redemption Price Percentage Implied interest rate Debt Instrument Interest Rate Effective Percentage Debt instrument, fair value Debt Instrument Fair Value Difference between aggregate principal amount and estimated fair value of liability component recorded in additional paid-in capital Debt issuance costs attributable to equity component. Transaction costs attributable to liability component Unamortized Debt Issuance Expense Transaction costs attributable to equity component Debt Issuance Costs Attributable To Equity Component Debt instrument unamortized discount. Liability component: Debt Instrument Liability Component [Abstract] Principal Less: debt discount, net of amortization Debt Instrument Unamortized Discount Net carrying amount Convertible Notes Payable Equity component Debt Instrument Convertible Carrying Amount Of The Equity Component Transaction costs in equity. Debt instrument convertible, tax portion of equity component. Transaction costs in equity Transaction Costs In Equity Tax of equity component Debt Instrument Convertible Tax Portion Of Equity Component Variable Rate Variable Rate [Axis] Variable Rate Variable Rate [Domain] Zero point one two five percentage coupon. 0.125% coupon Zero Point One Two Five Percentage Coupon [Member] 1.50% coupon. 1.50% Coupon One Point Five Zero Percentage Coupon [Member] Interest expense Interest Expense Debt Excluding Amortization Amortization of debt discount and transaction costs Amortization Of Financing Costs And Discounts Total interest expense Interest Expense Debt Measurement Basis Fair Value By Measurement Basis [Axis] Fair Value Disclosure Item Amounts [Default] Portion At Fair Value Fair Value Disclosure [Member] Fair Value Measurement Fair Value Disclosure Item Amounts [Domain] Fair Value Estimate Of Fair Value Fair Value Disclosure [Member] Carrying Value Carrying Reported Amount Fair Value Disclosure [Member] Convertible senior notes Notes Payable Fair Value Disclosure Capped call options cap price. Cost of purchased capped call options. Initial strike price of capped call options Debt Instrument Convertible Stock Price Trigger Capped call options, cap price Capped Call Options Cap Price Cost of purchased capped call options Cost Of Purchased Capped Call Options Share price Partially terminated capped call options. Repayments of debt Repayments Of Debt Repurchase of aggregate principal amount Debt Instrument Repurchased Face Amount Remaining consideration allocated to reacquisition of equity component Adjustments To Additional Paid In Capital Convertible Debt With Conversion Feature Partially terminated capped call options Partially Terminated Capped Call Options Additional paid-in capital related to shares issued Adjustments To Additional Paid In Capital Stock Issued Issuance Costs Debt instrument, market premium excess of fair value Debt Instrument Unamortized Discount Premium And Debt Issuance Costs Net Principal balance outstanding Debt Instrument Carrying Amount Debt obligations, Less than 1 Year Long Term Debt Maturities Repayments Of Principal In Next Twelve Months Debt obligations, 1 to 3 Years Long Term Debt Maturing In Years Two And Three Debt obligations, 3 to 5 Years Long Term Debt Maturing In Years Four And Five Debt obligations, More than 5 Years Long Term Debt Maturities Repayments Of Principal After Year Five Debt obligations, Total Long Term Debt Debt instruments maturity year. Debt instrument, maturity year Debt Instruments Maturity Year Debt issuance cost Common stock, voting rights Common Stock Voting Rights Common stock capital shares reserved for future issuance annual automatic increase percentage. Schedule Of Share Based Compensation Arrangements By Share Based Payment Award [Table] Schedule Of Share Based Compensation Arrangements By Share Based Payment Award [Table] Plan Name Plan Name [Axis] Plan Name Plan Name [Domain] Two thousand sixteen equity incentive plan. 2016 Equity Incentive Plan Two Thousand Sixteen Equity Incentive Plan [Member] Share Based Compensation Arrangement By Share Based Payment Award [Line Items] Share Based Compensation Arrangement By Share Based Payment Award [Line Items] Automatic increase percentage Common Stock Capital Shares Reserved For Future Issuance Annual Automatic Increase Percentage Share based compensation arrangement by share based payment award increase in number of shares reserved and available for issuance. Two thousand sixteen employee stock purchase plan. 2016 Employee Stock Purchase Plan Two Thousand Sixteen Employee Stock Purchase Plan [Member] Increase in number of shares reserved and available for issuance Share Based Compensation Arrangement By Share Based Payment Award Increase In Number Of Shares Reserved And Available For Issuance Increase in number of shares reserved and available for issuance, percentage Share Based Compensation Arrangement By Share Based Payment Award Percentage Of Outstanding Stock Maximum Purchase price, discount percentage Share Based Compensation Arrangement By Share Based Payment Award Discount From Market Price Offering Date Purchase price as percentage of fair market value of common stock Sharebased Compensation Arrangement By Sharebased Payment Award Purchase Price Of Common Stock Percent Weighted average period, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. Shares purchased under the plan Share Based Compensation Arrangement By Share Based Payment Award Shares Issued In Period Total recognized compensation cost Allocated Share Based Compensation Expense Cost amortized weighted-average period Sharebased Compensation Arrangement By Sharebased Payment Award Options Weighted Average Period Unrecognized compensation cost Employee Service Share Based Compensation Nonvested Awards Total Compensation Cost Not Yet Recognized Share Based Awards Other Than Options Award Type Award Type [Axis] Award Type Share Based Compensation Arrangements By Share Based Payment Award Award Type And Plan Name [Domain] Stock Options Employee Stock Option [Member] Stock options vesting period Share Based Compensation Arrangement By Share Based Payment Award Award Vesting Period1 Stock options expiration period Sharebased Compensation Arrangement By Sharebased Payment Award Expiration Period Weighted-average grant-date fair value per share of options granted Share Based Compensation Arrangement By Share Based Payment Award Options Grants In Period Weighted Average Grant Date Fair Value Stock-based compensation expense Stock options granted Share Based Compensation Arrangement By Share Based Payment Award Options Grants In Period Gross Intrinsic value of options exercised Share Based Compensation Arrangement By Share Based Payment Award Options Exercises In Period Total Intrinsic Value Intrinsic value of all outstanding options Share Based Compensation Arrangement By Share Based Payment Award Options Outstanding Intrinsic Value Excess tax benefits realized from stock options exercised Proceeds And Excess Tax Benefit From Sharebased Compensation Share based compensation arrangement by share based payment award fair value assumptions fair value of common stock. Employee Stock Options Fair value per share on grant date Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Fair Value Of Common Stock Expected term (in years) Sharebased Compensation Arrangement By Sharebased Payment Award Fair Value Assumptions Expected Term1 Expected volatility Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Expected Volatility Rate Expected volatility, minimum Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Expected Volatility Rate Minimum Expected volatility, maximum Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Expected Volatility Rate Maximum Risk-free interest rate, minimum Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Risk Free Interest Rate Minimum Risk-free interest rate, maximum Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Risk Free Interest Rate Maximum Dividend rate Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Expected Dividend Rate Risk-free interest rate Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Risk Free Interest Rate Total unrecognized compensation cost Employee Service Share Based Compensation Nonvested Awards Total Compensation Cost Not Yet Recognized Stock Options Weighted-average amortization period Employee Service Share Based Compensation Nonvested Awards Total Compensation Cost Not Yet Recognized Period For Recognition1 Proceeds from stock option exercises Stock options outstanding, Beginning Balance Share Based Compensation Arrangement By Share Based Payment Award Options Outstanding Number Stock options outstanding, Exercised Stock options outstanding, Forfeited Share Based Compensation Arrangement By Share Based Payment Award Options Forfeitures In Period Stock options outstanding, Ending Balance Weighted average exercise price, Beginning Balance Share Based Compensation Arrangement By Share Based Payment Award Options Outstanding Weighted Average Exercise Price Weighted average exercise price, Exercised Share Based Compensation Arrangements By Share Based Payment Award Options Exercises In Period Weighted Average Exercise Price Weighted average exercise price, Forfeited Share Based Compensation Arrangements By Share Based Payment Award Options Forfeitures In Period Weighted Average Exercise Price Weighted average exercise price, Ending Balance Outstanding, Number of shares Outstanding, Remaining contractual life (years) Sharebased Compensation Arrangement By Sharebased Payment Award Options Outstanding Weighted Average Remaining Contractual Term2 Outstanding, Weighted-average exercise price Vested and expected to vest, Number of shares Share Based Compensation Arrangement By Share Based Payment Award Options Vested And Expected To Vest Outstanding Number Vested and expected to vest, Remaining contractual life (years) Sharebased Compensation Arrangement By Sharebased Payment Award Options Vested And Expected To Vest Outstanding Weighted Average Remaining Contractual Term1 Vested and expected to vest, Weighted-average exercise price Share Based Compensation Arrangement By Share Based Payment Award Options Vested And Expected To Vest Outstanding Weighted Average Exercise Price Exercisable, Number of shares Share Based Compensation Arrangement By Share Based Payment Award Options Vested And Expected To Vest Exercisable Number Exercisable, Remaining contractual life (years) Sharebased Compensation Arrangement By Sharebased Payment Award Options Vested And Expected To Vest Exercisable Weighted Average Remaining Contractual Term1 Exercisable, Weighted-average exercise price Share Based Compensation Arrangement By Share Based Payment Award Options Vested And Expected To Vest Exercisable Weighted Average Exercise Price Options outstanding, Vested Sharebased Compensation Arrangement By Sharebased Payment Award Options Vested Number Of Shares Weighted average exercise price, Vested Sharebased Compensation Arrangement By Sharebased Payment Award Options Vested Weighted Average Grant Date Fair Value Options outstanding, Nonvested Sharebased Compensation Arrangement By Sharebased Payment Award Options Nonvested Number Of Shares Weighted average exercise price, Nonvested Sharebased Compensation Arrangement By Sharebased Payment Award Options Nonvested Weighted Average Grant Date Fair Value Restricted Stock Units Restricted Stock [Member] Share-based compensation, number of stock unit grants in period Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Grants In Period Number of stock units vested Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Vested In Period Weighted-average grant date fair values of units granted Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Grants In Period Weighted Average Grant Date Fair Value Fair values of stock units Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Vested In Period Total Fair Value Unrecognized compensation expense Employee Service Share Based Compensation Nonvested Awards Total Compensation Cost Not Yet Recognized Share based compensation compounded annual growth measurement period. Share based compensation arrangement by share based payment award percentage of performance goals probable of achievement. Share based compensation threshold percentage of revenue growth. Performance-based restricted stock units. Performance-Based Restricted Stock Units Performance Based Restricted Stock Units [Member] Vesting Vesting [Axis] Vesting Vesting [Domain] Tranche One Share Based Compensation Award Tranche One [Member] Tranche Two Share Based Compensation Award Tranche Two [Member] Share-based compensation, thresholds percentage of revenue growth Share Based Compensation Threshold Percentage Of Revenue Growth Share-based compensation, compounded annual growth measurement period Share Based Compensation Compounded Annual Growth Measurement Period Share-based compensation, vesting stock percentage Sharebased Compensation Arrangement By Sharebased Payment Award Award Vesting Rights Percentage Award achievement probability percentage Share Based Compensation Arrangement By Share Based Payment Award Percentage Of Performance Goals Probable Of Achievement Share based compensation threshold consecutive trading period. Share based compensation vesting stock price trigger to achieve vesting of performance based restricted stock units. Market-based restricted stock units. Market-Based Restricted Stock Units Market Based Restricted Stock Units [Member] Share-based compensation, vesting stock price trigger Share Based Compensation Vesting Stock Price Trigger Share Based compensation threshold consecutive trading days Share Based Compensation Threshold Consecutive Trading Period Share-based compensation, share price on the date of issuance Share Based Compensation Arrangement By Share Based Payment Award Per Share Weighted Average Price Of Shares Purchased Restricted stock units and performance-based restricted stock units. Restricted Stock Units and Performance-Based Restricted Stock Units Restricted Stock Units And Performance Based Restricted Stock Units [Member] Number of Shares, Outstanding, Beginning Balance Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Nonvested Number Number of Shares, Granted Number of Shares, Vested Number of Shares, Forfeited Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Forfeited In Period Number of Shares, Outstanding, Ending Balance Schedule Of Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Table] Schedule Of Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Table] Sales and Marketing Selling And Marketing Expense [Member] Research and Development Research And Development Expense [Member] Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] Schedule Of Antidilutive Securities Excluded From Computation Of Earnings Per Share [Table] Schedule Of Antidilutive Securities Excluded From Computation Of Earnings Per Share [Table] Antidilutive Securities Antidilutive Securities Excluded From Computation Of Earnings Per Share By Antidilutive Securities [Axis] Antidilutive Securities, Name Antidilutive Securities Name [Domain] Convertible Senior Notes Convertible Debt Securities [Member] Stock-Based Compensation Grants Stock Compensation Plan [Member] Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] Anti-dilutive securities excluded from diluted net loss per share Antidilutive Securities Excluded From Computation Of Earnings Per Share Amount Proceeds from capped call options. Payments to enter capped call options Convertible debt Instrument, Issuance date, month and year Debt Conversion Converted Instrument Issuance Date Month And Year Proceeds from capped call options Proceeds From Capped Call Options Amount of common stock reserved Domestic Income Loss From Continuing Operations Before Income Taxes Domestic Foreign Income Loss From Continuing Operations Before Income Taxes Foreign Offsetting [Abstract] Income tax disclosure. Income Tax Disclosure [Table] Income Tax Disclosure [Table] Income Tax Disclosure [Table] Income Tax Authority Income Tax Authority [Axis] Income Tax Authority Income Tax Authority [Domain] Federal Domestic Country [Member] State State And Local Jurisdiction [Member] Foreign Foreign Country [Member] Income Tax Disclosure [Line Items] Income Tax Disclosure [Line Items] Effective income tax rates Effective Income Tax Rate Continuing Operations Income tax at federal statutory rate Income Tax Reconciliation Income Tax Expense Benefit At Federal Statutory Income Tax Rate Increase (decrease) in tax resulting from: Income Tax Expense Benefit Continuing Operations Income Tax Reconciliation [Abstract] State income tax expense, net of federal tax effect Income Tax Reconciliation State And Local Income Taxes Nondeductible permanent items Income Tax Reconciliation Nondeductible Expense Executive Compensation Effective Income Tax Rate Reconciliation Executive Compensation Foreign rate differential Income Tax Reconciliation Foreign Income Tax Rate Differential Tax rate change Income Tax Reconciliation Change In Enacted Tax Rate Adjustment to deferred taxes Income Tax Reconciliation Other Adjustments Change in valuation allowance Income Tax Reconciliation Change In Deferred Tax Assets Valuation Allowance Uncertain tax positions Income Tax Reconciliation Tax Contingencies Nonqualified stock option and performance award windfall upon exercise Income Tax Reconciliation Nondeductible Expense Share Based Compensation Cost Other Income Tax Reconciliation Other Reconciling Items Total Current: Current Income Tax Expense Benefit Continuing Operations [Abstract] Federal Current Federal Tax Expense Benefit State Current State And Local Tax Expense Benefit Foreign Current Foreign Tax Expense Benefit Current income tax expense (benefit), Total Current Income Tax Expense Benefit Deferred: Deferred Income Tax Expense Benefit Continuing Operations [Abstract] Federal Deferred Federal Income Tax Expense Benefit State Deferred State And Local Income Tax Expense Benefit Foreign Deferred Foreign Income Tax Expense Benefit Deferred income tax expense (benefit), Total Deferred Income Tax Expense Benefit Change in valuation allowance Valuation Allowance Deferred Tax Asset Change In Amount Deferred tax assets lease liability. Deferred tax liabilities debt discount. Deferred tax liabilities right-of-use asset. Deferred tax liabilities state taxes. Components Of Deferred Tax Assets And Liabilities [Abstract] Deferred tax assets Deferred Tax Assets Net [Abstract] Lease liability Deferred Tax Assets Lease Liability AMT credit Deferred Tax Assets Tax Credit Carryforwards Alternative Minimum Tax Accrued expenses Deferred Tax Assets Tax Deferred Expense Reserves And Accruals Deferred revenue Deferred Tax Assets Deferred Income Net operating loss carryforward Deferred Tax Assets Operating Loss Carryforwards Other assets Deferred Tax Assets Other Intangible assets Deferred Tax Assets Goodwill And Intangible Assets Valuation allowance Deferred Tax Assets Valuation Allowance Total net deferred tax assets Deferred Tax Assets Net Deferred tax liabilities Deferred Tax Liabilities Net [Abstract] Deferred commissions Deferred Tax Liabilities Deferred Expense Deferred revenue Deferred Tax Liabilities Tax Deferred Income Intangible assets Deferred Tax Liabilities Goodwill And Intangible Assets Intangible Assets Property and equipment Deferred Tax Liabilities Property Plant And Equipment Debt discount Deferred Tax Liabilities Debt Discount Right-of-use asset Deferred Tax Liabilities Right Of Use Asset Deferred state taxes Deferred Tax Liabilities State Taxes Other Deferred Tax Liabilities Other Total deferred tax liabilities Deferred Income Tax Liabilities Total non-current deferred income tax liabilities Deferred Tax Liabilities Income tax examination underpayment of tax liability due to special circumstances limitation period. Cumulative loss, period Income Tax Examination Underpayment Of Tax Liability Due To Special Circumstances Limitation Period Valuation allowance Operating loss carryforward period. Operating loss carryforwards expiration year. Net operating losses limitation percentage of taxable income. Operating loss carry forwards not subject to expiration. Operating loss carryforwards subject to expiration in twenty years. Net operating loss carryforwards Operating Loss Carryforwards Net operating loss carryforwards, subject to 20-year carryforward period Operating Loss Carryforwards Subject To Expiration In Twenty Years Net operating loss carryforwards, carried forward indefinitely Operating Loss Carry Forwards Not Subject To Expiration Operating loss carryforward period Operating Loss Carryforward Period Net operating losses limitation percentage of taxable income Net Operating Losses Limitation Percentage Of Taxable Income Net operating loss carryforwards , expiration year Operating Loss Carryforwards Expiration Year Operating loss carryforwards, valuation allowance Operating Loss Carryforwards Valuation Allowance Unrecognized tax benefits excluding interest and penalties. Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] Reconciliation Of Unrecognized Tax Benefits Excluding Amounts Pertaining To Examined Tax Returns Roll Forward Beginning balance of unrecognized tax benefits Unrecognized Tax Benefits Additions for current year tax positions Unrecognized Tax Benefits Increases Resulting From Current Period Tax Positions Reductions for prior year tax positions Unrecognized Tax Benefits Decreases Resulting From Prior Period Tax Positions Ending balance (excluding interest and penalties) Unrecognized Tax Benefits Excluding Interest And Penalties Interest and penalties Unrecognized Tax Benefits Income Tax Penalties And Interest Expense Total Uncertain tax positions Unrecognized Tax Benefits Period Increase Decrease Accrued interest and penalties related to uncertain tax positions Unrecognized Tax Benefits Income Tax Penalties And Interest Accrued Unremitted earnings Undistributed Earnings Of Foreign Subsidiaries Number of operating segment Number Of Operating Segments Revenue Recognition [Abstract] Product and Service Product Or Service [Axis] Product and Service Products And Services [Domain] Subscription services license and other revenue. Subscription Services, License and other Subscription Services License And Other [Member] Professional services. Professional Services Professional Services [Member] Subscription services and license. Subscription Services And License Subscription Services And License [Member] Period of benefit for amortization costs. Period of benefit for amortization costs Period Of Benefit For Amortization Costs Revenue Initial Application Period Cumulative Effect Transition [Table] Revenue Initial Application Period Cumulative Effect Transition [Table] Initial Application Period Cumulative Effect Transition Initial Application Period Cumulative Effect Transition [Axis] Initial Application Period Cumulative Effect Transition Initial Application Period Cumulative Effect Transition [Domain] Adjustments Due to ASC 606 Difference Between Revenue Guidance In Effect Before And After Topic606 [Member] Revenue Initial Application Period Cumulative Effect Transition [Line Items] Revenue Initial Application Period Cumulative Effect Transition [Line Items] Deferred costs Capitalized Contract Cost Net Current Deferred costs (non-current) Capitalized Contract Cost Net Noncurrent Deferred revenue (current and non-current) Contract With Customer Liability Disaggregation Of Revenue [Abstract] Geographical Statement Geographical [Axis] Geographical Segment Geographical [Domain] United States UNITED STATES International Non Us [Member] Subscription Services Subscription And Circulation [Member] Software licenses and other. Software Licenses and Other Software Licenses And Other [Member] Deferred sales commissions current Deferred sales commissions noncurrent Amortization expense for the deferred costs Capitalized Contract Cost Amortization Impairment loss related to costs capitalized Capitalized Contract Cost Impairment Loss Revenue recognized Contract With Customer Liability Revenue Recognized Revenue remaining performance obligation Revenue Remaining Performance Obligation Subscription and other contracts. Subscription and Other Contracts Subscription And Other Contracts [Member] Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date Revenue Remaining Performance Obligation Expected Timing Of Satisfaction Start Date [Axis] Remaining performance obligation recognition period Revenue Remaining Performance Obligation Expected Timing Of Satisfaction Period1 Concentration Risk [Table] Concentration Risk [Table] Geographic Concentration Risk Geographic Concentration Risk [Member] Revenue Sales Revenue Net [Member] Property and Equipment Property Plant And Equipment [Member] Concentration Risk [Line Items] Concentration Risk [Line Items] Concentration percentage Concentration Risk Percentage1 Compensation And Retirement Disclosure [Abstract] Cash contributions made by company Defined Contribution Plan Employer Discretionary Contribution Amount Contribution expense recognized Defined Contribution Plan Cost Recognized Lessee operating lease expiration period start. Lessee operating lease expiration period end. Lease expiration period start Lessee Operating Lease Expiration Period Start Lease expiration period end Lessee Operating Lease Expiration Period End Operating lease expense Operating Lease Expense Option to extend Lessee Operating Lease Existence Of Option To Extend Other operating lease information. Balance sheet information Assets And Liabilities Lessee [Abstract] ROU assets Lease liabilities, current Operating Lease Liability Current Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] Operating Lease Liability Current Statement Of Financial Position Extensible List Lease liabilities, non-current Operating Lease Liability Noncurrent Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] Operating Lease Liability Noncurrent Statement Of Financial Position Extensible List Total lease liabilities Supplemental data Other Operating Lease Information [Abstract] Weighted average remaining lease term Operating Lease Weighted Average Remaining Lease Term1 Weighted average discount rate Operating Lease Weighted Average Discount Rate Percent Cash paid for amounts included in lease liabilities Operating Lease Payments ROU assets obtained in exchange for new lease obligations Right Of Use Asset Obtained In Exchange For Operating Lease Liability Operating Lease Liabilities Payments Due [Abstract] 2021 Lessee Operating Lease Liability Payments Due Next Twelve Months 2022 Lessee Operating Lease Liability Payments Due Year Two 2023 Lessee Operating Lease Liability Payments Due Year Three 2024 Lessee Operating Lease Liability Payments Due Year Four 2025 Lessee Operating Lease Liability Payments Due Year Five Thereafter Lessee Operating Lease Liability Payments Due After Year Five Total undiscounted lease payments Lessee Operating Lease Liability Payments Due Less: imputed interest Lessee Operating Lease Liability Undiscounted Excess Amount Total lease liabilities Lease Cost [Abstract] Operating lease expense Operating Lease Cost Short-term lease expense Short Term Lease Cost Total Less: Sublease income Sublease Income Total lease expense Lease Cost Operating lease, not yet commenced, description Lessee Operating Lease Lease Not Yet Commenced Description Subsequent Event [Table] Subsequent Event [Table] Red sky technologies, inc. Red Sky Technologies Inc. Red Sky Technologies Inc [Member] Subsequent Event Type Subsequent Event Type [Axis] Subsequent Event Type Subsequent Event Type [Domain] Subsequent Event Subsequent Event [Member] Subsequent Event [Line Items] Subsequent Event [Line Items] Total purchase price net of cash acquired Cash paid net of cash acquired Common stock issued upon conversion of notes Conversion of aggregate principal amount of notes Debt Conversion Converted Instrument Amount1 EX-101.PRE 19 evbg-20201231_pre.xml XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE XML 20 evbg-10k_20201231_htm.xml IDEA: XBRL DOCUMENT 0001437352 2020-01-01 2020-12-31 0001437352 2021-02-23 0001437352 2020-06-30 0001437352 2020-12-31 0001437352 2019-12-31 0001437352 2019-01-01 2019-12-31 0001437352 2018-01-01 2018-12-31 0001437352 us-gaap:CommonStockMember 2017-12-31 0001437352 us-gaap:AdditionalPaidInCapitalMember 2017-12-31 0001437352 us-gaap:RetainedEarningsMember 2017-12-31 0001437352 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2017-12-31 0001437352 2017-12-31 0001437352 srt:CumulativeEffectPeriodOfAdoptionAdjustmentMember us-gaap:RetainedEarningsMember 2017-12-31 0001437352 srt:CumulativeEffectPeriodOfAdoptionAdjustmentMember 2017-12-31 0001437352 us-gaap:RetainedEarningsMember 2018-01-01 2018-12-31 0001437352 us-gaap:AdditionalPaidInCapitalMember 2018-01-01 2018-12-31 0001437352 us-gaap:CommonStockMember 2018-01-01 2018-12-31 0001437352 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2018-01-01 2018-12-31 0001437352 us-gaap:CommonStockMember 2018-12-31 0001437352 us-gaap:AdditionalPaidInCapitalMember 2018-12-31 0001437352 us-gaap:RetainedEarningsMember 2018-12-31 0001437352 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2018-12-31 0001437352 2018-12-31 0001437352 us-gaap:CommonStockMember 2019-01-01 2019-12-31 0001437352 us-gaap:AdditionalPaidInCapitalMember 2019-01-01 2019-12-31 0001437352 evbg:ConvertibleNotesDueTwoThousandTwentyFourMember us-gaap:AdditionalPaidInCapitalMember 2019-01-01 2019-12-31 0001437352 evbg:ConvertibleNotesDueTwoThousandTwentyFourMember 2019-01-01 2019-12-31 0001437352 evbg:ConvertibleSeniorNotesDueTwoThousandTwentyTwoMember us-gaap:AdditionalPaidInCapitalMember 2019-01-01 2019-12-31 0001437352 evbg:ConvertibleSeniorNotesDueTwoThousandTwentyTwoMember 2019-01-01 2019-12-31 0001437352 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2019-01-01 2019-12-31 0001437352 us-gaap:RetainedEarningsMember 2019-01-01 2019-12-31 0001437352 us-gaap:CommonStockMember 2019-12-31 0001437352 us-gaap:AdditionalPaidInCapitalMember 2019-12-31 0001437352 us-gaap:RetainedEarningsMember 2019-12-31 0001437352 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2019-12-31 0001437352 us-gaap:CommonStockMember 2020-01-01 2020-12-31 0001437352 us-gaap:AdditionalPaidInCapitalMember 2020-01-01 2020-12-31 0001437352 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2020-01-01 2020-12-31 0001437352 us-gaap:RetainedEarningsMember 2020-01-01 2020-12-31 0001437352 us-gaap:CommonStockMember 2020-12-31 0001437352 us-gaap:AdditionalPaidInCapitalMember 2020-12-31 0001437352 us-gaap:RetainedEarningsMember 2020-12-31 0001437352 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2020-12-31 0001437352 evbg:ConnexientIncMember 2020-01-01 2020-12-31 0001437352 evbg:CNLSoftwareLimitedMember 2020-01-01 2020-12-31 0001437352 evbg:OneTwoManyGroupBVMember 2020-01-01 2020-12-31 0001437352 evbg:TechwanSAMember 2020-01-01 2020-12-31 0001437352 evbg:SnapCommsLimitedMember 2020-01-01 2020-12-31 0001437352 evbg:MissionModeSolutionsIncMember 2020-01-01 2020-12-31 0001437352 evbg:NC4IncAndNC4PublicSectorLLCMember 2020-01-01 2020-12-31 0001437352 evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember 2020-01-01 2020-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember 2020-01-01 2020-12-31 0001437352 us-gaap:AccountingStandardsUpdate201409Member 2020-01-01 2020-12-31 0001437352 us-gaap:AccountingStandardsUpdate201602Member 2019-12-31 0001437352 us-gaap:AccountingStandardsUpdate201602Member 2019-01-01 2019-12-31 0001437352 us-gaap:AccountingStandardsUpdate201602Member 2019-01-01 0001437352 us-gaap:AccountingStandardsUpdate201613Member 2020-12-31 0001437352 us-gaap:AccountingStandardsUpdate201613Member 2020-01-01 2020-12-31 0001437352 us-gaap:AccountingStandardsUpdate201813Member 2020-12-31 0001437352 us-gaap:AccountingStandardsUpdate201813Member 2020-01-01 2020-12-31 0001437352 us-gaap:AccountingStandardsUpdate201815Member 2020-12-31 0001437352 us-gaap:AccountingStandardsUpdate201815Member 2020-01-01 2020-12-31 0001437352 srt:MaximumMember 2020-12-31 0001437352 us-gaap:RevenueFromContractWithCustomerMember us-gaap:CustomerConcentrationRiskMember 2020-01-01 2020-12-31 0001437352 us-gaap:RevenueFromContractWithCustomerMember us-gaap:CustomerConcentrationRiskMember 2019-01-01 2019-12-31 0001437352 us-gaap:RevenueFromContractWithCustomerMember us-gaap:CustomerConcentrationRiskMember 2018-01-01 2018-12-31 0001437352 us-gaap:AccountsReceivableMember us-gaap:CustomerConcentrationRiskMember 2020-01-01 2020-12-31 0001437352 us-gaap:AccountsReceivableMember us-gaap:CustomerConcentrationRiskMember 2019-01-01 2019-12-31 0001437352 us-gaap:OfficeEquipmentMember 2020-01-01 2020-12-31 0001437352 evbg:ComputerAndSystemSoftwareMember 2020-01-01 2020-12-31 0001437352 evbg:SystemsHardwareMember 2020-01-01 2020-12-31 0001437352 us-gaap:FurnitureAndFixturesMember 2020-01-01 2020-12-31 0001437352 us-gaap:SoftwareAndSoftwareDevelopmentCostsMember 2020-01-01 2020-12-31 0001437352 srt:MinimumMember us-gaap:TradeNamesMember 2020-01-01 2020-12-31 0001437352 srt:MaximumMember us-gaap:TradeNamesMember 2020-01-01 2020-12-31 0001437352 srt:MinimumMember us-gaap:CustomerRelationshipsMember 2020-01-01 2020-12-31 0001437352 srt:MaximumMember us-gaap:CustomerRelationshipsMember 2020-01-01 2020-12-31 0001437352 srt:MinimumMember us-gaap:DevelopedTechnologyRightsMember 2020-01-01 2020-12-31 0001437352 srt:MaximumMember us-gaap:DevelopedTechnologyRightsMember 2020-01-01 2020-12-31 0001437352 srt:MinimumMember 2020-01-01 2020-12-31 0001437352 srt:MaximumMember 2020-01-01 2020-12-31 0001437352 2020-11-29 2020-11-30 0001437352 evbg:ReceivableAndContractAssetsMember 2020-01-01 2020-12-31 0001437352 evbg:ReceivableAndContractAssetsMember 2019-01-01 2019-12-31 0001437352 evbg:ReceivableAndContractAssetsMember 2018-01-01 2018-12-31 0001437352 us-gaap:FurnitureAndFixturesMember 2020-12-31 0001437352 us-gaap:FurnitureAndFixturesMember 2019-12-31 0001437352 us-gaap:LeaseholdImprovementsMember 2020-12-31 0001437352 us-gaap:LeaseholdImprovementsMember 2019-12-31 0001437352 evbg:SystemsHardwareMember 2020-12-31 0001437352 evbg:SystemsHardwareMember 2019-12-31 0001437352 us-gaap:OfficeEquipmentMember 2020-12-31 0001437352 us-gaap:OfficeEquipmentMember 2019-12-31 0001437352 evbg:ComputerAndSystemSoftwareMember 2020-12-31 0001437352 evbg:ComputerAndSystemSoftwareMember 2019-12-31 0001437352 us-gaap:LeaseholdImprovementsMember 2020-01-01 2020-12-31 0001437352 srt:MaximumMember us-gaap:LeaseholdImprovementsMember 2020-12-31 0001437352 srt:MaximumMember us-gaap:LeaseholdImprovementsMember 2020-01-01 2020-12-31 0001437352 us-gaap:SoftwareAndSoftwareDevelopmentCostsMember 2019-12-31 0001437352 us-gaap:SoftwareAndSoftwareDevelopmentCostsMember 2019-01-01 2019-12-31 0001437352 us-gaap:SoftwareAndSoftwareDevelopmentCostsMember 2020-12-31 0001437352 us-gaap:FairValueMeasurementsNonrecurringMember 2020-01-01 2020-12-31 0001437352 us-gaap:FairValueMeasurementsNonrecurringMember 2019-01-01 2019-12-31 0001437352 us-gaap:FairValueMeasurementsNonrecurringMember 2018-01-01 2018-12-31 0001437352 us-gaap:MoneyMarketFundsMember us-gaap:FairValueInputsLevel1Member us-gaap:FairValueMeasurementsRecurringMember 2020-12-31 0001437352 us-gaap:MoneyMarketFundsMember us-gaap:FairValueMeasurementsRecurringMember 2020-12-31 0001437352 us-gaap:FairValueInputsLevel1Member us-gaap:FairValueMeasurementsRecurringMember 2020-12-31 0001437352 us-gaap:FairValueMeasurementsRecurringMember 2020-12-31 0001437352 us-gaap:FairValueInputsLevel3Member us-gaap:FairValueMeasurementsRecurringMember 2020-12-31 0001437352 us-gaap:FairValueInputsLevel2Member us-gaap:FairValueMeasurementsRecurringMember 2020-12-31 0001437352 us-gaap:MoneyMarketFundsMember us-gaap:FairValueInputsLevel1Member us-gaap:FairValueMeasurementsRecurringMember 2019-12-31 0001437352 us-gaap:MoneyMarketFundsMember us-gaap:FairValueMeasurementsRecurringMember 2019-12-31 0001437352 us-gaap:FairValueInputsLevel1Member us-gaap:FairValueMeasurementsRecurringMember 2019-12-31 0001437352 us-gaap:FairValueMeasurementsRecurringMember 2019-12-31 0001437352 evbg:TechwanSAMember 2020-05-27 0001437352 evbg:TechwanSAMember us-gaap:OtherNonoperatingIncomeExpenseMember 2020-01-01 2020-12-31 0001437352 evbg:MissionModeSolutionsIncMember 2019-01-01 2019-12-31 0001437352 evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember 2020-12-31 0001437352 evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember 2019-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember 2020-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember 2019-12-31 0001437352 us-gaap:DevelopedTechnologyRightsMember 2020-12-31 0001437352 us-gaap:TradeNamesMember 2020-12-31 0001437352 us-gaap:CustomerRelationshipsMember 2020-12-31 0001437352 srt:WeightedAverageMember us-gaap:DevelopedTechnologyRightsMember 2020-01-01 2020-12-31 0001437352 srt:WeightedAverageMember us-gaap:TradeNamesMember 2020-01-01 2020-12-31 0001437352 srt:WeightedAverageMember us-gaap:CustomerRelationshipsMember 2020-01-01 2020-12-31 0001437352 us-gaap:DevelopedTechnologyRightsMember 2019-12-31 0001437352 us-gaap:TradeNamesMember 2019-12-31 0001437352 us-gaap:CustomerRelationshipsMember 2019-12-31 0001437352 srt:WeightedAverageMember us-gaap:DevelopedTechnologyRightsMember 2019-01-01 2019-12-31 0001437352 srt:WeightedAverageMember us-gaap:TradeNamesMember 2019-01-01 2019-12-31 0001437352 srt:WeightedAverageMember us-gaap:CustomerRelationshipsMember 2019-01-01 2019-12-31 0001437352 us-gaap:DevelopedTechnologyRightsMember us-gaap:CostOfSalesMember 2020-01-01 2020-12-31 0001437352 us-gaap:DevelopedTechnologyRightsMember us-gaap:CostOfSalesMember 2019-01-01 2019-12-31 0001437352 us-gaap:DevelopedTechnologyRightsMember us-gaap:CostOfSalesMember 2018-01-01 2018-12-31 0001437352 us-gaap:DevelopedTechnologyRightsMember 2020-12-01 2020-12-31 0001437352 us-gaap:TechnologyBasedIntangibleAssetsMember 2020-12-01 2020-12-31 0001437352 evbg:ConnexientIncMember 2020-02-07 2020-02-07 0001437352 evbg:ConnexientIncMember 2020-02-07 0001437352 evbg:ConnexientIncMember 2020-12-31 0001437352 evbg:ConnexientIncMember us-gaap:TechnologyBasedIntangibleAssetsMember 2020-02-07 0001437352 evbg:ConnexientIncMember us-gaap:TradeNamesMember 2020-02-07 0001437352 evbg:ConnexientIncMember us-gaap:CustomerRelationshipsMember 2020-02-07 0001437352 evbg:ConnexientIncMember us-gaap:TechnologyBasedIntangibleAssetsMember 2020-01-01 2020-12-31 0001437352 evbg:ConnexientIncMember us-gaap:CustomerRelationshipsMember 2020-01-01 2020-12-31 0001437352 evbg:ConnexientIncMember us-gaap:TradeNamesMember 2020-01-01 2020-12-31 0001437352 evbg:ConnexientIncMember us-gaap:GeneralAndAdministrativeExpenseMember 2020-01-01 2020-12-31 0001437352 evbg:CNLSoftwareLimitedMember 2020-02-24 2020-02-25 0001437352 evbg:CNLSoftwareLimitedMember 2020-02-25 0001437352 evbg:CNLSoftwareLimitedMember us-gaap:TechnologyBasedIntangibleAssetsMember 2020-02-25 0001437352 evbg:CNLSoftwareLimitedMember us-gaap:TradeNamesMember 2020-02-25 0001437352 evbg:CNLSoftwareLimitedMember us-gaap:CustomerRelationshipsMember 2020-02-25 0001437352 evbg:CNLSoftwareLimitedMember us-gaap:TechnologyBasedIntangibleAssetsMember 2020-01-01 2020-12-31 0001437352 evbg:CNLSoftwareLimitedMember us-gaap:CustomerRelationshipsMember 2020-01-01 2020-12-31 0001437352 evbg:CNLSoftwareLimitedMember us-gaap:TradeNamesMember 2020-01-01 2020-12-31 0001437352 evbg:CNLSoftwareLimitedMember us-gaap:GeneralAndAdministrativeExpenseMember 2020-01-01 2020-12-31 0001437352 evbg:OneTwoManyGroupBVMember 2020-03-19 2020-03-19 0001437352 evbg:OneTwoManyGroupBVMember 2020-03-19 0001437352 evbg:OneTwoManyGroupBVMember us-gaap:GeneralAndAdministrativeExpenseMember 2020-01-01 2020-12-31 0001437352 evbg:OneTwoManyGroupBVMember us-gaap:TechnologyBasedIntangibleAssetsMember 2020-03-19 0001437352 evbg:OneTwoManyGroupBVMember us-gaap:TradeNamesMember 2020-03-19 0001437352 evbg:OneTwoManyGroupBVMember us-gaap:CustomerRelationshipsMember 2020-03-19 0001437352 evbg:OneTwoManyGroupBVMember us-gaap:TechnologyBasedIntangibleAssetsMember 2020-01-01 2020-12-31 0001437352 evbg:OneTwoManyGroupBVMember us-gaap:CustomerRelationshipsMember 2020-01-01 2020-12-31 0001437352 evbg:OneTwoManyGroupBVMember us-gaap:TradeNamesMember 2020-01-01 2020-12-31 0001437352 evbg:TechwanSAMember 2020-05-27 2020-05-27 0001437352 evbg:TechwanSAMember us-gaap:GeneralAndAdministrativeExpenseMember 2020-01-01 2020-12-31 0001437352 evbg:TechwanSAMember us-gaap:TechnologyBasedIntangibleAssetsMember 2020-05-27 0001437352 evbg:TechwanSAMember us-gaap:TradeNamesMember 2020-05-27 0001437352 evbg:TechwanSAMember us-gaap:CustomerRelationshipsMember 2020-05-27 0001437352 evbg:TechwanSAMember us-gaap:TechnologyBasedIntangibleAssetsMember 2020-01-01 2020-12-31 0001437352 evbg:TechwanSAMember us-gaap:CustomerRelationshipsMember 2020-01-01 2020-12-31 0001437352 evbg:TechwanSAMember us-gaap:TradeNamesMember 2020-01-01 2020-12-31 0001437352 evbg:SnapCommsLimitedMember 2020-08-04 2020-08-04 0001437352 evbg:SnapCommsLimitedMember 2020-08-04 0001437352 evbg:SnapCommsLimitedMember us-gaap:GeneralAndAdministrativeExpenseMember 2020-01-01 2020-12-31 0001437352 evbg:SnapCommsLimitedMember us-gaap:TechnologyBasedIntangibleAssetsMember 2020-08-04 0001437352 evbg:SnapCommsLimitedMember us-gaap:TradeNamesMember 2020-08-04 0001437352 evbg:SnapCommsLimitedMember us-gaap:CustomerRelationshipsMember 2020-08-04 0001437352 evbg:SnapCommsLimitedMember us-gaap:TechnologyBasedIntangibleAssetsMember 2020-01-01 2020-12-31 0001437352 evbg:SnapCommsLimitedMember us-gaap:CustomerRelationshipsMember 2020-01-01 2020-12-31 0001437352 evbg:SnapCommsLimitedMember us-gaap:TradeNamesMember 2020-01-01 2020-12-31 0001437352 evbg:MissionModeSolutionsIncMember 2019-04-01 2019-04-01 0001437352 evbg:MissionModeSolutionsIncMember 2019-04-01 0001437352 evbg:MissionModeSolutionsIncMember us-gaap:GeneralAndAdministrativeExpenseMember 2019-01-01 2019-12-31 0001437352 evbg:MissionModeSolutionsIncMember 2019-12-31 0001437352 evbg:MissionModeSolutionsIncMember us-gaap:TradeNamesMember 2019-12-31 0001437352 evbg:MissionModeSolutionsIncMember us-gaap:TechnologyBasedIntangibleAssetsMember 2019-12-31 0001437352 evbg:MissionModeSolutionsIncMember us-gaap:CustomerRelationshipsMember 2019-12-31 0001437352 evbg:MissionModeSolutionsIncMember us-gaap:TechnologyBasedIntangibleAssetsMember 2020-01-01 2020-12-31 0001437352 evbg:MissionModeSolutionsIncMember us-gaap:CustomerRelationshipsMember 2020-01-01 2020-12-31 0001437352 evbg:MissionModeSolutionsIncMember us-gaap:TradeNamesMember 2020-01-01 2020-12-31 0001437352 evbg:NC4IncNC4PublicSectorLLCAndCeleriumGroupMember 2019-07-29 2019-07-29 0001437352 evbg:NC4IncAndNC4PublicSectorLLCMember 2019-07-29 2019-07-29 0001437352 evbg:NC4IncAndNC4PublicSectorLLCMember 2019-07-29 0001437352 evbg:NC4IncAndNC4PublicSectorLLCMember 2019-12-31 0001437352 evbg:NC4IncAndNC4PublicSectorLLCMember us-gaap:TechnologyBasedIntangibleAssetsMember 2019-12-31 0001437352 evbg:NC4IncAndNC4PublicSectorLLCMember us-gaap:TradeNamesMember 2019-12-31 0001437352 evbg:NC4IncAndNC4PublicSectorLLCMember us-gaap:CustomerRelationshipsMember 2019-12-31 0001437352 evbg:NC4IncAndNC4PublicSectorLLCMember 2019-01-01 2019-12-31 0001437352 evbg:NC4IncAndNC4PublicSectorLLCMember us-gaap:TechnologyBasedIntangibleAssetsMember 2020-01-01 2020-12-31 0001437352 evbg:NC4IncAndNC4PublicSectorLLCMember us-gaap:CustomerRelationshipsMember 2020-01-01 2020-12-31 0001437352 evbg:NC4IncAndNC4PublicSectorLLCMember us-gaap:TradeNamesMember 2020-01-01 2020-12-31 0001437352 evbg:NC4IncAndNC4PublicSectorLLCMember us-gaap:GeneralAndAdministrativeExpenseMember 2019-01-01 2019-12-31 0001437352 evbg:NC4IncAndNC4PublicSectorLLCMember 2019-08-01 2019-12-31 0001437352 evbg:NC4IncAndNC4PublicSectorLLCMember 2018-01-01 2018-12-31 0001437352 evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember us-gaap:OverAllotmentOptionMember 2019-12-31 0001437352 evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember 2019-12-01 2019-12-31 0001437352 evbg:ScenarioOneMember evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember 2020-01-01 2020-12-31 0001437352 evbg:ScenarioTwoMember evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember 2020-01-01 2020-12-31 0001437352 evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember evbg:ZeroPointOneTwoFivePercentageCouponMember 2020-01-01 2020-12-31 0001437352 evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember evbg:ZeroPointOneTwoFivePercentageCouponMember 2019-01-01 2019-12-31 0001437352 evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember 2019-01-01 2019-12-31 0001437352 evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember evbg:ZeroPointOneTwoFivePercentageCouponMember 2020-12-31 0001437352 evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember us-gaap:EstimateOfFairValueFairValueDisclosureMember 2020-12-31 0001437352 evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember us-gaap:CarryingReportedAmountFairValueDisclosureMember 2020-12-31 0001437352 evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember us-gaap:EstimateOfFairValueFairValueDisclosureMember 2019-12-31 0001437352 evbg:ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember us-gaap:CarryingReportedAmountFairValueDisclosureMember 2019-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember 2017-11-30 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember us-gaap:OverAllotmentOptionMember 2017-11-30 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember 2017-11-01 2017-11-30 0001437352 evbg:ScenarioOneMember evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember 2020-01-01 2020-12-31 0001437352 evbg:ScenarioTwoMember evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember 2020-01-01 2020-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember 2018-01-01 2018-06-30 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoRepurchaseMember 2019-01-01 2019-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoRepurchaseMember 2019-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoRepurchaseMember 2020-01-01 2020-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoRepurchaseMember 2020-12-31 0001437352 srt:MinimumMember evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoRepurchaseMember 2020-12-31 0001437352 srt:MaximumMember evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoRepurchaseMember 2020-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoRepurchaseMember 2020-12-30 2020-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember 2017-11-29 2017-11-30 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember 2019-01-01 2019-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember evbg:OnePointFiveZeroPercentageCouponMember 2020-01-01 2020-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember evbg:OnePointFiveZeroPercentageCouponMember 2019-01-01 2019-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember evbg:OnePointFiveZeroPercentageCouponMember 2018-01-01 2018-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember 2018-01-01 2018-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember evbg:OnePointFiveZeroPercentageCouponMember 2020-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember us-gaap:EstimateOfFairValueFairValueDisclosureMember 2020-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember us-gaap:CarryingReportedAmountFairValueDisclosureMember 2020-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember us-gaap:EstimateOfFairValueFairValueDisclosureMember 2019-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember us-gaap:CarryingReportedAmountFairValueDisclosureMember 2019-12-31 0001437352 evbg:TwoThousandSixteenEquityIncentivePlanMember 2016-09-15 0001437352 srt:MaximumMember evbg:TwoThousandSixteenEmployeeStockPurchasePlanMember 2016-09-15 0001437352 evbg:TwoThousandSixteenEmployeeStockPurchasePlanMember us-gaap:CommonStockMember 2016-09-14 2016-09-15 0001437352 srt:MaximumMember evbg:TwoThousandSixteenEmployeeStockPurchasePlanMember us-gaap:CommonStockMember 2016-09-14 2016-09-15 0001437352 evbg:TwoThousandSixteenEmployeeStockPurchasePlanMember 2016-09-14 2016-09-15 0001437352 evbg:TwoThousandSixteenEmployeeStockPurchasePlanMember 2020-01-01 2020-12-31 0001437352 evbg:TwoThousandSixteenEmployeeStockPurchasePlanMember 2019-01-01 2019-12-31 0001437352 evbg:TwoThousandSixteenEmployeeStockPurchasePlanMember 2018-01-01 2018-12-31 0001437352 evbg:TwoThousandSixteenEmployeeStockPurchasePlanMember 2020-12-31 0001437352 us-gaap:EmployeeStockOptionMember 2020-01-01 2020-12-31 0001437352 us-gaap:EmployeeStockOptionMember 2018-01-01 2018-12-31 0001437352 us-gaap:EmployeeStockOptionMember 2019-01-01 2019-12-31 0001437352 srt:MinimumMember us-gaap:EmployeeStockOptionMember 2018-01-01 2018-12-31 0001437352 srt:MaximumMember us-gaap:EmployeeStockOptionMember 2018-01-01 2018-12-31 0001437352 srt:MinimumMember us-gaap:EmployeeStockOptionMember 2020-01-01 2020-12-31 0001437352 srt:MinimumMember us-gaap:EmployeeStockOptionMember 2019-01-01 2019-12-31 0001437352 us-gaap:RestrictedStockMember 2020-01-01 2020-12-31 0001437352 us-gaap:RestrictedStockMember 2019-01-01 2019-12-31 0001437352 us-gaap:RestrictedStockMember 2018-01-01 2018-12-31 0001437352 us-gaap:RestrictedStockMember 2020-12-31 0001437352 evbg:PerformanceBasedRestrictedStockUnitsMember 2020-01-01 2020-12-31 0001437352 srt:MinimumMember evbg:PerformanceBasedRestrictedStockUnitsMember 2020-01-01 2020-12-31 0001437352 srt:MaximumMember evbg:PerformanceBasedRestrictedStockUnitsMember 2020-01-01 2020-12-31 0001437352 evbg:PerformanceBasedRestrictedStockUnitsMember us-gaap:ShareBasedCompensationAwardTrancheOneMember 2020-01-01 2020-12-31 0001437352 evbg:PerformanceBasedRestrictedStockUnitsMember us-gaap:ShareBasedCompensationAwardTrancheTwoMember 2020-01-01 2020-12-31 0001437352 srt:MinimumMember evbg:PerformanceBasedRestrictedStockUnitsMember 2020-12-31 0001437352 srt:MaximumMember evbg:PerformanceBasedRestrictedStockUnitsMember 2020-12-31 0001437352 evbg:PerformanceBasedRestrictedStockUnitsMember 2019-01-01 2019-12-31 0001437352 evbg:PerformanceBasedRestrictedStockUnitsMember 2018-01-01 2018-12-31 0001437352 evbg:PerformanceBasedRestrictedStockUnitsMember 2020-12-31 0001437352 evbg:MarketBasedRestrictedStockUnitsMember 2020-01-01 2020-12-31 0001437352 evbg:MarketBasedRestrictedStockUnitsMember 2019-01-01 2019-12-31 0001437352 srt:MinimumMember evbg:MarketBasedRestrictedStockUnitsMember 2019-01-01 2019-12-31 0001437352 srt:MaximumMember evbg:MarketBasedRestrictedStockUnitsMember 2019-01-01 2019-12-31 0001437352 srt:MinimumMember evbg:MarketBasedRestrictedStockUnitsMember 2020-12-31 0001437352 srt:MaximumMember evbg:MarketBasedRestrictedStockUnitsMember 2020-12-31 0001437352 evbg:MarketBasedRestrictedStockUnitsMember 2018-01-01 2018-12-31 0001437352 evbg:MarketBasedRestrictedStockUnitsMember 2020-12-31 0001437352 evbg:RestrictedStockUnitsAndPerformanceBasedRestrictedStockUnitsMember 2019-12-31 0001437352 evbg:RestrictedStockUnitsAndPerformanceBasedRestrictedStockUnitsMember 2020-01-01 2020-12-31 0001437352 evbg:RestrictedStockUnitsAndPerformanceBasedRestrictedStockUnitsMember 2020-12-31 0001437352 us-gaap:CostOfSalesMember 2020-01-01 2020-12-31 0001437352 us-gaap:CostOfSalesMember 2019-01-01 2019-12-31 0001437352 us-gaap:CostOfSalesMember 2018-01-01 2018-12-31 0001437352 us-gaap:SellingAndMarketingExpenseMember 2020-01-01 2020-12-31 0001437352 us-gaap:SellingAndMarketingExpenseMember 2019-01-01 2019-12-31 0001437352 us-gaap:SellingAndMarketingExpenseMember 2018-01-01 2018-12-31 0001437352 us-gaap:ResearchAndDevelopmentExpenseMember 2020-01-01 2020-12-31 0001437352 us-gaap:ResearchAndDevelopmentExpenseMember 2019-01-01 2019-12-31 0001437352 us-gaap:ResearchAndDevelopmentExpenseMember 2018-01-01 2018-12-31 0001437352 us-gaap:GeneralAndAdministrativeExpenseMember 2020-01-01 2020-12-31 0001437352 us-gaap:GeneralAndAdministrativeExpenseMember 2019-01-01 2019-12-31 0001437352 us-gaap:GeneralAndAdministrativeExpenseMember 2018-01-01 2018-12-31 0001437352 us-gaap:ConvertibleDebtSecuritiesMember 2020-01-01 2020-12-31 0001437352 us-gaap:ConvertibleDebtSecuritiesMember 2019-01-01 2019-12-31 0001437352 us-gaap:ConvertibleDebtSecuritiesMember 2018-01-01 2018-12-31 0001437352 us-gaap:StockCompensationPlanMember 2020-01-01 2020-12-31 0001437352 us-gaap:StockCompensationPlanMember 2019-01-01 2019-12-31 0001437352 us-gaap:StockCompensationPlanMember 2018-01-01 2018-12-31 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember 2019-12-01 2019-12-31 0001437352 us-gaap:DomesticCountryMember 2020-12-31 0001437352 us-gaap:StateAndLocalJurisdictionMember 2020-12-31 0001437352 us-gaap:DomesticCountryMember 2017-12-31 0001437352 us-gaap:DomesticCountryMember 2019-12-31 0001437352 us-gaap:StateAndLocalJurisdictionMember 2017-12-31 0001437352 us-gaap:ForeignCountryMember 2020-12-31 0001437352 us-gaap:ForeignCountryMember 2019-12-31 0001437352 us-gaap:AccountingStandardsUpdate201409Member 2020-12-31 0001437352 us-gaap:AccountingStandardsUpdate201409Member us-gaap:DifferenceBetweenRevenueGuidanceInEffectBeforeAndAfterTopic606Member 2018-01-01 0001437352 us-gaap:AccountingStandardsUpdate201409Member 2018-01-01 0001437352 country:US 2020-01-01 2020-12-31 0001437352 country:US 2019-01-01 2019-12-31 0001437352 country:US 2018-01-01 2018-12-31 0001437352 us-gaap:NonUsMember 2020-01-01 2020-12-31 0001437352 us-gaap:NonUsMember 2019-01-01 2019-12-31 0001437352 us-gaap:NonUsMember 2018-01-01 2018-12-31 0001437352 us-gaap:SubscriptionAndCirculationMember 2020-01-01 2020-12-31 0001437352 us-gaap:SubscriptionAndCirculationMember 2019-01-01 2019-12-31 0001437352 us-gaap:SubscriptionAndCirculationMember 2018-01-01 2018-12-31 0001437352 evbg:ProfessionalServicesMember 2020-01-01 2020-12-31 0001437352 evbg:ProfessionalServicesMember 2019-01-01 2019-12-31 0001437352 evbg:ProfessionalServicesMember 2018-01-01 2018-12-31 0001437352 evbg:SoftwareLicensesAndOtherMember 2020-01-01 2020-12-31 0001437352 evbg:SoftwareLicensesAndOtherMember 2019-01-01 2019-12-31 0001437352 evbg:SoftwareLicensesAndOtherMember 2018-01-01 2018-12-31 0001437352 evbg:SubscriptionServicesLicenseAndOtherMember 2020-01-01 2020-12-31 0001437352 evbg:SubscriptionServicesLicenseAndOtherMember 2019-01-01 2019-12-31 0001437352 evbg:SubscriptionServicesLicenseAndOtherMember 2018-01-01 2018-12-31 0001437352 evbg:SubscriptionServicesAndLicenseMember 2020-12-31 0001437352 evbg:SubscriptionAndOtherContractsMember 2021-01-01 2020-12-31 0001437352 evbg:ProfessionalServicesMember 2020-12-31 0001437352 evbg:ProfessionalServicesMember 2021-01-01 2020-12-31 0001437352 country:US us-gaap:SalesRevenueNetMember us-gaap:GeographicConcentrationRiskMember 2020-01-01 2020-12-31 0001437352 country:US us-gaap:SalesRevenueNetMember us-gaap:GeographicConcentrationRiskMember 2019-01-01 2019-12-31 0001437352 country:US us-gaap:SalesRevenueNetMember us-gaap:GeographicConcentrationRiskMember 2018-01-01 2018-12-31 0001437352 srt:MinimumMember country:US us-gaap:PropertyPlantAndEquipmentMember us-gaap:GeographicConcentrationRiskMember 2020-01-01 2020-12-31 0001437352 srt:MinimumMember country:US us-gaap:PropertyPlantAndEquipmentMember us-gaap:GeographicConcentrationRiskMember 2019-01-01 2019-12-31 0001437352 evbg:RedSkyTechnologiesIncMember us-gaap:SubsequentEventMember 2021-01-15 2021-01-15 0001437352 evbg:RedSkyTechnologiesIncMember us-gaap:SubsequentEventMember 2021-01-15 0001437352 evbg:OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember us-gaap:SubsequentEventMember 2021-01-01 2021-02-26 shares iso4217:USD iso4217:USD shares evbg:Customer pure utr:D evbg:Segment false FY 0001437352 --12-31 true true true true true true true true true evbg:AccountingStandardsUpdates201613RetrospectiveMember P5D P5D P30D true true us-gaap:AccountingStandardsUpdate201409RetrospectiveMember true P3Y us-gaap:AccountingStandardsUpdate201602RetrospectiveMember evbg:AccountingStandardsUpdates201613RetrospectiveMember evbg:AccountingStandardsUpdates201813ProspectiveMember us-gaap:AccountingStandardsUpdate201815ProspectiveMember us-gaap:AccountingStandardsUpdate201409Member us-gaap:AccountingStandardsUpdate201409Member P5Y P9Y P5Y P3Y P3Y P3Y6M14D P3Y6M7D P7Y4M28D P3Y P3Y6M P6Y10M2D 33.06 P0Y P0Y P6Y 0.45 0.0272 P6M P6M P6M 0.55 0.40 58.75 0.50 0.0298 0.45 0.65 0.60 0.0012 0.0193 0.0118 0.0029 0.0252 0.0233 P6Y3M18D P6Y3M18D P5Y10M24D us-gaap:OtherLiabilitiesCurrent us-gaap:OtherLiabilitiesCurrent us-gaap:OtherLiabilitiesNoncurrent us-gaap:OtherLiabilitiesNoncurrent 10-K true 2020-12-31 2020 false 001-37874 Everbridge, Inc. DE 26-2919312 25 Corporate Drive Suite 400 Burlington MA 01803 818 230-9700 Common Stock, $0.001 par value per share EVBG NASDAQ Yes No Yes Yes Large Accelerated Filer false false true false 4300000000 36245475 <p style="margin-top:3pt;margin-bottom:0pt;text-indent:0%;font-size:8pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Portions of the registrant’s Definitive Proxy Statement for its 2021 Annual Meeting of Stockholders to be filed with the Securities and Exchange Commission pursuant to Regulation 14A not later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K are incorporated by reference into Part III of this Annual Report on Form 10-K.</p> 467171000 531575000 4667000 4737000 94376000 68642000 11774000 6675000 20464000 13501000 598452000 625130000 7774000 6284000 16329000 14287000 187411000 91421000 113762000 67100000 3792000 3350000 1943000 2009000 31481000 27715000 960944000 837296000 9698000 7808000 27674000 22248000 7246000 4496000 165389000 129995000 10619000 15602000 4819000 236228000 169366000 4738000 3471000 441514000 430282000 10065000 2002000 16094000 11863000 708639000 616984000 0.001 0.001 10000000 10000000 0 0 0 0 0.001 0.001 100000000 100000000 35449447 35449447 33848627 33848627 35000 34000 542776000 425945000 -293316000 -199920000 2810000 -5747000 252305000 220312000 960944000 837296000 271141000 200882000 147094000 83028000 63535000 46810000 188113000 137347000 100284000 123330000 87731000 69608000 62512000 50024000 41305000 74485000 46820000 31462000 260327000 184575000 142375000 -72214000 -47228000 -42091000 2007000 4499000 1842000 24089000 7478000 6346000 -446000 -1406000 -921000 -212000 -124000 -23449000 -4597000 -4628000 -95663000 -51825000 -46719000 -2267000 425000 796000 -93396000 -52250000 -47515000 -2.70 -1.58 -1.63 -2.70 -1.58 -1.63 34581144 33161656 29107267 34581144 33161656 29107267 8557000 -679000 -5288000 8557000 -679000 -5288000 -84839000 -52929000 -52803000 28330460 28000 164995000 -109252000 220000 55991000 9097000 9097000 25825000 25825000 671412 1000 1000 154567 7925000 7925000 778370 1000 10148000 10149000 74517 1823000 1823000 -5288000 -5288000 -47515000 -47515000 29700192 30000 194866000 -147670000 -5068000 42158000 2645000 3000 138831000 138834000 320998 32798000 32798000 33989000 33989000 275680 54312 4602000 4602000 918588 1000 17410000 17411000 42481 2337000 2337000 86133000 86133000 44948000 44948000 36649000 36649000 5780000 5780000 -679000 -679000 -52250000 -52250000 33848627 34000 425945000 -199920000 -5747000 220312000 462224 53193000 53193000 47079000 47079000 451879 48469 6364000 6364000 323838 1000 8159000 8160000 49319 3389000 3389000 362029 11375000 11375000 8557000 8557000 -93396000 -93396000 35449447 35000 542776000 -293316000 2810000 252305000 -93396000 -52250000 -47515000 30759000 19671000 13693000 12609000 7982000 5472000 -3478000 109000 125000 22161000 5711000 4616000 -446000 -1406000 3071000 661000 252000 46755000 33489000 25589000 3665000 -550000 -250000 -78000 241000 386000 22614000 25558000 2623000 3983000 3481000 1952000 18902000 15293000 8285000 -146000 -1758000 4014000 1547000 5312000 -1263000 3499000 4548000 4686000 1057000 -1308000 298000 24964000 29704000 13164000 7419000 -1353000 1688000 15803000 10317000 3295000 3257000 5269000 1721000 -1143000 55138000 58419000 35857000 9651000 7819000 8499000 1975000 87204000 47765000 85069000 17139000 201000 -85185000 -24574000 -48413000 139110000 -276000 450000000 12686000 84000 131000 44910000 57791000 5780000 6364000 4602000 7925000 431000 3389000 2337000 1823000 8160000 17411000 10150000 -548000 -158000 5054000 494101000 3099000 296000 -250000 -964000 -64032000 479594000 -42983000 539662000 60068000 103051000 475630000 539662000 60068000 1938000 1766000 1634000 706000 90000 113000 53193000 32798000 4044000 6267000 550000 11375000 291000 136000 1609000 324000 500000 236000 -163000 202000 456000 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(1) Business and Nature of Operations</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Everbridge, Inc., a Delaware corporation (together with its wholly-owned subsidiaries, referred to as “Everbridge” or the “Company”), is a global software company that provides enterprise software applications that automate and accelerate organizations’ operational response to critical events in order to keep people safe and businesses running. The Company’s SaaS-based platform enables the Company’s customers to manage and mitigate critical events. The Company’s enterprise applications, such as Mass Notification, Safety Connection, Incident Management, IT Alerting, Visual Command Center, Public Warning, Community Engagement, Risk Center, Crisis Management, Secure Collaboration, and Control Center, automate numerous critical event management processes. The Company generates revenue primarily from subscription fees to the Company’s enterprise applications. The Company has operations in the United States, United Kingdom, Norway, China, Netherlands, India and other countries.</p> <p style="margin-top:9pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(2) Summary of Significant Accounting Policies</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Basis of Presentation</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The accompanying consolidated financial statements include the Company’s results of operations and those of its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. The Company’s accounting and financial reporting policies conform to generally accepted accounting principles in the United States of America (“U.S. GAAP”).</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Principles of Consolidation</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. Business acquisitions are included in the Company’s consolidated financial statements from the date of the acquisition. The Company’s purchase accounting resulted in all assets and liabilities of acquired businesses being recorded at their estimated fair values on the acquisition dates.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Use of Estimates</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Assets and liabilities which are subject to judgment and use of estimates include the determination of the period of benefit for deferred commissions, relative stand-alone selling price for identified performance obligations in our revenue transactions, allowances for credit losses, the fair value of assets acquired and liabilities assumed in business combinations, the fair value of contingent consideration, the recoverability of goodwill and long-lived assets, valuation allowances with respect to deferred tax assets, useful lives associated with property and equipment and intangible assets, contingencies, and the valuation and assumptions underlying stock-based compensation. On an ongoing basis, the Company evaluates its estimates compared to historical experience and trends, which form the basis for making judgments about the carrying value of assets and liabilities. In addition, the Company engages valuation specialists to assist with management’s determination of the valuation of its fair values of assets acquired and liabilities assumed in business combinations, convertible senior notes, and certain market-based performance equity awards.</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">There have been significant changes to the global economic situation as a consequence of the COVID-19 pandemic. The global outbreak continues to cause instability and volatility in multiple markets where the Company conducts business which could cause changes to estimates as a result of the financial circumstances. Such changes to estimates could potentially result in impacts that would be material to the consolidated financial statements, particularly with respect to the timing of revenue recognition resulting from potential implementation delays, evaluating the recoverability of long-lived assets with finite useful lives for impairment and estimates of credit losses for accounts receivables and contract assets. </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">No</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> impairments were recorded as of the balance sheet date; however, due to significant uncertainty surrounding the situation, management's judgment regarding this could change in the future. As of the date of issuance of these financial statements, the Company’s results of operations </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">have not been significantly impacted by the COVID-19 pandemic; however, the Company continues to monitor the situation.</span></p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Recently Adopted Accounting Pronouncements</p> <p style="Background-color:#FFFFFF;margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-style:italic;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">ASU No. 2016-02 </p> <p style="Background-color:#FFFFFF;margin-top:6pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-02,<span style="font-style:italic;"> Leases (Topic 842)</span>, to require lessees to recognize most leases on the balance sheet, while recognition on the statement of operations will remain similar to current lease accounting. The ASU requires lessees to recognize a liability for lease obligations, which represents the discounted obligation to make future lease payments, and a corresponding right-of-use (“ROU”) asset on the balance sheet. The guidance requires disclosure of key information about leasing arrangements that is intended to enable the assessment of the amount, timing and potential uncertainty of cash flows related to leases. The ASU also eliminates real estate-specific provisions and modifies certain aspects of lessor accounting. </p> <p style="Background-color:#FFFFFF;margin-top:12pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000521">The Company adopted the standard on January 1, 2019 using the modified retrospective approach.</span> The Company elected to apply the transition method that allows companies to continue applying the guidance under the lease standard in effect at that time in the comparative periods presented in the consolidated financial statements and recognize a cumulative-effect adjustment to the opening balance of retained earnings on the date of adoption. The Company also elected the “package of practical expedients”, which permits the Company not to reassess under the new standard its prior conclusions about lease identification, lease classification and initial direct costs. </p> <p style="Background-color:#FFFFFF;margin-top:12pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Results for reporting periods beginning after January 1, 2019 are presented under the new standard, while prior period amounts are not adjusted and continue to be reported under the accounting standards in effect for the prior period. Upon adoption of the new lease standard, on January 1, 2019, the Company capitalized ROU assets of $14.7 million and $16.9 million of lease liabilities, within the Company’s consolidated balance sheets upon adoption. Additionally, the Company reversed its deferred rent liability of $2.2 million, which upon adoption became a component of the ROU asset. The adoption of this standard did not have an impact on the Company’s consolidated statement of operations or cash flows and did not result in a cumulative catch-up adjustment to the opening balance of retained earnings.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">ASU 2016-13</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In June 2016, the FASB issued ASU 2016-13 (as amended through March 2020), <span style="font-style:italic;">Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments</span>. ASU 2016-13 introduced a new forward-looking approach, based on expected losses, to estimate credit losses on certain types of financial instruments, including trade receivables, contract assets and held-to-maturity debt securities, which requires the Company to incorporate considerations of historical information, current information and reasonable and supportable forecasts. ASU 2016-13 also expands disclosure requirements.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000528">The Company adopted the standard on January 1, 2020 using the modified retrospective approach.</span> Adoption of ASU 2016-13 resulted in changes to the Company’s accounting policies for trade and other receivables and contract assets. Upon adoption of ASU 2016-13 the Company evaluates trade receivables and contract assets on a collective (i.e., pool) basis if they share similar risk characteristics.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Based on the results of the Company’s evaluation, the adoption of ASU 2016-13 did not have a material impact on the reserve for credit losses as of January 1, 2020. Adoption of the standard had no impact on total cash provided from or used in operating, financing, or investing activities in the Company’s condensed consolidated statements of cash flows. </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">ASU 2018-13</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In August 2018, the FASB issued ASU 2018-13, <span style="font-style:italic;">Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurements</span>, which eliminates, adds and modifies certain disclosure requirements for fair value measurements as part of the FASB’s disclosure framework project. The guidance includes retrospective and prospective basis application dependent on the requirements of specific amendments. The Company adopted ASU </p> <p style="margin-top:6pt;margin-bottom:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000532"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2018-13 on </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">January 1, 2020</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> on a prospective basis.</span></span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> The adoption of this standard did </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">not</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> have an impact on the Company’s condensed consolidated financial statements.</span></p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">ASU 2018-15</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In August 2018, the FASB issued ASU 2018-15, <span style="font-style:italic;">Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract</span>, related to a customer's accounting for implementation, set-up, and other upfront costs incurred in a cloud computing arrangement (“CCA”). Under the new guidance, implementation costs associated with a CCA for a hosting arrangement that is a service contract are accounted for consistent with existing internal-use software implementation guidance. ASU 2018-15 also provides classification guidance on these implementation costs as well as additional quantitative and qualitative disclosures. <span style="-sec-ix-hidden:F_000536">The Company adopted ASU 2018-15 on January 1, 2020 on a prospective basis.</span> The adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Recent Accounting Pronouncements Not Yet Adopted</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-style:italic;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">ASU 2020-01</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In January 2020, the FASB issued ASU 2020-01, <span style="font-style:italic;">Clarifying the Interactions Between Topic 321, Topic 323, and Topic 815</span>. ASU 2020-01 addresses the accounting for the transition into and out of the equity method and measuring certain purchased options and forward contracts to acquire investments. Observable transactions that require a company to either apply or discontinue the equity method of accounting for the purposes of applying the measurement alternative in accordance with <span style="color:#000000;">FASB Accounting Standards Codification (“ASC”) </span>321, <span style="font-style:italic;">Investments – Equity Securities</span>, should be considered immediately before applying or upon discontinuing the equity method. Certain non-derivative forward contracts or purchased call options to acquire equity securities generally will be measured using the fair value principles of ASC 321 before settlement or exercise and consideration shall not be given to how entities will account for the resulting investments on eventual settlement or exercise. ASU 2020-01 is effective for the Company beginning in the first quarter of 2021 and early adoption is permitted. ASU 2020-01 should be applied prospectively. The Company is currently assessing the impact this standard will have on the Company’s consolidated financial statements.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">ASU 2020-06</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In August 2020, the FASB issued ASU 2020-06, <span style="font-style:italic;">Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity</span>. ASU 2020-06 reduces the number of accounting models for convertible instruments by eliminating two of the three models that require separate accounting for embedded conversion features, amends the requirements for a contract that is potentially settled in an entity’s own shares to be classified in equity, and amends certain guidance on the computation of earnings per share for convertible instruments and contracts on an entity’s own equity. ASU 2020-06 is effective for the Company beginning in the first quarter of 2022 and early adoption is permitted beginning in the first quarter of 2021. ASU 2020-06 may be applied using a modified or full retrospective transition method. The Company is currently assessing the impact this standard will have on the Company’s consolidated financial statements.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other accounting standard updates effective for interim and annual periods beginning after December 31, 2020 are not expected to have a material impact on the Company’s financial position, results of operations or cash flows.    </p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Fair Value Measurements</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Accounting standards describe a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value which are the following:</span></p> <p style="margin-top:6pt;margin-bottom:0pt;margin-left:5.24%;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Level 1—Quoted prices in active markets for identical assets or liabilities or funds.</p> <p style="margin-top:6pt;margin-bottom:0pt;margin-left:5.24%;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Level 2—Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.</p> <p style="margin-top:6pt;margin-bottom:0pt;margin-left:5.24%;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Concentrations of Credit and Business Risk</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Financial instruments that potentially subject the Company to a concentration of credit risk consist of cash, cash equivalents and accounts receivable.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company maintains cash and cash equivalent balances at several banks. Accounts located in the United States are insured by the Federal Deposit Insurance Corporation (“FDIC”), up to $250,000. From time to time, balances may exceed amounts insured by the FDIC. The Company has not experienced any losses in such amounts.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company’s accounts receivable are generally unsecured and are derived from revenue earned from customers primarily located in the United States, Norway, Netherlands, Sweden and the United Kingdom and are generally denominated in U.S. Dollars, Norwegian Krone, Euro, Swedish Kronor or British Pounds. Each reporting period, the Company reevaluates each customer’s ability to satisfy credit obligations and maintains an allowance for credit risk based on the evaluations. No single customer comprised more than 10% of the Company’s total revenue for the years ended December 31, 2020, 2019 and 2018. No single customer comprised more than 10% of the Company’s total accounts receivable balance at December 31, 2020 and 2019.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Cash and Cash Equivalents</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="Background-color:#FFFFFF;">The Company considers all highly liquid instruments with original maturities of three months or less at the date of purchase to be cash equivalents</span><span style="color:#000000;">. Cash equivalents consist of funds deposited into money market funds. Cash and cash equivalents are recorded at cost, which approximates fair value.</span></p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Restricted Cash</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="Background-color:#FFFFFF;">The Company’s restricted cash balance primarily consists of cash held at a financial institution for collateral against performance on the Company’s customer contracts and certain other cash deposits for specific purposes.</span><span style="color:#000000;"> </span></p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Short-Term Investments</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Short-term investments consist of highly liquid investments, primarily commercial paper, U.S. Treasury and U.S. agency securities, with maturities over three months from the date of purchase and less than 12 months from the date of the balance sheet. Debt securities, money market funds and U.S. agency bonds that the Company has the ability and positive intent to hold to maturity are carried at amortized cost, which approximates fair value. There were no short-term investments at December 31, 2020 and 2019. </p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Accounts Receivable</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts receivable includes trade accounts receivables from the Company’s customers, net of an allowance for credit risk. Accounts receivable are recorded at the invoiced amount and do not bear interest. The Company’s contract assets relate to services performed which were not billed, net of an allowance for credit risk. Allowance for credit risk for accounts receivables and contract assets is established based on various factors including credit profiles of the Company’s customers, historical payments and current economic trends. The Company reviews its allowance for accounts receivables and contract assets by assessing individual accounts receivable or unbilled contract assets over a specific aging and amount. All other balances are pooled based on historical collection experience. The estimate of expected credit losses is based on information about past events, current economic conditions, and forecasts of future economic conditions that affect the collectability. Accounts receivable and contract assets are written-off on a case by case basis, net of any amounts that may be collected.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Deferred Offering Costs</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred offering costs consist primarily of direct incremental costs related to the Company’s follow on offering of its common stock, which was completed in January 2019.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Property and Equipment, Net</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Property and equipment are stated at cost, less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, which is generally three years for computer software, office computers and system software, five years for system hardware and furniture and equipment, and over the shorter of lease term or useful life of the assets for leasehold improvements. Maintenance and repairs are expensed as incurred. When assets are retired or otherwise disposed of, the cost and related accumulated depreciation are removed from the accounts and any resulting gain or loss is reflected in the Company’s results of operations.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Capitalized Software Development Costs</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company capitalizes the costs of software developed or obtained for internal use in accordance with FASB <span style="color:#000000;">ASC</span> 350-40, <span style="font-style:italic;">Internal Use Software</span>. Capitalized software development costs consist of costs incurred during the application development stage and include purchased software licenses, implementation costs, consulting costs, and payroll-related costs for projects that qualify for capitalization. These costs relate to major new functionality. All other costs, primarily related to maintenance and minor software fixes, are expensed as incurred.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company amortizes the capitalized software development costs on a straight-line basis over the estimated useful life of the software, which is generally three years, beginning when the asset is substantially ready for use. The amortization of capitalized software development costs is reflected in cost of revenue.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">For software licenses for on premises usage, software development costs are capitalized in accordance with ASC 985-20, <span style="font-style:italic;">Costs of Software to be Sold, Leased or Marketed</span>. The Company capitalizes software development costs incurred after technological feasibility of the software is established or for development costs that have alternative future uses. Under the Company’s current practice, the technological feasibility of the underlying software is not established until substantially all product development and testing is complete, which generally includes the development of a working model. Software development costs that have been capitalized to date have not been material.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Business Combinations</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The results of businesses acquired in a business combination are included in the Company’s consolidated financial statements from the date of acquisition. Purchase accounting results in assets and liabilities of an acquired business being recorded at their estimated fair values on the acquisition date. Any excess consideration over the value of the assets acquired and liabilities assumed is recognized as goodwill.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company performs valuations of assets acquired and liabilities assumed on each acquisition accounted for as a business combination, and allocates the purchase price to the tangible and intangible assets acquired and liabilities assumed based on its best estimate of fair value. Acquired intangible assets include: tradenames, customer relationships, and developed technology. The Company determines the appropriate useful life of intangible assets by performing an analysis of cash flows based on historical experience of the acquired businesses. Intangible assets are amortized over their estimated useful lives based on the pattern in which the economic benefits associated with the asset are expected to be consumed, which to date has approximated the straight-line method of amortization. The estimated useful lives for tradenames, customer relationships, and technology are generally one to seven years, five to nine years, and three to four years, respectively.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The valuation of the contingent consideration is derived using estimates of the probability of achievement within specified time periods based on projections of future revenue metrics per the terms of the applicable agreements. These include estimates of the Company’s assessment of the probability of meeting such results, with the probability-weighted earn-out using a Monte Carlo Simulation Model then discounted to estimate fair value. Fair value is estimated using the probability weighted cash flow estimate closer to the measurement date. The various operating performance measures included in these contingent consideration agreements primarily relate to product revenue.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Segment Information </p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="Background-color:#FFFFFF;">The Company's Chief Executive Officer is the chief operating decision maker, who reviews the Company's financial information presented on a consolidated basis for purposes of allocating resources and evaluating the Company's financial performance. Accordingly, the Company has determined that it operates in a single reporting segment.</span></p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Long-Lived Assets</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company evaluates the recoverability of its long-lived assets with finite useful lives for impairment whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable. Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable or that the useful lives of those assets are no longer appropriate. Management considers the following potential indicators of impairment of its long-lived assets (asset group): a substantial decrease in the Company’s stock price, a significant adverse change in the extent or manner in which a long-lived asset (asset group) is being used, a significant adverse change in legal factors or in the business climate that could affect the value of the long-lived asset (asset group), an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of a long-lived asset (asset group), and a current expectation that, more likely than not, a long lived asset (asset group) will be sold or otherwise disposed of significantly before the end of its previously estimated useful life. When such events occur, the Company compares the carrying amounts of the assets group to their undiscounted expected future cash flows. If this comparison indicates that there may be an impairment, the amount of the impairment is calculated as the difference between the carrying value and fair value. For the years presented, the Company did not recognize an impairment charge.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Intangible Assets</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Intangible assets consist of patents, tradename, customer relationships and acquired technology. The Company records acquired intangible assets at fair value on the date of acquisition. and amortize such assets using the straight-line method over the expected useful life of the asset. The <span style="color:#000000;">estimated useful life of acquired intangible assets is one to nine years. The Company evaluates the useful lives of these assets</span> on an annual basis and tests for impairment whenever events or changes in circumstances occur that could impact the recoverability of these assets in accordance with the long-lived assets policy states above. If the estimate of an intangible asset’s remaining useful life is changed, the Company amortizes the remaining carrying value of the intangible asset prospectively over the revised remaining useful life.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Goodwill</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Goodwill represents the excess of the aggregate purchase price paid over the fair value of the net assets acquired in business combinations. Goodwill is not amortized and is tested for impairment at least annually or whenever events or changes in circumstances indicate that the carrying value may not be recoverable. Events or changes in circumstances that could trigger an impairment review include a significant adverse change in business climate, an adverse action or assessment by a regulator, unanticipated competition, a loss of key personnel, significant changes in the manner of use of the acquired assets or the strategy for the Company’s overall business, significant negative industry or economic trends, or significant underperformance relative to expected historical or projected future results of operations. The Company has the option to first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying value, including goodwill. If, after assessing the totality of events or circumstances, the Company determines that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, additional impairment testing is not required. The Company tests for goodwill impairment annually on November 30.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company performed a qualitative goodwill assessment at November 30, 2020 and concluded there was no impairment based on consideration of a number of factors, including the improvement in the Company’s key operating metrics over the prior year, improvement in the strength of the general economy and the Company’s continued execution against its overall strategic objectives.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Debt Issuance Costs</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Debt issuance costs related to convertible senior notes recorded as a reduction of the carrying amount of the debt are amortized to interest expense using the effective interest method.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Revenue Recognition</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company derives its revenues primarily from subscription services and professional services. The Company adopted the requirements of the ASC 606, <span style="font-style:italic;">Revenue from Contracts with Customers</span>, as of January 1, 2018. See Note 15.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Revenues are recognized when control of services is transferred to the Company’s customers in an amount that reflects the consideration it expects to be entitled to in exchange for those services. </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company determines revenue recognition through the following steps:</p> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"/><span style="font-size:10pt;font-family:'Times New Roman'">•</span></p></td> <td valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;">Identification of the contract, or contracts, with a customer;</span></p></td></tr></table></div> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"/><span style="font-size:10pt;font-family:'Times New Roman'">•</span></p></td> <td valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;">Identification of the performance obligations in the contract;</span></p></td></tr></table></div> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"/><span style="font-size:10pt;font-family:'Times New Roman'">•</span></p></td> <td valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;">Determination of the transaction price;</span></p></td></tr></table></div> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"/><span style="font-size:10pt;font-family:'Times New Roman'">•</span></p></td> <td valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;">Allocation of the transaction price to the performance obligations in the contract; and</span></p></td></tr></table></div> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"/><span style="font-size:10pt;font-family:'Times New Roman'">•</span></p></td> <td valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;">Recognition of revenue when, or as, the Company satisfies a performance obligation.</span></p></td></tr></table></div> <p style="margin-bottom:0pt;margin-top:18pt;text-indent:0%;font-style:italic;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;text-transform:none;font-variant: normal;">Identify the customer contract</p> <p style="margin-bottom:0pt;margin-top:6pt;text-indent:0%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">A customer contract is generally identified when the Company and a customer have executed an arrangement that calls for the Company to grant access to its online software products and provide professional services in exchange for consideration from the customer.</p> <p style="margin-bottom:0pt;margin-top:18pt;text-indent:0%;font-style:italic;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;text-transform:none;font-variant: normal;"><span style="font-style:italic;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;text-transform:none;font-variant: normal;">Identify performance obligations that are distinct</span></p> <p style="margin-bottom:0pt;margin-top:6pt;text-indent:0%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">A performance obligation is a promise to provide a distinct good or service or a series of distinct goods or services. A good or service that is promised to a customer is distinct if the customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer, and a company’s promise to transfer the good or service to the customer is separately identifiable from other promises in the contract. The Company has determined that subscriptions for its online software products are distinct because, once a customer has access to the online software product that it purchased, the online software product is fully functional and does not require any additional development, modification, or customization. Professional services sold are distinct because the customer benefits from the on-boarding and training to make better use of the online software products it purchased.</p> <p style="margin-bottom:0pt;margin-top:18pt;text-indent:0%;font-style:italic;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;text-transform:none;font-variant: normal;">Determine the transaction price</p> <p style="margin-bottom:0pt;margin-top:6pt;text-indent:0%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The transaction price is the amount of consideration to which the Company expects to be entitled in exchange for transferring goods or services to a customer, excluding sales taxes that are collected on behalf of government agencies. The Company estimates any variable consideration to which it will be entitled at contract inception, and reassesses at each reporting date, when determining the transaction price. The Company does not include variable consideration to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will occur when any uncertainty associated with the variable consideration is resolved. Variable consideration revenue was <span style="color:#000000;">not material </span>for the years ended December 31, 2020, 2019 and 2018.</p> <p style="margin-bottom:0pt;margin-top:18pt;text-indent:0%;font-style:italic;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;text-transform:none;font-variant: normal;">Allocate the transaction price to the distinct performance obligations</p> <p style="margin-bottom:0pt;margin-top:6pt;text-indent:0%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The transaction price is allocated to the separate performance obligation on a relative standalone selling prices (“SSP”) basis for those performance obligations with stable observable prices and then the residual method is applied for any performance obligation that has pricing which is highly variable. The Company determines the SSP of its goods and services based upon their average sales price or using other observable inputs, such as similar products or services.</p> <p style="margin-bottom:0pt;margin-top:18pt;text-indent:0%;font-style:italic;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;text-transform:none;font-variant: normal;">Recognize revenue as the performance obligations are satisfied</p> <p style="margin-bottom:0pt;margin-top:6pt;text-indent:0%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Revenues are recognized when or as control of the promised goods or services is transferred to customers. Revenue from <span style="color:#000000;">subscriptions to the Company’s critical event management and enterprise safety applications</span> is recognized ratably over the subscription period beginning on the date the Company’s online software products are made available to customers. Most subscription contracts are two years or more. The Company recognizes revenue from professional services as the services are provided. Software on premises license transactions are generally perpetual in nature and are recognized at a point in time when made available to the customer for use. </p> <p style="margin-bottom:0pt;margin-top:18pt;text-indent:0%;font-weight:bold;font-style:italic;color:#000000;font-size:10pt;font-family:Times New Roman;text-transform:none;font-variant: normal;">Disaggregation of Revenue</p> <p style="margin-bottom:0pt;margin-top:6pt;text-indent:0%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company provides disaggregation of revenue based on geographic region (see <span style="color:#000000;">Note 15</span>) and based on the subscription versus professional services and other classification on the consolidated statements of operations as it believes this best depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Subscription Services Revenues</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Subscription services revenues primarily consist of fees that provide customers access to one or more of the Company’s hosted applications for critical event management, with routine customer support. Revenue is generally recognized over time on a ratable basis over the contract term beginning on the date that the Company’s service is made available to the customer. All services are recognized using an output measure of progress looking at time elapsed as the contract generally provides the customer equal benefit throughout the contract period. The Company’s subscription contracts are generally two years or longer in length, billed annually in advance, and non-cancelable. </p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Professional Services Revenues</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Professional services revenues primarily consist of fees for deployment and optimization services, as well as training. The majority of the Company’s consulting contracts revenue is recognized over time as the services are performed. For contracts billed on a fixed price basis, revenue is recognized over time based on the proportion performed.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Software License Revenues</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">On occasion the Company may sell software and related post contract support for on premises usage as well as professional services, hardware and hosting which is outside of the Company’s core business and is not a significant revenue stream for the Company. The Company’s on premises license transactions are generally perpetual in nature and are recognized at a point in time when made available to the customer for use. Significant judgment is required to determine the standalone selling prices for each distinct performance obligation in order to allocate the transaction price for purposes of revenue recognition. Making this judgment of estimating a standalone selling price involves consideration of overall pricing objectives, market conditions and other factors, including the value of our other similar contracts, the applications sold, customer demographics, geographic locations, and the number and types of users within the Company’s contracts. The significant judgment was primarily due to using such considerations to estimate the price that each distinct performance obligation would be sold for on a standalone basis because such performance obligations are typically sold together on a bundled basis. Changes in these estimates of standalone selling prices can have a material effect on the amount of revenue recognized from each distinct performance obligation.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Contracts with Multiple Performance Obligations</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Most of the Company’s contracts with customers contain multiple performance obligations. For these contracts, the Company accounts for individual performance obligations separately if they are distinct. The transaction price is allocated to the separate performance obligations on a relative standalone selling price basis for those performance obligations with stable observable prices and then the residual method applied for any performance obligation that has pricing which is highly variable. The Company determines the standalone selling prices based on the Company’s overall pricing objectives, taking into consideration market conditions and other factors, including the value of the Company’s contracts, pricing when certain services are sold on a standalone basis, the applications sold, customer demographics, geographic locations, and the volume of services and users. </p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Returns</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company does not offer rights of return for its products and services in the normal course of business. </p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Customer Acceptance</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company’s contracts with customers generally do not include customer acceptance clauses.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Trade and Other Receivables</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Trade and other receivables are primarily comprised of trade receivables that are recorded at the invoice amount, net of an allowance for credit risk, which is not material. Other receivables represent unbilled receivables related to subscription and professional services contracts, net of an allowance for credit losses, which is not material. On January 1, 2020, the Company adopted ASU 2016-13 (as amended through March 2020), <span style="font-style:italic;">Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments</span>. See Recently Adopted Accounting Pronouncements above. </p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Deferred Costs</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Sales commissions earned by the Company’s sales force are considered incremental and recoverable costs of obtaining a contract with a customer. Subscription-related commissions costs are deferred and then amortized on a straight-line basis over a period of benefit that the Company has determined to be four years. Sales commissions attributable to professional services are expensed within twelve months of selling the service to the customer. The Company has determined the period of benefit by taking into consideration its customer contracts, its technology and other factors. Sales commissions attributed to renewals are not material and are not commensurate with initial and growth sales. Amortization of deferred commissions is included in sales and marketing expenses in the accompanying consolidated statements of operations<span style="color:#000000;">.</span></p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Deferred Revenue</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred revenue consists of amounts that have been invoiced and for which the Company has the right to bill, but that have not been recognized as revenue because the related goods or services have not been transferred. Deferred revenue that will be realized during the succeeding 12-month period is recorded as current, and the remaining deferred revenue is recorded as non-current. </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In instances where the timing of revenue recognition differs from the timing of invoicing, the Company has determined its contracts generally do not include a significant financing component. The primary purpose of the Company’s invoicing terms is to provide customers with simplified and predictable ways of purchasing the Company’s products and services, not to receive financing from its customers or to provide customers with financing. Examples include invoicing at the beginning of a subscription term with revenue recognized ratably over the contract period.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Advertising Expenses</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Advertising expenses to promote the Company’s services are expensed as incurred. Advertising expenses included in sales and marketing expense were $4.8 million, $1.9 million and $1.4 million for the years ended December 31, 2020, 2019 and 2018, respectively.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Research and Development</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Research and development expenses primarily consist of employee-related costs for research and development staff, including salaries, bonuses, benefits and stock-based compensation and the cost of certain third-party service providers related to the development of the Company’s solutions that do not meet the criteria to be capitalized under ASC 350-40, <span style="font-style:italic;">Internal Use Software</span> or ASC 985-20, <span style="font-style:italic;">Costs of Software to be Sold, Leased or Marketed</span>.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Stock-Based Compensation</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Stock-based compensation expense is comprised of stock options, restricted stock units (“RSUs”), performance-based RSUs (“PSUs”) and employee stock purchase plan awards.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Stock-based compensation related to stock options and RSUs is measured at the grant date based on the fair value of the award and is recognized straight-line as expense, net of estimated forfeitures, over the requisite service period, which is generally the vesting period of the respective award. The Company utilizes the Black-Scholes pricing model for determining the estimated fair value of the stock options and employee stock purchase plan awards. The Black-Scholes pricing model requires the use of subjective assumptions including the option’s expected term, the volatility of the underlying stock, the fair value of the stock and the expected forfeiture rate.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company grants PSUs that vest upon satisfaction of certain performance-based conditions. The vesting of PSUs is subject to the employee’s continued employment with the Company through the date of achievement. The fair value is based on value of the Company’s common stock at the date of issuance and the probability of achieving the performance metric. The Company has assessed the probability of achievement as highly probable based on past performance of achievement of the performance metric. Compensation cost is recognized under the accelerated </p> <p style="margin-top:12pt;margin-bottom:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">method and is adjusted in future periods for subsequent changes in the expected outcome of the performance related conditions.</span></p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In 2018, the Company granted market-based RSUs that vested upon satisfaction of certain market-based conditions. These market-based RSUs were valued using the Monte-Carlo simulation model. No market-based RSUs were granted during the years ended December 31, 2020 and 2019. The Company recognized compensation expense associated with the market-based RSUs over the implied requisite service period subject to acceleration based on meeting the market-based condition.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Income Taxes</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company accounts for income taxes using the asset and liability method of accounting for income taxes in which deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized as income in the period that includes the enactment date. A valuation allowance is established if it is more likely than not that all or a portion of the deferred tax asset will not be realized.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The calculation of the Company’s tax liabilities involves dealing with uncertainties of the application of complex tax regulations. The Company recognizes liabilities for uncertain tax positions based on a two-step approach. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not, that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount, which is more than 50% likely of being realized upon ultimate settlement. The Company considers many factors when evaluating and estimating its tax positions and tax benefits, which may require periodic adjustments.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Foreign Currency Translation</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The functional currency for the Company’s foreign subsidiaries is the local currency. For those subsidiaries, the assets and liabilities are translated into U.S. dollars at the exchange rate method at the balance sheet date. Income and expenses are translated at the average exchange rates for the period. Foreign currency exchange gain and losses are recorded in other expenses.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Other Comprehensive Income (Loss)</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">For all periods presented, the Company’s other comprehensive income (loss) is comprised of foreign currency translation adjustments related to the Company’s foreign subsidiaries.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Net Loss Per Share Attributable to Common Stockholders</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Basic net loss per share attributable to common stockholders is computed by dividing the Company’s net loss attributable to common stockholders by the weighted-average number of common shares used in the loss per share calculation during the period. Diluted net loss per share attributable to common stockholders is computed by giving effect to all potentially dilutive securities, including stock-based compensation awards. Basic and diluted net loss per share attributable to common stockholders was the same for all periods presented as the inclusion of all potentially dilutive securities outstanding was anti-dilutive.</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Basis of Presentation</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The accompanying consolidated financial statements include the Company’s results of operations and those of its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. The Company’s accounting and financial reporting policies conform to generally accepted accounting principles in the United States of America (“U.S. GAAP”).</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Principles of Consolidation</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. Business acquisitions are included in the Company’s consolidated financial statements from the date of the acquisition. The Company’s purchase accounting resulted in all assets and liabilities of acquired businesses being recorded at their estimated fair values on the acquisition dates.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Use of Estimates</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Assets and liabilities which are subject to judgment and use of estimates include the determination of the period of benefit for deferred commissions, relative stand-alone selling price for identified performance obligations in our revenue transactions, allowances for credit losses, the fair value of assets acquired and liabilities assumed in business combinations, the fair value of contingent consideration, the recoverability of goodwill and long-lived assets, valuation allowances with respect to deferred tax assets, useful lives associated with property and equipment and intangible assets, contingencies, and the valuation and assumptions underlying stock-based compensation. On an ongoing basis, the Company evaluates its estimates compared to historical experience and trends, which form the basis for making judgments about the carrying value of assets and liabilities. In addition, the Company engages valuation specialists to assist with management’s determination of the valuation of its fair values of assets acquired and liabilities assumed in business combinations, convertible senior notes, and certain market-based performance equity awards.</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">There have been significant changes to the global economic situation as a consequence of the COVID-19 pandemic. The global outbreak continues to cause instability and volatility in multiple markets where the Company conducts business which could cause changes to estimates as a result of the financial circumstances. Such changes to estimates could potentially result in impacts that would be material to the consolidated financial statements, particularly with respect to the timing of revenue recognition resulting from potential implementation delays, evaluating the recoverability of long-lived assets with finite useful lives for impairment and estimates of credit losses for accounts receivables and contract assets. </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">No</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> impairments were recorded as of the balance sheet date; however, due to significant uncertainty surrounding the situation, management's judgment regarding this could change in the future. As of the date of issuance of these financial statements, the Company’s results of operations </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">have not been significantly impacted by the COVID-19 pandemic; however, the Company continues to monitor the situation.</span></p> 0 <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Recently Adopted Accounting Pronouncements</p> <p style="Background-color:#FFFFFF;margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-style:italic;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">ASU No. 2016-02 </p> <p style="Background-color:#FFFFFF;margin-top:6pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-02,<span style="font-style:italic;"> Leases (Topic 842)</span>, to require lessees to recognize most leases on the balance sheet, while recognition on the statement of operations will remain similar to current lease accounting. The ASU requires lessees to recognize a liability for lease obligations, which represents the discounted obligation to make future lease payments, and a corresponding right-of-use (“ROU”) asset on the balance sheet. The guidance requires disclosure of key information about leasing arrangements that is intended to enable the assessment of the amount, timing and potential uncertainty of cash flows related to leases. The ASU also eliminates real estate-specific provisions and modifies certain aspects of lessor accounting. </p> <p style="Background-color:#FFFFFF;margin-top:12pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000521">The Company adopted the standard on January 1, 2019 using the modified retrospective approach.</span> The Company elected to apply the transition method that allows companies to continue applying the guidance under the lease standard in effect at that time in the comparative periods presented in the consolidated financial statements and recognize a cumulative-effect adjustment to the opening balance of retained earnings on the date of adoption. The Company also elected the “package of practical expedients”, which permits the Company not to reassess under the new standard its prior conclusions about lease identification, lease classification and initial direct costs. </p> <p style="Background-color:#FFFFFF;margin-top:12pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Results for reporting periods beginning after January 1, 2019 are presented under the new standard, while prior period amounts are not adjusted and continue to be reported under the accounting standards in effect for the prior period. Upon adoption of the new lease standard, on January 1, 2019, the Company capitalized ROU assets of $14.7 million and $16.9 million of lease liabilities, within the Company’s consolidated balance sheets upon adoption. Additionally, the Company reversed its deferred rent liability of $2.2 million, which upon adoption became a component of the ROU asset. The adoption of this standard did not have an impact on the Company’s consolidated statement of operations or cash flows and did not result in a cumulative catch-up adjustment to the opening balance of retained earnings.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">ASU 2016-13</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In June 2016, the FASB issued ASU 2016-13 (as amended through March 2020), <span style="font-style:italic;">Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments</span>. ASU 2016-13 introduced a new forward-looking approach, based on expected losses, to estimate credit losses on certain types of financial instruments, including trade receivables, contract assets and held-to-maturity debt securities, which requires the Company to incorporate considerations of historical information, current information and reasonable and supportable forecasts. ASU 2016-13 also expands disclosure requirements.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000528">The Company adopted the standard on January 1, 2020 using the modified retrospective approach.</span> Adoption of ASU 2016-13 resulted in changes to the Company’s accounting policies for trade and other receivables and contract assets. Upon adoption of ASU 2016-13 the Company evaluates trade receivables and contract assets on a collective (i.e., pool) basis if they share similar risk characteristics.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Based on the results of the Company’s evaluation, the adoption of ASU 2016-13 did not have a material impact on the reserve for credit losses as of January 1, 2020. Adoption of the standard had no impact on total cash provided from or used in operating, financing, or investing activities in the Company’s condensed consolidated statements of cash flows. </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">ASU 2018-13</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In August 2018, the FASB issued ASU 2018-13, <span style="font-style:italic;">Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurements</span>, which eliminates, adds and modifies certain disclosure requirements for fair value measurements as part of the FASB’s disclosure framework project. The guidance includes retrospective and prospective basis application dependent on the requirements of specific amendments. The Company adopted ASU </p> <p style="margin-top:6pt;margin-bottom:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000532"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2018-13 on </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">January 1, 2020</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> on a prospective basis.</span></span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> The adoption of this standard did </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">not</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> have an impact on the Company’s condensed consolidated financial statements.</span></p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">ASU 2018-15</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In August 2018, the FASB issued ASU 2018-15, <span style="font-style:italic;">Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract</span>, related to a customer's accounting for implementation, set-up, and other upfront costs incurred in a cloud computing arrangement (“CCA”). Under the new guidance, implementation costs associated with a CCA for a hosting arrangement that is a service contract are accounted for consistent with existing internal-use software implementation guidance. ASU 2018-15 also provides classification guidance on these implementation costs as well as additional quantitative and qualitative disclosures. <span style="-sec-ix-hidden:F_000536">The Company adopted ASU 2018-15 on January 1, 2020 on a prospective basis.</span> The adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Recent Accounting Pronouncements Not Yet Adopted</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-style:italic;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">ASU 2020-01</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In January 2020, the FASB issued ASU 2020-01, <span style="font-style:italic;">Clarifying the Interactions Between Topic 321, Topic 323, and Topic 815</span>. ASU 2020-01 addresses the accounting for the transition into and out of the equity method and measuring certain purchased options and forward contracts to acquire investments. Observable transactions that require a company to either apply or discontinue the equity method of accounting for the purposes of applying the measurement alternative in accordance with <span style="color:#000000;">FASB Accounting Standards Codification (“ASC”) </span>321, <span style="font-style:italic;">Investments – Equity Securities</span>, should be considered immediately before applying or upon discontinuing the equity method. Certain non-derivative forward contracts or purchased call options to acquire equity securities generally will be measured using the fair value principles of ASC 321 before settlement or exercise and consideration shall not be given to how entities will account for the resulting investments on eventual settlement or exercise. ASU 2020-01 is effective for the Company beginning in the first quarter of 2021 and early adoption is permitted. ASU 2020-01 should be applied prospectively. The Company is currently assessing the impact this standard will have on the Company’s consolidated financial statements.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">ASU 2020-06</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In August 2020, the FASB issued ASU 2020-06, <span style="font-style:italic;">Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity</span>. ASU 2020-06 reduces the number of accounting models for convertible instruments by eliminating two of the three models that require separate accounting for embedded conversion features, amends the requirements for a contract that is potentially settled in an entity’s own shares to be classified in equity, and amends certain guidance on the computation of earnings per share for convertible instruments and contracts on an entity’s own equity. ASU 2020-06 is effective for the Company beginning in the first quarter of 2022 and early adoption is permitted beginning in the first quarter of 2021. ASU 2020-06 may be applied using a modified or full retrospective transition method. The Company is currently assessing the impact this standard will have on the Company’s consolidated financial statements.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other accounting standard updates effective for interim and annual periods beginning after December 31, 2020 are not expected to have a material impact on the Company’s financial position, results of operations or cash flows.    </p> 2019-01-01 14700000 16900000 2200000 2020-01-01 2020-01-01 2020-01-01 <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Fair Value Measurements</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Accounting standards describe a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value which are the following:</span></p> <p style="margin-top:6pt;margin-bottom:0pt;margin-left:5.24%;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Level 1—Quoted prices in active markets for identical assets or liabilities or funds.</p> <p style="margin-top:6pt;margin-bottom:0pt;margin-left:5.24%;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Level 2—Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.</p> <p style="margin-top:6pt;margin-bottom:0pt;margin-left:5.24%;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Concentrations of Credit and Business Risk</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Financial instruments that potentially subject the Company to a concentration of credit risk consist of cash, cash equivalents and accounts receivable.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company maintains cash and cash equivalent balances at several banks. Accounts located in the United States are insured by the Federal Deposit Insurance Corporation (“FDIC”), up to $250,000. From time to time, balances may exceed amounts insured by the FDIC. The Company has not experienced any losses in such amounts.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company’s accounts receivable are generally unsecured and are derived from revenue earned from customers primarily located in the United States, Norway, Netherlands, Sweden and the United Kingdom and are generally denominated in U.S. Dollars, Norwegian Krone, Euro, Swedish Kronor or British Pounds. Each reporting period, the Company reevaluates each customer’s ability to satisfy credit obligations and maintains an allowance for credit risk based on the evaluations. No single customer comprised more than 10% of the Company’s total revenue for the years ended December 31, 2020, 2019 and 2018. No single customer comprised more than 10% of the Company’s total accounts receivable balance at December 31, 2020 and 2019.</p> 250000 0 0 0 0 0 <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Cash and Cash Equivalents</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="Background-color:#FFFFFF;">The Company considers all highly liquid instruments with original maturities of three months or less at the date of purchase to be cash equivalents</span><span style="color:#000000;">. Cash equivalents consist of funds deposited into money market funds. Cash and cash equivalents are recorded at cost, which approximates fair value.</span></p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Restricted Cash</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="Background-color:#FFFFFF;">The Company’s restricted cash balance primarily consists of cash held at a financial institution for collateral against performance on the Company’s customer contracts and certain other cash deposits for specific purposes.</span><span style="color:#000000;"> </span></p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Short-Term Investments</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Short-term investments consist of highly liquid investments, primarily commercial paper, U.S. Treasury and U.S. agency securities, with maturities over three months from the date of purchase and less than 12 months from the date of the balance sheet. Debt securities, money market funds and U.S. agency bonds that the Company has the ability and positive intent to hold to maturity are carried at amortized cost, which approximates fair value. There were no short-term investments at December 31, 2020 and 2019. </p> 0 0 <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Accounts Receivable</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts receivable includes trade accounts receivables from the Company’s customers, net of an allowance for credit risk. Accounts receivable are recorded at the invoiced amount and do not bear interest. The Company’s contract assets relate to services performed which were not billed, net of an allowance for credit risk. Allowance for credit risk for accounts receivables and contract assets is established based on various factors including credit profiles of the Company’s customers, historical payments and current economic trends. The Company reviews its allowance for accounts receivables and contract assets by assessing individual accounts receivable or unbilled contract assets over a specific aging and amount. All other balances are pooled based on historical collection experience. The estimate of expected credit losses is based on information about past events, current economic conditions, and forecasts of future economic conditions that affect the collectability. Accounts receivable and contract assets are written-off on a case by case basis, net of any amounts that may be collected.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Deferred Offering Costs</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred offering costs consist primarily of direct incremental costs related to the Company’s follow on offering of its common stock, which was completed in January 2019.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Property and Equipment, Net</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Property and equipment are stated at cost, less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, which is generally three years for computer software, office computers and system software, five years for system hardware and furniture and equipment, and over the shorter of lease term or useful life of the assets for leasehold improvements. Maintenance and repairs are expensed as incurred. When assets are retired or otherwise disposed of, the cost and related accumulated depreciation are removed from the accounts and any resulting gain or loss is reflected in the Company’s results of operations.</p> P3Y P3Y P5Y P5Y <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Capitalized Software Development Costs</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company capitalizes the costs of software developed or obtained for internal use in accordance with FASB <span style="color:#000000;">ASC</span> 350-40, <span style="font-style:italic;">Internal Use Software</span>. Capitalized software development costs consist of costs incurred during the application development stage and include purchased software licenses, implementation costs, consulting costs, and payroll-related costs for projects that qualify for capitalization. These costs relate to major new functionality. All other costs, primarily related to maintenance and minor software fixes, are expensed as incurred.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company amortizes the capitalized software development costs on a straight-line basis over the estimated useful life of the software, which is generally three years, beginning when the asset is substantially ready for use. The amortization of capitalized software development costs is reflected in cost of revenue.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">For software licenses for on premises usage, software development costs are capitalized in accordance with ASC 985-20, <span style="font-style:italic;">Costs of Software to be Sold, Leased or Marketed</span>. The Company capitalizes software development costs incurred after technological feasibility of the software is established or for development costs that have alternative future uses. Under the Company’s current practice, the technological feasibility of the underlying software is not established until substantially all product development and testing is complete, which generally includes the development of a working model. Software development costs that have been capitalized to date have not been material.</p> P3Y <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Business Combinations</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The results of businesses acquired in a business combination are included in the Company’s consolidated financial statements from the date of acquisition. Purchase accounting results in assets and liabilities of an acquired business being recorded at their estimated fair values on the acquisition date. Any excess consideration over the value of the assets acquired and liabilities assumed is recognized as goodwill.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company performs valuations of assets acquired and liabilities assumed on each acquisition accounted for as a business combination, and allocates the purchase price to the tangible and intangible assets acquired and liabilities assumed based on its best estimate of fair value. Acquired intangible assets include: tradenames, customer relationships, and developed technology. The Company determines the appropriate useful life of intangible assets by performing an analysis of cash flows based on historical experience of the acquired businesses. Intangible assets are amortized over their estimated useful lives based on the pattern in which the economic benefits associated with the asset are expected to be consumed, which to date has approximated the straight-line method of amortization. The estimated useful lives for tradenames, customer relationships, and technology are generally one to seven years, five to nine years, and three to four years, respectively.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The valuation of the contingent consideration is derived using estimates of the probability of achievement within specified time periods based on projections of future revenue metrics per the terms of the applicable agreements. These include estimates of the Company’s assessment of the probability of meeting such results, with the probability-weighted earn-out using a Monte Carlo Simulation Model then discounted to estimate fair value. Fair value is estimated using the probability weighted cash flow estimate closer to the measurement date. The various operating performance measures included in these contingent consideration agreements primarily relate to product revenue.</p> P1Y P7Y P5Y P9Y P3Y P4Y <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Segment Information </p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="Background-color:#FFFFFF;">The Company's Chief Executive Officer is the chief operating decision maker, who reviews the Company's financial information presented on a consolidated basis for purposes of allocating resources and evaluating the Company's financial performance. Accordingly, the Company has determined that it operates in a single reporting segment.</span></p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Long-Lived Assets</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company evaluates the recoverability of its long-lived assets with finite useful lives for impairment whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable. Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable or that the useful lives of those assets are no longer appropriate. Management considers the following potential indicators of impairment of its long-lived assets (asset group): a substantial decrease in the Company’s stock price, a significant adverse change in the extent or manner in which a long-lived asset (asset group) is being used, a significant adverse change in legal factors or in the business climate that could affect the value of the long-lived asset (asset group), an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of a long-lived asset (asset group), and a current expectation that, more likely than not, a long lived asset (asset group) will be sold or otherwise disposed of significantly before the end of its previously estimated useful life. When such events occur, the Company compares the carrying amounts of the assets group to their undiscounted expected future cash flows. If this comparison indicates that there may be an impairment, the amount of the impairment is calculated as the difference between the carrying value and fair value. For the years presented, the Company did not recognize an impairment charge.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Intangible Assets</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Intangible assets consist of patents, tradename, customer relationships and acquired technology. The Company records acquired intangible assets at fair value on the date of acquisition. and amortize such assets using the straight-line method over the expected useful life of the asset. The <span style="color:#000000;">estimated useful life of acquired intangible assets is one to nine years. The Company evaluates the useful lives of these assets</span> on an annual basis and tests for impairment whenever events or changes in circumstances occur that could impact the recoverability of these assets in accordance with the long-lived assets policy states above. If the estimate of an intangible asset’s remaining useful life is changed, the Company amortizes the remaining carrying value of the intangible asset prospectively over the revised remaining useful life.</p> P1Y P9Y <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Goodwill</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Goodwill represents the excess of the aggregate purchase price paid over the fair value of the net assets acquired in business combinations. Goodwill is not amortized and is tested for impairment at least annually or whenever events or changes in circumstances indicate that the carrying value may not be recoverable. Events or changes in circumstances that could trigger an impairment review include a significant adverse change in business climate, an adverse action or assessment by a regulator, unanticipated competition, a loss of key personnel, significant changes in the manner of use of the acquired assets or the strategy for the Company’s overall business, significant negative industry or economic trends, or significant underperformance relative to expected historical or projected future results of operations. The Company has the option to first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying value, including goodwill. If, after assessing the totality of events or circumstances, the Company determines that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, additional impairment testing is not required. The Company tests for goodwill impairment annually on November 30.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company performed a qualitative goodwill assessment at November 30, 2020 and concluded there was no impairment based on consideration of a number of factors, including the improvement in the Company’s key operating metrics over the prior year, improvement in the strength of the general economy and the Company’s continued execution against its overall strategic objectives.</p> 0 <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Debt Issuance Costs</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Debt issuance costs related to convertible senior notes recorded as a reduction of the carrying amount of the debt are amortized to interest expense using the effective interest method.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Revenue Recognition</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company derives its revenues primarily from subscription services and professional services. The Company adopted the requirements of the ASC 606, <span style="font-style:italic;">Revenue from Contracts with Customers</span>, as of January 1, 2018. See Note 15.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Revenues are recognized when control of services is transferred to the Company’s customers in an amount that reflects the consideration it expects to be entitled to in exchange for those services. </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company determines revenue recognition through the following steps:</p> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"/><span style="font-size:10pt;font-family:'Times New Roman'">•</span></p></td> <td valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;">Identification of the contract, or contracts, with a customer;</span></p></td></tr></table></div> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"/><span style="font-size:10pt;font-family:'Times New Roman'">•</span></p></td> <td valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;">Identification of the performance obligations in the contract;</span></p></td></tr></table></div> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"/><span style="font-size:10pt;font-family:'Times New Roman'">•</span></p></td> <td valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;">Determination of the transaction price;</span></p></td></tr></table></div> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"/><span style="font-size:10pt;font-family:'Times New Roman'">•</span></p></td> <td valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;">Allocation of the transaction price to the performance obligations in the contract; and</span></p></td></tr></table></div> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"/><span style="font-size:10pt;font-family:'Times New Roman'">•</span></p></td> <td valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;">Recognition of revenue when, or as, the Company satisfies a performance obligation.</span></p></td></tr></table></div> <p style="margin-bottom:0pt;margin-top:18pt;text-indent:0%;font-style:italic;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;text-transform:none;font-variant: normal;">Identify the customer contract</p> <p style="margin-bottom:0pt;margin-top:6pt;text-indent:0%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">A customer contract is generally identified when the Company and a customer have executed an arrangement that calls for the Company to grant access to its online software products and provide professional services in exchange for consideration from the customer.</p> <p style="margin-bottom:0pt;margin-top:18pt;text-indent:0%;font-style:italic;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;text-transform:none;font-variant: normal;"><span style="font-style:italic;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;text-transform:none;font-variant: normal;">Identify performance obligations that are distinct</span></p> <p style="margin-bottom:0pt;margin-top:6pt;text-indent:0%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">A performance obligation is a promise to provide a distinct good or service or a series of distinct goods or services. A good or service that is promised to a customer is distinct if the customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer, and a company’s promise to transfer the good or service to the customer is separately identifiable from other promises in the contract. The Company has determined that subscriptions for its online software products are distinct because, once a customer has access to the online software product that it purchased, the online software product is fully functional and does not require any additional development, modification, or customization. Professional services sold are distinct because the customer benefits from the on-boarding and training to make better use of the online software products it purchased.</p> <p style="margin-bottom:0pt;margin-top:18pt;text-indent:0%;font-style:italic;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;text-transform:none;font-variant: normal;">Determine the transaction price</p> <p style="margin-bottom:0pt;margin-top:6pt;text-indent:0%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The transaction price is the amount of consideration to which the Company expects to be entitled in exchange for transferring goods or services to a customer, excluding sales taxes that are collected on behalf of government agencies. The Company estimates any variable consideration to which it will be entitled at contract inception, and reassesses at each reporting date, when determining the transaction price. The Company does not include variable consideration to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will occur when any uncertainty associated with the variable consideration is resolved. Variable consideration revenue was <span style="color:#000000;">not material </span>for the years ended December 31, 2020, 2019 and 2018.</p> <p style="margin-bottom:0pt;margin-top:18pt;text-indent:0%;font-style:italic;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;text-transform:none;font-variant: normal;">Allocate the transaction price to the distinct performance obligations</p> <p style="margin-bottom:0pt;margin-top:6pt;text-indent:0%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The transaction price is allocated to the separate performance obligation on a relative standalone selling prices (“SSP”) basis for those performance obligations with stable observable prices and then the residual method is applied for any performance obligation that has pricing which is highly variable. The Company determines the SSP of its goods and services based upon their average sales price or using other observable inputs, such as similar products or services.</p> <p style="margin-bottom:0pt;margin-top:18pt;text-indent:0%;font-style:italic;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;text-transform:none;font-variant: normal;">Recognize revenue as the performance obligations are satisfied</p> <p style="margin-bottom:0pt;margin-top:6pt;text-indent:0%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Revenues are recognized when or as control of the promised goods or services is transferred to customers. Revenue from <span style="color:#000000;">subscriptions to the Company’s critical event management and enterprise safety applications</span> is recognized ratably over the subscription period beginning on the date the Company’s online software products are made available to customers. Most subscription contracts are two years or more. The Company recognizes revenue from professional services as the services are provided. Software on premises license transactions are generally perpetual in nature and are recognized at a point in time when made available to the customer for use. </p> <p style="margin-bottom:0pt;margin-top:18pt;text-indent:0%;font-weight:bold;font-style:italic;color:#000000;font-size:10pt;font-family:Times New Roman;text-transform:none;font-variant: normal;">Disaggregation of Revenue</p> <p style="margin-bottom:0pt;margin-top:6pt;text-indent:0%;color:#000000;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company provides disaggregation of revenue based on geographic region (see <span style="color:#000000;">Note 15</span>) and based on the subscription versus professional services and other classification on the consolidated statements of operations as it believes this best depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Subscription Services Revenues</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Subscription services revenues primarily consist of fees that provide customers access to one or more of the Company’s hosted applications for critical event management, with routine customer support. Revenue is generally recognized over time on a ratable basis over the contract term beginning on the date that the Company’s service is made available to the customer. All services are recognized using an output measure of progress looking at time elapsed as the contract generally provides the customer equal benefit throughout the contract period. The Company’s subscription contracts are generally two years or longer in length, billed annually in advance, and non-cancelable. </p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Professional Services Revenues</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Professional services revenues primarily consist of fees for deployment and optimization services, as well as training. The majority of the Company’s consulting contracts revenue is recognized over time as the services are performed. For contracts billed on a fixed price basis, revenue is recognized over time based on the proportion performed.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Software License Revenues</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">On occasion the Company may sell software and related post contract support for on premises usage as well as professional services, hardware and hosting which is outside of the Company’s core business and is not a significant revenue stream for the Company. The Company’s on premises license transactions are generally perpetual in nature and are recognized at a point in time when made available to the customer for use. Significant judgment is required to determine the standalone selling prices for each distinct performance obligation in order to allocate the transaction price for purposes of revenue recognition. Making this judgment of estimating a standalone selling price involves consideration of overall pricing objectives, market conditions and other factors, including the value of our other similar contracts, the applications sold, customer demographics, geographic locations, and the number and types of users within the Company’s contracts. The significant judgment was primarily due to using such considerations to estimate the price that each distinct performance obligation would be sold for on a standalone basis because such performance obligations are typically sold together on a bundled basis. Changes in these estimates of standalone selling prices can have a material effect on the amount of revenue recognized from each distinct performance obligation.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Contracts with Multiple Performance Obligations</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Most of the Company’s contracts with customers contain multiple performance obligations. For these contracts, the Company accounts for individual performance obligations separately if they are distinct. The transaction price is allocated to the separate performance obligations on a relative standalone selling price basis for those performance obligations with stable observable prices and then the residual method applied for any performance obligation that has pricing which is highly variable. The Company determines the standalone selling prices based on the Company’s overall pricing objectives, taking into consideration market conditions and other factors, including the value of the Company’s contracts, pricing when certain services are sold on a standalone basis, the applications sold, customer demographics, geographic locations, and the volume of services and users. </p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Returns</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company does not offer rights of return for its products and services in the normal course of business. </p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Customer Acceptance</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company’s contracts with customers generally do not include customer acceptance clauses.</p> P2Y The Company’s subscription contracts are generally two years or longer in length, billed annually in advance, and non-cancelable. <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Trade and Other Receivables</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Trade and other receivables are primarily comprised of trade receivables that are recorded at the invoice amount, net of an allowance for credit risk, which is not material. Other receivables represent unbilled receivables related to subscription and professional services contracts, net of an allowance for credit losses, which is not material. On January 1, 2020, the Company adopted ASU 2016-13 (as amended through March 2020), <span style="font-style:italic;">Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments</span>. See Recently Adopted Accounting Pronouncements above. </p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Deferred Costs</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Sales commissions earned by the Company’s sales force are considered incremental and recoverable costs of obtaining a contract with a customer. Subscription-related commissions costs are deferred and then amortized on a straight-line basis over a period of benefit that the Company has determined to be four years. Sales commissions attributable to professional services are expensed within twelve months of selling the service to the customer. The Company has determined the period of benefit by taking into consideration its customer contracts, its technology and other factors. Sales commissions attributed to renewals are not material and are not commensurate with initial and growth sales. Amortization of deferred commissions is included in sales and marketing expenses in the accompanying consolidated statements of operations<span style="color:#000000;">.</span></p> P4Y <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Deferred Revenue</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred revenue consists of amounts that have been invoiced and for which the Company has the right to bill, but that have not been recognized as revenue because the related goods or services have not been transferred. Deferred revenue that will be realized during the succeeding 12-month period is recorded as current, and the remaining deferred revenue is recorded as non-current. </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In instances where the timing of revenue recognition differs from the timing of invoicing, the Company has determined its contracts generally do not include a significant financing component. The primary purpose of the Company’s invoicing terms is to provide customers with simplified and predictable ways of purchasing the Company’s products and services, not to receive financing from its customers or to provide customers with financing. Examples include invoicing at the beginning of a subscription term with revenue recognized ratably over the contract period.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Advertising Expenses</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Advertising expenses to promote the Company’s services are expensed as incurred. Advertising expenses included in sales and marketing expense were $4.8 million, $1.9 million and $1.4 million for the years ended December 31, 2020, 2019 and 2018, respectively.</p> 4800000 1900000 1400000 <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Research and Development</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Research and development expenses primarily consist of employee-related costs for research and development staff, including salaries, bonuses, benefits and stock-based compensation and the cost of certain third-party service providers related to the development of the Company’s solutions that do not meet the criteria to be capitalized under ASC 350-40, <span style="font-style:italic;">Internal Use Software</span> or ASC 985-20, <span style="font-style:italic;">Costs of Software to be Sold, Leased or Marketed</span>.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Stock-Based Compensation</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Stock-based compensation expense is comprised of stock options, restricted stock units (“RSUs”), performance-based RSUs (“PSUs”) and employee stock purchase plan awards.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Stock-based compensation related to stock options and RSUs is measured at the grant date based on the fair value of the award and is recognized straight-line as expense, net of estimated forfeitures, over the requisite service period, which is generally the vesting period of the respective award. The Company utilizes the Black-Scholes pricing model for determining the estimated fair value of the stock options and employee stock purchase plan awards. The Black-Scholes pricing model requires the use of subjective assumptions including the option’s expected term, the volatility of the underlying stock, the fair value of the stock and the expected forfeiture rate.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company grants PSUs that vest upon satisfaction of certain performance-based conditions. The vesting of PSUs is subject to the employee’s continued employment with the Company through the date of achievement. The fair value is based on value of the Company’s common stock at the date of issuance and the probability of achieving the performance metric. The Company has assessed the probability of achievement as highly probable based on past performance of achievement of the performance metric. Compensation cost is recognized under the accelerated </p> <p style="margin-top:12pt;margin-bottom:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">method and is adjusted in future periods for subsequent changes in the expected outcome of the performance related conditions.</span></p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In 2018, the Company granted market-based RSUs that vested upon satisfaction of certain market-based conditions. These market-based RSUs were valued using the Monte-Carlo simulation model. No market-based RSUs were granted during the years ended December 31, 2020 and 2019. The Company recognized compensation expense associated with the market-based RSUs over the implied requisite service period subject to acceleration based on meeting the market-based condition.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Income Taxes</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company accounts for income taxes using the asset and liability method of accounting for income taxes in which deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized as income in the period that includes the enactment date. A valuation allowance is established if it is more likely than not that all or a portion of the deferred tax asset will not be realized.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The calculation of the Company’s tax liabilities involves dealing with uncertainties of the application of complex tax regulations. The Company recognizes liabilities for uncertain tax positions based on a two-step approach. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not, that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount, which is more than 50% likely of being realized upon ultimate settlement. The Company considers many factors when evaluating and estimating its tax positions and tax benefits, which may require periodic adjustments.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Foreign Currency Translation</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The functional currency for the Company’s foreign subsidiaries is the local currency. For those subsidiaries, the assets and liabilities are translated into U.S. dollars at the exchange rate method at the balance sheet date. Income and expenses are translated at the average exchange rates for the period. Foreign currency exchange gain and losses are recorded in other expenses.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Other Comprehensive Income (Loss)</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">For all periods presented, the Company’s other comprehensive income (loss) is comprised of foreign currency translation adjustments related to the Company’s foreign subsidiaries.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Net Loss Per Share Attributable to Common Stockholders</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Basic net loss per share attributable to common stockholders is computed by dividing the Company’s net loss attributable to common stockholders by the weighted-average number of common shares used in the loss per share calculation during the period. Diluted net loss per share attributable to common stockholders is computed by giving effect to all potentially dilutive securities, including stock-based compensation awards. Basic and diluted net loss per share attributable to common stockholders was the same for all periods presented as the inclusion of all potentially dilutive securities outstanding was anti-dilutive.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(3) Accounts Receivable, Net</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">On January 1, 2020, the Company adopted ASU 2016-13 using the modified retrospective approach. See Note 2. The cumulative effect of initially applying ASU 2016-13 had an immaterial impact on the Company’s opening balance of accumulated deficit.</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts receivable, net, is as follows (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:30.4%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts receivable amortized cost</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">98,164</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">69,767</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Allowance for credit losses</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(3,788</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,125</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Net accounts receivable</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">94,376</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">68,642</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the changes in the allowance for credit losses for accounts receivable (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.1%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2018</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance, beginning of period</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,125</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(711</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(863</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Provision for expected credit losses</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(2,877</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(971</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(58</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Write-offs</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">214</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">557</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">210</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance, end of period</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(3,788</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,125</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(711</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> </table></div> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contract assets, net is as follows (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:30.4%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contract asset amortized cost</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,560</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,959</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Allowance for credit losses</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(398</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Net contract asset</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,162</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,959</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the changes in the allowance for credit losses for contract assets (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.82%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">December 31, 2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance, beginning of period</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Provision for expected credit losses</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(398</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance, end of period</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(398</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> </table></div> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Credit loss expense for the years ended December 31, 2020, 2019 and 2018 was $2.7 million, $0.7 million and $0.1 million, respectively.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the changes in the sales reserve (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div style="align:right;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.12%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2018</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance, beginning of period</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(175</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(200</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(100</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(Additions) reductions</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(85</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">16</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(193</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Write-offs</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">85</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">93</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance, end of period</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(175</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(175</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(200</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:12pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> 2020-01-01 <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts receivable, net, is as follows (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:30.4%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts receivable amortized cost</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">98,164</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">69,767</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Allowance for credit losses</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(3,788</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,125</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Net accounts receivable</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">94,376</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">68,642</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 98164000 69767000 3788000 1125000 94376000 68642000 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the changes in the allowance for credit losses for accounts receivable (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.1%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2018</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance, beginning of period</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,125</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(711</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(863</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Provision for expected credit losses</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(2,877</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(971</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(58</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Write-offs</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">214</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">557</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">210</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance, end of period</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(3,788</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,125</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(711</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> </table></div> 1125000 711000 863000 2877000 971000 58000 214000 557000 210000 3788000 1125000 711000 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contract assets, net is as follows (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:30.4%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contract asset amortized cost</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,560</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,959</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Allowance for credit losses</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(398</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Net contract asset</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,162</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,959</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 2560000 1959000 398000 2162000 1959000 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the changes in the allowance for credit losses for contract assets (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.82%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">December 31, 2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance, beginning of period</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Provision for expected credit losses</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(398</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance, end of period</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(398</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> </table></div> -398000 398000 2700000 700000 100000 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the changes in the sales reserve (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div style="align:right;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.12%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2018</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance, beginning of period</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(175</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(200</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(100</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(Additions) reductions</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(85</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">16</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(193</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Write-offs</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">85</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">93</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance, end of period</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(175</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(175</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(200</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;text-align:left;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> </table></div> 175000 200000 100000 85000 -16000 193000 85000 9000 93000 175000 175000 200000 <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(4) Property and Equipment</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Property and equipment consist of the following (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:11.76%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Useful life</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:25.94%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">in years</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Furniture and equipment</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000625">5</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,041</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,785</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Leasehold improvements <sup style="font-size:85%;line-height:120%;vertical-align:top">(1)</sup></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000626">9</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,944</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,074</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">System hardware</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000627">5</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">807</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,596</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Office computers</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000628">3</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,547</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,309</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Computer and system software</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:10.76%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000629">3</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">827</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,451</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">15,166</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">14,215</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Less accumulated depreciation and amortization</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:10.76%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(7,392</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(7,931</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Property and equipment, net</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:10.76%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,774</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,284</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="border-bottom:Solid 0.75pt;padding-bottom:1pt;margin-bottom:0pt;margin-top:0pt;margin-right:84.62%;text-indent:0%;font-size:6pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="margin-top:2pt;margin-bottom:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><sup style="font-size:85%;line-height:120%;vertical-align:top">(1)</sup></span></p></td> <td valign="top"> <p style="margin-top:2pt;margin-bottom:0pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;font-family:Times New Roman;font-size:10pt;">Lesser of the lease term or the estimated useful lives of the improvements, which may be up to <span>9 years</span>.</p></td></tr></table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Depreciation and amortization expense for the years ended December 31, 2020, 2019 and 2018 was $2.7 million, $2.2 million and $1.8 million, respectively.</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Property and equipment consist of the following (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:11.76%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Useful life</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:25.94%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">in years</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Furniture and equipment</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000625">5</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,041</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,785</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Leasehold improvements <sup style="font-size:85%;line-height:120%;vertical-align:top">(1)</sup></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000626">9</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,944</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,074</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">System hardware</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000627">5</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">807</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,596</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Office computers</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000628">3</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,547</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,309</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Computer and system software</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:10.76%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000629">3</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">827</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,451</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">15,166</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">14,215</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Less accumulated depreciation and amortization</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:10.76%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(7,392</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(7,931</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Property and equipment, net</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:10.76%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,774</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,284</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="border-bottom:Solid 0.75pt;padding-bottom:1pt;margin-bottom:0pt;margin-top:0pt;margin-right:84.62%;text-indent:0%;font-size:6pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="margin-top:2pt;margin-bottom:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><sup style="font-size:85%;line-height:120%;vertical-align:top">(1)</sup></span></p></td> <td valign="top"> <p style="margin-top:2pt;margin-bottom:0pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;font-family:Times New Roman;font-size:10pt;">Lesser of the lease term or the estimated useful lives of the improvements, which may be up to <span>9 years</span>.</p></td></tr></table></div> 2041000 1785000 4944000 4074000 807000 1596000 6547000 5309000 827000 1451000 15166000 14215000 7392000 7931000 7774000 6284000 P9Y P9Y 2700000 2200000 1800000 <p style="margin-top:8pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(5) Capitalized Software Development Costs</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Capitalized software development costs consisted of the following (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Gross</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">carrying</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amount</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Amortization</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">period</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Accumulated</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amortization</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Net</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">carrying</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amount</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2020</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">59,761</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.18%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3 years</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(43,432</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">16,329</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">49,909</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3 years</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(35,622</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">14,287</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company capitalized software development costs of $9.9 million, $8.8 million and $8.8 million during the years ended December 31, 2020, 2019 and 2018, respectively.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:6pt;"> </p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Amortized expense for capitalized software development costs was $7.9 million, $7.0 million and $5.9 million during the years ended December 31, 2020, 2019 and 2018, respectively. Amortization of capitalized software development costs is classified within cost of revenue in the consolidated statements of operations and comprehensive loss.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The expected amortization, as of December 31, 2020, for each of the next three years is as follows (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:4pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:3pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:3pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,610</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2022</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,682</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2023</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,037</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">16,329</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:9pt;"> </p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Capitalized software development costs consisted of the following (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Gross</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">carrying</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amount</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Amortization</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">period</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Accumulated</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amortization</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Net</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">carrying</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amount</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2020</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">59,761</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.18%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3 years</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(43,432</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">16,329</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">49,909</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3 years</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(35,622</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">14,287</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 59761000 P3Y 43432000 16329000 49909000 P3Y 35622000 14287000 9900000 8800000 8800000 7900000 7000000.0 5900000 The expected amortization, as of December 31, 2020, for each of the next three years is as follows (in thousands): <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:3pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:3pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,610</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2022</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,682</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2023</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,037</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">16,329</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 7610000 5682000 3037000 16329000 <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(6) Fair Value Measurements</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The carrying amounts of cash and cash equivalents, short-term investments, accounts receivable, accounts payable and accrued liabilities approximate fair value because of the short maturity of these items. </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Certain assets, including long-lived assets, goodwill and intangible assets are also subject to measurement at fair value on a non-recurring basis if they are deemed to be impaired as a result of an impairment review. For the years ended December 31, 2020, 2019 and 2018, no impairments were identified of those assets requiring measurement at fair value on a non-recurring basis.</p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company classifies and discloses fair value measurements in one of the following three categories of fair value hierarchy:</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:6pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:5.24%;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Level 1<span style="margin-left:36pt;">Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets and liabilities.</span></p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:6pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:5.24%;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Level 2<span style="margin-left:36pt;">Quoted prices in markets that are not active or financial instruments for which all significant inputs are observable, either directly or indirectly.</span></p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:6pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:5.24%;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Level 3<span style="margin-left:36pt;">Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.</span></p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the Company's financial assets and liabilities measured at fair value on a recurring basis by level within the fair value hierarchy. Financial assets and financial liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="14" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.44%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Quoted</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Significant</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Prices in</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Other</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Significant</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Active</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Observable</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Unobservable</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Markets</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Inputs</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Inputs</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Total Fair</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(Level 1)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(Level 2)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(Level 3)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Value</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Assets:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cash equivalents:</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:27.35pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Money market funds</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">432,560</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">432,560</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total financial assets</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">432,560</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">432,560</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Liabilities:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contingent consideration</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,619</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,619</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Derivative instruments - acquisition-related deferred</p> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">   common stock consideration</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,011</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,011</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total financial liabilities</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,011</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,619</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">11,630</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="14" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.44%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Quoted</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Significant</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Prices in</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Other</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Significant</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Active</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Observable</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Unobservable</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Markets</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Inputs</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Inputs</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Total Fair</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(Level 1)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(Level 2)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(Level 3)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Value</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Assets:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cash equivalents:</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:27.35pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Money market funds</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">511,436</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">511,436</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total financial assets</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">511,436</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">511,436</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company considers all highly liquid investments purchased with a remaining maturity of three months or less to be cash equivalents. The fair value of the Company’s investments in certain money market funds is their face value and such instruments are classified as Level 1 and are included in cash and cash equivalents on the consolidated balance sheets. </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">For the years ended December 31, </span><span style="color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2020</span><span style="color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">, </span><span style="color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2019</span><span style="color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> and </span><span style="color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2018</span><span style="color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">, gains or losses realized on the sale of investments were not material. Investments are reviewed periodically to identify possible other-than-temporary impairments. As the Company has the ability and intent to hold these investments with unrealized losses for a reasonable period of time sufficient for the recovery of fair value, which may be maturity, the Company does not consider these investments to be other-than-temporarily impaired for any of the periods presented.</span></p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">On <span style="color:#000000;">May 27, 2020</span>, the Company entered into a Stock Purchase Agreement with Techwan SA (“Techwan”) pursuant to which the Company purchased all of the issued and outstanding shares of stock of Techwan (see Note 8)<span style="color:#000000;">. In accordance with the </span>Stock Purchase Agreement<span style="color:#000000;">, 6,779 shares of the Company’s common stock were reserved and are expected to be issued to the sellers in November 2021 subject to the provisions in the </span>Stock Purchase Agreement<span style="color:#000000;">. Management analyzed </span>the<span style="color:#000000;"> liability for derivative accounting consideration under ASC 815, </span><span style="font-style:italic;color:#000000;">Derivatives and Hedging</span><span style="color:#000000;">, and determined that the liability qualifies for derivative accounting. The derivative liability is not designated as a hedging instrument. In accordance with ASC 815, the Company recorded the</span> <span style="color:#000000;">acquisition-related deferred common stock consideration derivative liability, which is carried at fair value, in other long-term liabilities on the condensed consolidated balance sheet. The</span> <span style="color:#000000;">derivative liability will be marked-to-market each measurement period and changes in fair value during the year ended </span>December 31, 2020<span style="color:#000000;"> of $0.1 million was recorded as a component of other expense, net on the consolidated statement of operations. The fair value is derived from the Company’s stock price. The acquisition-related deferred common stock consideration derivative liability will remain in effect until such time as the associated shares are issued and the resulting derivative liability will be transitioned from a liability to equity as of such date.</span></p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the changes in Level 3 financial instruments (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Fair value at December 31, 2018</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contingent consideration from MissionMode</p> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">   acquisition</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">550</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Change in fair value of contingent consideration</p> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">   obligation from MissionMode acquisition</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(550</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Fair value at December 31, 2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contingent consideration from one2many</p> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">   acquisition</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,190</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contingent consideration from Techwan</p> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">   acquisition</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,030</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contingent consideration from SnapComms</p> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">   acquisition</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,047</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Change in fair value of contingent consideration</p> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">   obligation from one2many acquisition</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,114</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Change in fair value of contingent consideration</p> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">   obligation from Techwan acquisition</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(2,030</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Change in fair value of contingent consideration</p> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">   obligation from SnapComms acquisition</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(2,047</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Foreign currency translation</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">315</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Fair value at December 31, 2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,619</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The valuation of the contingent consideration was derived using estimates of the probability of achievement within specified time periods based on projections of future revenue metrics per the terms of the applicable agreements. These include estimates of the Company’s assessment of the probability of meeting such results, with the probability-weighted earn-out using a Monte Carlo Simulation Model then discounted to estimate fair value. Fair value is estimated using the probability weighted cash flow estimate closer to the measurement date. The various operating performance measures included in these contingent consideration agreements primarily relate to product revenue. As these are unobservable inputs, the contingent consideration liabilities are included in Level 3 inputs. During the year ended <span style="color:#000000;">December 31, 2020</span>, as a result of assessing the probabilities of <span style="color:#000000;">One2Many Group B.V. (“one2many”)</span> meeting revenue metrics during the period of March 1, 2020 through February 28, 2021, the Company recognized an increase in the fair value of <span style="color:#000000;">one2many’s</span> contingent consideration obligation in the amount </p> <p style="margin-top:6pt;margin-bottom:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">of $</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8.1</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> million</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">.</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> During the </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">year ended </span><span style="color:#000000;">December 31, </span><span style="color:#000000;">2020</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">, as a result of assessing the probabilities of Techwan meeting revenue metrics during the period of </span><span style="color:#000000;">April 1, 2020 through March 31, </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2021</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">, the Company recognized a </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">de</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">crease in the fair value of </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Techwan’s </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">contingent consideration obligation in the amount of $</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2.0</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> million</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">. </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">During the </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">year ended </span><span style="color:#000000;">December 31, </span><span style="color:#000000;">2020</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">, as a result of assessing the probabilities of </span><span style="color:#000000;">SnapComms Limited (“SnapComms”)</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> meeting revenue metrics during the period of </span><span style="color:#000000;">April 1, 2020 through March 31, </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2021</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">, the Company recognized a </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">de</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">crease in the fair value of </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">SnapComms’ </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">contingent consideration obligation in the amount of $</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2.0</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> million</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">.</span></p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company estimates the fair value of the convertible senior notes based on their last actively traded prices (Level 1) or market-observable inputs (Level 2). As of December 31, 2020 and 2019, the fair value of the 0.125% convertible senior notes due 2024 (the “2024 Notes”) was determined to be $663.6 million and $450.4 million, respectively, and the carrying value of the 2024 Notes was $369.0 million and $351.1 million, respectively. As of December 31, 2020 and 2019, the fair value of the 1.50% convertible senior notes due 2022 (the “2022 Notes”) was determined to be $265.5 million and $215.8 million, respectively, and the carrying value of the 2022 Notes was $72.5 million and $79.2 million, respectively. See Note 9. </p> 0 0 0 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the Company's financial assets and liabilities measured at fair value on a recurring basis by level within the fair value hierarchy. Financial assets and financial liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="14" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.44%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Quoted</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Significant</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Prices in</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Other</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Significant</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Active</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Observable</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Unobservable</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Markets</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Inputs</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Inputs</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Total Fair</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(Level 1)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(Level 2)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(Level 3)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Value</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Assets:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cash equivalents:</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:27.35pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Money market funds</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">432,560</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">432,560</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total financial assets</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">432,560</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">432,560</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Liabilities:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contingent consideration</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,619</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,619</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Derivative instruments - acquisition-related deferred</p> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">   common stock consideration</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,011</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,011</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total financial liabilities</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,011</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,619</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">11,630</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="14" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.44%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Quoted</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Significant</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Prices in</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Other</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Significant</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Active</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Observable</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Unobservable</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Markets</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Inputs</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Inputs</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Total Fair</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(Level 1)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(Level 2)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(Level 3)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Value</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Assets:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cash equivalents:</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:27.35pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Money market funds</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">511,436</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">511,436</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total financial assets</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">511,436</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">511,436</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 432560000 432560000 432560000 432560000 10619000 10619000 1011000 1011000 1011000 10619000 11630000 511436000 511436000 511436000 511436000 6779 100000 <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the changes in Level 3 financial instruments (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Fair value at December 31, 2018</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contingent consideration from MissionMode</p> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">   acquisition</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">550</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Change in fair value of contingent consideration</p> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">   obligation from MissionMode acquisition</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(550</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Fair value at December 31, 2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contingent consideration from one2many</p> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">   acquisition</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,190</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contingent consideration from Techwan</p> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">   acquisition</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,030</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contingent consideration from SnapComms</p> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">   acquisition</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,047</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Change in fair value of contingent consideration</p> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">   obligation from one2many acquisition</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,114</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Change in fair value of contingent consideration</p> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">   obligation from Techwan acquisition</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(2,030</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Change in fair value of contingent consideration</p> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">   obligation from SnapComms acquisition</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(2,047</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Foreign currency translation</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">315</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Fair value at December 31, 2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,619</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 0 550000 -550000 2190000 2030000 2047000 8114000 -2030000 -2047000 315000 10619000 8100000 -2000000.0 -2000000.0 0.00125 0.00125 663600000 450400000 369000000.0 351100000 0.0150 0.0150 265500000 215800000 72500000 79200000 <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(7) Goodwill and Intangible Assets</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table displays the changes in the gross carrying amount of goodwill (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance at December 31, 2018</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">48,382</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Change due to acquisitions</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">43,302</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Foreign currency translation</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(263</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance at December 31, 2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">91,421</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Change due to acquisitions</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">89,033</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Foreign currency translation</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,957</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance at December 31, 2020</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">187,411</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:12pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">There were no impairments recorded against goodwill in 2020, 2019 or 2018.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;letter-spacing:-0.1pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Intangible assets consisted of the following (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:22.6%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Gross</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">carrying</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amount</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Weighted-</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">average life</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(years)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Accumulated</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amortization</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Net</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">carrying</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amount</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Amortizable intangible assets:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Developed technology</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">31,851</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000713">3.54</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(5,322</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">26,529</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Tradenames</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">15,360</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000714">3.52</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(6,638</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,722</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Customer relationships</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">100,590</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000715">7.41</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(22,079</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">78,511</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:20.5pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total intangible assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">147,801</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(34,039</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">113,762</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:22.6%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Gross</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">carrying</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amount</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Weighted-</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">average life</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(years)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Accumulated</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amortization</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Net</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">carrying</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amount</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Amortizable intangible assets:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Developed technology</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,485</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000728">3.00</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(4,232</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,253</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Tradenames</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">11,437</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000729">3.50</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(2,724</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,713</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Customer relationships</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">63,667</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000730">6.84</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(10,533</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">53,134</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:20.5pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total intangible assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">84,589</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(17,489</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">67,100</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Amortization expense for intangible assets was $20.2 million, $10.4 million and $5.9 million for the years ended December 31, 2020, 2019 and 2018, respectively. Amortization expense of tradenames and customer relationships is </p> <p style="margin-top:2pt;margin-bottom:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">included within general and administrative expenses, while amortization of developed technology is included in cost of revenue. The Company recorded amortization expense attributed to developed technology of $</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4.2</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> million, $</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2.1</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> million and $</span>1.3<span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> million for the period ended December 31, </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2020</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">, </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2019</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> and </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2018</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">, respectively.</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In December 2020, the Company completed an asset acquisition and recorded </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</span>17.1<span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> million to developed technology. </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The average useful life for </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">the </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">December 2020 </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">asset acquisition of </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">acquired technology is </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4.0 years</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">.</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">D</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">uring the year ended December 31, </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2020</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">, the Company retired $</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4.4</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> million of </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">fully amortized </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">intangible assets.</span></p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The expected amortization of the intangible assets, as of December 31, 2020, for each of the next five years and thereafter is as follows (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.22%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">27,387</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.22%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2022</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">24,219</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.22%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2023</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">19,165</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.22%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2024</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">17,443</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.22%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2025</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">11,040</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.22%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Thereafter</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">14,508</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.22%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">113,762</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> The following table displays the changes in the gross carrying amount of goodwill (in thousands): <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance at December 31, 2018</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">48,382</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Change due to acquisitions</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">43,302</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Foreign currency translation</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(263</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance at December 31, 2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">91,421</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Change due to acquisitions</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">89,033</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Foreign currency translation</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,957</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Balance at December 31, 2020</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">187,411</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 48382000 43302000 -263000 91421000 89033000 6957000 187411000 0 0 0 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;letter-spacing:-0.1pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Intangible assets consisted of the following (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:22.6%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Gross</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">carrying</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amount</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Weighted-</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">average life</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(years)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Accumulated</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amortization</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Net</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">carrying</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amount</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Amortizable intangible assets:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Developed technology</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">31,851</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000713">3.54</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(5,322</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">26,529</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Tradenames</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">15,360</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000714">3.52</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(6,638</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,722</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Customer relationships</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">100,590</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000715">7.41</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(22,079</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">78,511</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:20.5pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total intangible assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">147,801</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(34,039</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">113,762</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:22.6%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Gross</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">carrying</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amount</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Weighted-</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">average life</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">(years)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Accumulated</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amortization</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Net</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">carrying</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">amount</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Amortizable intangible assets:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Developed technology</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,485</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000728">3.00</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(4,232</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,253</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Tradenames</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">11,437</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000729">3.50</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(2,724</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,713</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Customer relationships</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">63,667</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_000730">6.84</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(10,533</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">53,134</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:20.5pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total intangible assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">84,589</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:9.18%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(17,489</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">67,100</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 31851000 5322000 26529000 15360000 6638000 8722000 100590000 22079000 78511000 147801000 34039000 113762000 9485000 4232000 5253000 11437000 2724000 8713000 63667000 10533000 53134000 84589000 17489000 67100000 20200000 10400000 5900000 4200000 2100000 1300000 17100000 P4Y 4400000 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The expected amortization of the intangible assets, as of December 31, 2020, for each of the next five years and thereafter is as follows (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.22%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">27,387</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.22%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2022</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">24,219</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.22%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2023</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">19,165</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.22%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2024</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">17,443</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.22%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2025</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">11,040</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.22%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Thereafter</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">14,508</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.22%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">113,762</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 27387000 24219000 19165000 17443000 11040000 14508000 113762000 <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(8) Business Combinations</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;;font-size:6pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company accounted for the following acquisitions using the acquisition method of accounting for business combinations under ASC 805, <span style="font-style:italic;">Business Combinations</span>, which required that the assets acquired and liabilities assumed be recognized on the balance sheet at their fair values as of the acquisition date. The excess of the purchase price over the net fair value of the assets and liabilities was recorded as goodwill. This goodwill includes the know-how of the assembled workforce, the ability of the workforce to further improve technology and product offerings, customer relationships and the expected cash flows resulting from these efforts. Goodwill may also include expected synergies resulting from the complementary strategic fit these businesses bring to existing operations. </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Fair value estimates are based on a complex series of judgments about future events and uncertainties and rely heavily on estimates and assumptions. The judgments used to determine the estimated fair value assigned to each class of assets acquired and liabilities assumed, as well as asset lives and the expected future cash flows and related discount rates, can materially impact the Company’s results of operations. Significant inputs used for the model included the amount of cash flows, the expected period of the cash flows and the discount rates. Significant estimation was required by management in determining the fair value of the customer relationship intangible assets, deferred revenue and contingent consideration liabilities. <span style="color:#000000;">The significant estimation is primarily due to the judgmental nature of the inputs to the valuation models used to measure the fair value of these intangible assets, deferred revenue and contingent consideration liabilities, as well as the sensitivity of the respective fair values to the underlying significant assumptions. The Company used the income approach to measure the fair value of these intangible assets, a discounted cash flow approach for deferred revenue and a Monte Carlo simulation model to measure the fair value of the contingent consideration liabilities. The significant assumptions used to estimate the fair value of the intangible assets, deferred revenue and contingent consideration liabilities included forecasted revenues from existing customers, existing customer attrition rates, estimated costs required to fulfill the deferred revenue obligation and forecasted revenues for the contingent consideration earnout period. When estimating the significant assumptions to be used in the valuation the Company includes a consideration of current industry information, market and economic trends, historical results of the acquired business, nature of the performance obligations associated with the deferred revenue and other relevant factors. </span>These significant assumptions are forward-looking and could be affected by future economic and market conditions.<span style="color:#000000;"> </span>The valuation of the contingent consideration was derived using estimates of the probability of achievement within specified time periods based on projections of future revenue metrics per the terms of the applicable agreements. These include estimates of <span style="color:#000000;">the Company’s </span>assessment of the probability of meeting such results, with the probability-weighted earn-out using a Monte Carlo Simulation Model then discounted to estimate fair value.<span style="color:#000000;"> Fair value is estimated using the probability weighted cash flow estimate closer to the measurement date. </span>The various operating performance measures included in these contingent consideration agreements primarily relate to product revenue.   </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The business acquisitions discussed below are included in the Company’s results of operations from their respective dates of acquisition.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">2020 Acquisitions</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">During the <span style="color:#000000;">year ended December 31, 2020,</span> the Company acquired Connexient, Inc., CNL Software Limited, One2Many Group B.V., Techwan SA and SnapComms Limited. These acquisitions were not material individually or on a consolidated basis.<span style="color:#000000;"> Additionally, n</span>either the investment in the assets nor the results of operations of these acquisitions were significant to the Company’s consolidated financial position or results of operations, and thus pro forma information is not required to be presented.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">Connexient, Inc.</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">On <span style="color:#000000;">February 7, 2020</span>, the Company entered into a Stock Purchase Agreement with Connexient, Inc. (“Connexient”) pursuant to which the Company purchased all of the issued and outstanding shares of stock of Connexient for a base consideration of $20.2 million. The Company paid $11.5 million in cash at closing and paid the remaining purchase price with 96,611 newly issued shares of the Company’s common stock. On the date of this acquisition, the average price of the Company’s common stock on the Nasdaq Global Market was $93.32 per share. In addition to the base purchase price, there is also a potential contingent payment of up to $6.0 million that can be earned by the sellers based on fiscal year 2020 revenue metrics. As of the date of the acquisition, the fair value of the contingent consideration was zero as a result of the Company’s initial assessment of the probability of Connexient meeting the revenue <span style="color:#000000;">metrics. At December 31, 2020, it was determined that Connexient would not meet the fiscal year 2020 revenue metric threshold. The Company </span>acquired Connexient to expand the Company’s customer base and for its strategic technology assets to enhance the Company’s Critical Event Management (“CEM”) suite of solutions to broaden support for Internet of Things (“IoT”) applications.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of <span style="color:#000000;">Connexient </span>made by the Company (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.82%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Connexient</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts receivable</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">849</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Prepaid expenses and other current assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">518</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Property and equipment</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Acquired technology</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,220</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Trade names</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">630</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Customer relationships</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,800</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Goodwill</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">14,343</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">238</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Total assets acquired</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">25,607</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Liabilities assumed</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts payable</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">751</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accrued expenses</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">208</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred revenue</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,420</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred tax liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,011</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other liabilities</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">211</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Net assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">20,006</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Consideration paid</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cash consideration, net of cash acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,991</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Fair value of common stock issued</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,015</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">20,006</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:10pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-bottom:0pt;margin-top:2pt;text-indent:0%;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The weighted average useful life of all identified acquired intangible assets is 7.92 years. The average useful lives for acquired technologies, customer relationships and trade names are 3.0 years, 9.0 years and 4.0 years, respectively. Identifiable intangible assets with definite lives are amortized over the period of estimated benefit using the straight-line method. The straight-line method of amortization represents the Company’s best estimate of the period of expected cash flows of the identifiable intangible assets. </p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:0%;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The goodwill balance is primarily attributed to the anticipated synergies from the acquisition and expanded market opportunities with respect to the integration of Connexient’s products with the Company's other solutions. The Company believes that the factors listed above in relation to the purchase of Connexient support the amount of goodwill recorded as a result of the purchase price paid for the acquisition, in relation to other acquired tangible and intangible assets. The resulting goodwill from the Connexient acquisition is not deductible for income tax purposes.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">During the <span style="color:#000000;">year ended December 31</span>, 2020<span style="color:#000000;">, the Company incurred transaction costs of $0.1 million in connection with the Connexient acquisition, which were expensed as incurred and included in general and administrative expenses.</span></p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">CNL Software Limited</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">On <span style="color:#000000;">February 25, 2020</span>, the Company entered into a Stock Purchase Agreement with <span style="Background-color:#FFFFFF;">CNL Software Limited (“CNL Software”) for a base consideration of approximately $35.7 million. The Company </span>paid <span style="Background-color:#FFFFFF;">approximately </span>$19.8 million in cash at closing and paid the remaining purchase price with 153,217 newly issued shares of the Company’s common stock. On the date of this acquisition, the average price of the Company’s common stock on the Nasdaq Global Market was $104.10 per share. The Company acquired CNL<span style="Background-color:#FFFFFF;"> Software</span> to expand the Company’s customer base and for its strategic technology assets to enhance the Company’s CEM suite of solutions to broaden support for IoT applications.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">During the year ended December 31, 2020, the Company finalized CNL Software’s assets acquired and liabilities assumed. As a result, the Company recognized a $0.6 million increase in CNL Software’s deferred revenue balance with a corresponding increase in goodwill from the initial assessment as of the acquisition date.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of <span style="color:#000000;">CNL</span><span style="Background-color:#FFFFFF;color:#000000;"> Software</span><span style="color:#000000;"> </span>made by the Company (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.82%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">CNL Software</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts receivable</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,979</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Prepaid expenses and other current assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,095</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Property and equipment</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">731</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Acquired technology</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,150</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Trade names</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,080</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Customer relationships</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,500</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Goodwill</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">28,679</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,314</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Total assets acquired</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">42,528</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Liabilities assumed</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts payable</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">315</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accrued expenses</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,653</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred revenue</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,751</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred tax liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,553</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other liabilities</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,276</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Net assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">33,980</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Consideration paid</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cash paid, net of cash acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">18,030</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Fair value of common stock issued</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">15,950</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">33,980</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:10pt;"> </p> <p style="margin-bottom:0pt;margin-top:2pt;text-indent:0%;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The weighted average useful life of all identified acquired intangible assets is 5.01 years. The average useful lives for acquired technologies, customer relationships and trade names are 3.0 years, 6.0 years and 4.0 years, respectively. Identifiable intangible assets with definite lives are amortized over the period of estimated benefit using the straight-line method. The straight-line method of amortization represents the Company’s best estimate of the period of expected cash flows of the identifiable intangible assets.</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:0%;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The goodwill balance is primarily attributed to the anticipated synergies from the acquisition and expanded market opportunities with respect to the integration of CNL<span style="font-size:12pt;"> </span>Software’s products with the Company's other solutions. The Company believes that the factors listed above in relation to the purchase of CNL<span style="font-size:12pt;"> </span>Software support the amount of goodwill recorded as a result of the purchase price paid for the acquisition, in relation to other acquired tangible and intangible assets. The resulting goodwill from the CNL Software acquisition is not deductible for income tax purposes.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">During the <span style="color:#000000;">year ended December 31</span>, 2020<span style="color:#000000;">, the Company incurred transaction costs of $0.1 million in connection with the CNL Software acquisition, which were expensed as incurred and included in general and administrative expenses.</span></p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">One2Many Group B.V.</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">On <span style="color:#000000;">March 19, 2020</span>, the Company entered into a Stock Purchase Agreement with One2Many Group B.V. pursuant to which the Company purchased all of the issued and outstanding shares of stock of one2many for a <span style="color:#000000;">base consideration of $13.1 million. The Company paid $5.5 million in cash at closing, acquired purchase liabilities of $2.0 million and paid the remaining</span> purchase price with <span style="color:#000000;">52,113</span> newly issued shares of the Company’s common </p> <p style="margin-top:6pt;margin-bottom:0pt;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">stock. On the date of this acquisition, the average price of the Company’s common stock on the Nasdaq Global Market was $</span><span style="color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">104.95</span><span style="color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> per share. In addition to the base purchase price, there is also a potential contingent payment of up to </span><span style="color:#000000;">approximately </span><span style="color:#000000;">$</span><span style="color:#000000;">15.0</span><span style="color:#000000;"> million that can be</span><span style="color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> earned by the sellers based on revenue metrics during the period of March 1, 2020 through February 28, </span><span style="color:#000000;">2021. The potential contingent payment includes an amount payable to the Company if a certain revenue threshold is not met during the period of March 1, 2020 through February 28, 2021. At the </span><span style="color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">date of the acquisition, the Company preliminarily assessed the probabilities of one2many meeting the revenue metrics during the period of March 1, 2020 through February 28, 2021 </span><span style="color:#000000;">and recorded a $</span><span style="color:#000000;">2.2</span><span style="color:#000000;"> million</span><span style="color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </span><span style="color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">initial </span><span style="color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">fair value of contingent consideration as part of the purchase price allocation</span><span style="color:#000000;">. During the </span><span style="color:#000000;">year ended December 31</span><span style="color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">, 2020</span><span style="color:#000000;">, the Company recognized an increase in the fair value of one2many’s contingent consideration obligation in the amount of $</span><span style="color:#000000;">8.1</span><span style="color:#000000;"> million</span><span style="color:#000000;"> </span><span style="color:#000000;">recognized in general and administrative expenses in the</span><span style="color:#000000;"> c</span><span style="color:#000000;">onsolidated statements of operations and comprehensive loss</span><span style="color:#000000;">. The Company</span><span style="color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> acquired one2many to expand the Company’s customer base and for its cell broadcast technology to enhance the Company’s public warning applications.</span></p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of <span style="color:#000000;">one2many </span>made by the Company (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.82%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">one2many</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts receivable</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">521</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other current assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,441</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Property and equipment</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">19</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Acquired technology</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">970</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Trade names</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">580</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Customer relationships</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,100</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Goodwill</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,704</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">176</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Total assets acquired</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">17,511</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Liabilities assumed</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts payable</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">72</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accrued expenses</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">636</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred revenue</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,460</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred tax liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">985</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other current liabilities</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">136</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Net assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">14,222</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Consideration paid</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cash consideration, net of cash acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,563</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Fair value of common stock issued</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,469</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contingent consideration</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,190</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">14,222</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:10pt;"> </p> <p style="margin-bottom:0pt;margin-top:2pt;text-indent:0%;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The weighted average useful life of all identified acquired intangible assets is 5.67 years. The average useful lives for acquired technologies, customer relationships and trade names are 3.0 years, 7.0 years and 3.0 years, respectively. Identifiable intangible assets with definite lives are amortized over the period of estimated benefit using the straight-line method. The straight-line method of amortization represents the Company’s best estimate of the period of expected cash flows of the identifiable intangible assets.</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:0%;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The goodwill balance is primarily attributed to the anticipated synergies from the acquisition and expanded market opportunities with respect to the integration of one2many’s products with the Company's other solutions. The Company believes that the factors listed above in relation to the purchase of one2many support the amount of goodwill recorded as a result of the purchase price paid for the acquisition, in relation to other acquired tangible and intangible assets. The resulting goodwill from the one2many acquisition is not deductible for income tax purposes.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">During the <span style="color:#000000;">year ended December 31</span>, 2020<span style="color:#000000;">, the Company incurred transaction costs of $0.2 million in connection with the one2many acquisition, which were expensed as incurred and included in general and administrative expenses.</span></p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">Techwan SA</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">On <span style="color:#000000;">May 27, 2020</span>, the Company entered into a Stock Purchase Agreement with Techwan SA pursuant to which the Company purchased all of the issued and outstanding shares of stock of Techwan for a <span style="color:#000000;">base consideration of $15.5 million. The Company paid $9.4 million in cash at closing, acquired purchase liabilities of $0.1 million and paid the remaining</span> purchase price with <span style="color:#000000;">38,425</span> newly issued shares of the Company’s common stock. In addition, i<span style="color:#000000;">n accordance with the </span>Stock Purchase Agreement<span style="color:#000000;">, 6,779 shares of the Company’s common stock were reserved and are expected to be issued to the sellers in November 2021 subject to the provisions in the </span>Stock Purchase Agreement<span style="color:#000000;">. </span>On the date of this acquisition, the average price of the Company’s common stock on the Nasdaq Global Market was $132.05 per share. In addition to the base purchase price, there is also a potential contingent payment of up to <span style="color:#000000;">approximately $7.0 million that can be</span> earned by the sellers based on revenue metrics during the period of April 1, 2020 through March 31, <span style="color:#000000;">2021. At the </span>date of the acquisition, the Company preliminarily assessed the probabilities of Techwan meeting the revenue metrics during the period of April 1, 2020 through March 31, <span style="color:#000000;">2021 and recorded a $2.0 million </span>initial <span style="color:#000000;">fair value of contingent consideration as part of the purchase price allocation. During the year ended December 31</span>, 2020<span style="color:#000000;">, the Company recognized a decrease in the fair value of </span>Techwan’s <span style="color:#000000;">contingent consideration obligation in the amount of $2.0 million recognized in general and administrative expenses in the consolidated statements of operations and comprehensive loss. The Company</span> acquired Techwan to expand the Company’s customer base and for its strategic technology assets to enhance the Company’s CEM suite of solutions.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">As the Company finalizes its estimation of the fair value of the assets acquired and liabilities assumed, additional adjustments may be recorded during the measurement period (a period not to exceed 12 months). The initial accounting is incomplete as of December 31<span style="color:#000000;">, 2020 </span>for the acquired assets and liabilities as the Company is in the process of completing the assessment of the tax attributes of the business combination. The finalization of the acquisition accounting valuation assessment may result in a change in the valuation of the deferred tax assets and liabilities which could have a material impact on the Company’s results of operations and financial position.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the preliminary estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of <span style="color:#000000;">Techwan </span>made by the Company (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.82%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Techwan</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts receivable</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">921</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other current assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">235</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Acquired technology</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,160</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Trade names</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">580</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Customer relationships</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,100</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Goodwill</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">12,678</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other assets</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">254</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Total assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">20,928</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Liabilities assumed</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accrued expenses</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">673</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred revenue</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,190</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred tax liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">838</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other current liabilities</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">927</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Net assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">17,300</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Consideration paid</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cash consideration, net of cash acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,301</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Fair value of common stock issued</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,074</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Acquisition-related deferred common stock consideration</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">895</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contingent consideration</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,030</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">17,300</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:10pt;"> </p> <p style="margin-bottom:0pt;margin-top:2pt;text-indent:0%;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The weighted average useful life of all identified acquired intangible assets is 7.47 years. The average useful lives for acquired technologies, customer relationships and trade names are 3.0 years, 9.0 years and 3.0 years, respectively. Identifiable intangible assets with definite lives are amortized over the period of estimated benefit using the straight-line method. The straight-line method of amortization represents the Company’s best estimate of the period of expected cash flows of the identifiable intangible assets.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The goodwill balance is primarily attributed to the anticipated synergies from the acquisition and expanded market opportunities with respect to the integration of Techwan’s products with the Company's other solutions. The Company believes that the factors listed above in relation to the purchase of Techwan support the amount of goodwill recorded as a result of the purchase price paid for the acquisition, in relation to other acquired tangible and intangible assets. The resulting goodwill from the Techwan acquisition is not deductible for income tax purposes.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">During the <span style="color:#000000;">year ended December 31</span>, 2020<span style="color:#000000;">, the Company incurred transaction costs of $0.2 million in connection with the Techwan acquisition, which were expensed as incurred and included in general and administrative expenses.</span></p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">SnapComms Limited</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">On <span style="color:#000000;">August 4, 2020</span>, the Company entered into a Stock Purchase Agreement with SnapComms Limited pursuant to which the Company purchased all of the issued and outstanding shares of stock of SnapComms for a <span style="color:#000000;">base consideration of $34.4 million. The Company paid $13.6 million in cash and issued 121,858 newly issued shares of the Company’s common stock at closing. On the date of this acquisition, the average price of the Company’s common stock on the Nasdaq Global Market</span> was $145.13 per share. On the first anniversary of the acquisition date, the Company expects to pay deferred consideration of approximately $<span style="color:#000000;">3.3</span> million in cash and shares of the Company’s common stock subject to the provisions in the Stock Purchase Agreement.<span style="color:#000000;"> </span>In addition to the base purchase price, there is also a potential contingent payment of up to <span style="color:#000000;">approximately $5.0 million that can be</span> earned by the sellers based on revenue metrics during the period of April 1, 2020 through March 31, <span style="color:#000000;">2021. At the </span>date of </p> <p style="margin-top:6pt;margin-bottom:0pt;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">the acquisition, the Company preliminarily assessed the probability of SnapComms meeting the revenue metrics during the period of April 1, 2020 through March 31, </span><span style="color:#000000;">2021 and recorded a $</span><span style="color:#000000;">2.0</span><span style="color:#000000;"> million </span><span style="color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">initial </span><span style="color:#000000;">fair value of contingent consideration as part of the purchase price allocation. </span><span style="color:#000000;">During the </span><span style="color:#000000;">year ended December 31</span><span style="color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">, 2020</span><span style="color:#000000;">, the Company recognized a </span><span style="color:#000000;">de</span><span style="color:#000000;">crease in the fair value of </span><span style="color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">SnapComms’ </span><span style="color:#000000;">contingent consideration obligation in the amount of $</span><span style="color:#000000;">2.0</span><span style="color:#000000;"> million</span><span style="color:#000000;"> recognized in general and administrative expenses in the</span><span style="color:#000000;"> c</span><span style="color:#000000;">onsolidated statements of operations and comprehensive loss</span><span style="color:#000000;">. </span><span style="color:#000000;">The Company</span><span style="color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> acquired SnapComms </span><span style="color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">to expand the Company’s customer base </span><span style="color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">and for its internal communications software to enhance the Company’s CEM suite of solutions.</span></p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">During the year ended December 31, 2020, the Company recognized a $0.9 million decrease in <span style="color:#000000;">SnapComms’ </span>deferred revenue balance with a corresponding decrease in goodwill from the initial assessment as of the acquisition date. As the Company finalizes its estimation of the fair value of the assets acquired and liabilities assumed, additional adjustments may be recorded during the measurement period (a period not to exceed 12 months). The initial accounting is incomplete as of December 31, 2020 for the acquired assets and liabilities as the Company is in the process of completing the assessment of the tax attributes of the business combination. The finalization of the acquisition accounting valuation assessment may result in a change in the valuation of the deferred tax assets and liabilities which could have a material impact on the Company’s results of operations and financial position.  </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the preliminary estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of <span style="color:#000000;">SnapComms </span>made by the Company (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.82%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">SnapComms</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts receivable</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,808</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other current assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">283</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Property and equipment</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">118</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Acquired technology</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,300</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Trade names</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">960</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Customer relationships</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">13,300</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Goodwill</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">22,629</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">943</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Total assets acquired</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">42,341</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Liabilities assumed</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accrued expenses</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">503</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred revenue</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,165</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred tax liabilities</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,960</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">742</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Net assets acquired</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">32,971</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Consideration paid</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cash consideration, net of cash acquired</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,090</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Fair value of common stock issued</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">17,685</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Acquisition-related deferred consideration</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,149</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contingent consideration</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,047</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">32,971</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:2pt;text-indent:0%;font-size:10pt;"> </p> <p style="margin-bottom:0pt;margin-top:2pt;text-indent:0%;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The weighted average useful life of all identified acquired intangible assets is 7.82 years. The average useful lives for acquired technologies, customer relationships and trade names are 3.0 years, 9.0 years and 3.0 years, respectively. Identifiable intangible assets with definite lives are amortized over the period of estimated benefit using the straight-line method. The straight-line method of amortization represents the Company’s best estimate of the period of expected cash flows of the identifiable intangible assets.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The goodwill balance is primarily attributed to the anticipated synergies from the acquisition and expanded market opportunities with respect to the integration of <span style="color:#000000;">SnapComms’ </span>products with the Company's other solutions. The Company believes that the factors listed above in relation to the purchase of <span style="color:#000000;">SnapComms </span>support the amount of </p> <p style="margin-top:12pt;margin-bottom:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">goodwill recorded as a result of the purchase price paid for the acquisition, in relation to other acquired tangible and intangible assets. The resulting goodwill from the </span><span style="color:#000000;">SnapComms </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">acquisition is not deductible for income tax purposes.</span></p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">During the <span style="color:#000000;">year ended December 31</span>, 2020<span style="color:#000000;">, the Company incurred transaction costs of $0.1 million in connection with the </span>SnapComms <span style="color:#000000;">acquisition, which were expensed as incurred and included in general and administrative expenses.</span></p> <p style="Background-color:#FFFFFF;margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;color:#000000;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">2019 Acquisitions</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">MissionMode Solutions, Inc.</p> <p style="Background-color:#FFFFFF;margin-top:6pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">On April 1, <span style="color:#000000;">2019</span>, the Company entered into a Stock Purchase Agreement with MissionMode Solutions, Inc. (“MissionMode”) pursuant to which the Company purchased all of the issued and outstanding shares of stock of MissionMode for base consideration of $6.8 million. There was also a <span style="Background-color:#FFFFFF;">potential </span><span style="color:#000000;">contingent payment of up to $1.0 million that could have been earned in addition to the base consideration by the sellers based on successfully converting MissionMode’s customers to the Company’s products. At the date of the acquisition, the Company assessed the probabilities of MissionMode meeting the threshold to convert MissionMode’s customers to the Company’s products required for the seller to earn the contingent payment. Therefore, contingent consideration was recorded as part of the purchase price allocation and the fair value of the contingent consideration was determined to be $0.6 million. At December 31, 2019, it was determined to not be probable that MissionMode would meet the threshold to convert MissionMode’s customers to the Company’s products which resulted in a decrease of the contingent consideration obligation in the amount of $0.6 million recognized in general and administrative expenses in the consolidated statements of operations and comprehensive loss. The Company’s acquisition of MissionMode was made primarily to expand the Company’s customer base and to a lesser extent to complement some of the existing facets of MissionMode’s business with the Company’s existing products.</span>   </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed as well as the aggregate consideration during the year ended December 31, 2019 for the acquisition of MissionMode made by the Company (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.82%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">MissionMode</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts receivable</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">295</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Property and equipment</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Trade names</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">220</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Acquired technology</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">310</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Customer relationships</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,600</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Goodwill</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,918</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Total assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,356</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Liabilities assumed</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts payable and accrued expenses</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">152</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred revenue</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">880</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Net assets acquired</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,314</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Consideration paid</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cash paid, net of cash acquired</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,764</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contingent consideration</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">550</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,314</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:12pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The weighted average useful life of all identified acquired intangible assets is 6.50 years. The weighted average useful lives for acquired technologies, customer relationships and trade names are 3.0 years, 7.0 years and 1.0 year, respectively. Identifiable intangible assets with definite lives are amortized over the period of estimated benefit using the straight-line method. The straight-line method of amortization represents the Company’s best estimate of the distribution of the economic value of the identifiable intangible assets.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The goodwill balance is primarily attributed to the anticipated synergies from the acquisition and expanded market opportunities with respect to the integration of MissionMode’s products with the Company's other solutions. The Company believes that the factors listed above in relation to the purchase of MissionMode support the amount of goodwill recorded as a result of the purchase price paid for the acquisition, in relation to other acquired tangible and intangible assets. The resulting goodwill from the MissionMode acquisition is not deductible for income tax purposes.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">During the year ended December 31, 2019, the Company incurred transaction costs of $0.1 million in connection with the MissionMode acquisition, which were expensed as incurred and included in general and administrative expenses within the accompanying consolidated statements of operations and comprehensive loss.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Neither the investment in the assets nor the results of operations of the acquisition of MissionMode was significant to the Company’s consolidated financial position or results of operations, and thus pro forma information is not presented.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-style:italic;font-family:Times New Roman;font-size:10pt;font-weight:normal;text-transform:none;font-variant: normal;">NC4 Inc. and NC4 Public Sector</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">On July 29, 2019, the Company entered into a Membership Interest Purchase Agreement <span style="Background-color:#FFFFFF;">(the “Purchase Agreement”) </span>with NC4 Inc., NC4 Public Sector LLC, and Celerium Group Inc., pursuant to which the Company purchased all of the outstanding membership interest of NC4 Inc. and NC4 Public Sector LLC (collectively, “NC4”) for total consideration of approximately $84.5 million. The Company paid approximately $51.7 million in cash at closing f<span style="Background-color:#FFFFFF;">rom the Company’s cash and cash equivalents. T</span>he remaining purchase price was paid with 320,998 newly issued shares of the Company’s common stock. On the date of this acquisition the average price of the Company’s common stock on the Nasdaq Global Market was $102.18 per share. <span style="Background-color:#FFFFFF;">On August 1, 2019, the Acquisition was consummated pursuant to the Purchase Agreement, except for the transfer of the NC4 Public Sector business which was consummated on September 30, 2019. </span>The Company determined that the two transactions should be accounted for as a single transaction in accordance with ASC 810-10-40-6, <span style="font-style:italic;">Consolidation</span>, as the transactions were entered in contemplation of one another and were essentially a single transaction designed to achieve an overall commercial effect. The Company’s acquisition of NC4 was made primarily to expand the Company’s customer base and to a lesser extent to complement some of the existing facets of NC4’s business with the Company’s existing products.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed as well as the aggregate consideration during the year ended December 31, 2019 for the acquisition of NC4 made by the Company (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.82%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">NC4</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts receivable</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,611</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other current assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">530</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Property and equipment</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">75</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Acquired technology</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,210</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Trade names</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,610</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Customer relationships</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">35,490</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Goodwill</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">40,384</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Total assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">92,910</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Liabilities assumed</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred revenue</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,540</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other current liabilities</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">917</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Net assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">84,453</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Consideration paid</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cash paid</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">51,655</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Fair value of common stock issued</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">32,798</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">84,453</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:12pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The weighted average useful life of all identified acquired intangible assets is 5.88 years. The average useful lives for acquired technologies, customer relationships and trade names are 3.0 years, 7.0 years and 3.0 years, respectively. Identifiable intangible assets with definite lives are amortized over the period of estimated benefit using the straight-line method. The straight-line method of amortization represents the Company’s best estimate of the period of expected cash flows of the identifiable intangible assets.                              </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The goodwill balance is primarily attributed to the anticipated synergies from the acquisition and expanded market opportunities with respect to the integration of NC4’s products with the Company's other solutions. The Company believes that the factors listed above in relation to the purchase of NC4 support the amount of goodwill recorded as a result of the purchase price paid for the acquisition, in relation to other acquired tangible and intangible assets. The resulting goodwill from the NC4 acquisition is deductible for income tax purposes.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">During the year ended December 31, 2019, the Company incurred transaction costs of $0.2 million in connection with the NC4 acquisition, which were expensed as incurred and included in general and administrative expenses within the accompanying consolidated statements of operations and comprehensive loss.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Unaudited Pro Forma Financial Information</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following tables reflect the results of acquired business included in the Company’s unaudited financial information for the year ended <span style="color:#000000;">December 31</span>, <span style="color:#000000;">2019</span> as well as the unaudited pro forma combined results of operations for the years ended <span style="color:#000000;">December 31</span>, 2019 and 2018 as if the acquisition of NC4 had taken place on January 1, 2018. The unaudited pro forma financial information includes the effects of certain adjustments, including the amortization of acquired intangible assets and the associated tax effect and the elimination of the Company’s and the acquiree’s non-recurring acquisition related expenses (in thousands, except per share amounts):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.98%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Revenue</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Net loss</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.98%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">From the acquisition date to December 31, 2019</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,404</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(3,079</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.98%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">For the year ended December 31, 2019 pro forma</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">211,830</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(55,659</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.98%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">For the year ended December 31, 2018 pro forma</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">163,435</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(55,753</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:67.16%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:30.2%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:67.16%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.64%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.92%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2018</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.16%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Basic and diluted loss per share pro forma</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.64%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1.67</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.92%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1.89</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:12pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The unaudited pro forma information presented does not purport to be indicative of the results that would have been achieved had the acquisition been consummated at January 1, 2018 nor of the results which may occur in the future. The pro forma adjustments are based upon available information and certain assumptions that the Company believes are reasonable.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:9pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:9pt;"> </p> 2020-02-07 20200000 11500000 96611 93.32 6000000.0 0 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of <span style="color:#000000;">Connexient </span>made by the Company (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.82%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Connexient</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts receivable</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">849</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Prepaid expenses and other current assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">518</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Property and equipment</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Acquired technology</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,220</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Trade names</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">630</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Customer relationships</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,800</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Goodwill</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">14,343</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">238</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Total assets acquired</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">25,607</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Liabilities assumed</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts payable</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">751</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accrued expenses</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">208</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred revenue</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,420</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred tax liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,011</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other liabilities</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">211</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Net assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">20,006</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Consideration paid</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cash consideration, net of cash acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,991</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Fair value of common stock issued</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,015</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">20,006</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 849000 518000 9000 1220000 630000 7800000 14343000 238000 25607000 751000 208000 2420000 2011000 211000 20006000 10991000 9015000 20006000 P7Y11M1D P3Y P9Y P4Y 100000 2020-02-25 35700000 19800000 153217 104.10 600000 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of <span style="color:#000000;">CNL</span><span style="Background-color:#FFFFFF;color:#000000;"> Software</span><span style="color:#000000;"> </span>made by the Company (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.82%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">CNL Software</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts receivable</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,979</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Prepaid expenses and other current assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,095</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Property and equipment</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">731</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Acquired technology</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,150</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Trade names</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,080</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Customer relationships</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,500</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Goodwill</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">28,679</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,314</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Total assets acquired</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">42,528</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Liabilities assumed</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts payable</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">315</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accrued expenses</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,653</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred revenue</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,751</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred tax liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,553</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other liabilities</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,276</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Net assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">33,980</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Consideration paid</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cash paid, net of cash acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">18,030</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Fair value of common stock issued</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">15,950</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">33,980</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 1979000 1095000 731000 2150000 1080000 5500000 28679000 1314000 42528000 315000 1653000 3751000 1553000 1276000 33980000 18030000 15950000 33980000 P5Y3D P3Y P6Y P4Y 100000 2020-03-19 13100000 5500000 2000000.0 52113 104.95 15000000.0 2200000 8100000 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of <span style="color:#000000;">one2many </span>made by the Company (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.82%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">one2many</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts receivable</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">521</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other current assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,441</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Property and equipment</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">19</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Acquired technology</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">970</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Trade names</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">580</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Customer relationships</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,100</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Goodwill</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,704</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">176</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Total assets acquired</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">17,511</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Liabilities assumed</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts payable</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">72</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accrued expenses</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">636</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred revenue</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,460</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred tax liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">985</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other current liabilities</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">136</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Net assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">14,222</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Consideration paid</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cash consideration, net of cash acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,563</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Fair value of common stock issued</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,469</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contingent consideration</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,190</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">14,222</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 521000 1441000 19000 970000 580000 3100000 10704000 176000 17511000 72000 636000 1460000 985000 136000 14222000 6563000 5469000 2190000 14222000 P5Y8M1D P3Y P7Y P3Y 200000 2020-05-27 15500000 9400000 100000 38425 6779 132.05 7000000.0 2000000.0 -2000000.0 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the preliminary estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of <span style="color:#000000;">Techwan </span>made by the Company (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.82%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Techwan</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts receivable</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">921</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other current assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">235</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Acquired technology</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,160</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Trade names</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">580</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Customer relationships</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,100</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Goodwill</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">12,678</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other assets</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">254</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Total assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">20,928</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Liabilities assumed</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accrued expenses</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">673</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred revenue</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,190</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred tax liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">838</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other current liabilities</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">927</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Net assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">17,300</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Consideration paid</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cash consideration, net of cash acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,301</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Fair value of common stock issued</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,074</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Acquisition-related deferred common stock consideration</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">895</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contingent consideration</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,030</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">17,300</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 921000 235000 1160000 580000 5100000 12678000 254000 20928000 673000 1190000 838000 927000 17300000 9301000 5074000 895000 2030000 17300000 P7Y5M19D P3Y P9Y P3Y 200000 2020-08-04 34400000 13600000 121858 145.13 3300000 5000000.0 2000000.0 -2000000.0 -900000 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the preliminary estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of <span style="color:#000000;">SnapComms </span>made by the Company (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.82%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">SnapComms</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts receivable</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,808</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other current assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">283</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Property and equipment</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">118</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Acquired technology</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,300</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Trade names</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">960</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Customer relationships</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">13,300</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Goodwill</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">22,629</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">943</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Total assets acquired</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">42,341</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Liabilities assumed</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accrued expenses</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">503</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred revenue</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,165</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred tax liabilities</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,960</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">742</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Net assets acquired</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">32,971</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Consideration paid</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cash consideration, net of cash acquired</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10,090</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Fair value of common stock issued</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">17,685</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Acquisition-related deferred consideration</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,149</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contingent consideration</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,047</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">32,971</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 1808000 283000 118000 2300000 960000 13300000 22629000 943000 42341000 503000 3165000 4960000 742000 32971000 10090000 17685000 3149000 2047000 32971000 P7Y9M25D P3Y P9Y P3Y 100000 2019-04-01 6800000 1000000.0 600000 -600000 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed as well as the aggregate consideration during the year ended December 31, 2019 for the acquisition of MissionMode made by the Company (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.82%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">MissionMode</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts receivable</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">295</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Property and equipment</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Trade names</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">220</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Acquired technology</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">310</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Customer relationships</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,600</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Goodwill</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,918</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Total assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,356</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Liabilities assumed</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts payable and accrued expenses</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">152</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred revenue</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">880</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">10</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Net assets acquired</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,314</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Consideration paid</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cash paid, net of cash acquired</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,764</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Contingent consideration</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">550</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,314</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 295000 7000 6000 220000 310000 4600000 2918000 8356000 152000 880000 10000 7314000 6764000 -550000 7314000 P6Y6M P3Y P7Y P1Y 100000 2019-07-29 84500000 51700000 320998 102.18 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed as well as the aggregate consideration during the year ended December 31, 2019 for the acquisition of NC4 made by the Company (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.82%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">NC4</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts receivable</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,611</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other current assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">530</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Property and equipment</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">75</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Acquired technology</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,210</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Trade names</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,610</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Customer relationships</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">35,490</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Goodwill</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">40,384</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Total assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">92,910</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Liabilities assumed</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred revenue</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,540</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other current liabilities</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">917</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Net assets acquired</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">84,453</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Consideration paid</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.2%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cash paid</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">51,655</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Fair value of common stock issued</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">32,798</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.2%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">84,453</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 2611000 530000 75000 5210000 8610000 35490000 40384000 92910000 7540000 917000 84453000 51655000 32798000 84453000 P5Y10M17D P3Y P7Y P3Y 200000 <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following tables reflect the results of acquired business included in the Company’s unaudited financial information for the year ended <span style="color:#000000;">December 31</span>, <span style="color:#000000;">2019</span> as well as the unaudited pro forma combined results of operations for the years ended <span style="color:#000000;">December 31</span>, 2019 and 2018 as if the acquisition of NC4 had taken place on January 1, 2018. The unaudited pro forma financial information includes the effects of certain adjustments, including the amortization of acquired intangible assets and the associated tax effect and the elimination of the Company’s and the acquiree’s non-recurring acquisition related expenses (in thousands, except per share amounts):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.98%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Revenue</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Net loss</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.98%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">From the acquisition date to December 31, 2019</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,404</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(3,079</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.98%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">For the year ended December 31, 2019 pro forma</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">211,830</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(55,659</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.98%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">For the year ended December 31, 2018 pro forma</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">163,435</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(55,753</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:67.16%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:30.2%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:67.16%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.64%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.92%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2018</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:67.16%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Basic and diluted loss per share pro forma</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.64%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1.67</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.92%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1.89</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:12pt;"> </p> 6404000 -3079000 211830000 -55659000 163435000 -55753000 -1.67 -1.89 <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(9) Convertible Senior Notes</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:6pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">0.125% <span style="color:#000000;">Convertible Senior Notes Due 2024</span></p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In December 2019, the Company issued $450.0 million aggregate principal amount of 0.125% convertible senior notes due 2024, including $75.0 million aggregate principal amount of 2024 Notes issued upon the initial purchasers’ exercise in full of their option to purchase additional 2024 Notes. The 2024 Notes will mature on December 15, 2024, unless earlier redeemed or repurchased by the Company or converted by the holder pursuant to their terms. Interest is payable semiannually in arrears on June 15 and December 15 of each year, commencing on June 15, 2020.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The 2024 Notes are governed by an Indenture between the Company, as issuer, and U.S. Bank National Association, as trustee (the “2024 Notes Indenture”). The 2024 Notes are unsecured and rank: senior in right of payment to the Company’s indebtedness that is expressly subordinated in right of payment to the 2024 Notes; equal in right of payment to the Company’s existing and future indebtedness that is not so subordinated, including its 1.50% convertible senior notes due 2022 (see 1.50% Convertible Senior Notes Due 2022 below); effectively junior in right of payment to any of the Company’s secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally junior to all existing and future indebtedness and other liabilities incurred by the Company’s subsidiaries.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of the Company’s common stock or a combination of cash and shares of common stock, at the Company’s election. </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The 2024 Notes have an initial conversion rate of 8.8999 shares of common stock per $1,000 principal amount of 2024 Notes. This represents an initial effective conversion price of approximately $112.36 per share of common stock and approximately 4.0 million shares issuable upon conversion. Throughout the term of the 2024 Notes, the conversion rate may be adjusted upon the occurrence of certain events. Holders of the 2024 Notes will not receive any cash payment representing accrued and unpaid interest, if any, upon conversion of a 2024 Note, except in limited circumstances. Accrued but unpaid interest will be deemed to be paid by cash, shares of the Company’s common stock or a combination of cash and shares of the Company’s common stock paid or delivered, as the case may be, to the holder upon conversion of a 2024 Note.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Holders may convert all or a portion of their 2024 Notes prior to the close of business on the business day immediately preceding June 15, 2024, in multiples of $1,000 principal amount, only under the following circumstances:</p> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"/><span style="font-size:10pt;font-family:'Times New Roman'">•</span></p></td> <td valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;">during any calendar quarter commencing after the calendar quarter ending on March 31, 2020 (and only during such calendar quarter), if the last reported sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day;</span></p></td></tr></table></div> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"/><span style="font-size:10pt;font-family:'Times New Roman'">•</span></p></td> <td valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;">during the five business day period after any ten consecutive trading day period (the “2024 Notes Measurement Period”), in which the “trading price” (as the term is defined in the 2024 Notes Indenture) per $1,000 principal amount of notes for each trading day of such 2024 Notes Measurement Period was less than 98% of the product of the last reported sale price of the Company’s common stock and the conversion rate on each such trading day;</span></p></td></tr></table></div> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:5.24%;white-space:nowrap" valign="top"/> <td valign="top"> </td></tr></table></div> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"/><span style="font-size:10pt;font-family:'Times New Roman'">•</span></p></td> <td valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;">if the Company calls such notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date; or</span></p></td></tr></table></div> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"/><span style="font-size:10pt;font-family:'Times New Roman'">•</span></p></td> <td valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;">upon the occurrence of specified corporate events.</span></p></td></tr></table></div> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">On or after June 15, 2024 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their 2024 Notes at the conversion rate at any time regardless of whether the conditions set forth below have been met.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2020, the 2024 Notes are not yet convertible. The 2024 Notes are classified as long-term on the consolidated balance sheet as of December 31, 2020 as it is the Company’s intent to settle all of the debt at maturity or to settle in shares if exercised by the debt holder prior to maturity.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The 2024 Notes are not redeemable by the Company prior to December 20, 2022. The Company may redeem for cash all or any portion of the 2024 Notes, at its option, on or after December 20, 2022 if the last reported sale price of the Company's common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which the Company provides notice of redemption, during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the 2024 Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Based on market data available for publicly traded, senior, unsecured corporate bonds issued by companies in the same industry and with similar maturity, the Company estimated the implied interest rate of its 2024 Notes to be approximately 5.16%, assuming no conversion option. Assumptions used in the estimate represent what market participants would use in pricing the equity component, including market interest rates, credit standing, and yield curves, all of which are defined as Level 2 observable inputs. The estimated implied interest rate was applied to the 2024 Notes, which resulted in a fair value of the liability component of $360.4 million upon issuance, calculated as the present value of implied future payments based on the $450.0 million aggregate principal amount. The excess of the principal amount of the liability component over its carrying amount, or the debt discount, is amortized to interest expense over the term of the 2024 Notes. The $89.6 million difference between the aggregate principal amount of $450.0 million and the estimated fair value of the liability component was recorded in additional paid-in capital as the 2024 Notes were not considered redeemable.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Significant judgment is required in determining the liability component of the related convertible senior notes as well as the balance sheet classification of the elements of the convertible senior notes. The Company accounted for the convertible senior notes and the partial extinguishment of the 2022 Notes, discussed below, as separate liability and equity components, determining the fair value of the respective liability components based on an estimate of the fair value of a similar liability without a conversion option and assigning the residual value to the equity component. </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company estimated the fair value of the liability component of the convertible senior notes using a discounted cash flow model with a risk adjusted yield for similar debt instruments, absent any embedded conversion feature. In estimating the risk adjusted yield, the Company utilized both an income and market approach. For the income approach, the Company used a convertible bond pricing model, which included several assumptions including volatility and the risk-free rate. For the market approach, the Company performed an evaluation of issuances of convertible debt securities issued by other comparable companies. Additionally, a detailed analysis of the terms of the convertible senior notes transactions was required to determine existence of any derivatives that may require separate mark-to-market accounting under applicable accounting guidance.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In accounting for the transaction costs related to the issuance of the 2024 Notes, the Company allocated the total amount incurred to the liability and equity components based on their estimated relative fair values. Transaction costs attributable to the liability component, totaling $10.2 million, are being amortized to expense over the term of the 2024 Notes, and transaction costs attributable to the equity component, totaling $2.6 million, and were netted with the equity component in shareholders’ equity.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The 2024 Notes consist of the following (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:30.4%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Liability component:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Principal</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">450,000</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">450,000</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Less: debt discount, net of amortization</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(80,968</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(98,942</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Net carrying amount</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">369,032</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">351,058</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Equity component <sup style="font-size:85%;line-height:120%;vertical-align:top">(1)</sup></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">86,133</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">86,133</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:5.24%;text-indent:-5.24%;font-size:12pt;"> </p> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><sup style="font-size:85%;line-height:120%;vertical-align:top">(1)</sup></span></p></td> <td valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;font-family:Times New Roman;font-size:10pt;"><sup style="font-size:85%;line-height:120%;vertical-align:top"/>Recorded in the consolidated balance sheet within additional paid-in capital, net of $2.6 million transaction costs in equity and net of $0.9 million for taxes.</p></td></tr></table></div> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="Background-color:#FFFFFF;">The following table sets forth total interest expense recognized related to the 2024 Notes (in thousands):</span></p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:30.4%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">0.125% coupon</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">564</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">27</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Amortization of debt discount and transaction costs</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">17,974</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">827</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:double 2.5pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">18,538</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">854</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="Background-color:#FFFFFF;margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:12pt;"> </p> <p style="Background-color:#FFFFFF;margin-bottom:0pt;margin-top:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The fair value of the 2024 Notes, which was determined based on inputs that are observable in the market or that could be derived from, or corroborated with, observable market data, quoted price of the 2024 Notes in an over-the-counter market (Level 2), and carrying value of debt instruments (carrying value excludes the equity component of the Company’s 2024 Notes classified in equity) were as follows (in thousands):</p> <p style="Background-color:#FFFFFF;margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="14" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.44%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:22.6%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:22.6%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Fair Value</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Carrying Value</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Fair Value</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Carrying Value</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2024 Notes</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">663,615</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">369,032</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">450,414</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">351,058</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="Background-color:#FFFFFF;margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:12pt;"> </p> <p style="Background-color:#FFFFFF;margin-bottom:0pt;margin-top:0pt;text-indent:0%;color:#000000;letter-spacing:-0.1pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In connection with the issuance of the 2024 Notes, the Company entered into capped call transactions with certain counterparties affiliated with the initial purchasers and other financial institutions. The capped call transactions are expected to reduce potential dilution of earnings per share upon conversion of the 2024 Notes. Under the capped call transactions, the Company purchased capped call options that in the aggregate relate to the total number of shares of the Company’s common stock underlying the 2024 Notes, with an initial strike price of <span style="color:#000000;">approximately $112.36 per </span>share, which corresponds to the initial conversion price of the 2024 Notes and is subject to anti-dilution adjustments substantially similar to those applicable to the conversion rate of the 2024 Notes, and with a cap price of <span style="color:#000000;">approximately $166.46</span>. The cost of the purchased capped calls of <span style="color:#000000;">$44.9 mi</span>llion was recorded to shareholders’ equity and will not be re-measured.</p> <p style="Background-color:#FFFFFF;margin-top:12pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Based on the closing price of the Company’s <span style="color:#000000;">common stock of $149.07 on December 31, 2020, the if-converted value of the 2024 Notes was more than their respective principal amounts</span>.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;color:#000000;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">1.50% Convertible Senior Notes Due 2022</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:6pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In November 2017, the Company issued $115.0 million aggregate principal amount of </p> <p style="margin-bottom:0pt;margin-top:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1.50</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">% convertible senior notes</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">due</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> 2022</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">,</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> including $</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">15.0</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> million aggregate principal amount of 2022 Notes issued upon the initial purchasers’ exercise in full of their option to purchase additional 2022 Notes</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">. The 2022 Notes will mature on</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">November 1, 2022</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">, unless earlier</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> redeemed or</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> repurchased by the Company or converted by the holder pursuant to </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">their terms. </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Interest is payable semiannually in arrears on May 1 and November 1 of each year, commencing on </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">May 1, 2018</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">.</span></p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The 2022 Notes are governed by an Indenture between the Company, as issuer, and U.S. Bank, National Association, as trustee (the “2022 Notes Indenture”). The 2022 Notes are unsecured and rank: senior in right of payment to the Company’s future indebtedness that is expressly subordinated in right of payment to the 2022 Notes; equal in right of payment to the Company’s existing and future indebtedness that is not so subordinated, including the Company’s 2024 Notes; effectively subordinated in right of payment to any of the Company’s secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally subordinated to all existing and future indebtedness and other liabilities incurred by the Company’s subsidiaries.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of the Company’s common stock or a combination of cash and shares of common stock, at the Company’s election. The Company’s current intention is to settle the conversion in shares of common stock if a conversion were to occur.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The 2022 Notes have an initial conversion rate of 29.6626 shares of common stock per $1,000 principal amount of 2022 Notes. This represents an initial effective conversion price of approximately $33.71 per share of common stock and initially approximately 3.4 million shares issuable upon conversion. Throughout the term of the 2022 Notes, the conversion rate may be adjusted upon the occurrence of certain events. Holders of the 2022 Notes will not receive any cash payment representing accrued and unpaid interest, if any, upon conversion of a 2022 Note, except in limited circumstances. Accrued but unpaid interest will be deemed to be paid by cash, shares of the Company’s common stock or a combination of cash and shares of the Company’s common stock paid or delivered, as the case may be, to the holder upon conversion of a 2022 Note.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Holders may convert all or a portion of their 2022 Notes prior to the close of business on the business day immediately preceding May 1, 2022, in multiples of $1,000 principal amount, only under the following circumstances:</p> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"/><span style="font-size:10pt;font-family:'Times New Roman'">•</span></p></td> <td valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;">during any calendar quarter commencing after the calendar quarter ending on March 31, 2018 (and only during such calendar quarter), if the last reported sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day;</span></p></td></tr></table></div> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"/><span style="font-size:10pt;font-family:'Times New Roman'">•</span></p></td> <td valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;">during the five business day period after any five consecutive trading day period (the “2022 Notes Measurement Period”), in which the “trading price” (as the term is defined in the 2022 Notes Indenture) per $1,000 principal amount of notes for each trading day of such 2022 Notes Measurement Period was less than 98% of the product of the last reported sale price of the Company’s common stock on such trading day and the conversion rate on each such trading day;</span></p></td></tr></table></div> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"/><span style="font-size:10pt;font-family:'Times New Roman'">•</span></p></td> <td valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;">if the Company calls any or all of the notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the maturity date; or</span></p></td></tr></table></div> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"> </p></td> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"><span style="font-weight:normal;font-style:normal;text-decoration:none;Background-color:#auto;color:#auto;font-size:10pt;font-family:'Times New Roman';text-transform:none;font-variant: normal;letter-spacing:0pt;"/><span style="font-size:10pt;font-family:'Times New Roman'">•</span></p></td> <td valign="top"> <p style="text-align:left;margin-bottom:0pt;margin-top:6pt;font-weight:normal;font-style:normal;color:#auto;text-transform:none;font-variant: normal;letter-spacing:0pt;font-family:Times New Roman;font-size:10pt;"><span style="Background-color:#auto;text-decoration:none;"/><span style="color:#000000;">upon the occurrence of specified corporate events.</span></p></td></tr></table></div> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">On or after May 1, 2022, until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their 2022 Notes at the conversion rate at any time regardless of whether the conditions set forth below have been met.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The 2022 Notes were not redeemable by the Company prior to November 6, 2020. The Company may redeem for cash all or any portion of the 2022 Notes, at its option, on or after November 6, 2020 if the last reported sale price of the Company's common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which the Company provides notice of redemption, during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the 2022 Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. The Company has not provided notice to exercise its option to redeem the 2022 Notes.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Based on the market price of the Company’s common stock during the 30 trading days preceding June 30, 2018, the 2022 Notes were convertible at the option of the debt holder as of September 30, 2018 and continue to be convertible at the option of the debt holder as of December 31, 2020. </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In connection with the issuance of the 2024 Notes in December 2019, the Company <span style="Background-color:#FFFFFF;">paid $57.8 million to repurchase $23.0 million aggregate principal </span><span style="Background-color:#FFFFFF;color:#000000;">amount of the 2022 Notes. The Company determined the fair value of the liability portion being extinguished immediately prior to extinguishment. Based on market data available for publicly traded, senior, unsecured corporate bonds issued by companies in the same industry and with similar maturity, the Company estimated the implied interest rate of its 2022 Notes to be approximately 4.64%. The fair value of such liability portion was then deducted from the amount of consideration transferred and allocated to the liability component. The difference between the fair value of the liability and its carrying value, inclusive of any unamortized debt issue costs, were recognized as an extinguishment loss in the amount of </span>$1.4 million in Loss on extinguishment of convertible notes on the consolidated statement of operations and comprehensive loss during the year ended December 31, 2019<span style="Background-color:#FFFFFF;color:#000000;">. The remaining consideration was allocated to the reacquisition of the equity component and recognized as a reduction of </span>Additional paid-in capital on the consolidated balance sheet <span style="Background-color:#FFFFFF;color:#000000;">in the amount </span>of $36.7 million. The Company also partially terminated <span style="letter-spacing:-0.1pt;">capped call options entered into in connection with the 2022 Notes</span> during fiscal year 2019 <span style="Background-color:#FFFFFF;color:#000000;">and </span><span style="Background-color:#FFFFFF;">received $5.8 million recorded to </span>additional paid-in capital on the consolidated balance sheet. </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">During the year ended December 31, 2020, <span style="Background-color:#FFFFFF;">the Company issued </span>362,029<span style="Background-color:#FFFFFF;"> shares upon the conversion of approximately $12.2 million in aggregate principal amount of the 2022 Notes and recognized $</span>11.4<span style="Background-color:#FFFFFF;"> million in a</span>dditional paid-in capital on the consolidated balance sheet <span style="Background-color:#FFFFFF;">related to shares issued. The Company determined the fair value of the liability portion being extinguished immediately prior to extinguishment</span>.<span style="Background-color:#FFFFFF;"> Based on market data available for publicly traded, senior, unsecured corporate bonds issued by companies in the same industry and with similar maturity, the Company estimated the implied interest rate of its 2022 Notes ranged from approximately 4.64% to 5.13%. The fair value of such liability portion was then deducted from the amount of consideration transferred and allocated to the liability component. </span><span style="Background-color:#FFFFFF;color:#000000;">The difference between the fair value of the liability and its carrying value, inclusive of any unamortized debt issue costs, were recognized as an extinguishment loss in the amount of </span>$0.4 million in Loss on extinguishment of convertible notes on the consolidated statement of operations and comprehensive loss during the year ended December 31, 2020. Of the $0.4 million Loss on extinguishment of convertible notes, $0.1 million Loss on extinguishment of convertible notes was recognized during the year ended December 31, 2020 related to a conversion notice which was received on December 31, 2020 and settled in January 2021.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The 2022 Notes are classified as long-term on the consolidated balance sheet as of December 31, 2020. The Company may repurchase the 2022 Notes prior to maturity and intends to settle in shares if exercised by the debt holder prior to maturity.</p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Based on market data available for publicly traded, senior, unsecured corporate bonds issued by companies in the same industry and with similar maturity, the Company estimated the implied interest rate of its 2022 Notes at the time of issuance to be approximately 6.93%, assuming no conversion option. Assumptions used in the estimate represent what market participants would use in pricing the equity component, including market interest rates, credit standing, and yield curves, all of which are defined as Level 2 observable inputs. The estimated implied interest rate was applied to the 2022 Notes, which resulted in a fair value of the liability component of $92.1 million upon issuance, calculated as the present value of implied future payments based on the $115.0 million aggregate principal amount. The excess of the principal amount of the liability component over its carrying amount, or the debt discount, is amortized to interest expense over the term of the 2022 Notes. The $22.9 million difference between the aggregate principal amount of $115.0 million and the estimated fair value of the liability component was recorded in additional paid-in capital as the 2022 Notes were not considered redeemable.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In accounting for the transaction costs related to the issuance of the 2022 Notes, the Company allocated the total amount incurred to the liability and equity components based on their estimated relative fair values. Transaction costs attributable to the liability component on the remaining outstanding notes as of the issuance date, totaling $2.2 million, are being amortized to expense over the term of the 2022 Notes, and transaction costs attributable to the </p> <p style="margin-top:2pt;margin-bottom:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">equity component</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> as of the issuance date</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">, totaling $</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">0.8</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> million, and were netted with the equity component in shareholders’ equity.</span></p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The 2022 Notes consist of the following (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:30.4%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Liability component:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Principal</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">79,795</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">92,000</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Less: debt discount, net of amortization</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(7,313</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(12,776</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Net carrying amount</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">72,482</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">79,224</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Equity component <sup style="font-size:85%;line-height:120%;vertical-align:top">(1)</sup></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(21,318</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(14,555</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="margin-top:2pt;margin-bottom:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><sup style="font-size:85%;line-height:120%;vertical-align:top">(</sup></span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><sup style="font-size:85%;line-height:120%;vertical-align:top">1</sup></span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><sup style="font-size:85%;line-height:120%;vertical-align:top">)</sup></span></p></td> <td valign="top"> <p style="margin-top:2pt;margin-bottom:0pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;font-family:Times New Roman;font-size:10pt;">Recorded in the consolidated balance sheet within additional paid-in capital, net of $0.8 million transaction costs in equity. Additional paid-in capital also includes $36.7 million market premium representing the excess of the total consideration delivered over the fair value of the liability recognized related to the <span style="Background-color:#FFFFFF;">$23.0 million principal </span><span style="Background-color:#FFFFFF;color:#000000;">balance</span> extinguishment of the 2022 Notes in December 2019.  </p></td></tr></table></div> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table sets forth total interest expense recognized related to the 2022 Notes (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.12%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2018</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1.50% coupon</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,363</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,709</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,725</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Amortization of debt discount and transaction costs</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,187</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,884</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,616</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:double 2.5pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,550</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,593</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,341</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The fair value of the 2022 Notes, which was determined based on inputs that are observable in the market or that could be derived from, or corroborated with, observable market data, quoted price of the 2022 Notes in an over-the-counter market (Level 2), and carrying value of debt instruments (carrying value excludes the equity component of the Company’s convertible notes classified in equity) were as follows (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="14" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.42%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:22.6%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:22.6%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Fair Value</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Carrying Value</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Fair Value</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Carrying Value</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2022 Notes</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">265,488</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">72,482</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">215,801</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">79,224</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;letter-spacing:-0.1pt;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In connection with the issuance of the 2022 Notes, the Company entered into capped call transactions with certain counterparties affiliated with the initial purchasers and others. The capped call transactions are expected to reduce potential dilution of earnings per share upon conversion of the 2022 Notes. Under the capped call transactions, the Company purchased capped call options that in the aggregate relate to the total number of shares of the Company’s common stock underlying the 2022 Notes, with an initial strike price of approximately $33.71 per share, which corresponds to the initial conversion price of the 2022 Notes and is subject to anti-dilution adjustments substantially similar to those applicable to the conversion rate of the 2022 Notes, and have a cap price of approximately $47.20. The cost of the purchased capped calls of $12.9 million was recorded to shareholders’ equity and will not be re-measured.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Based on the closing price of the Company’s common stock of $149.07 on December 31, 2020, the if-converted value of the 2022 Notes was more than their respective principal amounts. </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the Company’s debt obligations at December 31, 2020 (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:44.76%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.08%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:8.94%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Less than</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">1 Year</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.08%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:8.94%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">1 to 3</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Years</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.08%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:8.94%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">3 to 5</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Years</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.08%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:8.94%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">More than</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">5 Years</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.08%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:8.94%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:44.76%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Debt obligations</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.08%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:7.94%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.08%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:7.94%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">79,795</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.08%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:7.94%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">450,000</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.08%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:7.94%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.08%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:7.94%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">529,795</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Debt obligations include the principal amount of the 2024 Notes and 2022 Notes but exclude interest payments to be made under the 2024 Notes and 2022 Notes. Although the 2024 Notes and 2022 Notes mature in 2024 and 2022, respectively, they can be converted into cash and shares of our common stock prior to maturity if certain conditions are met. Any conversion prior to maturity can result in repayments of the principal amounts sooner than the scheduled repayments as indicated in the table. The 2024 Notes and 2022 Notes balance excludes $81.0 million and $7.3 million, respectively, of debt discount capitalized on the balance sheet and shown net of our debt obligations.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">  </p> 450000000.0 0.00125 75000000.0 2024-12-15 Interest is payable semiannually in arrears on June 15 and December 15 of each year, commencing on June 15, 2020. 2020-06-15 8.8999 1000 112.36 4000000.0 20 30 1.30 10 0.98 On or after June 15, 2024 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their 2024 Notes at the conversion rate at any time regardless of whether the conditions set forth below have been met. 1.30 20 30 1 0.0516 360400000 450000000.0 89600000 450000000.0 10200000 2600000 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The 2024 Notes consist of the following (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:30.4%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Liability component:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Principal</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">450,000</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">450,000</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Less: debt discount, net of amortization</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(80,968</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(98,942</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Net carrying amount</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">369,032</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">351,058</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Equity component <sup style="font-size:85%;line-height:120%;vertical-align:top">(1)</sup></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">86,133</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">86,133</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:5.24%;text-indent:-5.24%;font-size:12pt;"> </p> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><sup style="font-size:85%;line-height:120%;vertical-align:top">(1)</sup></span></p></td> <td valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;font-family:Times New Roman;font-size:10pt;"><sup style="font-size:85%;line-height:120%;vertical-align:top"/>Recorded in the consolidated balance sheet within additional paid-in capital, net of $2.6 million transaction costs in equity and net of $0.9 million for taxes.</p></td></tr></table></div> 450000000 450000000 80968000 98942000 369032000 351058000 86133000 86133000 2600000 900000 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="Background-color:#FFFFFF;">The following table sets forth total interest expense recognized related to the 2024 Notes (in thousands):</span></p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:30.4%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">0.125% coupon</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">564</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">27</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Amortization of debt discount and transaction costs</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">17,974</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">827</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:double 2.5pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">18,538</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">854</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 0.00125 564000 27000 17974000 827000 18538000 854000 <p style="Background-color:#FFFFFF;margin-bottom:0pt;margin-top:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The fair value of the 2024 Notes, which was determined based on inputs that are observable in the market or that could be derived from, or corroborated with, observable market data, quoted price of the 2024 Notes in an over-the-counter market (Level 2), and carrying value of debt instruments (carrying value excludes the equity component of the Company’s 2024 Notes classified in equity) were as follows (in thousands):</p> <p style="Background-color:#FFFFFF;margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="14" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.44%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:22.6%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:22.6%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.32%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Fair Value</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Carrying Value</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Fair Value</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Carrying Value</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.32%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2024 Notes</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">663,615</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">369,032</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">450,414</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">351,058</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 663615000 369032000 450414000 351058000 112.36 166.46 44900000 149.07 115000000.0 0.0150 15000000.0 2022-11-01 Interest is payable semiannually in arrears on May 1 and November 1 of each year, commencing on May 1, 2018. 2018-05-01 29.6626 1000 33.71 3400000 20 30 1.30 5 0.98 On or after May 1, 2022, until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their 2022 Notes at the conversion rate at any time regardless of whether the conditions set forth below have been met. 1.30 20 30 1 30 57800000 23000000.0 0.0464 -1400000 36700000 5800000 362029 12200000 11400000 0.0464 0.0513 -400000 -100000 0.0693 92100000 115000000.0 22900000 115000000.0 2200000 800000 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The 2022 Notes consist of the following (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:30.4%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Liability component:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Principal</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">79,795</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">92,000</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Less: debt discount, net of amortization</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(7,313</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(12,776</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Net carrying amount</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">72,482</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">79,224</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Equity component <sup style="font-size:85%;line-height:120%;vertical-align:top">(1)</sup></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(21,318</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(14,555</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="margin-top:2pt;margin-bottom:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><sup style="font-size:85%;line-height:120%;vertical-align:top">(</sup></span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><sup style="font-size:85%;line-height:120%;vertical-align:top">1</sup></span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><sup style="font-size:85%;line-height:120%;vertical-align:top">)</sup></span></p></td> <td valign="top"> <p style="margin-top:2pt;margin-bottom:0pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;font-family:Times New Roman;font-size:10pt;">Recorded in the consolidated balance sheet within additional paid-in capital, net of $0.8 million transaction costs in equity. Additional paid-in capital also includes $36.7 million market premium representing the excess of the total consideration delivered over the fair value of the liability recognized related to the <span style="Background-color:#FFFFFF;">$23.0 million principal </span><span style="Background-color:#FFFFFF;color:#000000;">balance</span> extinguishment of the 2022 Notes in December 2019.  </p></td></tr></table></div> 79795000 92000000 7313000 12776000 72482000 79224000 -21318000 -14555000 800000 800000 36700000 23000000.0 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table sets forth total interest expense recognized related to the 2022 Notes (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.12%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2018</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1.50% coupon</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,363</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,709</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,725</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Amortization of debt discount and transaction costs</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,187</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,884</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,616</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:double 2.5pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,550</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,593</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,341</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 0.0150 1363000 1709000 1725000 4187000 4884000 4616000 5550000 6593000 6341000 <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The fair value of the 2022 Notes, which was determined based on inputs that are observable in the market or that could be derived from, or corroborated with, observable market data, quoted price of the 2022 Notes in an over-the-counter market (Level 2), and carrying value of debt instruments (carrying value excludes the equity component of the Company’s convertible notes classified in equity) were as follows (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="14" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:47.42%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:22.6%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:22.6%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Fair Value</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Carrying Value</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Fair Value</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Carrying Value</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.34%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2022 Notes</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">265,488</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">72,482</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">215,801</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="middle"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">79,224</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="middle"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 265488000 72482000 215801000 79224000 33.71 47.20 12900000 149.07 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the Company’s debt obligations at December 31, 2020 (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:44.76%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.08%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:8.94%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Less than</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">1 Year</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.08%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:8.94%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">1 to 3</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Years</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.08%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:8.94%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">3 to 5</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Years</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.08%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:8.94%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">More than</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">5 Years</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.08%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:8.94%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:44.76%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Debt obligations</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.08%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:7.94%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.08%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:7.94%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">79,795</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.08%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:7.94%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">450,000</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.08%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:7.94%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.08%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:7.94%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">529,795</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 79795000 450000000 529795000 2024 2022 81000000.0 7300000 <p style="margin-top:8pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(10) Stockholders’ Equity </p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Preferred Stock</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2020, the Company had authorized 10,000,000 shares of preferred stock, par value $0.001, of which no shares were outstanding.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Common Stock</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Holders of the Company’s common stock are entitled to one vote per share.  </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2020, the Company had authorized 100,000,000 shares of common stock, par value $0.001. At December 31, 2020 and 2019, there are 35,449,447 and 33,848,627 shares of common stock issued and outstanding, respectively.</p> 10000000 0.001 0 Holders of the Company’s common stock are entitled to one vote per share 100000000 0.001 35449447 35449447 33848627 33848627 <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(11) Stock Plans and Stock-Based Compensation</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:6pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">      </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company’s 2016 Equity Incentive Plan (the “2016 Plan”), became effective on September 15, 2016. The 2016 Plan provides for the grant of incentive stock options, non-qualified stock options, restricted stock awards, restricted stock unit awards, stock appreciation rights and performance share awards to employees, directors and consultants of the Company. The number of shares of common stock reserved for issuance under the 2016 Plan will automatically increase on January 1 of each year by 3% of the number of shares of the Company’s capital stock outstanding on the immediately preceding December 31, or such lesser number of shares as determined by the Company’s board of directors.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:8pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Employee Stock Purchase Plan</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company’s Employee Stock Purchase Plan (“2016 ESPP”) became effective on September 15, 2016. The number of shares reserved for issuance under the 2016 ESPP will automatically increase on January 1 of each year by the lesser of 200,000 shares of the Company’s common stock, 1% of the number of shares of the Company’s common stock outstanding on the immediately preceding December 31, or such lesser number of shares as determined by the Company’s board of directors.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The 2016 ESPP allows eligible employees to purchase shares of the Company’s common stock at a discount of up to 15% through payroll deductions of their eligible compensation, subject to any plan limitations. The 2016 ESPP provides for separate six-month offering periods beginning each March and September of each fiscal year.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">On each purchase date, eligible employees will purchase the Company’s stock at a price per share equal to 85% of the lesser of (i) the fair market value of the Company’s common stock on the offering date or (ii) the fair market value of the Company’s common stock on the purchase date.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">For the years ended December 31, 2020, 2019 and 2018, 49,319, 42,481, and 74,517 shares of common stock, respectively, were purchased under the 2016 ESPP. As of December 31, 2020, 2019 and 2018, total recognized compensation cost was $1.4 million, $0.9 million, and $0.7 million, respectively. As of December 31, 2020, unrecognized compensation cost related to the 2016 ESPP was $0.4 million which will be amortized over a weighted-average period of 0.20 years.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Stock Options</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Stock option awards are granted with an exercise price equal to the fair market value of the Company’s common stock at the date of grant based on the closing market price of its common stock as reported on The Nasdaq Global Market. The option awards generally vest over four years and are exercisable any time after vesting. The stock options expire ten years after the date of grant.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The weighted-average grant-date fair value per share of stock options granted for the year ended December 31, 2018 was $35.00. There were no stock options granted during the years ended December 31, 2020 and 2019. The Company recorded stock-based compensation expense of $3.5 million, $5.7 million and $7.7 million for the years ended December 31, 2020, 2019 and 2018, respectively, attributed to stock options.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The total intrinsic value of options exercised in 2020, 2019 and 2018 was $30.6 million, $48.2 million and $25.7 million, respectively. This intrinsic value represents the difference between the fair market value of the Company’s common stock on the date of exercise and the exercise price of each option. Based on the fair market value of the Company’s common stock at December 31, 2020, 2019 and 2018 the total intrinsic value of all outstanding options was $34.5 million, $37.3 million and $59.9 million, respectively.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">There were no excess tax benefits realized for the tax deductions from stock options exercised during the years ended December 31, 2020, 2019 and 2018.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The fair value of stock option grants and shares issuable under the ESPP is determined using the Black-Scholes option pricing model with the following weighted-average assumptions:</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:40.86%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:56.72%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:40.86%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2018</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.86%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"><span style="text-decoration:underline;">Employee Stock Options:</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.86%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Fair value of common stock</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001143">$33.06 - $58.75</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.86%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Expected term (in years) <sup style="font-size:85%;line-height:120%;vertical-align:top">(1)</sup></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001145">—</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001146">—</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001147">6.00</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.86%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Expected volatility <sup style="font-size:85%;line-height:120%;vertical-align:top">(2)</sup></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001148">45% - 50%</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.86%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Risk-free interest rate <sup style="font-size:85%;line-height:120%;vertical-align:top">(3)</sup></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001150">2.72% - 2.98%</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.86%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Dividend rate <sup style="font-size:85%;line-height:120%;vertical-align:top">(4)</sup></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">0%</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.86%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"><span style="text-decoration:underline;">Employee Stock Purchase Plan:</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.86%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Expected term (in years) <sup style="font-size:85%;line-height:120%;vertical-align:top">(1)</sup></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001153">0.50</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001154">0.50</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001155">0.50</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.86%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Expected volatility <sup style="font-size:85%;line-height:120%;vertical-align:top">(2)</sup></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001156">55% - 65%</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">45%</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001157">40% - 60%</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.86%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Risk-free interest rate <sup style="font-size:85%;line-height:120%;vertical-align:top">(3)</sup></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">0.12% - 0.29%</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1.93% - 2.52%</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1.18% - 2.33%</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.86%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Dividend rate <sup style="font-size:85%;line-height:120%;vertical-align:top">(4)</sup></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">0%</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">0%</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">0%</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="border-bottom:Solid 0.75pt;padding-bottom:1pt;margin-bottom:0pt;margin-top:0pt;margin-right:84.62%;text-indent:0%;font-size:6pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="margin-top:2pt;margin-bottom:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><sup style="font-size:85%;line-height:120%;vertical-align:top">(1)</sup></span></p></td> <td valign="top"> <p style="margin-top:2pt;margin-bottom:0pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;font-family:Times New Roman;font-size:10pt;">The expected term represents the period that the stock-based compensation awards are expected to be outstanding. Since the Company did not have sufficient historical information to develop reasonable expectations about future exercise behavior, the Company used the simplified method to compute expected term, which reflects the average of the time-to-vesting and the contractual life for stock options. The expected term represents the contractual term of the ESPP;</p></td></tr></table></div> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><sup style="font-size:85%;line-height:120%;vertical-align:top">(2)</sup></span></p></td> <td valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;font-family:Times New Roman;font-size:10pt;">The expected volatility of the Company’s common stock on the date of grant is based on the weighted-average of the Company’s historical volatility as a public company, the implied volatility of publicly-traded options on the Company’s common stock and the volatilities of publicly traded peer companies that are reasonably comparable to the Company’s own operations;</p></td></tr></table></div> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><sup style="font-size:85%;line-height:120%;vertical-align:top">(3)</sup></span></p></td> <td valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;font-family:Times New Roman;font-size:10pt;">The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for zero coupon U.S. Treasury notes with maturities approximately equal to the expected term of the grant; and</p></td></tr></table></div> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><sup style="font-size:85%;line-height:120%;vertical-align:top">(4)</sup></span></p></td> <td valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;font-family:Times New Roman;font-size:10pt;">The expected dividend yield is assumed to be zero as the Company has never paid dividends and has no current plans to pay any dividends on the Company’s common stock.</p></td></tr></table></div> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total unrecognized compensation cost related to nonvested stock options was approximately $1.4 million as of December 31, 2020 and is expected to be recognized over a weighted average period of 0.9 years. The amount of cash received from the exercise of stock options in 2020, 2019 and 2018 was $8.2 million, $17.4 million, and $10.2 million, respectively.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the Company’s stock option activity:</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Stock options</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">outstanding</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Weighted</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">average</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">exercise price</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Outstanding at December 31, 2019</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">723,383</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">26.56</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Exercised</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(323,838</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">25.20</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Forfeited</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(120,524</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:12.88%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">32.57</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Outstanding at December 31, 2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">279,021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:12.88%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">25.55</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Stock options outstanding, vested and expected to vest and exercisable are as follows:</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:55.32%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:41.3%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:55.32%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.52%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Number</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">of shares</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.34%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.52%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Remaining</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">contractual</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">life (years)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.34%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.52%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Weighted-</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">average</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">exercise</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">price</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:55.32%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Outstanding</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.52%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">279,021</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.52%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001185">6.30</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.52%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">25.55</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:55.32%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Vested and expected to vest</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.52%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">277,328</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.52%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001188">6.30</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.52%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">25.50</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:55.32%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Exercisable</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.52%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">166,634</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.52%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001191">5.90</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.52%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">21.69</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">  </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Vested and nonvested stock option activity was as follows:</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.28%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:22.64%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Vested</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:22.58%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Nonvested</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.28%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.24%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Options</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">outstanding</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Weighted</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">average</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">exercise</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">price</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Options</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">outstanding</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Weighted</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">average</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">exercise</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">price</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.28%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Outstanding at December 31, 2020</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.24%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">166,634</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">21.69</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">112,387</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">31.28</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <p style="margin-top:8pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Restricted Stock Units</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:6pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">During the year ended December 31, 2020, the Company granted 346,912 RSUs to members of its senior management and certain other employees pursuant to the 2016 Plan. The Company accounts for RSUs issued to employees at fair value, based on the market price of the Company’s common stock on the date of grant. The weighted-average grant date fair values of RSUs granted during the years ended December 31, 2020, 2019 and 2018 were $122.82, $80.16 and $52.11 respectively. The fair values of RSUs that vested during the years ended December 31, 2020, 2019 and 2018, were $18.2 million, $11.9 million and $3.1 million, respectively. During the years ended December 31, 2020, 2019 and 2018, the Company recorded $20.1 million, $16.3 million, and $5.4 million respectively, of stock-based compensation related to the RSUs. There were 315,111 RSUs that vested during the year ended December 31, 2020. </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2020, there was $50.7 million of unrecognized compensation expense related to unvested RSUs which is expected to be recognized over a weighted-average period of approximately 2.4 years. For RSUs subject to graded vesting, the Company recognizes compensation cost on a straight-line basis over the service period for the entire award.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Performance-Based Restricted Stock Units</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:6pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">During the year ended December 31, 2020, the Company granted 302,050 PSUs to members of its management pursuant to the 2016 Plan. <span style="color:#231F20;">The PSUs generally vest based on the Company achieving certain revenue growth thresholds which range from 20% to 40% compounded annual growth over a measurement period of two years for the first 50% of PSUs and three years for the remaining PSUs. The vesting of the PSUs is</span> subject to the employee’s continued employment with the Company through the date of achievement. During the year ended December 31, 2020, the share price of the Company’s common stock on the date of issuance of the PSUs ranged from $82.23 to $158.95 per share. The fair value is based on the value of the Company’s common stock at the date of issuance and the probability of achieving the performance metric. The Company has assessed the probability of achievement of the award at 100% based on past performance of achievement of the performance metric. Compensation cost is adjusted in future periods for subsequent changes in the expected outcome of the performance related conditions. The weighted-average grant date fair value of PSUs granted during the years ended December 31, 2020, 2019 and 2018 was $119.78, $80.87 and $55.99, respectively. 136,768 PSUs vested during the year ended December 31, 2020. No PSUs vested during the years ended December 31, 2019 and 2018. For the years ended December 31, 2020, 2019 and 2018, the Company recognized $21.8 million, $10.6 million and $1.5 million, respectively, of stock compensation expense in connection with the PSU awards.          </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2020, there was $37.5 million of unrecognized compensation expense related to unvested PSUs which is expected to be recognized over a weighted-average period of approximately 1.8 years. Compensation cost is recognized under the accelerated method and is adjusted in future periods for subsequent changes in the expected outcome of the performance related conditions.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:8pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Market-Based Restricted Stock Units</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">During the years ended December 31, 2020 and 2019, the Company granted no market-based RSUs pursuant to the 2016 Plan. <span style="color:#231F20;">The </span>market-based <span style="color:#231F20;">RSUs granted prior to </span>the year ended December 31, 2019<span style="color:#231F20;"> vested based on the Company achieving certain stock price thresholds, which ranged from $35 per share to $65 per share for 30 consecutive trading days </span>as reported by The Nasdaq Stock Market, LLC, subject to the employee’s continued employment with the Company through the date of achievement. The share price of the Company’s common stock on the date of issuance of the market-based RSUs was between $33.06 and $45.17 per share. The fair value was based on values calculated under the Monte Carlo simulation model on the grant date. The key estimates used in the Monte-Carlo simulation were a risk-free rate of 2.26% to 2.90%, dividend yield of zero, expected term of 10 years and volatility of 50% to 60%. Compensation cost was not adjusted in future periods for subsequent changes in the expected outcome of market related conditions. During the years ended December 31, 2020 and 2019, the Company recognized no stock compensation expense in connection with these awards. During the year ended December 31, 2018, the Company recognized $10.5 million of stock compensation expense in connection with these awards.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:12pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2020, there was no unrecognized compensation expense related to unvested market-based awards.  </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:6pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:6pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the Company’s RSU and PSU activity:</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.82%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Number of Shares</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.22%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Outstanding at December 31, 2019</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,314,791</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.22%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Granted</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">648,962</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.22%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Vested</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(451,879</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.22%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Forfeited</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(91,333</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.22%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Outstanding at December 31, 2020</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,420,541</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:8pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Stock-Based Compensation Expense</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company recorded the total stock-based compensation expense as follows (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.1%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2018</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cost of revenue</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,954</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,966</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,306</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Sales and marketing</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">15,946</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,983</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,282</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Research and development</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,703</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,820</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,106</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">General and administrative</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">19,152</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">13,720</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,131</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">46,755</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">33,489</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">25,825</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Stock-based compensation expense is recognized over the award’s expected vesting schedule, which is reduced for forfeitures. </p> 0.03 200000 0.01 0.15 0.85 49319 42481 74517 1400000 900000 700000 400000 P0Y2M12D P4Y P10Y 35.00 0 0 3500000 5700000 7700000 30600000 48200000 25700000 34500000 37300000 59900000 0 0 0 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The fair value of stock option grants and shares issuable under the ESPP is determined using the Black-Scholes option pricing model with the following weighted-average assumptions:</p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:40.86%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:56.72%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:40.86%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2018</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.86%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"><span style="text-decoration:underline;">Employee Stock Options:</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.86%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Fair value of common stock</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001143">$33.06 - $58.75</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.86%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Expected term (in years) <sup style="font-size:85%;line-height:120%;vertical-align:top">(1)</sup></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001145">—</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001146">—</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001147">6.00</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.86%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Expected volatility <sup style="font-size:85%;line-height:120%;vertical-align:top">(2)</sup></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001148">45% - 50%</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.86%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Risk-free interest rate <sup style="font-size:85%;line-height:120%;vertical-align:top">(3)</sup></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001150">2.72% - 2.98%</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.86%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Dividend rate <sup style="font-size:85%;line-height:120%;vertical-align:top">(4)</sup></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">0%</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.86%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"><span style="text-decoration:underline;">Employee Stock Purchase Plan:</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.86%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Expected term (in years) <sup style="font-size:85%;line-height:120%;vertical-align:top">(1)</sup></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001153">0.50</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001154">0.50</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.3%;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001155">0.50</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.86%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Expected volatility <sup style="font-size:85%;line-height:120%;vertical-align:top">(2)</sup></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001156">55% - 65%</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">45%</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001157">40% - 60%</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.86%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Risk-free interest rate <sup style="font-size:85%;line-height:120%;vertical-align:top">(3)</sup></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">0.12% - 0.29%</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1.93% - 2.52%</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1.18% - 2.33%</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.86%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Dividend rate <sup style="font-size:85%;line-height:120%;vertical-align:top">(4)</sup></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">0%</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">0%</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:17.3%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">0%</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="border-bottom:Solid 0.75pt;padding-bottom:1pt;margin-bottom:0pt;margin-top:0pt;margin-right:84.62%;text-indent:0%;font-size:6pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="margin-top:2pt;margin-bottom:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><sup style="font-size:85%;line-height:120%;vertical-align:top">(1)</sup></span></p></td> <td valign="top"> <p style="margin-top:2pt;margin-bottom:0pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;font-family:Times New Roman;font-size:10pt;">The expected term represents the period that the stock-based compensation awards are expected to be outstanding. Since the Company did not have sufficient historical information to develop reasonable expectations about future exercise behavior, the Company used the simplified method to compute expected term, which reflects the average of the time-to-vesting and the contractual life for stock options. The expected term represents the contractual term of the ESPP;</p></td></tr></table></div> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><sup style="font-size:85%;line-height:120%;vertical-align:top">(2)</sup></span></p></td> <td valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;font-family:Times New Roman;font-size:10pt;">The expected volatility of the Company’s common stock on the date of grant is based on the weighted-average of the Company’s historical volatility as a public company, the implied volatility of publicly-traded options on the Company’s common stock and the volatilities of publicly traded peer companies that are reasonably comparable to the Company’s own operations;</p></td></tr></table></div> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><sup style="font-size:85%;line-height:120%;vertical-align:top">(3)</sup></span></p></td> <td valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;font-family:Times New Roman;font-size:10pt;">The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for zero coupon U.S. Treasury notes with maturities approximately equal to the expected term of the grant; and</p></td></tr></table></div> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><sup style="font-size:85%;line-height:120%;vertical-align:top">(4)</sup></span></p></td> <td valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;font-family:Times New Roman;font-size:10pt;">The expected dividend yield is assumed to be zero as the Company has never paid dividends and has no current plans to pay any dividends on the Company’s common stock.</p></td></tr></table></div> 0 0 0 0 0 1400000 P0Y10M24D 8200000 17400000 10200000 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the Company’s stock option activity:</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Stock options</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">outstanding</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Weighted</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">average</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">exercise price</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Outstanding at December 31, 2019</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">723,383</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">26.56</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Exercised</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(323,838</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">25.20</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Forfeited</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(120,524</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:12.88%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">32.57</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Outstanding at December 31, 2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">279,021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:12.88%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">25.55</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 723383 26.56 323838 25.20 120524 32.57 279021 25.55 <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Stock options outstanding, vested and expected to vest and exercisable are as follows:</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:55.32%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:41.3%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:55.32%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.34%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.52%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Number</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">of shares</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.34%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.52%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Remaining</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">contractual</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">life (years)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:2.34%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.52%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Weighted-</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">average</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">exercise</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">price</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:55.32%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Outstanding</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.52%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">279,021</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.52%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001185">6.30</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.52%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">25.55</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:55.32%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Vested and expected to vest</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.52%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">277,328</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.52%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001188">6.30</span></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.52%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">25.50</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:55.32%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Exercisable</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.52%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">166,634</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.52%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="-sec-ix-hidden:F_001191">5.90</span></p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:2.34%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.52%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">21.69</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 279021 25.55 277328 25.50 166634 21.69 <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Vested and nonvested stock option activity was as follows:</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.28%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:22.64%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Vested</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:22.58%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Nonvested</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:50.28%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.24%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Options</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">outstanding</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Weighted</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">average</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">exercise</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">price</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Options</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">outstanding</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.22%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.18%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Weighted</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">average</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">exercise</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">price</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:50.28%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Outstanding at December 31, 2020</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.24%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">166,634</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">21.69</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">112,387</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.22%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:9.18%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">31.28</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 166634 21.69 112387 31.28 346912 122.82 80.16 52.11 18200000 11900000 3100000 20100000 16300000 5400000 315111 50700000 P2Y4M24D 302050 0.20 0.40 P2Y 0.50 P3Y 82.23 158.95 1 119.78 80.87 55.99 136768 0 0 21800000 10600000 1500000 37500000 P1Y9M18D 0 0 35 65 33.06 45.17 0.0226 0.0290 0 P10Y 0.50 0.60 0 0 10500000 0 <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table summarizes the Company’s RSU and PSU activity:</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.22%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Calibri;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:16.82%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Number of Shares</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.22%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Outstanding at December 31, 2019</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,314,791</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.22%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Granted</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">648,962</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.22%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Vested</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(451,879</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.22%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Forfeited</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(91,333</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.22%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Outstanding at December 31, 2020</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,420,541</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 1314791 648962 451879 91333 1420541 <p style="margin-top:8pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Stock-Based Compensation Expense</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company recorded the total stock-based compensation expense as follows (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.1%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2018</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cost of revenue</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,954</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,966</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,306</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Sales and marketing</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">15,946</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,983</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,282</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Research and development</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,703</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,820</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,106</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">General and administrative</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">19,152</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">13,720</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,131</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">46,755</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">33,489</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">25,825</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 2954000 1966000 2306000 15946000 9983000 9282000 8703000 7820000 7106000 19152000 13720000 7131000 46755000 33489000 25825000 <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(12) Basic and Diluted Net Loss per Share</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Basic net loss per common share is computed by dividing net loss by the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per share is computed by giving effect to all potential dilutive shares of common stock. Basic and diluted net loss per share of common stock were the same for all periods presented as the impact of all potentially dilutive securities outstanding was anti-dilutive. The Company uses the if converted method for convertible senior notes for calculating any potential dilutive effect on diluted loss per share.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following common equivalent shares were excluded from the diluted net loss per share calculation because their inclusion would have been anti-dilutive:</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.12%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2018</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Convertible senior notes</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,371,882</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,733,914</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,411,199</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Stock-based compensation grants</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,699,562</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,038,174</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,562,274</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,071,444</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,772,088</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,973,473</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In connection with the issuance of the 2024 Notes in December 2019, the Company paid $44.9 million to enter into capped call option agreements to reduce the potential dilution to holders of the Company’s common stock upon conversion of the 2024 Notes. In connection with the issuance of the 2022 Notes in November 2017, the Company paid $12.9 million to enter into capped call option agreements to reduce the potential dilution to holders of the Company’s common stock upon conversion of the 2022 Notes. In December 2019, <span style="Background-color:#FFFFFF;color:#000000;">the Company</span> partially terminated <span style="letter-spacing:-0.1pt;">capped call options related to the 2022 Notes </span><span style="Background-color:#FFFFFF;color:#000000;">and </span><span style="Background-color:#FFFFFF;">received $5.8 million. </span>The capped call option agreements are excluded from the calculation of diluted net loss per share attributable to common stockholders as their effect is antidilutive.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Reserve for Unissued Shares of Common Stock</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company is required to reserve and keep available out of its authorized but unissued shares of common stock such number of shares sufficient for the exercise of all shares granted and available for grant under the Company’s 2008 Equity Incentive Plan, 2016 Plan and 2016 ESPP. The amount of such shares of the Company’s common stock reserved for these purposes at December 31, 2020 was 4.8 million shares. Additionally, the Company is required to reserve and keep available out of its authorized but unissued shares of common stock shares that become issuable pursuant to the terms of the 2024 Notes and 2022 Notes.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:9pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following common equivalent shares were excluded from the diluted net loss per share calculation because their inclusion would have been anti-dilutive:</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.12%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2018</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Convertible senior notes</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,371,882</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,733,914</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,411,199</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Stock-based compensation grants</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,699,562</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,038,174</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,562,274</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,071,444</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,772,088</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,973,473</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 6371882 6733914 3411199 1699562 2038174 2562274 8071444 8772088 5973473 44900000 2017-11 12900000 2019-12 5800000 4800000 <p style="margin-top:9pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(13) Income Taxes </p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The components of loss before income taxes are as follows (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.1%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2018</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Domestic</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(72,164</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(47,218</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(41,985</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Foreign</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(23,499</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(4,607</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(4,734</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(95,663</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(51,825</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(46,719</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">For purposes of reconciling the Company’s provision for income taxes at the statutory rate and the Company’s provision (benefit) for income taxes at the effective tax rate, a notional 21% tax rate was applied as follows (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.12%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2018</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Income tax at federal statutory rate</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(20,089</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(10,883</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(9,811</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Increase (decrease) in tax resulting from:</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">State income tax expense, net of federal tax effect</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(3,763</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(3,657</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(2,749</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Nondeductible permanent items</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,659</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,522</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,522</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Executive Compensation</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,020</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Foreign rate differential</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(156</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(367</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">552</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Tax rate change</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">134</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Adjustment to deferred taxes</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(3,190</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,904</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">307</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Change in valuation allowance</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">25,339</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">22,481</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">15,805</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Uncertain tax positions</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">151</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">128</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">143</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Nonqualified stock option and performance award windfall</p> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">   upon exercise</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(8,608</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(9,128</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,983</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">370</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">233</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(80</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:20.5pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(2,267</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">425</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">796</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The difference between the statutory federal income tax rate and the Company’s effective tax rate in 2020, 2019 and 2018 is primarily attributable to the effect of state income taxes, difference between the U.S. and foreign tax rates, deferred tax state rate adjustments, share-based compensation, true up of deferred taxes, other non-deductible permanent items, and change in valuation allowance. In addition, the Company’s foreign subsidiaries are subject to varied applicable statutory income tax rates for the periods presented.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The provision for (benefit from) income taxes is as follows (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.12%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2018</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Current:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Calibri;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Calibri;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Calibri;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Calibri;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Calibri;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Calibri;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Calibri;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Calibri;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Calibri;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Calibri;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Calibri;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Federal</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">353</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">State</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">94</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">139</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">48</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Foreign</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">492</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">116</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">753</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">939</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">255</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">801</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred:</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Federal</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(15,835</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(16,460</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(11,425</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">State</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(6,115</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(5,100</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(3,250</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Foreign</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(6,595</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(751</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,135</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(28,545</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(22,311</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(15,810</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Change in valuation allowance</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">25,339</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">22,481</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">15,805</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:27.35pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(2,267</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">425</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">796</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The net deferred tax assets (liabilities) are comprised of the following (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:30.4%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred tax assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Lease liability</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,447</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,295</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">AMT credit</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accrued expenses</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,066</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,837</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred revenue</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">555</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Net operating loss carryforward</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">73,752</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">50,950</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,483</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,967</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Intangible assets</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,448</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,416</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Valuation allowance</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(52,320</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(24,637</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:20.5pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total net deferred tax assets</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">39,440</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">42,837</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred tax liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred commissions</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(5,996</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(4,308</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred revenue</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(336</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Intangible assets</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(18,199</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(7,948</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Property and equipment</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(685</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(296</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Debt discount</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(20,370</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(26,589</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Right-of-use asset</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(4,029</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(3,909</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred state taxes</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,101</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(134</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(352</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:20.5pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total deferred tax liabilities</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(49,413</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(44,839</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:27.35pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total non-current deferred income tax liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(9,973</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(2,002</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">A valuation allowance is recorded to reduce deferred tax assets to the amount that is more likely than not to be realized based on an assessment of positive and negative evidence, including estimates of future taxable income necessary to realize future deductible amounts. A significant piece of objective negative evidence evaluated was the cumulative loss incurred over the <span style="-sec-ix-hidden:F_001387">three-year</span> period ended December 31, 2020. Such objective evidence limits the ability to consider other subjective evidence such as its projections for future growth. On the basis of this evaluation, at December 31, 2020 and 2019, a valuation allowance of $52.3 million and $24.6 million, respectively, has been recorded.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2020, the Company has accumulated federal and state net operating loss (“NOL”) carryforwards of $240.1 million and $222.4 million, respectively. Of the $240.1 million of federal NOL carryforwards, $64.3 million was generated before January 1, 2018 and is subject to the 20-year carryforward period (“pre-Tax Act losses”). The remaining $175.8 million (“post-Tax Act losses”) can be carried forward indefinitely but is subject to the 80% taxable income limitation. Of the $222.4 million of state NOL carryforwards, $76.2 million can be carried forward indefinitely. The pre-Tax Act U.S. federal and state net operating loss carryforwards will expire in varying amounts through 2040. The Company completed a Section 382 study for the period through March 31, 2019 and determined that a Section 382 ownership change occurred on December 31, 2017 subjecting all pre-Tax Act losses to a utilization limitation; however, such limitation is not expected to result in NOLs expiring unused. Any future annual limitation may result in the expiration of NOLs before utilization. Included in the Company’s NOLs are federal and state NOLs of $9.2 million and $9.1 million, respectively, from various acquisitions which are subject to limitations under Section 382.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2020 and 2019, the Company had combined foreign net operating loss carry-forwards available to reduce future taxable income of approximately $48.4 million and $25.6 million, respectively. As of December 31, 2020 and 2019, valuation allowances of $29.9 million and $24.6 million, respectively, had been recorded against the related deferred tax assets for those loss carry-forwards that are not more likely than not to be fully utilized in reducing future taxable income.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following changes occurred in the amount of unrecognized tax benefits (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.1%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2018</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Beginning balance of unrecognized tax benefits</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">597</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">469</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">326</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Additions for current year tax positions</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">131</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">106</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">142</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Reductions for prior year tax positions</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(14</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Ending balance (excluding interest and penalties)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">728</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">575</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">454</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Interest and penalties</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">20</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">22</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">15</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">748</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">597</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">469</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">For the year ended December 31, 2020, 2019 and 2018, the Company has recorded income tax expense of $151,000, $128,000 and $143,000, respectively, related to uncertain tax positions. The Company’s policy is to recognize potential interest and penalties related to unrecognized tax benefits associated with uncertain tax positions, if any, in the income tax provision. At December 31, 2020, 2019 and 2018, the Company had accrued $20,000, $22,000 and $15,000, respectively, in interest and penalties related to uncertain tax positions.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:12pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company is subject to taxation in the United States and various states along with other foreign countries. The Company has not been notified that it is under audit by the IRS or any state or foreign taxing authorities, however, due to the presence of NOL carryforwards, all of the income tax years remain open for examination in each of these jurisdictions. The Company does not believe that it is reasonably possible that the total amount of unrecognized tax benefits will significantly increase or decrease in the next 12 months. </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred income taxes have not been provided for undistributed earnings of the Company’s consolidated foreign subsidiaries because of the Company’s intent to reinvest such earnings indefinitely in active foreign operations. At December 31, 2020, the Company had $7.5 million in unremitted earnings that were permanently reinvested related to its consolidated foreign subsidiaries.</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The components of loss before income taxes are as follows (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.1%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2018</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Domestic</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(72,164</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(47,218</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(41,985</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Foreign</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(23,499</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(4,607</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(4,734</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(95,663</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(51,825</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(46,719</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> </table></div> -72164000 -47218000 -41985000 -23499000 -4607000 -4734000 -95663000 -51825000 -46719000 <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">For purposes of reconciling the Company’s provision for income taxes at the statutory rate and the Company’s provision (benefit) for income taxes at the effective tax rate, a notional 21% tax rate was applied as follows (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.12%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2018</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Income tax at federal statutory rate</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(20,089</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(10,883</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(9,811</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Increase (decrease) in tax resulting from:</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">State income tax expense, net of federal tax effect</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(3,763</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(3,657</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(2,749</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Nondeductible permanent items</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1,659</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,522</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,522</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Executive Compensation</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,020</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Foreign rate differential</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(156</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(367</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">552</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Tax rate change</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">134</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Adjustment to deferred taxes</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(3,190</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,904</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">307</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Change in valuation allowance</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">25,339</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">22,481</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">15,805</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Uncertain tax positions</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">151</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">128</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">143</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Nonqualified stock option and performance award windfall</p> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">   upon exercise</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(8,608</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(9,128</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,983</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">370</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">233</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(80</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:20.5pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(2,267</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">425</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">796</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 0.21 -20089000 -10883000 -9811000 -3763000 -3657000 -2749000 1659000 3522000 -1522000 6020000 -156000 -367000 552000 134000 -3190000 -1904000 307000 25339000 22481000 15805000 151000 128000 143000 -8608000 -9128000 -1983000 370000 233000 -80000 -2267000 425000 796000 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The provision for (benefit from) income taxes is as follows (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.12%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2018</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Current:</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Calibri;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Calibri;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Calibri;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Calibri;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Calibri;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Calibri;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Calibri;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Calibri;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Calibri;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Calibri;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Calibri;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Federal</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">353</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">State</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">94</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">139</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">48</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Foreign</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">492</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">116</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">753</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">939</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">255</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">801</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred:</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Federal</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(15,835</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(16,460</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(11,425</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">State</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(6,115</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(5,100</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.4%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(3,250</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Foreign</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(6,595</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(751</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,135</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(28,545</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(22,311</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(15,810</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Change in valuation allowance</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">25,339</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">22,481</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">15,805</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:27.35pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(2,267</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">425</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.4%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">796</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 353000 94000 139000 48000 492000 116000 753000 939000 255000 801000 -15835000 -16460000 -11425000 -6115000 -5100000 -3250000 -6595000 -751000 -1135000 -28545000 -22311000 -15810000 -25339000 -22481000 -15805000 -2267000 425000 796000 <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The net deferred tax assets (liabilities) are comprised of the following (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:30.4%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred tax assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Lease liability</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,447</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,295</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">AMT credit</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accrued expenses</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,066</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,837</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred revenue</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">555</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Net operating loss carryforward</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">73,752</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">50,950</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other assets</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7,483</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,967</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Intangible assets</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,448</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,416</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Valuation allowance</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(52,320</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(24,637</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:20.5pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total net deferred tax assets</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">39,440</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">42,837</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred tax liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred commissions</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(5,996</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(4,308</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred revenue</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(336</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Intangible assets</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(18,199</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(7,948</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Property and equipment</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(685</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(296</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Debt discount</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(20,370</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(26,589</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Right-of-use asset</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(4,029</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(3,909</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred state taxes</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(1,101</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(134</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(352</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:20.5pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total deferred tax liabilities</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(49,413</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(44,839</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:27.35pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total non-current deferred income tax liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(9,973</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(2,002</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> </table></div> 4447000 4295000 9000 9000 3066000 2837000 555000 73752000 50950000 7483000 6967000 2448000 2416000 52320000 24637000 39440000 42837000 5996000 4308000 336000 18199000 7948000 685000 296000 20370000 26589000 4029000 3909000 1101000 134000 352000 49413000 44839000 9973000 2002000 52300000 24600000 240100000 222400000 64300000 P20Y 175800000 0.80 76200000 2040 9200000 9100000 48400000 25600000 29900000 24600000 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following changes occurred in the amount of unrecognized tax benefits (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.1%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2018</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Beginning balance of unrecognized tax benefits</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">597</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">469</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">326</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Additions for current year tax positions</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">131</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">106</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">142</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Reductions for prior year tax positions</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(14</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.48%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Ending balance (excluding interest and penalties)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">728</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">575</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.38%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">454</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Interest and penalties</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">20</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">22</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">15</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.48%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">748</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">597</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.38%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">469</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 597000 469000 326000 131000 106000 142000 14000 728000 575000 454000 20000 22000 15000 748000 597000 469000 151000 128000 143000 20000 22000 15000 7500000 <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(14) Segment information</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company operates as one operating segment. Operating segments are defined as components of an enterprise for which separate financial information is evaluated regularly by the chief operating decision maker (“CODM”), who is the Company’s chief executive officer, in deciding how to allocate resources and assess the Company’s financial and operational performance. While the Company has applications that address multiple use cases, the Company’s applications generally operate on and leverage a single technology platform and are deployed and sold in an identical way. In addition, the Company’s CODM evaluates the Company’s financial information and resources and assesses the performance of these resources on a consolidated basis. As a result, the Company has determined that the Company’s business operates in a single operating segment. Since the Company operates as one operating segment, all required financial segment information can be found in the consolidated financial statements.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:9pt;"> </p> 1 <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(15) Revenue Recognition </p> <p style="margin-bottom:0pt;margin-top:6pt;text-indent:0%;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">In May 2014, the FASB issued ASU 2014-09, <span style="font-style:italic;">Revenue from Contracts with Customers </span>("Topic 606"). Topic 606 superseded the revenue recognition requirements in ASC Topic 605, <span style="font-style:italic;">Revenue Recognition</span> ("Topic 605"), and requires the recognition of revenue when promised goods or services are transferred to customers in an amount that reflects the considerations to which the entity expects to be entitled to in exchange for those goods or services. Topic 606 also includes Subtopic 340-40, <span style="font-style:italic;">Other Assets and Deferred Costs - Contracts with Customers</span>, which requires the deferral of incremental costs of obtaining a contract with a customer. Collectively, the Company refers to Topic 606 and Subtopic 340-40 as the "new revenue standard" or “ASC 606.”</p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:0%;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company adopted the requirements of the new revenue standard as of January 1, 2018, utilizing the modified retrospective method of transition. The Company recognized the cumulative effect of initially applying the new revenue standard as an adjustment to the opening balance of accumulated deficit. Adoption of the new revenue standard resulted in changes to the Company’s accounting policies for revenue recognition and deferred commissions as detailed below. The Company applied the new revenue standard using a practical expedient where </p> <p style="margin-bottom:0pt;margin-top:12pt;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">the consideration allocated to the remaining performance obligations or an explanation of when the Company expects to recognize that amount as revenue for all reporting periods presented before the date of the initial application is not disclosed.</span></p> <p style="margin-bottom:0pt;margin-top:12pt;text-indent:0%;font-size:10pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Based on the results of the Company’s evaluation, the adoption of the new revenue standard did not have a material impact on its revenue for the year ended December 31, 2018. The primary impact of adopting the new revenue standard relates to the deferral of incremental commission costs of obtaining subscription contracts. Under Topic 605, the Company deferred only direct and incremental commission costs to obtain a contract and amortized those costs over one year. Under the new revenue standard, the Company defers all incremental commission costs to obtain the contract. The Company amortizes costs<span style="font-size:12pt;"> </span>for subscription-related commissions over a period of benefit that the Company has determined to be four years. Sales commissions attributable to professional services are expensed within twelve months of selling the service to the customer. Adoption of the new revenue standard had no impact on total cash provided from or used in operating, financing, or investing activities in the Company’s consolidated statements of cash flows. </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The cumulative effect of the changes made to the Company’s consolidated January 1, 2018 balance sheet for the adoption of the new revenue standard was as follows (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.7%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.26%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.82%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Balance at</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">December 31,</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2017</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.26%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.82%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Adjustments Due</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">to ASC 606</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.82%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Balance at</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">January 1, 2018</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.7%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">BALANCE SHEET</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.7%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Assets</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.7%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts receivable, net</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">31,699</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">100</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">31,799</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.7%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred costs</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,429</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,132</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,561</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.7%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred costs (non-current)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,965</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,965</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.7%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Liabilities and Stockholders’ Equity</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.7%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other current liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">808</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">100</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">908</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.7%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred revenue (current and non-current)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">73,072</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">73,072</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.7%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accumulated deficit</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(109,252</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,097</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(100,155</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:12pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table disaggregates the Company’s revenue by geography which provides information as to the major source of revenue (in thousands): </p> <p style="text-align:justify;margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.24%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.28%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Primary Geographic Markets</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.24%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.46%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.46%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2018</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">United States</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.24%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">201,458</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.46%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">157,039</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.46%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">119,589</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">International</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.24%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">69,683</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.46%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">43,843</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.46%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">27,505</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.24%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">271,141</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.46%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">200,882</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.46%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">147,094</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="text-align:justify;margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:6pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;;font-size:6pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table presents the Company’s revenues disaggregated by revenue source (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.68%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.28%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:1pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.02%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.68%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.28%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:1pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.82%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.28%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;font-size:1pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.82%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.28%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;font-size:1pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.82%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2018</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.68%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Subscription services</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">242,651</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">179,934</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">137,260</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.68%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Professional services</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">20,410</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">17,187</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,538</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.68%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Software licenses and other</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.28%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,080</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.28%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,761</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.28%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">296</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.68%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.28%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">271,141</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.28%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">200,882</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.28%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">147,094</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="text-align:justify;margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Contract Assets </p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company does not have material amounts of contract assets since revenue is recognized as control of goods is transferred or as services are performed. There are a small number of professional services that may occur over a </p> <p style="margin-top:6pt;margin-bottom:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">period of time, but that period of time is generally very short in duration. Any contract assets that may arise are recorded in other assets in the Company’s consolidated balance shee</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">t</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">net of an allowance for credit losses</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">.</span></p> <p style="text-align:justify;margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Contract Liabilities</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company’s contract liabilities consist of advance payments and deferred revenue. The Company’s contract liabilities are reported in a net position on a contract-by-contract basis at the end of each reporting period. The Company classifies advance payments and deferred revenue as current or noncurrent based on the timing of when it expects to recognize revenue. Generally, all contract liabilities are expected to be recognized within one year and are included in deferred revenue in the Company’s consolidated balance sheet. The noncurrent portion of deferred revenue is included and separately disclosed in the Company’s consolidated balance sheet.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Deferred Costs</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Current deferred costs, which primarily consist of deferred sales commissions, were $14.5 million and $9.9 million as of December 31, 2020 and 2019, respectively. Noncurrent deferred costs, which primarily consist of deferred sales commissions, were $15.9 million and $14.2 million as of December 31, 2020 and 2019, respectively. During the years ended December 31, 2020, 2019 and 2018, amortization expense for the deferred costs was $12.6 million, $8.0 million and $5.5 million, respectively. <span style="color:#000000;">There was  </span>no <span style="color:#000000;">impairment loss in relation to the costs capitalized</span>. </p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Deferred Revenue </p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">For the years ended December 31, 2020, 2019 and 2018, $123.3 million, $86.2 million and $62.5 million, respectively, of subscription services, license and other revenue was recognized and was included in the deferred revenue balances at the beginning of the respective period. For the years ended December 31, 2020 and 2019, $6.6 million and $6.0 million, respectively, of professional services revenue was recognized and was included in the deferred revenue balance at the beginning of the period.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2020, approximately $358.4 million of revenue is expected to be recognized from remaining performance obligations for subscription and other contracts.  The Company expects to recognize revenue on approximately $212.8 million of these remaining performance obligations over the next 12 months, with the balance recognized thereafter.     </p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2020, approximately $16.5 million of revenue is expected to be recognized from remaining performance obligations for professional services contracts. The Company expects to recognize revenue on approximately $13.5 million of these remaining performance obligations over the next 12 months, with the balance recognized thereafter.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:9pt;"> </p> 2018-01-01 P4Y <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The cumulative effect of the changes made to the Company’s consolidated January 1, 2018 balance sheet for the adoption of the new revenue standard was as follows (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.7%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.26%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.82%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Balance at</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">December 31,</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2017</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.26%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.82%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Adjustments Due</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">to ASC 606</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.82%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Balance at</p> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">January 1, 2018</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.7%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">BALANCE SHEET</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.7%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Assets</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.7%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accounts receivable, net</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">31,699</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">100</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">31,799</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.7%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred costs</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,429</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,132</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,561</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.7%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred costs (non-current)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,965</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,965</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.7%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Liabilities and Stockholders’ Equity</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.7%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Other current liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">808</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">100</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">908</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.7%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Deferred revenue (current and non-current)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">73,072</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">—</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">73,072</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.7%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Accumulated deficit</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(109,252</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,097</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.26%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(100,155</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> </table></div> 31699000 100000 31799000 2429000 2132000 4561000 6965000 6965000 808000 100000 908000 73072000 73072000 -109252000 9097000 -100155000 <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:12pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table disaggregates the Company’s revenue by geography which provides information as to the major source of revenue (in thousands): </p> <p style="text-align:justify;margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.24%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.28%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Primary Geographic Markets</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.24%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.46%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.46%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.76%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2018</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.44%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">United States</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.24%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">201,458</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.46%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">157,039</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.46%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">119,589</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">International</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.24%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">69,683</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.46%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">43,843</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.46%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">27,505</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.44%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.24%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">271,141</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.46%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">200,882</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.46%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.76%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">147,094</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="text-align:justify;margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:6pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-weight:bold;;font-size:6pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table presents the Company’s revenues disaggregated by revenue source (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.68%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.28%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:1pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="10" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:40.02%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.68%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.28%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:1pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.82%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.28%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;font-size:1pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.82%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.28%; border-top:solid 0.75pt #000000;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;font-size:1pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:11.82%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2018</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.68%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Subscription services</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">242,651</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">179,934</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">137,260</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:57.68%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Professional services</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">20,410</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">17,187</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.28%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">9,538</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.68%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Software licenses and other</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.28%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">8,080</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.28%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,761</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.28%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">296</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:57.68%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.28%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">271,141</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.28%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">200,882</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.28%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:10.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">147,094</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> 201458000 157039000 119589000 69683000 43843000 27505000 271141000 200882000 147094000 242651000 179934000 137260000 20410000 17187000 9538000 8080000 3761000 296000 271141000 200882000 147094000 14500000 9900000 15900000 14200000 12600000 8000000.0 5500000 0 123300000 86200000 62500000 6600000 6000000.0 358400000 212800000 P12M 16500000 13500000 P12M <p style="margin-top:9pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(16) Geographic Concentrations </p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Revenue by location is determined by the billing address of the customer. Approximately 74%, 78% and 81% of the Company’s revenue was from the United States for the fiscal years ended December 31, 2020, 2019 and 2018, respectively. No other individual country comprised more than 6% of total revenue for the fiscal years ended December 31, 2020, 2019 and 2018. Property and equipment by geographic location is based on the location of the legal entity that owns the asset. As of December 31, 2020 and 2019, more than 83% of the Company’s property and equipment was located in the United States.</p> 0.74 0.78 0.81 0.83 0.83 <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(17) Employee Benefit Plan</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company maintains a 401(k) plan for the benefit of the Company’s eligible employees. The plan covers all employees who have attained minimum service requirements. The 401(k) plan allows each participant to contribute up to an amount not to exceed an annual statutory maximum. The Company may, at its discretion, make matching contributions to the 401(k) plan. There was $1.7 million, $1.2 million and $0.6 million cash contributions made to the plan by the Company for the years ended December 31, 2020, 2019 and 2018, respectively. Contribution </p> <p style="margin-top:6pt;margin-bottom:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">expense recognized for the 401(k) plan </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">was $</span>1.7<span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> million, $</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">1.2</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> million</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> and $</span>0.5<span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">million </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">for the years ended December 31, </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2020</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">, </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2019</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">, and </span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2018</span><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">, respectively. </span></p> 1700000 1200000 600000 1700000 1200000 500000 <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(18) Leases</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company’s leases relate primarily to office facilities that expire on various dates from 2021 through 2029. The terms of the Company's non-cancelable operating lease arrangements typically contain fixed lease payment which increases over the term of the lease at fixed rates, rent holidays and provide for additional renewal periods. Lease expense is recognized over the term of the lease on a straight-line basis. All of the Company’s leases are classified as operating leases. The Company has determined that periods covered by options to extend the Company’s leases are excluded from the lease term as the Company is not reasonably certain the Company will exercise such options. Operating lease expense, including expenses related to short-term leases, were $6.0 million, $4.8 million and $3.8 million for the years ended December 31, 2020, 2019 and 2018, respectively.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="Background-color:#FFFFFF;">T</span><span style="color:#000000;">he Company records its ROU Assets within other assets (long term) and its operating lease liabilities within other current and long-term liabilities.</span></p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Additional information related to the Company’s leases is as follows (in thousands, except lease term and discount rate):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:30.4%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Balance sheet information</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">ROU assets</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">15,045</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">13,071</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Lease liabilities, current</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,259</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,567</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Lease liabilities, non-current</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">14,403</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">11,823</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total lease liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">18,662</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">15,390</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Supplemental data</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Weighted average remaining lease term</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4.57 years</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4.11 years</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Weighted average discount rate</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7.00</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7.00</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:30.4%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:1pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cash paid for amounts included in lease liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,891</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,986</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">ROU assets obtained in exchange for new lease obligations</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,870</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">17,724</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Maturities of lease liabilities as of December 31, 2020 were as follows (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.22%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Year ending December 31,</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.22%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,558</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.22%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2022</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,268</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.22%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2023</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,105</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.22%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2024</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,635</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.22%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2025</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">929</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.22%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Thereafter</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,769</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.22%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Total undiscounted lease payments</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">22,264</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.22%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Less: imputed interest</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(3,602</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.22%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Total lease liabilities</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">18,662</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table presents components of lease expense (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:30.4%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:1pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Operating lease expense</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,024</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,879</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Short-term lease expense<sup style="font-size:85%;line-height:120%;vertical-align:top">(1)</sup></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">982</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">958</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,006</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,837</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Less: Sublease income</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(236</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(91</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total lease expense</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,770</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,746</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="border-bottom:Solid 0.75pt;padding-bottom:1pt;margin-bottom:0pt;margin-top:0pt;margin-right:84.62%;text-indent:0%;font-size:6pt;"> </p> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="margin-top:2pt;margin-bottom:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><sup style="font-size:85%;line-height:120%;vertical-align:top">(1)</sup></span></p></td> <td valign="top"> <p style="margin-top:2pt;margin-bottom:0pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;font-family:Times New Roman;font-size:10pt;">Short-term lease expense includes all leases with lease terms ranging from less than one month to one year.</p></td></tr></table></div> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">As of December 31, 2020, the Company does not have any leases that have not yet commenced that create significant rights and obligations.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:12pt;"> </p> 2021 2029 6000000.0 4800000 3800000 <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Additional information related to the Company’s leases is as follows (in thousands, except lease term and discount rate):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:11pt;font-family:Calibri;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:30.4%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">As of December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Balance sheet information</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">ROU assets</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">15,045</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">13,071</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Lease liabilities, current</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,259</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,567</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Lease liabilities, non-current</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">14,403</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">11,823</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total lease liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">18,662</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">15,390</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Supplemental data</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#FF0000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Weighted average remaining lease term</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4.57 years</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4.11 years</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Weighted average discount rate</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7.00</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">7.00</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">%</p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:30.4%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:1pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Cash paid for amounts included in lease liabilities</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,891</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,986</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">ROU assets obtained in exchange for new lease obligations</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,870</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">17,724</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> 15045000 13071000 4259000 3567000 14403000 11823000 18662000 15390000 P4Y6M25D P4Y1M9D 0.0700 0.0700 4891000 3986000 5870000 17724000 <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Maturities of lease liabilities as of December 31, 2020 were as follows (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.22%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Year ending December 31,</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.22%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2021</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,558</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.22%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2022</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,268</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.22%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2023</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,105</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.22%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2024</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,635</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:80.22%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2025</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.94%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">929</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.22%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:6.85pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Thereafter</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">2,769</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.22%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Total undiscounted lease payments</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">22,264</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.22%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Less: imputed interest</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(3,602</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:80.22%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">Total lease liabilities</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.94%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:15.82%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">18,662</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> 5558000 5268000 5105000 2635000 929000 2769000 22264000 3602000 18662000 <p style="margin-top:2pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The following table presents components of lease expense (in thousands):</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;"> </p> <div> <table border="0" cellpadding="0" cellspacing="0" style="margin:auto;border-collapse:collapse; width:100%;"> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="6" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:30.4%; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">Year Ended December 31,</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2020</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:1pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td colspan="2" style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:13.88%; border-top:solid 0.75pt #000000; border-bottom:solid 0.75pt #000000;" valign="bottom"> <p style="text-align:center;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;">2019</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;font-weight:bold;color:#000000;font-size:8pt;font-family:Times New Roman;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Operating lease expense</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,024</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">3,879</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Short-term lease expense<sup style="font-size:85%;line-height:120%;vertical-align:top">(1)</sup></p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">982</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">958</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:66.94%;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">6,006</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1.62%;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,837</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> <tr> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:solid 0.75pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Less: Sublease income</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(236</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:solid 0.75pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-bottom:solid 0.75pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">(91</p></td> <td style="background-color:#FFFFFF;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:solid 0.75pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">)</p></td> </tr> <tr> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:66.94%; border-bottom:double 2.5pt transparent;" valign="top"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:13.7pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">Total lease expense</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">5,770</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1.62%; border-bottom:double 2.5pt transparent;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:1%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">$</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;padding-Bottom:0pt;width:12.88%; border-top:solid 0.75pt #000000; border-bottom:double 2.5pt #000000;white-space:nowrap;" valign="bottom"> <p style="text-align:right;margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">4,746</p></td> <td style="background-color:#CFF0FC;padding-left:0pt;padding-Right:0.75pt;padding-Top:0.75pt;width:1%; border-bottom:double 2.5pt transparent;white-space:nowrap;" valign="bottom"> <p style="margin-bottom:0pt;margin-top:0pt;margin-left:0pt;;text-indent:0pt;;color:#000000;font-size:1pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p></td> </tr> </table></div> <p style="border-bottom:Solid 0.75pt;padding-bottom:1pt;margin-bottom:0pt;margin-top:0pt;margin-right:84.62%;text-indent:0%;font-size:6pt;"> </p> <div style="align:left;"> <table border="0" cellpadding="0" cellspacing="0" style="border-collapse:collapse; width:100%;"> <tr> <td style="width:5.24%;white-space:nowrap" valign="top"> <p style="margin-top:2pt;margin-bottom:0pt;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><sup style="font-size:85%;line-height:120%;vertical-align:top">(1)</sup></span></p></td> <td valign="top"> <p style="margin-top:2pt;margin-bottom:0pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;font-family:Times New Roman;font-size:10pt;">Short-term lease expense includes all leases with lease terms ranging from less than one month to one year.</p></td></tr></table></div> 5024000 3879000 982000 958000 6006000 4837000 236000 91000 5770000 4746000 As of December 31, 2020, the Company does not have any leases that have not yet commenced that create significant rights and obligations. <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(19) Commitments and Contingencies</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">For a summary of the Company’s debt and lease obligations, see Notes 9 and 18, respectively. </p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-size:6pt;font-family:Times New Roman;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">  </p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(a) Litigation</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">From time to time the Company may become involved in legal proceedings or be subject to claims arising in the ordinary course of business. Although the results of litigation and claims cannot be predicted with certainty, the Company currently believes that the final outcome of these ordinary course matters will not have a material adverse effect on its business, operating results, financial condition or cash flows. Regardless of the outcome, litigation can have an adverse impact because of defense and settlement costs, diversion of management resources and other factors.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">(b) Employee Contracts</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">The Company has entered into employment contracts with certain of the Company’s executive officers which provide for at-will employment. However, under the provisions of the contracts, the Company would incur severance obligations of up to twelve months of the executive’s annual base salary for certain events, such as involuntary terminations.</p> <p style="margin-top:18pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-family:Times New Roman;font-size:10pt;font-style:normal;text-transform:none;font-variant: normal;">(20) Subsequent Events</p> <p style="margin-top:6pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;">Red Sky Technologies Inc. Acquisition</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;">On January 15, 2021, the Company entered into a Stock Purchase Agreement with Red Sky Technologies Inc. (“Red Sky”) pursuant to which the Company purchased all of the issued and outstanding shares of stock of Red Sky for a base consideration of $55.4 million, net of cash acquired. The Company paid $32.4 million in cash, net of cash acquired, and issued 162,820 newly issued shares of the Company’s common stock at closing. In addition to the base purchase price, there is also a potential contingent payment of up to approximately $30 million that can be earned by the sellers based on certain revenue targets through June 30, 2021. The Company acquired Red Sky to expand the Company’s customer base and for its E911 incident response solutions platform to enhance the Company’s CEM suite of solutions.</p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-weight:bold;font-style:italic;font-family:Times New Roman;font-size:10pt;text-transform:none;font-variant: normal;"><span style="Background-color:#FFFFFF;">2022 Notes Conversions</span></p> <p style="margin-top:12pt;margin-bottom:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"><span style="Background-color:#FFFFFF;">From January 1, 2021 through February 26, 2021, the Company issued 581,829 shares of common stock to holders of the 2022 Notes for settlement of conversion of an aggregate principal amount of approximately $19.6 million of such notes</span>.</p> <p style="margin-bottom:0pt;margin-top:0pt;text-indent:0%;font-family:Times New Roman;font-size:10pt;font-weight:normal;font-style:normal;text-transform:none;font-variant: normal;"> </p> 2021-01-15 55400000 32400000 162820 30000000 581829 19600000 Short-term lease expense includes all leases with lease terms ranging from less than one month to one year. Lesser of the lease term or the estimated useful lives of the improvements, which may be up to 9 years. XML 21 R1.htm IDEA: XBRL DOCUMENT v3.20.4
Document and Entity Information - USD ($)
$ in Billions
 12 Months Ended
Dec. 31, 2020
Feb. 23, 2021
Jun. 30, 2020
Cover [Abstract]      
Document Type 10-K    
Amendment Flag false    
Document Period End Date Dec. 31, 2020    
Document Fiscal Year Focus 2020    
Document Fiscal Period Focus FY    
Trading Symbol EVBG    
Entity Registrant Name Everbridge, Inc.    
Entity Central Index Key 0001437352    
Current Fiscal Year End Date --12-31    
Entity Well-known Seasoned Issuer Yes    
Entity Current Reporting Status Yes    
Entity Voluntary Filers No    
Entity Filer Category Large Accelerated Filer    
ICFR Auditor Attestation Flag true    
Entity Shell Company false    
Entity Emerging Growth Company false    
Entity Small Business false    
Entity Common Stock, Shares Outstanding   36,245,475  
Entity Public Float     $ 4.3
Entity Interactive Data Current Yes    
Document Annual Report true    
Document Transition Report false    
Entity File Number 001-37874    
Entity Incorporation, State or Country Code DE    
Entity Tax Identification Number 26-2919312    
Entity Address, Address Line One 25 Corporate Drive    
Entity Address, Address Line Two Suite 400    
Entity Address, City or Town Burlington    
Entity Address, State or Province MA    
Entity Address, Postal Zip Code 01803    
City Area Code 818    
Local Phone Number 230-9700    
Title of 12(b) Security Common Stock, $0.001 par value per share    
Security Exchange Name NASDAQ    
Documents Incorporated by Reference

Portions of the registrant’s Definitive Proxy Statement for its 2021 Annual Meeting of Stockholders to be filed with the Securities and Exchange Commission pursuant to Regulation 14A not later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K are incorporated by reference into Part III of this Annual Report on Form 10-K.

    

XML 22 R2.htm IDEA: XBRL DOCUMENT v3.20.4
Consolidated Balance Sheets - USD ($)
$ in Thousands
Dec. 31, 2020
Dec. 31, 2019
Current assets:    
Cash and cash equivalents $ 467,171 $ 531,575
Restricted cash 4,667 4,737
Accounts receivable, net 94,376 68,642
Prepaid expenses 11,774 6,675
Deferred costs and other current assets 20,464 13,501
Total current assets 598,452 625,130
Property and equipment, net 7,774 6,284
Capitalized software development costs, net 16,329 14,287
Goodwill 187,411 91,421
Intangible assets, net 113,762 67,100
Restricted cash 3,792 3,350
Prepaid expenses 1,943 2,009
Deferred costs and other assets 31,481 27,715
Total assets 960,944 837,296
Current liabilities:    
Accounts payable 9,698 7,808
Accrued payroll and employee related liabilities 27,674 22,248
Accrued expenses 7,246 4,496
Deferred revenue 165,389 129,995
Contingent consideration liabilities 10,619  
Other current liabilities 15,602 4,819
Total current liabilities 236,228 169,366
Long-term liabilities:    
Deferred revenue, noncurrent 4,738 3,471
Convertible senior notes 441,514 430,282
Deferred tax liabilities 10,065 2,002
Other long term liabilities 16,094 11,863
Total liabilities 708,639 616,984
Commitments and contingencies
Stockholders’ equity:    
Preferred stock, par value $0.001, 10,000,000 shares authorized, no shares issued or outstanding as of December 31, 2020 and December 31, 2019, respectively
Common stock, $0.001 par value, 100,000,000 shares authorized, 35,449,447 and 33,848,627 shares issued and outstanding as of December 31, 2020 and December 31, 2019, respectively 35 34
Additional paid-in capital 542,776 425,945
Accumulated deficit (293,316) (199,920)
Accumulated other comprehensive income (loss) 2,810 (5,747)
Total stockholders’ equity 252,305 220,312
Total liabilities and stockholders’ equity $ 960,944 $ 837,296
XML 23 R3.htm IDEA: XBRL DOCUMENT v3.20.4
Consolidated Balance Sheets (Parenthetical) - $ / shares
Dec. 31, 2020
Dec. 31, 2019
Statement Of Financial Position [Abstract]    
Preferred stock, par value $ 0.001 $ 0.001
Preferred stock, shares authorized 10,000,000 10,000,000
Preferred stock, shares issued 0 0
Preferred stock, shares outstanding 0 0
Common stock, par value $ 0.001 $ 0.001
Common stock, shares authorized 100,000,000 100,000,000
Common stock, shares issued 35,449,447 33,848,627
Common stock, shares outstanding 35,449,447 33,848,627
XML 24 R4.htm IDEA: XBRL DOCUMENT v3.20.4
Consolidated Statements of Operations and Comprehensive Loss - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Statement Of Income And Comprehensive Income [Abstract]      
Revenue $ 271,141 $ 200,882 $ 147,094
Cost of revenue 83,028 63,535 46,810
Gross profit 188,113 137,347 100,284
Operating expenses:      
Sales and marketing 123,330 87,731 69,608
Research and development 62,512 50,024 41,305
General and administrative 74,485 46,820 31,462
Total operating expenses 260,327 184,575 142,375
Operating loss (72,214) (47,228) (42,091)
Other expense, net:      
Interest income 2,007 4,499 1,842
Interest expense (24,089) (7,478) (6,346)
Loss on extinguishment of convertible notes (446) (1,406)  
Other expenses, net (921) (212) (124)
Total other expense, net (23,449) (4,597) (4,628)
Loss before income taxes (95,663) (51,825) (46,719)
Benefit from (provision for) income taxes 2,267 (425) (796)
Net loss $ (93,396) $ (52,250) $ (47,515)
Net loss per share attributable to common stockholders:      
Basic $ (2.70) $ (1.58) $ (1.63)
Diluted $ (2.70) $ (1.58) $ (1.63)
Weighted-average common shares outstanding:      
Basic 34,581,144 33,161,656 29,107,267
Diluted 34,581,144 33,161,656 29,107,267
Other comprehensive income (loss):      
Foreign currency translation adjustment $ 8,557 $ (679) $ (5,288)
Total other comprehensive income (loss) 8,557 (679) (5,288)
Total comprehensive loss $ (84,839) $ (52,929) $ (52,803)
XML 25 R5.htm IDEA: XBRL DOCUMENT v3.20.4
Consolidated Statements of Stockholders' Equity - USD ($)
$ in Thousands
Total
Cumulative Effect of Adoption of Net of Taxes
Convertible Senior Notes Due 2024
Convertible Senior Notes Due 2022
Common Stock
Additional Paid-in Capital
Additional Paid-in Capital
Convertible Senior Notes Due 2024
Additional Paid-in Capital
Convertible Senior Notes Due 2022
Accumulated Deficit
Accumulated Deficit
Cumulative Effect of Adoption of Net of Taxes
Accumulated Other Comprehensive Income (Loss)
Balance at Dec. 31, 2017 $ 55,991 $ 9,097     $ 28 $ 164,995     $ (109,252) $ 9,097 $ 220
Beginning Balance, shares at Dec. 31, 2017         28,330,460            
Accounting Standards Update Extensible List us-gaap:AccountingStandardsUpdate201409Member               us-gaap:AccountingStandardsUpdate201409Member    
Stock-based compensation $ 25,825         25,825          
Vesting of restricted stock units and performance-based restricted stock units 1       $ 1            
Vesting of restricted stock units and performance-based restricted stock units, shares         671,412            
Restricted stock units and performance-based restricted stock units withheld to settle employee tax withholding liability (7,925)         (7,925)          
Restricted stock units and performance-based restricted stock units withheld to settle employee tax withholding liability, shares         (154,567)            
Exercise of stock options 10,149       $ 1 10,148          
Exercise of stock options, shares         778,370            
Issuance of shares under employee stock purchase plan 1,823         1,823          
Issuance of shares under employee stock purchase plan, shares         74,517            
Other comprehensive income (loss) (5,288)                   (5,288)
Net loss (47,515)               $ (47,515)    
Balance at Dec. 31, 2018 42,158       $ 30 194,866     (147,670)   (5,068)
Ending Balance, shares at Dec. 31, 2018         29,700,192            
Issuance of common stock, net of cost 138,834       $ 3 138,831          
Issuance of common stock, net of cost, shares         2,645,000            
Issuance of common stock in connection with acquisition 32,798         32,798          
Issuance of common stock in connection with acquisition, shares         320,998            
Stock-based compensation 33,989         33,989          
Vesting of restricted stock units and performance-based restricted stock units, shares         275,680            
Restricted stock units and performance-based restricted stock units withheld to settle employee tax withholding liability (4,602)         (4,602)          
Restricted stock units and performance-based restricted stock units withheld to settle employee tax withholding liability, shares         (54,312)            
Exercise of stock options 17,411       $ 1 17,410          
Exercise of stock options, shares         918,588            
Issuance of shares under employee stock purchase plan 2,337         2,337          
Issuance of shares under employee stock purchase plan, shares         42,481            
Equity component of the convertible notes due 2024, net of allocated issuance costs and taxes     $ 86,133       $ 86,133        
Purchase of capped call hedge for the convertible notes due2024, including issuance costs     $ (44,948)       $ (44,948)        
Equity component of repurchased convertible notes due 2022       $ (36,649)       $ (36,649)      
Termination of capped call hedge for the convertible notes due 2022       $ 5,780       $ 5,780      
Other comprehensive income (loss) (679)                   (679)
Net loss (52,250)               (52,250)    
Balance at Dec. 31, 2019 220,312       $ 34 425,945     (199,920)   (5,747)
Ending Balance, shares at Dec. 31, 2019         33,848,627            
Issuance of common stock in connection with acquisition 53,193         53,193          
Issuance of common stock in connection with acquisition, shares         462,224            
Stock-based compensation 47,079         47,079          
Vesting of restricted stock units and performance-based restricted stock units, shares         451,879            
Restricted stock units and performance-based restricted stock units withheld to settle employee tax withholding liability (6,364)         (6,364)          
Restricted stock units and performance-based restricted stock units withheld to settle employee tax withholding liability, shares         (48,469)            
Exercise of stock options $ 8,160       $ 1 8,159          
Exercise of stock options, shares 323,838       323,838            
Issuance of shares under employee stock purchase plan $ 3,389         3,389          
Issuance of shares under employee stock purchase plan, shares         49,319            
Settlement of convertible notes due 2022 11,375         11,375          
Settlement of convertible notes due 2022, shares         362,029            
Other comprehensive income (loss) 8,557                   8,557
Net loss (93,396)               (93,396)    
Balance at Dec. 31, 2020 $ 252,305       $ 35 $ 542,776     $ (293,316)   $ 2,810
Ending Balance, shares at Dec. 31, 2020         35,449,447            
XML 26 R6.htm IDEA: XBRL DOCUMENT v3.20.4
Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Cash flows from operating activities:      
Net loss $ (93,396) $ (52,250) $ (47,515)
Adjustments to reconcile net loss to net cash provided by operating activities:      
Depreciation and amortization 30,759 19,671 13,693
Amortization of deferred costs 12,609 7,982 5,472
Deferred income taxes (3,478) 109 125
Accretion of interest on debt 22,161 5,711 4,616
Loss on extinguishment of convertible notes 446 1,406  
Provision for credit losses and sales reserve 3,071 661 252
Stock-based compensation 46,755 33,489 25,589
Change in fair value of contingent consideration obligation 3,665 (550) (250)
Other non-cash adjustments 78 (241) (386)
Change in operating assets and liabilities:      
Accounts receivable (22,614) (25,558) (2,623)
Prepaid expenses (3,983) (3,481) (1,952)
Deferred costs (18,902) (15,293) (8,285)
Other assets 146 1,758 (4,014)
Accounts payable 1,547 5,312 (1,263)
Accrued payroll and employee related liabilities 3,499 4,548 4,686
Accrued expenses 1,057 (1,308) 298
Deferred revenue 24,964 29,704 13,164
Other liabilities 7,419 (1,353) 1,688
Net cash provided by operating activities 15,803 10,317 3,295
Cash flows from investing activities:      
Capital expenditures (3,257) (5,269) (1,721)
Proceeds from landlord reimbursement   1,143  
Payments for acquisition of business, net of acquired cash (55,138) (58,419) (35,857)
Additions to capitalized software development costs (9,651) (7,819) (8,499)
Purchase of short-term investments   (1,975) (87,204)
Maturities of short-term investments   47,765 85,069
Purchase of intangibles (17,139)   (201)
Net cash used in investing activities (85,185) (24,574) (48,413)
Cash flows from financing activities:      
Proceeds from public offering, net of costs   139,110 (276)
Proceeds from issuance of convertible notes   450,000  
Payments of debt issuance costs   (12,686) (84)
Purchase of convertible notes capped call hedge (131) (44,910)  
Repurchase of convertible notes   (57,791)  
Proceeds from termination of convertible notes capped call hedge   5,780  
Restricted stock units withheld to settle employee tax withholding liability (6,364) (4,602) (7,925)
Payments of contingent consideration obligation     (431)
Proceeds from employee stock purchase plan 3,389 2,337 1,823
Proceeds from option exercises 8,160 17,411 10,150
Other   (548) (158)
Net cash provided by financing activities 5,054 494,101 3,099
Effect of exchange rates on cash, cash equivalents and restricted cash 296 (250) (964)
Net increase (decrease) in cash, cash equivalents and restricted cash (64,032) 479,594 (42,983)
Cash, cash equivalents and restricted cash—beginning of year 539,662 60,068 103,051
Cash, cash equivalents and restricted cash—end of year 475,630 539,662 60,068
Supplemental disclosures of cash flow information:      
Interest 1,938 1,766 1,634
Taxes, net of refunds received 706 90 113
Supplemental disclosure of non-cash activities      
Common stock issued in connection with acquisitions 53,193 32,798  
Deferred consideration in connection with acquisition 4,044    
Contingent consideration in connection with acquisitions 6,267 550  
Common stock issued in connection with settlement of convertible notes 11,375    
Capitalized assets included in accounts payable and accrued expenses 291 136 1,609
Stock-based compensation capitalized for software development 324 500 236
Other non-cash activities $ (163) $ 202 $ 456
XML 27 R7.htm IDEA: XBRL DOCUMENT v3.20.4
Business and Nature of Operations
 12 Months Ended
Dec. 31, 2020
Organization Consolidation And Presentation Of Financial Statements [Abstract]  
Business and Nature of Operations

(1) Business and Nature of Operations

Everbridge, Inc., a Delaware corporation (together with its wholly-owned subsidiaries, referred to as “Everbridge” or the “Company”), is a global software company that provides enterprise software applications that automate and accelerate organizations’ operational response to critical events in order to keep people safe and businesses running. The Company’s SaaS-based platform enables the Company’s customers to manage and mitigate critical events. The Company’s enterprise applications, such as Mass Notification, Safety Connection, Incident Management, IT Alerting, Visual Command Center, Public Warning, Community Engagement, Risk Center, Crisis Management, Secure Collaboration, and Control Center, automate numerous critical event management processes. The Company generates revenue primarily from subscription fees to the Company’s enterprise applications. The Company has operations in the United States, United Kingdom, Norway, China, Netherlands, India and other countries.
XML 28 R8.htm IDEA: XBRL DOCUMENT v3.20.4
Summary of Significant Accounting Policies
 12 Months Ended
Dec. 31, 2020
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies

(2) Summary of Significant Accounting Policies

Basis of Presentation

The accompanying consolidated financial statements include the Company’s results of operations and those of its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. The Company’s accounting and financial reporting policies conform to generally accepted accounting principles in the United States of America (“U.S. GAAP”).

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. Business acquisitions are included in the Company’s consolidated financial statements from the date of the acquisition. The Company’s purchase accounting resulted in all assets and liabilities of acquired businesses being recorded at their estimated fair values on the acquisition dates.

Use of Estimates

The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Assets and liabilities which are subject to judgment and use of estimates include the determination of the period of benefit for deferred commissions, relative stand-alone selling price for identified performance obligations in our revenue transactions, allowances for credit losses, the fair value of assets acquired and liabilities assumed in business combinations, the fair value of contingent consideration, the recoverability of goodwill and long-lived assets, valuation allowances with respect to deferred tax assets, useful lives associated with property and equipment and intangible assets, contingencies, and the valuation and assumptions underlying stock-based compensation. On an ongoing basis, the Company evaluates its estimates compared to historical experience and trends, which form the basis for making judgments about the carrying value of assets and liabilities. In addition, the Company engages valuation specialists to assist with management’s determination of the valuation of its fair values of assets acquired and liabilities assumed in business combinations, convertible senior notes, and certain market-based performance equity awards. There have been significant changes to the global economic situation as a consequence of the COVID-19 pandemic. The global outbreak continues to cause instability and volatility in multiple markets where the Company conducts business which could cause changes to estimates as a result of the financial circumstances. Such changes to estimates could potentially result in impacts that would be material to the consolidated financial statements, particularly with respect to the timing of revenue recognition resulting from potential implementation delays, evaluating the recoverability of long-lived assets with finite useful lives for impairment and estimates of credit losses for accounts receivables and contract assets. No impairments were recorded as of the balance sheet date; however, due to significant uncertainty surrounding the situation, management's judgment regarding this could change in the future. As of the date of issuance of these financial statements, the Company’s results of operations have not been significantly impacted by the COVID-19 pandemic; however, the Company continues to monitor the situation.

Recently Adopted Accounting Pronouncements

ASU No. 2016-02

In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-02, Leases (Topic 842), to require lessees to recognize most leases on the balance sheet, while recognition on the statement of operations will remain similar to current lease accounting. The ASU requires lessees to recognize a liability for lease obligations, which represents the discounted obligation to make future lease payments, and a corresponding right-of-use (“ROU”) asset on the balance sheet. The guidance requires disclosure of key information about leasing arrangements that is intended to enable the assessment of the amount, timing and potential uncertainty of cash flows related to leases. The ASU also eliminates real estate-specific provisions and modifies certain aspects of lessor accounting.

The Company adopted the standard on January 1, 2019 using the modified retrospective approach. The Company elected to apply the transition method that allows companies to continue applying the guidance under the lease standard in effect at that time in the comparative periods presented in the consolidated financial statements and recognize a cumulative-effect adjustment to the opening balance of retained earnings on the date of adoption. The Company also elected the “package of practical expedients”, which permits the Company not to reassess under the new standard its prior conclusions about lease identification, lease classification and initial direct costs.

Results for reporting periods beginning after January 1, 2019 are presented under the new standard, while prior period amounts are not adjusted and continue to be reported under the accounting standards in effect for the prior period. Upon adoption of the new lease standard, on January 1, 2019, the Company capitalized ROU assets of $14.7 million and $16.9 million of lease liabilities, within the Company’s consolidated balance sheets upon adoption. Additionally, the Company reversed its deferred rent liability of $2.2 million, which upon adoption became a component of the ROU asset. The adoption of this standard did not have an impact on the Company’s consolidated statement of operations or cash flows and did not result in a cumulative catch-up adjustment to the opening balance of retained earnings.

ASU 2016-13

In June 2016, the FASB issued ASU 2016-13 (as amended through March 2020), Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. ASU 2016-13 introduced a new forward-looking approach, based on expected losses, to estimate credit losses on certain types of financial instruments, including trade receivables, contract assets and held-to-maturity debt securities, which requires the Company to incorporate considerations of historical information, current information and reasonable and supportable forecasts. ASU 2016-13 also expands disclosure requirements.

The Company adopted the standard on January 1, 2020 using the modified retrospective approach. Adoption of ASU 2016-13 resulted in changes to the Company’s accounting policies for trade and other receivables and contract assets. Upon adoption of ASU 2016-13 the Company evaluates trade receivables and contract assets on a collective (i.e., pool) basis if they share similar risk characteristics.

Based on the results of the Company’s evaluation, the adoption of ASU 2016-13 did not have a material impact on the reserve for credit losses as of January 1, 2020. Adoption of the standard had no impact on total cash provided from or used in operating, financing, or investing activities in the Company’s condensed consolidated statements of cash flows.

ASU 2018-13

In August 2018, the FASB issued ASU 2018-13, Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurements, which eliminates, adds and modifies certain disclosure requirements for fair value measurements as part of the FASB’s disclosure framework project. The guidance includes retrospective and prospective basis application dependent on the requirements of specific amendments. The Company adopted ASU

2018-13 on January 1, 2020 on a prospective basis. The adoption of this standard did not have an impact on the Company’s condensed consolidated financial statements.

ASU 2018-15

In August 2018, the FASB issued ASU 2018-15, Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract, related to a customer's accounting for implementation, set-up, and other upfront costs incurred in a cloud computing arrangement (“CCA”). Under the new guidance, implementation costs associated with a CCA for a hosting arrangement that is a service contract are accounted for consistent with existing internal-use software implementation guidance. ASU 2018-15 also provides classification guidance on these implementation costs as well as additional quantitative and qualitative disclosures. The Company adopted ASU 2018-15 on January 1, 2020 on a prospective basis. The adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements.

Recent Accounting Pronouncements Not Yet Adopted

ASU 2020-01

In January 2020, the FASB issued ASU 2020-01, Clarifying the Interactions Between Topic 321, Topic 323, and Topic 815. ASU 2020-01 addresses the accounting for the transition into and out of the equity method and measuring certain purchased options and forward contracts to acquire investments. Observable transactions that require a company to either apply or discontinue the equity method of accounting for the purposes of applying the measurement alternative in accordance with FASB Accounting Standards Codification (“ASC”) 321, Investments – Equity Securities, should be considered immediately before applying or upon discontinuing the equity method. Certain non-derivative forward contracts or purchased call options to acquire equity securities generally will be measured using the fair value principles of ASC 321 before settlement or exercise and consideration shall not be given to how entities will account for the resulting investments on eventual settlement or exercise. ASU 2020-01 is effective for the Company beginning in the first quarter of 2021 and early adoption is permitted. ASU 2020-01 should be applied prospectively. The Company is currently assessing the impact this standard will have on the Company’s consolidated financial statements.

ASU 2020-06

In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. ASU 2020-06 reduces the number of accounting models for convertible instruments by eliminating two of the three models that require separate accounting for embedded conversion features, amends the requirements for a contract that is potentially settled in an entity’s own shares to be classified in equity, and amends certain guidance on the computation of earnings per share for convertible instruments and contracts on an entity’s own equity. ASU 2020-06 is effective for the Company beginning in the first quarter of 2022 and early adoption is permitted beginning in the first quarter of 2021. ASU 2020-06 may be applied using a modified or full retrospective transition method. The Company is currently assessing the impact this standard will have on the Company’s consolidated financial statements.

Other accounting standard updates effective for interim and annual periods beginning after December 31, 2020 are not expected to have a material impact on the Company’s financial position, results of operations or cash flows.    

Fair Value Measurements

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date.

Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Accounting standards describe a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value which are the following:

Level 1—Quoted prices in active markets for identical assets or liabilities or funds.

Level 2—Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.

Concentrations of Credit and Business Risk

Financial instruments that potentially subject the Company to a concentration of credit risk consist of cash, cash equivalents and accounts receivable.

The Company maintains cash and cash equivalent balances at several banks. Accounts located in the United States are insured by the Federal Deposit Insurance Corporation (“FDIC”), up to $250,000. From time to time, balances may exceed amounts insured by the FDIC. The Company has not experienced any losses in such amounts.

The Company’s accounts receivable are generally unsecured and are derived from revenue earned from customers primarily located in the United States, Norway, Netherlands, Sweden and the United Kingdom and are generally denominated in U.S. Dollars, Norwegian Krone, Euro, Swedish Kronor or British Pounds. Each reporting period, the Company reevaluates each customer’s ability to satisfy credit obligations and maintains an allowance for credit risk based on the evaluations. No single customer comprised more than 10% of the Company’s total revenue for the years ended December 31, 2020, 2019 and 2018. No single customer comprised more than 10% of the Company’s total accounts receivable balance at December 31, 2020 and 2019.

Cash and Cash Equivalents

The Company considers all highly liquid instruments with original maturities of three months or less at the date of purchase to be cash equivalents. Cash equivalents consist of funds deposited into money market funds. Cash and cash equivalents are recorded at cost, which approximates fair value.

Restricted Cash

The Company’s restricted cash balance primarily consists of cash held at a financial institution for collateral against performance on the Company’s customer contracts and certain other cash deposits for specific purposes. 

Short-Term Investments

Short-term investments consist of highly liquid investments, primarily commercial paper, U.S. Treasury and U.S. agency securities, with maturities over three months from the date of purchase and less than 12 months from the date of the balance sheet. Debt securities, money market funds and U.S. agency bonds that the Company has the ability and positive intent to hold to maturity are carried at amortized cost, which approximates fair value. There were no short-term investments at December 31, 2020 and 2019.

Accounts Receivable

Accounts receivable includes trade accounts receivables from the Company’s customers, net of an allowance for credit risk. Accounts receivable are recorded at the invoiced amount and do not bear interest. The Company’s contract assets relate to services performed which were not billed, net of an allowance for credit risk. Allowance for credit risk for accounts receivables and contract assets is established based on various factors including credit profiles of the Company’s customers, historical payments and current economic trends. The Company reviews its allowance for accounts receivables and contract assets by assessing individual accounts receivable or unbilled contract assets over a specific aging and amount. All other balances are pooled based on historical collection experience. The estimate of expected credit losses is based on information about past events, current economic conditions, and forecasts of future economic conditions that affect the collectability. Accounts receivable and contract assets are written-off on a case by case basis, net of any amounts that may be collected.

Deferred Offering Costs

Deferred offering costs consist primarily of direct incremental costs related to the Company’s follow on offering of its common stock, which was completed in January 2019.

Property and Equipment, Net

Property and equipment are stated at cost, less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, which is generally three years for computer software, office computers and system software, five years for system hardware and furniture and equipment, and over the shorter of lease term or useful life of the assets for leasehold improvements. Maintenance and repairs are expensed as incurred. When assets are retired or otherwise disposed of, the cost and related accumulated depreciation are removed from the accounts and any resulting gain or loss is reflected in the Company’s results of operations.

Capitalized Software Development Costs

The Company capitalizes the costs of software developed or obtained for internal use in accordance with FASB ASC 350-40, Internal Use Software. Capitalized software development costs consist of costs incurred during the application development stage and include purchased software licenses, implementation costs, consulting costs, and payroll-related costs for projects that qualify for capitalization. These costs relate to major new functionality. All other costs, primarily related to maintenance and minor software fixes, are expensed as incurred.

The Company amortizes the capitalized software development costs on a straight-line basis over the estimated useful life of the software, which is generally three years, beginning when the asset is substantially ready for use. The amortization of capitalized software development costs is reflected in cost of revenue.

For software licenses for on premises usage, software development costs are capitalized in accordance with ASC 985-20, Costs of Software to be Sold, Leased or Marketed. The Company capitalizes software development costs incurred after technological feasibility of the software is established or for development costs that have alternative future uses. Under the Company’s current practice, the technological feasibility of the underlying software is not established until substantially all product development and testing is complete, which generally includes the development of a working model. Software development costs that have been capitalized to date have not been material.

Business Combinations

The results of businesses acquired in a business combination are included in the Company’s consolidated financial statements from the date of acquisition. Purchase accounting results in assets and liabilities of an acquired business being recorded at their estimated fair values on the acquisition date. Any excess consideration over the value of the assets acquired and liabilities assumed is recognized as goodwill.

The Company performs valuations of assets acquired and liabilities assumed on each acquisition accounted for as a business combination, and allocates the purchase price to the tangible and intangible assets acquired and liabilities assumed based on its best estimate of fair value. Acquired intangible assets include: tradenames, customer relationships, and developed technology. The Company determines the appropriate useful life of intangible assets by performing an analysis of cash flows based on historical experience of the acquired businesses. Intangible assets are amortized over their estimated useful lives based on the pattern in which the economic benefits associated with the asset are expected to be consumed, which to date has approximated the straight-line method of amortization. The estimated useful lives for tradenames, customer relationships, and technology are generally one to seven years, five to nine years, and three to four years, respectively.

The valuation of the contingent consideration is derived using estimates of the probability of achievement within specified time periods based on projections of future revenue metrics per the terms of the applicable agreements. These include estimates of the Company’s assessment of the probability of meeting such results, with the probability-weighted earn-out using a Monte Carlo Simulation Model then discounted to estimate fair value. Fair value is estimated using the probability weighted cash flow estimate closer to the measurement date. The various operating performance measures included in these contingent consideration agreements primarily relate to product revenue.

Segment Information

The Company's Chief Executive Officer is the chief operating decision maker, who reviews the Company's financial information presented on a consolidated basis for purposes of allocating resources and evaluating the Company's financial performance. Accordingly, the Company has determined that it operates in a single reporting segment.

Long-Lived Assets

The Company evaluates the recoverability of its long-lived assets with finite useful lives for impairment whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable. Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable or that the useful lives of those assets are no longer appropriate. Management considers the following potential indicators of impairment of its long-lived assets (asset group): a substantial decrease in the Company’s stock price, a significant adverse change in the extent or manner in which a long-lived asset (asset group) is being used, a significant adverse change in legal factors or in the business climate that could affect the value of the long-lived asset (asset group), an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of a long-lived asset (asset group), and a current expectation that, more likely than not, a long lived asset (asset group) will be sold or otherwise disposed of significantly before the end of its previously estimated useful life. When such events occur, the Company compares the carrying amounts of the assets group to their undiscounted expected future cash flows. If this comparison indicates that there may be an impairment, the amount of the impairment is calculated as the difference between the carrying value and fair value. For the years presented, the Company did not recognize an impairment charge.

Intangible Assets

Intangible assets consist of patents, tradename, customer relationships and acquired technology. The Company records acquired intangible assets at fair value on the date of acquisition. and amortize such assets using the straight-line method over the expected useful life of the asset. The estimated useful life of acquired intangible assets is one to nine years. The Company evaluates the useful lives of these assets on an annual basis and tests for impairment whenever events or changes in circumstances occur that could impact the recoverability of these assets in accordance with the long-lived assets policy states above. If the estimate of an intangible asset’s remaining useful life is changed, the Company amortizes the remaining carrying value of the intangible asset prospectively over the revised remaining useful life.

Goodwill

Goodwill represents the excess of the aggregate purchase price paid over the fair value of the net assets acquired in business combinations. Goodwill is not amortized and is tested for impairment at least annually or whenever events or changes in circumstances indicate that the carrying value may not be recoverable. Events or changes in circumstances that could trigger an impairment review include a significant adverse change in business climate, an adverse action or assessment by a regulator, unanticipated competition, a loss of key personnel, significant changes in the manner of use of the acquired assets or the strategy for the Company’s overall business, significant negative industry or economic trends, or significant underperformance relative to expected historical or projected future results of operations. The Company has the option to first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying value, including goodwill. If, after assessing the totality of events or circumstances, the Company determines that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, additional impairment testing is not required. The Company tests for goodwill impairment annually on November 30.

The Company performed a qualitative goodwill assessment at November 30, 2020 and concluded there was no impairment based on consideration of a number of factors, including the improvement in the Company’s key operating metrics over the prior year, improvement in the strength of the general economy and the Company’s continued execution against its overall strategic objectives.

Debt Issuance Costs

Debt issuance costs related to convertible senior notes recorded as a reduction of the carrying amount of the debt are amortized to interest expense using the effective interest method.

Revenue Recognition

The Company derives its revenues primarily from subscription services and professional services. The Company adopted the requirements of the ASC 606, Revenue from Contracts with Customers, as of January 1, 2018. See Note 15.

Revenues are recognized when control of services is transferred to the Company’s customers in an amount that reflects the consideration it expects to be entitled to in exchange for those services.

The Company determines revenue recognition through the following steps:

 

•

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

 

•

Identification of the performance obligations in the contract;

 

•

Determination of the transaction price;

 

•

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

 

•

Recognition of revenue when, or as, the Company satisfies a performance obligation.

Identify the customer contract

A customer contract is generally identified when the Company and a customer have executed an arrangement that calls for the Company to grant access to its online software products and provide professional services in exchange for consideration from the customer.

Identify performance obligations that are distinct

A performance obligation is a promise to provide a distinct good or service or a series of distinct goods or services. A good or service that is promised to a customer is distinct if the customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer, and a company’s promise to transfer the good or service to the customer is separately identifiable from other promises in the contract. The Company has determined that subscriptions for its online software products are distinct because, once a customer has access to the online software product that it purchased, the online software product is fully functional and does not require any additional development, modification, or customization. Professional services sold are distinct because the customer benefits from the on-boarding and training to make better use of the online software products it purchased.

Determine the transaction price

The transaction price is the amount of consideration to which the Company expects to be entitled in exchange for transferring goods or services to a customer, excluding sales taxes that are collected on behalf of government agencies. The Company estimates any variable consideration to which it will be entitled at contract inception, and reassesses at each reporting date, when determining the transaction price. The Company does not include variable consideration to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will occur when any uncertainty associated with the variable consideration is resolved. Variable consideration revenue was not material for the years ended December 31, 2020, 2019 and 2018.

Allocate the transaction price to the distinct performance obligations

The transaction price is allocated to the separate performance obligation on a relative standalone selling prices (“SSP”) basis for those performance obligations with stable observable prices and then the residual method is applied for any performance obligation that has pricing which is highly variable. The Company determines the SSP of its goods and services based upon their average sales price or using other observable inputs, such as similar products or services.

Recognize revenue as the performance obligations are satisfied

Revenues are recognized when or as control of the promised goods or services is transferred to customers. Revenue from subscriptions to the Company’s critical event management and enterprise safety applications is recognized ratably over the subscription period beginning on the date the Company’s online software products are made available to customers. Most subscription contracts are two years or more. The Company recognizes revenue from professional services as the services are provided. Software on premises license transactions are generally perpetual in nature and are recognized at a point in time when made available to the customer for use. 

Disaggregation of Revenue

The Company provides disaggregation of revenue based on geographic region (see Note 15) and based on the subscription versus professional services and other classification on the consolidated statements of operations as it believes this best depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors.

Subscription Services Revenues

Subscription services revenues primarily consist of fees that provide customers access to one or more of the Company’s hosted applications for critical event management, with routine customer support. Revenue is generally recognized over time on a ratable basis over the contract term beginning on the date that the Company’s service is made available to the customer. All services are recognized using an output measure of progress looking at time elapsed as the contract generally provides the customer equal benefit throughout the contract period. The Company’s subscription contracts are generally two years or longer in length, billed annually in advance, and non-cancelable.

Professional Services Revenues

Professional services revenues primarily consist of fees for deployment and optimization services, as well as training. The majority of the Company’s consulting contracts revenue is recognized over time as the services are performed. For contracts billed on a fixed price basis, revenue is recognized over time based on the proportion performed.

Software License Revenues

On occasion the Company may sell software and related post contract support for on premises usage as well as professional services, hardware and hosting which is outside of the Company’s core business and is not a significant revenue stream for the Company. The Company’s on premises license transactions are generally perpetual in nature and are recognized at a point in time when made available to the customer for use. Significant judgment is required to determine the standalone selling prices for each distinct performance obligation in order to allocate the transaction price for purposes of revenue recognition. Making this judgment of estimating a standalone selling price involves consideration of overall pricing objectives, market conditions and other factors, including the value of our other similar contracts, the applications sold, customer demographics, geographic locations, and the number and types of users within the Company’s contracts. The significant judgment was primarily due to using such considerations to estimate the price that each distinct performance obligation would be sold for on a standalone basis because such performance obligations are typically sold together on a bundled basis. Changes in these estimates of standalone selling prices can have a material effect on the amount of revenue recognized from each distinct performance obligation.

Contracts with Multiple Performance Obligations

Most of the Company’s contracts with customers contain multiple performance obligations. For these contracts, the Company accounts for individual performance obligations separately if they are distinct. The transaction price is allocated to the separate performance obligations on a relative standalone selling price basis for those performance obligations with stable observable prices and then the residual method applied for any performance obligation that has pricing which is highly variable. The Company determines the standalone selling prices based on the Company’s overall pricing objectives, taking into consideration market conditions and other factors, including the value of the Company’s contracts, pricing when certain services are sold on a standalone basis, the applications sold, customer demographics, geographic locations, and the volume of services and users.

Returns

The Company does not offer rights of return for its products and services in the normal course of business. 

Customer Acceptance

The Company’s contracts with customers generally do not include customer acceptance clauses.

Trade and Other Receivables

Trade and other receivables are primarily comprised of trade receivables that are recorded at the invoice amount, net of an allowance for credit risk, which is not material. Other receivables represent unbilled receivables related to subscription and professional services contracts, net of an allowance for credit losses, which is not material. On January 1, 2020, the Company adopted ASU 2016-13 (as amended through March 2020), Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. See Recently Adopted Accounting Pronouncements above.

Deferred Costs

Sales commissions earned by the Company’s sales force are considered incremental and recoverable costs of obtaining a contract with a customer. Subscription-related commissions costs are deferred and then amortized on a straight-line basis over a period of benefit that the Company has determined to be four years. Sales commissions attributable to professional services are expensed within twelve months of selling the service to the customer. The Company has determined the period of benefit by taking into consideration its customer contracts, its technology and other factors. Sales commissions attributed to renewals are not material and are not commensurate with initial and growth sales. Amortization of deferred commissions is included in sales and marketing expenses in the accompanying consolidated statements of operations.

Deferred Revenue

Deferred revenue consists of amounts that have been invoiced and for which the Company has the right to bill, but that have not been recognized as revenue because the related goods or services have not been transferred. Deferred revenue that will be realized during the succeeding 12-month period is recorded as current, and the remaining deferred revenue is recorded as non-current.

In instances where the timing of revenue recognition differs from the timing of invoicing, the Company has determined its contracts generally do not include a significant financing component. The primary purpose of the Company’s invoicing terms is to provide customers with simplified and predictable ways of purchasing the Company’s products and services, not to receive financing from its customers or to provide customers with financing. Examples include invoicing at the beginning of a subscription term with revenue recognized ratably over the contract period.

Advertising Expenses

Advertising expenses to promote the Company’s services are expensed as incurred. Advertising expenses included in sales and marketing expense were $4.8 million, $1.9 million and $1.4 million for the years ended December 31, 2020, 2019 and 2018, respectively.

Research and Development

Research and development expenses primarily consist of employee-related costs for research and development staff, including salaries, bonuses, benefits and stock-based compensation and the cost of certain third-party service providers related to the development of the Company’s solutions that do not meet the criteria to be capitalized under ASC 350-40, Internal Use Software or ASC 985-20, Costs of Software to be Sold, Leased or Marketed.

Stock-Based Compensation

Stock-based compensation expense is comprised of stock options, restricted stock units (“RSUs”), performance-based RSUs (“PSUs”) and employee stock purchase plan awards.

Stock-based compensation related to stock options and RSUs is measured at the grant date based on the fair value of the award and is recognized straight-line as expense, net of estimated forfeitures, over the requisite service period, which is generally the vesting period of the respective award. The Company utilizes the Black-Scholes pricing model for determining the estimated fair value of the stock options and employee stock purchase plan awards. The Black-Scholes pricing model requires the use of subjective assumptions including the option’s expected term, the volatility of the underlying stock, the fair value of the stock and the expected forfeiture rate.

The Company grants PSUs that vest upon satisfaction of certain performance-based conditions. The vesting of PSUs is subject to the employee’s continued employment with the Company through the date of achievement. The fair value is based on value of the Company’s common stock at the date of issuance and the probability of achieving the performance metric. The Company has assessed the probability of achievement as highly probable based on past performance of achievement of the performance metric. Compensation cost is recognized under the accelerated

method and is adjusted in future periods for subsequent changes in the expected outcome of the performance related conditions.

In 2018, the Company granted market-based RSUs that vested upon satisfaction of certain market-based conditions. These market-based RSUs were valued using the Monte-Carlo simulation model. No market-based RSUs were granted during the years ended December 31, 2020 and 2019. The Company recognized compensation expense associated with the market-based RSUs over the implied requisite service period subject to acceleration based on meeting the market-based condition.

Income Taxes

The Company accounts for income taxes using the asset and liability method of accounting for income taxes in which deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized as income in the period that includes the enactment date. A valuation allowance is established if it is more likely than not that all or a portion of the deferred tax asset will not be realized.

The calculation of the Company’s tax liabilities involves dealing with uncertainties of the application of complex tax regulations. The Company recognizes liabilities for uncertain tax positions based on a two-step approach. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not, that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount, which is more than 50% likely of being realized upon ultimate settlement. The Company considers many factors when evaluating and estimating its tax positions and tax benefits, which may require periodic adjustments.

Foreign Currency Translation

The functional currency for the Company’s foreign subsidiaries is the local currency. For those subsidiaries, the assets and liabilities are translated into U.S. dollars at the exchange rate method at the balance sheet date. Income and expenses are translated at the average exchange rates for the period. Foreign currency exchange gain and losses are recorded in other expenses.

Other Comprehensive Income (Loss)

For all periods presented, the Company’s other comprehensive income (loss) is comprised of foreign currency translation adjustments related to the Company’s foreign subsidiaries.

Net Loss Per Share Attributable to Common Stockholders

Basic net loss per share attributable to common stockholders is computed by dividing the Company’s net loss attributable to common stockholders by the weighted-average number of common shares used in the loss per share calculation during the period. Diluted net loss per share attributable to common stockholders is computed by giving effect to all potentially dilutive securities, including stock-based compensation awards. Basic and diluted net loss per share attributable to common stockholders was the same for all periods presented as the inclusion of all potentially dilutive securities outstanding was anti-dilutive.
XML 29 R9.htm IDEA: XBRL DOCUMENT v3.20.4
Accounts Receivable, Net
 12 Months Ended
Dec. 31, 2020
Accounts Receivable Net [Abstract]  
Accounts Receivable, Net

(3) Accounts Receivable, Net

On January 1, 2020, the Company adopted ASU 2016-13 using the modified retrospective approach. See Note 2. The cumulative effect of initially applying ASU 2016-13 had an immaterial impact on the Company’s opening balance of accumulated deficit.

Accounts receivable, net, is as follows (in thousands):

 

 

 

As of December 31,

 

 

 

2020

 

 

2019

 

Accounts receivable amortized cost

 

$

98,164

 

 

$

69,767

 

Allowance for credit losses

 

 

(3,788

)

 

 

(1,125

)

Net accounts receivable

 

$

94,376

 

 

$

68,642

 

The following table summarizes the changes in the allowance for credit losses for accounts receivable (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Balance, beginning of period

 

$

(1,125

)

 

$

(711

)

 

$

(863

)

Provision for expected credit losses

 

 

(2,877

)

 

 

(971

)

 

 

(58

)

Write-offs

 

 

214

 

 

 

557

 

 

 

210

 

Balance, end of period

 

$

(3,788

)

 

$

(1,125

)

 

$

(711

)

Contract assets, net is as follows (in thousands):

 

 

 

As of December 31,

 

 

 

2020

 

 

2019

 

Contract asset amortized cost

 

$

2,560

 

 

$

1,959

 

Allowance for credit losses

 

 

(398

)

 

 

—

 

Net contract asset

 

$

2,162

 

 

$

1,959

 

The following table summarizes the changes in the allowance for credit losses for contract assets (in thousands):

 

 

 

Year Ended

December 31, 2020

 

Balance, beginning of period

 

$

—

 

Provision for expected credit losses

 

 

(398

)

Balance, end of period

 

$

(398

)

Credit loss expense for the years ended December 31, 2020, 2019 and 2018 was $2.7 million, $0.7 million and $0.1 million, respectively.

The following table summarizes the changes in the sales reserve (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Balance, beginning of period

 

$

(175

)

 

$

(200

)

 

$

(100

)

(Additions) reductions

 

 

(85

)

 

 

16

 

 

 

(193

)

Write-offs

 

 

85

 

 

 

9

 

 

 

93

 

Balance, end of period

 

$

(175

)

 

$

(175

)

 

$

(200

)

 

 
XML 30 R10.htm IDEA: XBRL DOCUMENT v3.20.4
Property and Equipment
 12 Months Ended
Dec. 31, 2020
Property Plant And Equipment [Abstract]  
Property and Equipment

(4) Property and Equipment

Property and equipment consist of the following (in thousands):

 

 

 

Useful life

 

 

As of December 31,

 

 

 

in years

 

 

2020

 

 

2019

 

Furniture and equipment

 

 

5

 

 

$

2,041

 

 

$

1,785

 

Leasehold improvements (1)

 

 

9

 

 

 

4,944

 

 

 

4,074

 

System hardware

 

 

5

 

 

 

807

 

 

 

1,596

 

Office computers

 

 

3

 

 

 

6,547

 

 

 

5,309

 

Computer and system software

 

 

3

 

 

 

827

 

 

 

1,451

 

 

 

 

 

 

 

 

15,166

 

 

 

14,215

 

Less accumulated depreciation and amortization

 

 

 

 

 

 

(7,392

)

 

 

(7,931

)

Property and equipment, net

 

 

 

 

 

$

7,774

 

 

$

6,284

 

 

(1)

Lesser of the lease term or the estimated useful lives of the improvements, which may be up to 9 years.

 

Depreciation and amortization expense for the years ended December 31, 2020, 2019 and 2018 was $2.7 million, $2.2 million and $1.8 million, respectively.
XML 31 R11.htm IDEA: XBRL DOCUMENT v3.20.4
Capitalized Software Development Costs
 12 Months Ended
Dec. 31, 2020
Research And Development [Abstract]  
Capitalized Software Development Costs

(5) Capitalized Software Development Costs

Capitalized software development costs consisted of the following (in thousands):

 

 

 

Gross

carrying

amount

 

 

Amortization

period

 

Accumulated

amortization

 

 

Net

carrying

amount

 

As of December 31, 2020

 

$

59,761

 

 

3 years

 

$

(43,432

)

 

$

16,329

 

As of December 31, 2019

 

 

49,909

 

 

3 years

 

 

(35,622

)

 

 

14,287

 

 

The Company capitalized software development costs of $9.9 million, $8.8 million and $8.8 million during the years ended December 31, 2020, 2019 and 2018, respectively.

 

Amortized expense for capitalized software development costs was $7.9 million, $7.0 million and $5.9 million during the years ended December 31, 2020, 2019 and 2018, respectively. Amortization of capitalized software development costs is classified within cost of revenue in the consolidated statements of operations and comprehensive loss.

The expected amortization, as of December 31, 2020, for each of the next three years is as follows (in thousands):

 

 

 

2021

 

$

7,610

 

2022

 

 

5,682

 

2023

 

 

3,037

 

 

 

$

16,329

 

 
XML 32 R12.htm IDEA: XBRL DOCUMENT v3.20.4
Fair Value Measurements
 12 Months Ended
Dec. 31, 2020
Fair Value Disclosures [Abstract]  
Fair Value Measurements

(6) Fair Value Measurements

The carrying amounts of cash and cash equivalents, short-term investments, accounts receivable, accounts payable and accrued liabilities approximate fair value because of the short maturity of these items.

Certain assets, including long-lived assets, goodwill and intangible assets are also subject to measurement at fair value on a non-recurring basis if they are deemed to be impaired as a result of an impairment review. For the years ended December 31, 2020, 2019 and 2018, no impairments were identified of those assets requiring measurement at fair value on a non-recurring basis.

 

The Company classifies and discloses fair value measurements in one of the following three categories of fair value hierarchy:

 

Level 1Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets and liabilities.

 

Level 2Quoted prices in markets that are not active or financial instruments for which all significant inputs are observable, either directly or indirectly.

 

Level 3Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.

 

A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.

The following table summarizes the Company's financial assets and liabilities measured at fair value on a recurring basis by level within the fair value hierarchy. Financial assets and financial liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement (in thousands):

 

 

 

As of December 31, 2020

 

 

 

Quoted

 

 

Significant

 

 

 

 

 

 

 

 

 

 

 

Prices in

 

 

Other

 

 

Significant

 

 

 

 

 

 

 

Active

 

 

Observable

 

 

Unobservable

 

 

 

 

 

 

 

Markets

 

 

Inputs

 

 

Inputs

 

 

Total Fair

 

 

 

(Level 1)

 

 

(Level 2)

 

 

(Level 3)

 

 

Value

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash equivalents:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Money market funds

 

$

432,560

 

 

$

—

 

 

$

—

 

 

$

432,560

 

Total financial assets

 

$

432,560

 

 

$

—

 

 

$

—

 

 

$

432,560

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contingent consideration

 

$

—

 

 

$

—

 

 

$

10,619

 

 

$

10,619

 

Derivative instruments - acquisition-related deferred

   common stock consideration

 

 

—

 

 

 

1,011

 

 

 

—

 

 

 

1,011

 

Total financial liabilities

 

$

—

 

 

$

1,011

 

 

$

10,619

 

 

$

11,630

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of December 31, 2019

 

 

 

Quoted

 

 

Significant

 

 

 

 

 

 

 

 

 

 

 

Prices in

 

 

Other

 

 

Significant

 

 

 

 

 

 

 

Active

 

 

Observable

 

 

Unobservable

 

 

 

 

 

 

 

Markets

 

 

Inputs

 

 

Inputs

 

 

Total Fair

 

 

 

(Level 1)

 

 

(Level 2)

 

 

(Level 3)

 

 

Value

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash equivalents:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Money market funds

 

$

511,436

 

 

$

—

 

 

$

—

 

 

$

511,436

 

Total financial assets

 

$

511,436

 

 

$

—

 

 

$

—

 

 

$

511,436

 

 

The Company considers all highly liquid investments purchased with a remaining maturity of three months or less to be cash equivalents. The fair value of the Company’s investments in certain money market funds is their face value and such instruments are classified as Level 1 and are included in cash and cash equivalents on the consolidated balance sheets.

For the years ended December 31, 2020, 2019 and 2018, gains or losses realized on the sale of investments were not material. Investments are reviewed periodically to identify possible other-than-temporary impairments. As the Company has the ability and intent to hold these investments with unrealized losses for a reasonable period of time sufficient for the recovery of fair value, which may be maturity, the Company does not consider these investments to be other-than-temporarily impaired for any of the periods presented.

On May 27, 2020, the Company entered into a Stock Purchase Agreement with Techwan SA (“Techwan”) pursuant to which the Company purchased all of the issued and outstanding shares of stock of Techwan (see Note 8). In accordance with the Stock Purchase Agreement, 6,779 shares of the Company’s common stock were reserved and are expected to be issued to the sellers in November 2021 subject to the provisions in the Stock Purchase Agreement. Management analyzed the liability for derivative accounting consideration under ASC 815, Derivatives and Hedging, and determined that the liability qualifies for derivative accounting. The derivative liability is not designated as a hedging instrument. In accordance with ASC 815, the Company recorded the acquisition-related deferred common stock consideration derivative liability, which is carried at fair value, in other long-term liabilities on the condensed consolidated balance sheet. The derivative liability will be marked-to-market each measurement period and changes in fair value during the year ended December 31, 2020 of $0.1 million was recorded as a component of other expense, net on the consolidated statement of operations. The fair value is derived from the Company’s stock price. The acquisition-related deferred common stock consideration derivative liability will remain in effect until such time as the associated shares are issued and the resulting derivative liability will be transitioned from a liability to equity as of such date.

 

The following table summarizes the changes in Level 3 financial instruments (in thousands):

 

Fair value at December 31, 2018

 

$

—

 

Contingent consideration from MissionMode

   acquisition

 

 

550

 

Change in fair value of contingent consideration

   obligation from MissionMode acquisition

 

 

(550

)

Fair value at December 31, 2019

 

 

—

 

Contingent consideration from one2many

   acquisition

 

 

2,190

 

Contingent consideration from Techwan

   acquisition

 

 

2,030

 

Contingent consideration from SnapComms

   acquisition

 

 

2,047

 

Change in fair value of contingent consideration

   obligation from one2many acquisition

 

 

8,114

 

Change in fair value of contingent consideration

   obligation from Techwan acquisition

 

 

(2,030

)

Change in fair value of contingent consideration

   obligation from SnapComms acquisition

 

 

(2,047

)

Foreign currency translation

 

 

315

 

Fair value at December 31, 2020

 

$

10,619

 

 

The valuation of the contingent consideration was derived using estimates of the probability of achievement within specified time periods based on projections of future revenue metrics per the terms of the applicable agreements. These include estimates of the Company’s assessment of the probability of meeting such results, with the probability-weighted earn-out using a Monte Carlo Simulation Model then discounted to estimate fair value. Fair value is estimated using the probability weighted cash flow estimate closer to the measurement date. The various operating performance measures included in these contingent consideration agreements primarily relate to product revenue. As these are unobservable inputs, the contingent consideration liabilities are included in Level 3 inputs. During the year ended December 31, 2020, as a result of assessing the probabilities of One2Many Group B.V. (“one2many”) meeting revenue metrics during the period of March 1, 2020 through February 28, 2021, the Company recognized an increase in the fair value of one2many’s contingent consideration obligation in the amount

of $8.1 million. During the year ended December 31, 2020, as a result of assessing the probabilities of Techwan meeting revenue metrics during the period of April 1, 2020 through March 31, 2021, the Company recognized a decrease in the fair value of Techwan’s contingent consideration obligation in the amount of $2.0 million. During the year ended December 31, 2020, as a result of assessing the probabilities of SnapComms Limited (“SnapComms”) meeting revenue metrics during the period of April 1, 2020 through March 31, 2021, the Company recognized a decrease in the fair value of SnapComms’ contingent consideration obligation in the amount of $2.0 million.

The Company estimates the fair value of the convertible senior notes based on their last actively traded prices (Level 1) or market-observable inputs (Level 2). As of December 31, 2020 and 2019, the fair value of the 0.125% convertible senior notes due 2024 (the “2024 Notes”) was determined to be $663.6 million and $450.4 million, respectively, and the carrying value of the 2024 Notes was $369.0 million and $351.1 million, respectively. As of December 31, 2020 and 2019, the fair value of the 1.50% convertible senior notes due 2022 (the “2022 Notes”) was determined to be $265.5 million and $215.8 million, respectively, and the carrying value of the 2022 Notes was $72.5 million and $79.2 million, respectively. See Note 9.

XML 33 R13.htm IDEA: XBRL DOCUMENT v3.20.4
Goodwill and Intangible Assets
 12 Months Ended
Dec. 31, 2020
Goodwill And Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets

(7) Goodwill and Intangible Assets

The following table displays the changes in the gross carrying amount of goodwill (in thousands):

 

Balance at December 31, 2018

 

$

48,382

 

Change due to acquisitions

 

 

43,302

 

Foreign currency translation

 

 

(263

)

Balance at December 31, 2019

 

 

91,421

 

Change due to acquisitions

 

 

89,033

 

Foreign currency translation

 

 

6,957

 

Balance at December 31, 2020

 

$

187,411

 

 

There were no impairments recorded against goodwill in 2020, 2019 or 2018.

Intangible assets consisted of the following (in thousands):

 

 

 

 

 

 

 

 

 

 

 

As of December 31, 2020

 

 

 

Gross

carrying

amount

 

 

Weighted-

average life

(years)

 

 

Accumulated

amortization

 

 

Net

carrying

amount

 

Amortizable intangible assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Developed technology

 

$

31,851

 

 

 

3.54

 

 

$

(5,322

)

 

$

26,529

 

Tradenames

 

 

15,360

 

 

 

3.52

 

 

 

(6,638

)

 

 

8,722

 

Customer relationships

 

 

100,590

 

 

 

7.41

 

 

 

(22,079

)

 

 

78,511

 

Total intangible assets

 

$

147,801

 

 

 

 

 

 

$

(34,039

)

 

$

113,762

 

 

 

 

 

 

 

 

 

 

 

 

As of December 31, 2019

 

 

 

Gross

carrying

amount

 

 

Weighted-

average life

(years)

 

 

Accumulated

amortization

 

 

Net

carrying

amount

 

Amortizable intangible assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Developed technology

 

$

9,485

 

 

 

3.00

 

 

$

(4,232

)

 

$

5,253

 

Tradenames

 

 

11,437

 

 

 

3.50

 

 

 

(2,724

)

 

 

8,713

 

Customer relationships

 

 

63,667

 

 

 

6.84

 

 

 

(10,533

)

 

 

53,134

 

Total intangible assets

 

$

84,589

 

 

 

 

 

 

$

(17,489

)

 

$

67,100

 

 

Amortization expense for intangible assets was $20.2 million, $10.4 million and $5.9 million for the years ended December 31, 2020, 2019 and 2018, respectively. Amortization expense of tradenames and customer relationships is

included within general and administrative expenses, while amortization of developed technology is included in cost of revenue. The Company recorded amortization expense attributed to developed technology of $4.2 million, $2.1 million and $1.3 million for the period ended December 31, 2020, 2019 and 2018, respectively. In December 2020, the Company completed an asset acquisition and recorded $17.1 million to developed technology. The average useful life for the December 2020 asset acquisition of acquired technology is 4.0 years. During the year ended December 31, 2020, the Company retired $4.4 million of fully amortized intangible assets.

The expected amortization of the intangible assets, as of December 31, 2020, for each of the next five years and thereafter is as follows (in thousands):

 

2021

 

$

27,387

 

2022

 

 

24,219

 

2023

 

 

19,165

 

2024

 

 

17,443

 

2025

 

 

11,040

 

Thereafter

 

 

14,508

 

 

 

$

113,762

 
XML 34 R14.htm IDEA: XBRL DOCUMENT v3.20.4
Business Combinations
 12 Months Ended
Dec. 31, 2020
Business Combinations [Abstract]  
Business Combinations

(8) Business Combinations

 

The Company accounted for the following acquisitions using the acquisition method of accounting for business combinations under ASC 805, Business Combinations, which required that the assets acquired and liabilities assumed be recognized on the balance sheet at their fair values as of the acquisition date. The excess of the purchase price over the net fair value of the assets and liabilities was recorded as goodwill. This goodwill includes the know-how of the assembled workforce, the ability of the workforce to further improve technology and product offerings, customer relationships and the expected cash flows resulting from these efforts. Goodwill may also include expected synergies resulting from the complementary strategic fit these businesses bring to existing operations.

Fair value estimates are based on a complex series of judgments about future events and uncertainties and rely heavily on estimates and assumptions. The judgments used to determine the estimated fair value assigned to each class of assets acquired and liabilities assumed, as well as asset lives and the expected future cash flows and related discount rates, can materially impact the Company’s results of operations. Significant inputs used for the model included the amount of cash flows, the expected period of the cash flows and the discount rates. Significant estimation was required by management in determining the fair value of the customer relationship intangible assets, deferred revenue and contingent consideration liabilities. The significant estimation is primarily due to the judgmental nature of the inputs to the valuation models used to measure the fair value of these intangible assets, deferred revenue and contingent consideration liabilities, as well as the sensitivity of the respective fair values to the underlying significant assumptions. The Company used the income approach to measure the fair value of these intangible assets, a discounted cash flow approach for deferred revenue and a Monte Carlo simulation model to measure the fair value of the contingent consideration liabilities. The significant assumptions used to estimate the fair value of the intangible assets, deferred revenue and contingent consideration liabilities included forecasted revenues from existing customers, existing customer attrition rates, estimated costs required to fulfill the deferred revenue obligation and forecasted revenues for the contingent consideration earnout period. When estimating the significant assumptions to be used in the valuation the Company includes a consideration of current industry information, market and economic trends, historical results of the acquired business, nature of the performance obligations associated with the deferred revenue and other relevant factors. These significant assumptions are forward-looking and could be affected by future economic and market conditions. The valuation of the contingent consideration was derived using estimates of the probability of achievement within specified time periods based on projections of future revenue metrics per the terms of the applicable agreements. These include estimates of the Company’s assessment of the probability of meeting such results, with the probability-weighted earn-out using a Monte Carlo Simulation Model then discounted to estimate fair value. Fair value is estimated using the probability weighted cash flow estimate closer to the measurement date. The various operating performance measures included in these contingent consideration agreements primarily relate to product revenue.   

The business acquisitions discussed below are included in the Company’s results of operations from their respective dates of acquisition.

2020 Acquisitions

During the year ended December 31, 2020, the Company acquired Connexient, Inc., CNL Software Limited, One2Many Group B.V., Techwan SA and SnapComms Limited. These acquisitions were not material individually or on a consolidated basis. Additionally, neither the investment in the assets nor the results of operations of these acquisitions were significant to the Company’s consolidated financial position or results of operations, and thus pro forma information is not required to be presented.

Connexient, Inc.

On February 7, 2020, the Company entered into a Stock Purchase Agreement with Connexient, Inc. (“Connexient”) pursuant to which the Company purchased all of the issued and outstanding shares of stock of Connexient for a base consideration of $20.2 million. The Company paid $11.5 million in cash at closing and paid the remaining purchase price with 96,611 newly issued shares of the Company’s common stock. On the date of this acquisition, the average price of the Company’s common stock on the Nasdaq Global Market was $93.32 per share. In addition to the base purchase price, there is also a potential contingent payment of up to $6.0 million that can be earned by the sellers based on fiscal year 2020 revenue metrics. As of the date of the acquisition, the fair value of the contingent consideration was zero as a result of the Company’s initial assessment of the probability of Connexient meeting the revenue metrics. At December 31, 2020, it was determined that Connexient would not meet the fiscal year 2020 revenue metric threshold. The Company acquired Connexient to expand the Company’s customer base and for its strategic technology assets to enhance the Company’s Critical Event Management (“CEM”) suite of solutions to broaden support for Internet of Things (“IoT”) applications.

The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of Connexient made by the Company (in thousands):

 

 

 

Connexient

 

Assets acquired

 

 

 

 

Accounts receivable

 

$

849

 

Prepaid expenses and other current assets

 

 

518

 

Property and equipment

 

 

9

 

Acquired technology

 

 

1,220

 

Trade names

 

 

630

 

Customer relationships

 

 

7,800

 

Goodwill

 

 

14,343

 

Other assets

 

 

238

 

Total assets acquired

 

 

25,607

 

Liabilities assumed

 

 

 

 

Accounts payable

 

 

751

 

Accrued expenses

 

 

208

 

Deferred revenue

 

 

2,420

 

Deferred tax liabilities

 

 

2,011

 

Other liabilities

 

 

211

 

Net assets acquired

 

$

20,006

 

Consideration paid

 

 

 

 

Cash consideration, net of cash acquired

 

$

10,991

 

Fair value of common stock issued

 

 

9,015

 

Total

 

$

20,006

 

 

 

The weighted average useful life of all identified acquired intangible assets is 7.92 years. The average useful lives for acquired technologies, customer relationships and trade names are 3.0 years, 9.0 years and 4.0 years, respectively. Identifiable intangible assets with definite lives are amortized over the period of estimated benefit using the straight-line method. The straight-line method of amortization represents the Company’s best estimate of the period of expected cash flows of the identifiable intangible assets.

The goodwill balance is primarily attributed to the anticipated synergies from the acquisition and expanded market opportunities with respect to the integration of Connexient’s products with the Company's other solutions. The Company believes that the factors listed above in relation to the purchase of Connexient support the amount of goodwill recorded as a result of the purchase price paid for the acquisition, in relation to other acquired tangible and intangible assets. The resulting goodwill from the Connexient acquisition is not deductible for income tax purposes.

During the year ended December 31, 2020, the Company incurred transaction costs of $0.1 million in connection with the Connexient acquisition, which were expensed as incurred and included in general and administrative expenses.

CNL Software Limited

On February 25, 2020, the Company entered into a Stock Purchase Agreement with CNL Software Limited (“CNL Software”) for a base consideration of approximately $35.7 million. The Company paid approximately $19.8 million in cash at closing and paid the remaining purchase price with 153,217 newly issued shares of the Company’s common stock. On the date of this acquisition, the average price of the Company’s common stock on the Nasdaq Global Market was $104.10 per share. The Company acquired CNL Software to expand the Company’s customer base and for its strategic technology assets to enhance the Company’s CEM suite of solutions to broaden support for IoT applications.

During the year ended December 31, 2020, the Company finalized CNL Software’s assets acquired and liabilities assumed. As a result, the Company recognized a $0.6 million increase in CNL Software’s deferred revenue balance with a corresponding increase in goodwill from the initial assessment as of the acquisition date.

The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of CNL Software made by the Company (in thousands):

 

 

 

CNL Software

 

Assets acquired

 

 

 

 

Accounts receivable

 

$

1,979

 

Prepaid expenses and other current assets

 

 

1,095

 

Property and equipment

 

 

731

 

Acquired technology

 

 

2,150

 

Trade names

 

 

1,080

 

Customer relationships

 

 

5,500

 

Goodwill

 

 

28,679

 

Other assets

 

 

1,314

 

Total assets acquired

 

 

42,528

 

Liabilities assumed

 

 

 

 

Accounts payable

 

 

315

 

Accrued expenses

 

 

1,653

 

Deferred revenue

 

 

3,751

 

Deferred tax liabilities

 

 

1,553

 

Other liabilities

 

 

1,276

 

Net assets acquired

 

$

33,980

 

Consideration paid

 

 

 

 

Cash paid, net of cash acquired

 

$

18,030

 

Fair value of common stock issued

 

 

15,950

 

Total

 

$

33,980

 

 

The weighted average useful life of all identified acquired intangible assets is 5.01 years. The average useful lives for acquired technologies, customer relationships and trade names are 3.0 years, 6.0 years and 4.0 years, respectively. Identifiable intangible assets with definite lives are amortized over the period of estimated benefit using the straight-line method. The straight-line method of amortization represents the Company’s best estimate of the period of expected cash flows of the identifiable intangible assets.

The goodwill balance is primarily attributed to the anticipated synergies from the acquisition and expanded market opportunities with respect to the integration of CNL Software’s products with the Company's other solutions. The Company believes that the factors listed above in relation to the purchase of CNL Software support the amount of goodwill recorded as a result of the purchase price paid for the acquisition, in relation to other acquired tangible and intangible assets. The resulting goodwill from the CNL Software acquisition is not deductible for income tax purposes.

During the year ended December 31, 2020, the Company incurred transaction costs of $0.1 million in connection with the CNL Software acquisition, which were expensed as incurred and included in general and administrative expenses.

One2Many Group B.V.

On March 19, 2020, the Company entered into a Stock Purchase Agreement with One2Many Group B.V. pursuant to which the Company purchased all of the issued and outstanding shares of stock of one2many for a base consideration of $13.1 million. The Company paid $5.5 million in cash at closing, acquired purchase liabilities of $2.0 million and paid the remaining purchase price with 52,113 newly issued shares of the Company’s common

stock. On the date of this acquisition, the average price of the Company’s common stock on the Nasdaq Global Market was $104.95 per share. In addition to the base purchase price, there is also a potential contingent payment of up to approximately $15.0 million that can be earned by the sellers based on revenue metrics during the period of March 1, 2020 through February 28, 2021. The potential contingent payment includes an amount payable to the Company if a certain revenue threshold is not met during the period of March 1, 2020 through February 28, 2021. At the date of the acquisition, the Company preliminarily assessed the probabilities of one2many meeting the revenue metrics during the period of March 1, 2020 through February 28, 2021 and recorded a $2.2 million initial fair value of contingent consideration as part of the purchase price allocation. During the year ended December 31, 2020, the Company recognized an increase in the fair value of one2many’s contingent consideration obligation in the amount of $8.1 million recognized in general and administrative expenses in the consolidated statements of operations and comprehensive loss. The Company acquired one2many to expand the Company’s customer base and for its cell broadcast technology to enhance the Company’s public warning applications.

The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of one2many made by the Company (in thousands):

 

 

 

one2many

 

Assets acquired

 

 

 

 

Accounts receivable

 

$

521

 

Other current assets

 

 

1,441

 

Property and equipment

 

 

19

 

Acquired technology

 

 

970

 

Trade names

 

 

580

 

Customer relationships

 

 

3,100

 

Goodwill

 

 

10,704

 

Other assets

 

 

176

 

Total assets acquired

 

 

17,511

 

Liabilities assumed

 

 

 

 

Accounts payable

 

 

72

 

Accrued expenses

 

 

636

 

Deferred revenue

 

 

1,460

 

Deferred tax liabilities

 

 

985

 

Other current liabilities

 

 

136

 

Net assets acquired

 

$

14,222

 

Consideration paid

 

 

 

 

Cash consideration, net of cash acquired

 

$

6,563

 

Fair value of common stock issued

 

 

5,469

 

Contingent consideration

 

 

2,190

 

Total

 

$

14,222

 

 

The weighted average useful life of all identified acquired intangible assets is 5.67 years. The average useful lives for acquired technologies, customer relationships and trade names are 3.0 years, 7.0 years and 3.0 years, respectively. Identifiable intangible assets with definite lives are amortized over the period of estimated benefit using the straight-line method. The straight-line method of amortization represents the Company’s best estimate of the period of expected cash flows of the identifiable intangible assets.

The goodwill balance is primarily attributed to the anticipated synergies from the acquisition and expanded market opportunities with respect to the integration of one2many’s products with the Company's other solutions. The Company believes that the factors listed above in relation to the purchase of one2many support the amount of goodwill recorded as a result of the purchase price paid for the acquisition, in relation to other acquired tangible and intangible assets. The resulting goodwill from the one2many acquisition is not deductible for income tax purposes.

During the year ended December 31, 2020, the Company incurred transaction costs of $0.2 million in connection with the one2many acquisition, which were expensed as incurred and included in general and administrative expenses.

Techwan SA

On May 27, 2020, the Company entered into a Stock Purchase Agreement with Techwan SA pursuant to which the Company purchased all of the issued and outstanding shares of stock of Techwan for a base consideration of $15.5 million. The Company paid $9.4 million in cash at closing, acquired purchase liabilities of $0.1 million and paid the remaining purchase price with 38,425 newly issued shares of the Company’s common stock. In addition, in accordance with the Stock Purchase Agreement, 6,779 shares of the Company’s common stock were reserved and are expected to be issued to the sellers in November 2021 subject to the provisions in the Stock Purchase Agreement. On the date of this acquisition, the average price of the Company’s common stock on the Nasdaq Global Market was $132.05 per share. In addition to the base purchase price, there is also a potential contingent payment of up to approximately $7.0 million that can be earned by the sellers based on revenue metrics during the period of April 1, 2020 through March 31, 2021. At the date of the acquisition, the Company preliminarily assessed the probabilities of Techwan meeting the revenue metrics during the period of April 1, 2020 through March 31, 2021 and recorded a $2.0 million initial fair value of contingent consideration as part of the purchase price allocation. During the year ended December 31, 2020, the Company recognized a decrease in the fair value of Techwan’s contingent consideration obligation in the amount of $2.0 million recognized in general and administrative expenses in the consolidated statements of operations and comprehensive loss. The Company acquired Techwan to expand the Company’s customer base and for its strategic technology assets to enhance the Company’s CEM suite of solutions.

As the Company finalizes its estimation of the fair value of the assets acquired and liabilities assumed, additional adjustments may be recorded during the measurement period (a period not to exceed 12 months). The initial accounting is incomplete as of December 31, 2020 for the acquired assets and liabilities as the Company is in the process of completing the assessment of the tax attributes of the business combination. The finalization of the acquisition accounting valuation assessment may result in a change in the valuation of the deferred tax assets and liabilities which could have a material impact on the Company’s results of operations and financial position.

The following table summarizes the preliminary estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of Techwan made by the Company (in thousands):

 

 

 

Techwan

 

Assets acquired

 

 

 

 

Accounts receivable

 

$

921

 

Other current assets

 

 

235

 

Acquired technology

 

 

1,160

 

Trade names

 

 

580

 

Customer relationships

 

 

5,100

 

Goodwill

 

 

12,678

 

Other assets

 

 

254

 

Total assets acquired

 

 

20,928

 

Liabilities assumed

 

 

 

 

Accrued expenses

 

 

673

 

Deferred revenue

 

 

1,190

 

Deferred tax liabilities

 

 

838

 

Other current liabilities

 

 

927

 

Net assets acquired

 

$

17,300

 

Consideration paid

 

 

 

 

Cash consideration, net of cash acquired

 

$

9,301

 

Fair value of common stock issued

 

 

5,074

 

Acquisition-related deferred common stock consideration

 

 

895

 

Contingent consideration

 

 

2,030

 

Total

 

$

17,300

 

 

The weighted average useful life of all identified acquired intangible assets is 7.47 years. The average useful lives for acquired technologies, customer relationships and trade names are 3.0 years, 9.0 years and 3.0 years, respectively. Identifiable intangible assets with definite lives are amortized over the period of estimated benefit using the straight-line method. The straight-line method of amortization represents the Company’s best estimate of the period of expected cash flows of the identifiable intangible assets.

The goodwill balance is primarily attributed to the anticipated synergies from the acquisition and expanded market opportunities with respect to the integration of Techwan’s products with the Company's other solutions. The Company believes that the factors listed above in relation to the purchase of Techwan support the amount of goodwill recorded as a result of the purchase price paid for the acquisition, in relation to other acquired tangible and intangible assets. The resulting goodwill from the Techwan acquisition is not deductible for income tax purposes.

During the year ended December 31, 2020, the Company incurred transaction costs of $0.2 million in connection with the Techwan acquisition, which were expensed as incurred and included in general and administrative expenses.

SnapComms Limited

On August 4, 2020, the Company entered into a Stock Purchase Agreement with SnapComms Limited pursuant to which the Company purchased all of the issued and outstanding shares of stock of SnapComms for a base consideration of $34.4 million. The Company paid $13.6 million in cash and issued 121,858 newly issued shares of the Company’s common stock at closing. On the date of this acquisition, the average price of the Company’s common stock on the Nasdaq Global Market was $145.13 per share. On the first anniversary of the acquisition date, the Company expects to pay deferred consideration of approximately $3.3 million in cash and shares of the Company’s common stock subject to the provisions in the Stock Purchase Agreement. In addition to the base purchase price, there is also a potential contingent payment of up to approximately $5.0 million that can be earned by the sellers based on revenue metrics during the period of April 1, 2020 through March 31, 2021. At the date of

the acquisition, the Company preliminarily assessed the probability of SnapComms meeting the revenue metrics during the period of April 1, 2020 through March 31, 2021 and recorded a $2.0 million initial fair value of contingent consideration as part of the purchase price allocation. During the year ended December 31, 2020, the Company recognized a decrease in the fair value of SnapComms’ contingent consideration obligation in the amount of $2.0 million recognized in general and administrative expenses in the consolidated statements of operations and comprehensive loss. The Company acquired SnapComms to expand the Company’s customer base and for its internal communications software to enhance the Company’s CEM suite of solutions.

During the year ended December 31, 2020, the Company recognized a $0.9 million decrease in SnapComms’ deferred revenue balance with a corresponding decrease in goodwill from the initial assessment as of the acquisition date. As the Company finalizes its estimation of the fair value of the assets acquired and liabilities assumed, additional adjustments may be recorded during the measurement period (a period not to exceed 12 months). The initial accounting is incomplete as of December 31, 2020 for the acquired assets and liabilities as the Company is in the process of completing the assessment of the tax attributes of the business combination. The finalization of the acquisition accounting valuation assessment may result in a change in the valuation of the deferred tax assets and liabilities which could have a material impact on the Company’s results of operations and financial position.  

The following table summarizes the preliminary estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of SnapComms made by the Company (in thousands):

 

 

 

SnapComms

 

Assets acquired

 

 

 

 

Accounts receivable

 

$

1,808

 

Other current assets

 

 

283

 

Property and equipment

 

 

118

 

Acquired technology

 

 

2,300

 

Trade names

 

 

960

 

Customer relationships

 

 

13,300

 

Goodwill

 

 

22,629

 

Other assets

 

 

943

 

Total assets acquired

 

 

42,341

 

Liabilities assumed

 

 

 

 

Accrued expenses

 

 

503

 

Deferred revenue

 

 

3,165

 

Deferred tax liabilities

 

 

4,960

 

Other liabilities

 

 

742

 

Net assets acquired

 

$

32,971

 

Consideration paid

 

 

 

 

Cash consideration, net of cash acquired

 

$

10,090

 

Fair value of common stock issued

 

 

17,685

 

Acquisition-related deferred consideration

 

 

3,149

 

Contingent consideration

 

 

2,047

 

Total

 

$

32,971

 

 

The weighted average useful life of all identified acquired intangible assets is 7.82 years. The average useful lives for acquired technologies, customer relationships and trade names are 3.0 years, 9.0 years and 3.0 years, respectively. Identifiable intangible assets with definite lives are amortized over the period of estimated benefit using the straight-line method. The straight-line method of amortization represents the Company’s best estimate of the period of expected cash flows of the identifiable intangible assets.

The goodwill balance is primarily attributed to the anticipated synergies from the acquisition and expanded market opportunities with respect to the integration of SnapComms’ products with the Company's other solutions. The Company believes that the factors listed above in relation to the purchase of SnapComms support the amount of

goodwill recorded as a result of the purchase price paid for the acquisition, in relation to other acquired tangible and intangible assets. The resulting goodwill from the SnapComms acquisition is not deductible for income tax purposes.

During the year ended December 31, 2020, the Company incurred transaction costs of $0.1 million in connection with the SnapComms acquisition, which were expensed as incurred and included in general and administrative expenses.

2019 Acquisitions

MissionMode Solutions, Inc.

On April 1, 2019, the Company entered into a Stock Purchase Agreement with MissionMode Solutions, Inc. (“MissionMode”) pursuant to which the Company purchased all of the issued and outstanding shares of stock of MissionMode for base consideration of $6.8 million. There was also a potential contingent payment of up to $1.0 million that could have been earned in addition to the base consideration by the sellers based on successfully converting MissionMode’s customers to the Company’s products. At the date of the acquisition, the Company assessed the probabilities of MissionMode meeting the threshold to convert MissionMode’s customers to the Company’s products required for the seller to earn the contingent payment. Therefore, contingent consideration was recorded as part of the purchase price allocation and the fair value of the contingent consideration was determined to be $0.6 million. At December 31, 2019, it was determined to not be probable that MissionMode would meet the threshold to convert MissionMode’s customers to the Company’s products which resulted in a decrease of the contingent consideration obligation in the amount of $0.6 million recognized in general and administrative expenses in the consolidated statements of operations and comprehensive loss. The Company’s acquisition of MissionMode was made primarily to expand the Company’s customer base and to a lesser extent to complement some of the existing facets of MissionMode’s business with the Company’s existing products.  

The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed as well as the aggregate consideration during the year ended December 31, 2019 for the acquisition of MissionMode made by the Company (in thousands):

 

 

 

MissionMode

 

Assets acquired

 

 

 

 

Accounts receivable

 

$

295

 

Other assets

 

 

7

 

Property and equipment

 

 

6

 

Trade names

 

 

220

 

Acquired technology

 

 

310

 

Customer relationships

 

 

4,600

 

Goodwill

 

 

2,918

 

Total assets acquired

 

 

8,356

 

Liabilities assumed

 

 

 

 

Accounts payable and accrued expenses

 

 

152

 

Deferred revenue

 

 

880

 

Other liabilities

 

 

10

 

Net assets acquired

 

$

7,314

 

Consideration paid

 

 

 

 

Cash paid, net of cash acquired

 

$

6,764

 

Contingent consideration

 

 

550

 

Total

 

$

7,314

 

 

 

The weighted average useful life of all identified acquired intangible assets is 6.50 years. The weighted average useful lives for acquired technologies, customer relationships and trade names are 3.0 years, 7.0 years and 1.0 year, respectively. Identifiable intangible assets with definite lives are amortized over the period of estimated benefit using the straight-line method. The straight-line method of amortization represents the Company’s best estimate of the distribution of the economic value of the identifiable intangible assets.

The goodwill balance is primarily attributed to the anticipated synergies from the acquisition and expanded market opportunities with respect to the integration of MissionMode’s products with the Company's other solutions. The Company believes that the factors listed above in relation to the purchase of MissionMode support the amount of goodwill recorded as a result of the purchase price paid for the acquisition, in relation to other acquired tangible and intangible assets. The resulting goodwill from the MissionMode acquisition is not deductible for income tax purposes.

During the year ended December 31, 2019, the Company incurred transaction costs of $0.1 million in connection with the MissionMode acquisition, which were expensed as incurred and included in general and administrative expenses within the accompanying consolidated statements of operations and comprehensive loss.

Neither the investment in the assets nor the results of operations of the acquisition of MissionMode was significant to the Company’s consolidated financial position or results of operations, and thus pro forma information is not presented.

NC4 Inc. and NC4 Public Sector

On July 29, 2019, the Company entered into a Membership Interest Purchase Agreement (the “Purchase Agreement”) with NC4 Inc., NC4 Public Sector LLC, and Celerium Group Inc., pursuant to which the Company purchased all of the outstanding membership interest of NC4 Inc. and NC4 Public Sector LLC (collectively, “NC4”) for total consideration of approximately $84.5 million. The Company paid approximately $51.7 million in cash at closing from the Company’s cash and cash equivalents. The remaining purchase price was paid with 320,998 newly issued shares of the Company’s common stock. On the date of this acquisition the average price of the Company’s common stock on the Nasdaq Global Market was $102.18 per share. On August 1, 2019, the Acquisition was consummated pursuant to the Purchase Agreement, except for the transfer of the NC4 Public Sector business which was consummated on September 30, 2019. The Company determined that the two transactions should be accounted for as a single transaction in accordance with ASC 810-10-40-6, Consolidation, as the transactions were entered in contemplation of one another and were essentially a single transaction designed to achieve an overall commercial effect. The Company’s acquisition of NC4 was made primarily to expand the Company’s customer base and to a lesser extent to complement some of the existing facets of NC4’s business with the Company’s existing products.

The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed as well as the aggregate consideration during the year ended December 31, 2019 for the acquisition of NC4 made by the Company (in thousands):

 

 

 

NC4

 

Assets acquired

 

 

 

 

Accounts receivable

 

$

2,611

 

Other current assets

 

 

530

 

Property and equipment

 

 

75

 

Acquired technology

 

 

5,210

 

Trade names

 

 

8,610

 

Customer relationships

 

 

35,490

 

Goodwill

 

 

40,384

 

Total assets acquired

 

 

92,910

 

Liabilities assumed

 

 

 

 

Deferred revenue

 

 

7,540

 

Other current liabilities

 

 

917

 

Net assets acquired

 

$

84,453

 

Consideration paid

 

 

 

 

Cash paid

 

$

51,655

 

Fair value of common stock issued

 

 

32,798

 

Total

 

$

84,453

 

 

The weighted average useful life of all identified acquired intangible assets is 5.88 years. The average useful lives for acquired technologies, customer relationships and trade names are 3.0 years, 7.0 years and 3.0 years, respectively. Identifiable intangible assets with definite lives are amortized over the period of estimated benefit using the straight-line method. The straight-line method of amortization represents the Company’s best estimate of the period of expected cash flows of the identifiable intangible assets.                              

The goodwill balance is primarily attributed to the anticipated synergies from the acquisition and expanded market opportunities with respect to the integration of NC4’s products with the Company's other solutions. The Company believes that the factors listed above in relation to the purchase of NC4 support the amount of goodwill recorded as a result of the purchase price paid for the acquisition, in relation to other acquired tangible and intangible assets. The resulting goodwill from the NC4 acquisition is deductible for income tax purposes.

During the year ended December 31, 2019, the Company incurred transaction costs of $0.2 million in connection with the NC4 acquisition, which were expensed as incurred and included in general and administrative expenses within the accompanying consolidated statements of operations and comprehensive loss.

Unaudited Pro Forma Financial Information

The following tables reflect the results of acquired business included in the Company’s unaudited financial information for the year ended December 31, 2019 as well as the unaudited pro forma combined results of operations for the years ended December 31, 2019 and 2018 as if the acquisition of NC4 had taken place on January 1, 2018. The unaudited pro forma financial information includes the effects of certain adjustments, including the amortization of acquired intangible assets and the associated tax effect and the elimination of the Company’s and the acquiree’s non-recurring acquisition related expenses (in thousands, except per share amounts):

 

 

 

Revenue

 

 

Net loss

 

From the acquisition date to December 31, 2019

 

$

6,404

 

 

$

(3,079

)

For the year ended December 31, 2019 pro forma

 

 

211,830

 

 

 

(55,659

)

For the year ended December 31, 2018 pro forma

 

 

163,435

 

 

 

(55,753

)

 

 

 

 

Year Ended December 31,

 

 

 

2019

 

 

2018

 

Basic and diluted loss per share pro forma

 

$

(1.67

)

 

$

(1.89

)

 

The unaudited pro forma information presented does not purport to be indicative of the results that would have been achieved had the acquisition been consummated at January 1, 2018 nor of the results which may occur in the future. The pro forma adjustments are based upon available information and certain assumptions that the Company believes are reasonable.

 

 
XML 35 R15.htm IDEA: XBRL DOCUMENT v3.20.4
Convertible Senior Notes
 12 Months Ended
Dec. 31, 2020
Debt Disclosure [Abstract]  
Convertible Senior Notes

(9) Convertible Senior Notes

 

0.125% Convertible Senior Notes Due 2024

In December 2019, the Company issued $450.0 million aggregate principal amount of 0.125% convertible senior notes due 2024, including $75.0 million aggregate principal amount of 2024 Notes issued upon the initial purchasers’ exercise in full of their option to purchase additional 2024 Notes. The 2024 Notes will mature on December 15, 2024, unless earlier redeemed or repurchased by the Company or converted by the holder pursuant to their terms. Interest is payable semiannually in arrears on June 15 and December 15 of each year, commencing on June 15, 2020.

The 2024 Notes are governed by an Indenture between the Company, as issuer, and U.S. Bank National Association, as trustee (the “2024 Notes Indenture”). The 2024 Notes are unsecured and rank: senior in right of payment to the Company’s indebtedness that is expressly subordinated in right of payment to the 2024 Notes; equal in right of payment to the Company’s existing and future indebtedness that is not so subordinated, including its 1.50% convertible senior notes due 2022 (see 1.50% Convertible Senior Notes Due 2022 below); effectively junior in right of payment to any of the Company’s secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally junior to all existing and future indebtedness and other liabilities incurred by the Company’s subsidiaries.

Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of the Company’s common stock or a combination of cash and shares of common stock, at the Company’s election.

The 2024 Notes have an initial conversion rate of 8.8999 shares of common stock per $1,000 principal amount of 2024 Notes. This represents an initial effective conversion price of approximately $112.36 per share of common stock and approximately 4.0 million shares issuable upon conversion. Throughout the term of the 2024 Notes, the conversion rate may be adjusted upon the occurrence of certain events. Holders of the 2024 Notes will not receive any cash payment representing accrued and unpaid interest, if any, upon conversion of a 2024 Note, except in limited circumstances. Accrued but unpaid interest will be deemed to be paid by cash, shares of the Company’s common stock or a combination of cash and shares of the Company’s common stock paid or delivered, as the case may be, to the holder upon conversion of a 2024 Note.

Holders may convert all or a portion of their 2024 Notes prior to the close of business on the business day immediately preceding June 15, 2024, in multiples of $1,000 principal amount, only under the following circumstances:

 

•

during any calendar quarter commencing after the calendar quarter ending on March 31, 2020 (and only during such calendar quarter), if the last reported sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day;

 

•

during the five business day period after any ten consecutive trading day period (the “2024 Notes Measurement Period”), in which the “trading price” (as the term is defined in the 2024 Notes Indenture) per $1,000 principal amount of notes for each trading day of such 2024 Notes Measurement Period was less than 98% of the product of the last reported sale price of the Company’s common stock and the conversion rate on each such trading day;

 

 

•

if the Company calls such notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date; or

 

•

upon the occurrence of specified corporate events.

On or after June 15, 2024 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their 2024 Notes at the conversion rate at any time regardless of whether the conditions set forth below have been met.

As of December 31, 2020, the 2024 Notes are not yet convertible. The 2024 Notes are classified as long-term on the consolidated balance sheet as of December 31, 2020 as it is the Company’s intent to settle all of the debt at maturity or to settle in shares if exercised by the debt holder prior to maturity.

The 2024 Notes are not redeemable by the Company prior to December 20, 2022. The Company may redeem for cash all or any portion of the 2024 Notes, at its option, on or after December 20, 2022 if the last reported sale price of the Company's common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which the Company provides notice of redemption, during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the 2024 Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date.

Based on market data available for publicly traded, senior, unsecured corporate bonds issued by companies in the same industry and with similar maturity, the Company estimated the implied interest rate of its 2024 Notes to be approximately 5.16%, assuming no conversion option. Assumptions used in the estimate represent what market participants would use in pricing the equity component, including market interest rates, credit standing, and yield curves, all of which are defined as Level 2 observable inputs. The estimated implied interest rate was applied to the 2024 Notes, which resulted in a fair value of the liability component of $360.4 million upon issuance, calculated as the present value of implied future payments based on the $450.0 million aggregate principal amount. The excess of the principal amount of the liability component over its carrying amount, or the debt discount, is amortized to interest expense over the term of the 2024 Notes. The $89.6 million difference between the aggregate principal amount of $450.0 million and the estimated fair value of the liability component was recorded in additional paid-in capital as the 2024 Notes were not considered redeemable.

Significant judgment is required in determining the liability component of the related convertible senior notes as well as the balance sheet classification of the elements of the convertible senior notes. The Company accounted for the convertible senior notes and the partial extinguishment of the 2022 Notes, discussed below, as separate liability and equity components, determining the fair value of the respective liability components based on an estimate of the fair value of a similar liability without a conversion option and assigning the residual value to the equity component.

The Company estimated the fair value of the liability component of the convertible senior notes using a discounted cash flow model with a risk adjusted yield for similar debt instruments, absent any embedded conversion feature. In estimating the risk adjusted yield, the Company utilized both an income and market approach. For the income approach, the Company used a convertible bond pricing model, which included several assumptions including volatility and the risk-free rate. For the market approach, the Company performed an evaluation of issuances of convertible debt securities issued by other comparable companies. Additionally, a detailed analysis of the terms of the convertible senior notes transactions was required to determine existence of any derivatives that may require separate mark-to-market accounting under applicable accounting guidance.

In accounting for the transaction costs related to the issuance of the 2024 Notes, the Company allocated the total amount incurred to the liability and equity components based on their estimated relative fair values. Transaction costs attributable to the liability component, totaling $10.2 million, are being amortized to expense over the term of the 2024 Notes, and transaction costs attributable to the equity component, totaling $2.6 million, and were netted with the equity component in shareholders’ equity.

The 2024 Notes consist of the following (in thousands):

 

 

 

As of December 31,

 

 

 

2020

 

 

2019

 

Liability component:

 

 

 

 

 

 

 

 

Principal

 

$

450,000

 

 

$

450,000

 

Less: debt discount, net of amortization

 

 

(80,968

)

 

 

(98,942

)

Net carrying amount

 

$

369,032

 

 

$

351,058

 

Equity component (1)

 

 

86,133

 

 

 

86,133

 

 

(1)

Recorded in the consolidated balance sheet within additional paid-in capital, net of $2.6 million transaction costs in equity and net of $0.9 million for taxes.

The following table sets forth total interest expense recognized related to the 2024 Notes (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

0.125% coupon

 

$

564

 

 

$

27

 

Amortization of debt discount and transaction costs

 

 

17,974

 

 

 

827

 

 

 

$

18,538

 

 

$

854

 

 

The fair value of the 2024 Notes, which was determined based on inputs that are observable in the market or that could be derived from, or corroborated with, observable market data, quoted price of the 2024 Notes in an over-the-counter market (Level 2), and carrying value of debt instruments (carrying value excludes the equity component of the Company’s 2024 Notes classified in equity) were as follows (in thousands):

 

 

 

As of December 31,

 

 

 

2020

 

 

2019

 

 

 

Fair Value

 

 

Carrying Value

 

 

Fair Value

 

 

Carrying Value

 

2024 Notes

 

$

663,615

 

 

$

369,032

 

 

$

450,414

 

 

$

351,058

 

 

In connection with the issuance of the 2024 Notes, the Company entered into capped call transactions with certain counterparties affiliated with the initial purchasers and other financial institutions. The capped call transactions are expected to reduce potential dilution of earnings per share upon conversion of the 2024 Notes. Under the capped call transactions, the Company purchased capped call options that in the aggregate relate to the total number of shares of the Company’s common stock underlying the 2024 Notes, with an initial strike price of approximately $112.36 per share, which corresponds to the initial conversion price of the 2024 Notes and is subject to anti-dilution adjustments substantially similar to those applicable to the conversion rate of the 2024 Notes, and with a cap price of approximately $166.46. The cost of the purchased capped calls of $44.9 million was recorded to shareholders’ equity and will not be re-measured.

Based on the closing price of the Company’s common stock of $149.07 on December 31, 2020, the if-converted value of the 2024 Notes was more than their respective principal amounts.

1.50% Convertible Senior Notes Due 2022

 

In November 2017, the Company issued $115.0 million aggregate principal amount of

1.50% convertible senior notes due 2022, including $15.0 million aggregate principal amount of 2022 Notes issued upon the initial purchasers’ exercise in full of their option to purchase additional 2022 Notes. The 2022 Notes will mature on November 1, 2022, unless earlier redeemed or repurchased by the Company or converted by the holder pursuant to their terms. Interest is payable semiannually in arrears on May 1 and November 1 of each year, commencing on May 1, 2018.

The 2022 Notes are governed by an Indenture between the Company, as issuer, and U.S. Bank, National Association, as trustee (the “2022 Notes Indenture”). The 2022 Notes are unsecured and rank: senior in right of payment to the Company’s future indebtedness that is expressly subordinated in right of payment to the 2022 Notes; equal in right of payment to the Company’s existing and future indebtedness that is not so subordinated, including the Company’s 2024 Notes; effectively subordinated in right of payment to any of the Company’s secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally subordinated to all existing and future indebtedness and other liabilities incurred by the Company’s subsidiaries.

Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of the Company’s common stock or a combination of cash and shares of common stock, at the Company’s election. The Company’s current intention is to settle the conversion in shares of common stock if a conversion were to occur.

The 2022 Notes have an initial conversion rate of 29.6626 shares of common stock per $1,000 principal amount of 2022 Notes. This represents an initial effective conversion price of approximately $33.71 per share of common stock and initially approximately 3.4 million shares issuable upon conversion. Throughout the term of the 2022 Notes, the conversion rate may be adjusted upon the occurrence of certain events. Holders of the 2022 Notes will not receive any cash payment representing accrued and unpaid interest, if any, upon conversion of a 2022 Note, except in limited circumstances. Accrued but unpaid interest will be deemed to be paid by cash, shares of the Company’s common stock or a combination of cash and shares of the Company’s common stock paid or delivered, as the case may be, to the holder upon conversion of a 2022 Note.

Holders may convert all or a portion of their 2022 Notes prior to the close of business on the business day immediately preceding May 1, 2022, in multiples of $1,000 principal amount, only under the following circumstances:

 

•

during any calendar quarter commencing after the calendar quarter ending on March 31, 2018 (and only during such calendar quarter), if the last reported sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day;

 

•

during the five business day period after any five consecutive trading day period (the “2022 Notes Measurement Period”), in which the “trading price” (as the term is defined in the 2022 Notes Indenture) per $1,000 principal amount of notes for each trading day of such 2022 Notes Measurement Period was less than 98% of the product of the last reported sale price of the Company’s common stock on such trading day and the conversion rate on each such trading day;

 

•

if the Company calls any or all of the notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the maturity date; or

 

•

upon the occurrence of specified corporate events.

On or after May 1, 2022, until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their 2022 Notes at the conversion rate at any time regardless of whether the conditions set forth below have been met.

The 2022 Notes were not redeemable by the Company prior to November 6, 2020. The Company may redeem for cash all or any portion of the 2022 Notes, at its option, on or after November 6, 2020 if the last reported sale price of the Company's common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which the Company provides notice of redemption, during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the 2022 Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. The Company has not provided notice to exercise its option to redeem the 2022 Notes.

Based on the market price of the Company’s common stock during the 30 trading days preceding June 30, 2018, the 2022 Notes were convertible at the option of the debt holder as of September 30, 2018 and continue to be convertible at the option of the debt holder as of December 31, 2020.

In connection with the issuance of the 2024 Notes in December 2019, the Company paid $57.8 million to repurchase $23.0 million aggregate principal amount of the 2022 Notes. The Company determined the fair value of the liability portion being extinguished immediately prior to extinguishment. Based on market data available for publicly traded, senior, unsecured corporate bonds issued by companies in the same industry and with similar maturity, the Company estimated the implied interest rate of its 2022 Notes to be approximately 4.64%. The fair value of such liability portion was then deducted from the amount of consideration transferred and allocated to the liability component. The difference between the fair value of the liability and its carrying value, inclusive of any unamortized debt issue costs, were recognized as an extinguishment loss in the amount of $1.4 million in Loss on extinguishment of convertible notes on the consolidated statement of operations and comprehensive loss during the year ended December 31, 2019. The remaining consideration was allocated to the reacquisition of the equity component and recognized as a reduction of Additional paid-in capital on the consolidated balance sheet in the amount of $36.7 million. The Company also partially terminated capped call options entered into in connection with the 2022 Notes during fiscal year 2019 and received $5.8 million recorded to additional paid-in capital on the consolidated balance sheet.

During the year ended December 31, 2020, the Company issued 362,029 shares upon the conversion of approximately $12.2 million in aggregate principal amount of the 2022 Notes and recognized $11.4 million in additional paid-in capital on the consolidated balance sheet related to shares issued. The Company determined the fair value of the liability portion being extinguished immediately prior to extinguishment. Based on market data available for publicly traded, senior, unsecured corporate bonds issued by companies in the same industry and with similar maturity, the Company estimated the implied interest rate of its 2022 Notes ranged from approximately 4.64% to 5.13%. The fair value of such liability portion was then deducted from the amount of consideration transferred and allocated to the liability component. The difference between the fair value of the liability and its carrying value, inclusive of any unamortized debt issue costs, were recognized as an extinguishment loss in the amount of $0.4 million in Loss on extinguishment of convertible notes on the consolidated statement of operations and comprehensive loss during the year ended December 31, 2020. Of the $0.4 million Loss on extinguishment of convertible notes, $0.1 million Loss on extinguishment of convertible notes was recognized during the year ended December 31, 2020 related to a conversion notice which was received on December 31, 2020 and settled in January 2021.

The 2022 Notes are classified as long-term on the consolidated balance sheet as of December 31, 2020. The Company may repurchase the 2022 Notes prior to maturity and intends to settle in shares if exercised by the debt holder prior to maturity.

 

Based on market data available for publicly traded, senior, unsecured corporate bonds issued by companies in the same industry and with similar maturity, the Company estimated the implied interest rate of its 2022 Notes at the time of issuance to be approximately 6.93%, assuming no conversion option. Assumptions used in the estimate represent what market participants would use in pricing the equity component, including market interest rates, credit standing, and yield curves, all of which are defined as Level 2 observable inputs. The estimated implied interest rate was applied to the 2022 Notes, which resulted in a fair value of the liability component of $92.1 million upon issuance, calculated as the present value of implied future payments based on the $115.0 million aggregate principal amount. The excess of the principal amount of the liability component over its carrying amount, or the debt discount, is amortized to interest expense over the term of the 2022 Notes. The $22.9 million difference between the aggregate principal amount of $115.0 million and the estimated fair value of the liability component was recorded in additional paid-in capital as the 2022 Notes were not considered redeemable.

 

In accounting for the transaction costs related to the issuance of the 2022 Notes, the Company allocated the total amount incurred to the liability and equity components based on their estimated relative fair values. Transaction costs attributable to the liability component on the remaining outstanding notes as of the issuance date, totaling $2.2 million, are being amortized to expense over the term of the 2022 Notes, and transaction costs attributable to the

equity component as of the issuance date, totaling $0.8 million, and were netted with the equity component in shareholders’ equity.

The 2022 Notes consist of the following (in thousands):

 

 

 

As of December 31,

 

 

 

2020

 

 

2019

 

Liability component:

 

 

 

 

 

 

 

 

Principal

 

$

79,795

 

 

$

92,000

 

Less: debt discount, net of amortization

 

 

(7,313

)

 

 

(12,776

)

Net carrying amount

 

$

72,482

 

 

$

79,224

 

Equity component (1)

 

 

(21,318

)

 

 

(14,555

)

 

(1)

Recorded in the consolidated balance sheet within additional paid-in capital, net of $0.8 million transaction costs in equity. Additional paid-in capital also includes $36.7 million market premium representing the excess of the total consideration delivered over the fair value of the liability recognized related to the $23.0 million principal balance extinguishment of the 2022 Notes in December 2019.  

The following table sets forth total interest expense recognized related to the 2022 Notes (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

1.50% coupon

 

$

1,363

 

 

$

1,709

 

 

$

1,725

 

Amortization of debt discount and transaction costs

 

 

4,187

 

 

 

4,884

 

 

 

4,616

 

 

 

$

5,550

 

 

$

6,593

 

 

$

6,341

 

 

The fair value of the 2022 Notes, which was determined based on inputs that are observable in the market or that could be derived from, or corroborated with, observable market data, quoted price of the 2022 Notes in an over-the-counter market (Level 2), and carrying value of debt instruments (carrying value excludes the equity component of the Company’s convertible notes classified in equity) were as follows (in thousands):

 

 

 

As of December 31,

 

 

 

2020

 

 

2019

 

 

 

Fair Value

 

 

Carrying Value

 

 

Fair Value

 

 

Carrying Value

 

2022 Notes

 

$

265,488

 

 

$

72,482

 

 

$

215,801

 

 

$

79,224

 

 

In connection with the issuance of the 2022 Notes, the Company entered into capped call transactions with certain counterparties affiliated with the initial purchasers and others. The capped call transactions are expected to reduce potential dilution of earnings per share upon conversion of the 2022 Notes. Under the capped call transactions, the Company purchased capped call options that in the aggregate relate to the total number of shares of the Company’s common stock underlying the 2022 Notes, with an initial strike price of approximately $33.71 per share, which corresponds to the initial conversion price of the 2022 Notes and is subject to anti-dilution adjustments substantially similar to those applicable to the conversion rate of the 2022 Notes, and have a cap price of approximately $47.20. The cost of the purchased capped calls of $12.9 million was recorded to shareholders’ equity and will not be re-measured.

 

Based on the closing price of the Company’s common stock of $149.07 on December 31, 2020, the if-converted value of the 2022 Notes was more than their respective principal amounts.

The following table summarizes the Company’s debt obligations at December 31, 2020 (in thousands):

 

 

 

Less than

1 Year

 

 

1 to 3

Years

 

 

3 to 5

Years

 

 

More than

5 Years

 

 

Total

 

Debt obligations

 

$

—

 

 

$

79,795

 

 

$

450,000

 

 

$

—

 

 

$

529,795

 

 

Debt obligations include the principal amount of the 2024 Notes and 2022 Notes but exclude interest payments to be made under the 2024 Notes and 2022 Notes. Although the 2024 Notes and 2022 Notes mature in 2024 and 2022, respectively, they can be converted into cash and shares of our common stock prior to maturity if certain conditions are met. Any conversion prior to maturity can result in repayments of the principal amounts sooner than the scheduled repayments as indicated in the table. The 2024 Notes and 2022 Notes balance excludes $81.0 million and $7.3 million, respectively, of debt discount capitalized on the balance sheet and shown net of our debt obligations.

 
XML 36 R16.htm IDEA: XBRL DOCUMENT v3.20.4
Stockholders' Equity
 12 Months Ended
Dec. 31, 2020
Equity [Abstract]  
Stockholders' Equity

(10) Stockholders’ Equity

Preferred Stock

As of December 31, 2020, the Company had authorized 10,000,000 shares of preferred stock, par value $0.001, of which no shares were outstanding.

Common Stock

Holders of the Company’s common stock are entitled to one vote per share.  

 

As of December 31, 2020, the Company had authorized 100,000,000 shares of common stock, par value $0.001. At December 31, 2020 and 2019, there are 35,449,447 and 33,848,627 shares of common stock issued and outstanding, respectively.
XML 37 R17.htm IDEA: XBRL DOCUMENT v3.20.4
Stock Plans and Stock-Based Compensation
 12 Months Ended
Dec. 31, 2020
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Stock Plans and Stock-Based Compensation

(11) Stock Plans and Stock-Based Compensation

      

The Company’s 2016 Equity Incentive Plan (the “2016 Plan”), became effective on September 15, 2016. The 2016 Plan provides for the grant of incentive stock options, non-qualified stock options, restricted stock awards, restricted stock unit awards, stock appreciation rights and performance share awards to employees, directors and consultants of the Company. The number of shares of common stock reserved for issuance under the 2016 Plan will automatically increase on January 1 of each year by 3% of the number of shares of the Company’s capital stock outstanding on the immediately preceding December 31, or such lesser number of shares as determined by the Company’s board of directors.

 

 

Employee Stock Purchase Plan

The Company’s Employee Stock Purchase Plan (“2016 ESPP”) became effective on September 15, 2016. The number of shares reserved for issuance under the 2016 ESPP will automatically increase on January 1 of each year by the lesser of 200,000 shares of the Company’s common stock, 1% of the number of shares of the Company’s common stock outstanding on the immediately preceding December 31, or such lesser number of shares as determined by the Company’s board of directors.

The 2016 ESPP allows eligible employees to purchase shares of the Company’s common stock at a discount of up to 15% through payroll deductions of their eligible compensation, subject to any plan limitations. The 2016 ESPP provides for separate six-month offering periods beginning each March and September of each fiscal year.

On each purchase date, eligible employees will purchase the Company’s stock at a price per share equal to 85% of the lesser of (i) the fair market value of the Company’s common stock on the offering date or (ii) the fair market value of the Company’s common stock on the purchase date.

For the years ended December 31, 2020, 2019 and 2018, 49,319, 42,481, and 74,517 shares of common stock, respectively, were purchased under the 2016 ESPP. As of December 31, 2020, 2019 and 2018, total recognized compensation cost was $1.4 million, $0.9 million, and $0.7 million, respectively. As of December 31, 2020, unrecognized compensation cost related to the 2016 ESPP was $0.4 million which will be amortized over a weighted-average period of 0.20 years.

Stock Options

Stock option awards are granted with an exercise price equal to the fair market value of the Company’s common stock at the date of grant based on the closing market price of its common stock as reported on The Nasdaq Global Market. The option awards generally vest over four years and are exercisable any time after vesting. The stock options expire ten years after the date of grant.

The weighted-average grant-date fair value per share of stock options granted for the year ended December 31, 2018 was $35.00. There were no stock options granted during the years ended December 31, 2020 and 2019. The Company recorded stock-based compensation expense of $3.5 million, $5.7 million and $7.7 million for the years ended December 31, 2020, 2019 and 2018, respectively, attributed to stock options.

The total intrinsic value of options exercised in 2020, 2019 and 2018 was $30.6 million, $48.2 million and $25.7 million, respectively. This intrinsic value represents the difference between the fair market value of the Company’s common stock on the date of exercise and the exercise price of each option. Based on the fair market value of the Company’s common stock at December 31, 2020, 2019 and 2018 the total intrinsic value of all outstanding options was $34.5 million, $37.3 million and $59.9 million, respectively.

There were no excess tax benefits realized for the tax deductions from stock options exercised during the years ended December 31, 2020, 2019 and 2018.

The fair value of stock option grants and shares issuable under the ESPP is determined using the Black-Scholes option pricing model with the following weighted-average assumptions:

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Employee Stock Options:

 

 

 

 

 

 

 

 

 

 

 

 

Fair value of common stock

 

 

—

 

 

 

—

 

 

$33.06 - $58.75

 

Expected term (in years) (1)

 

 

—

 

 

 

—

 

 

 

6.00

 

Expected volatility (2)

 

 

—

 

 

 

—

 

 

45% - 50%

 

Risk-free interest rate (3)

 

 

—

 

 

 

—

 

 

2.72% - 2.98%

 

Dividend rate (4)

 

 

—

 

 

 

—

 

 

0%

 

Employee Stock Purchase Plan:

 

 

 

 

 

 

 

 

 

 

 

 

Expected term (in years) (1)

 

 

0.50

 

 

 

0.50

 

 

 

0.50

 

Expected volatility (2)

 

55% - 65%

 

 

45%

 

 

40% - 60%

 

Risk-free interest rate (3)

 

0.12% - 0.29%

 

 

1.93% - 2.52%

 

 

1.18% - 2.33%

 

Dividend rate (4)

 

0%

 

 

0%

 

 

0%

 

 

(1)

The expected term represents the period that the stock-based compensation awards are expected to be outstanding. Since the Company did not have sufficient historical information to develop reasonable expectations about future exercise behavior, the Company used the simplified method to compute expected term, which reflects the average of the time-to-vesting and the contractual life for stock options. The expected term represents the contractual term of the ESPP;

(2)

The expected volatility of the Company’s common stock on the date of grant is based on the weighted-average of the Company’s historical volatility as a public company, the implied volatility of publicly-traded options on the Company’s common stock and the volatilities of publicly traded peer companies that are reasonably comparable to the Company’s own operations;

(3)

The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for zero coupon U.S. Treasury notes with maturities approximately equal to the expected term of the grant; and

(4)

The expected dividend yield is assumed to be zero as the Company has never paid dividends and has no current plans to pay any dividends on the Company’s common stock.

Total unrecognized compensation cost related to nonvested stock options was approximately $1.4 million as of December 31, 2020 and is expected to be recognized over a weighted average period of 0.9 years. The amount of cash received from the exercise of stock options in 2020, 2019 and 2018 was $8.2 million, $17.4 million, and $10.2 million, respectively.

The following table summarizes the Company’s stock option activity:

 

 

 

Stock options

outstanding

 

 

Weighted

average

exercise price

 

Outstanding at December 31, 2019

 

 

723,383

 

 

$

26.56

 

Exercised

 

 

(323,838

)

 

 

25.20

 

Forfeited

 

 

(120,524

)

 

 

32.57

 

Outstanding at December 31, 2020

 

 

279,021

 

 

 

25.55

 

 

Stock options outstanding, vested and expected to vest and exercisable are as follows:

 

 

 

As of December 31, 2020

 

 

 

Number

of shares

 

 

Remaining

contractual

life (years)

 

 

Weighted-

average

exercise

price

 

Outstanding

 

 

279,021

 

 

 

6.30

 

 

$

25.55

 

Vested and expected to vest

 

 

277,328

 

 

 

6.30

 

 

 

25.50

 

Exercisable

 

 

166,634

 

 

 

5.90

 

 

 

21.69

 

  

Vested and nonvested stock option activity was as follows:

 

 

 

Vested

 

 

Nonvested

 

 

 

Options

outstanding

 

 

Weighted

average

exercise

price

 

 

Options

outstanding

 

 

Weighted

average

exercise

price

 

Outstanding at December 31, 2020

 

 

166,634

 

 

$

21.69

 

 

 

112,387

 

 

$

31.28

 

 

Restricted Stock Units

 

During the year ended December 31, 2020, the Company granted 346,912 RSUs to members of its senior management and certain other employees pursuant to the 2016 Plan. The Company accounts for RSUs issued to employees at fair value, based on the market price of the Company’s common stock on the date of grant. The weighted-average grant date fair values of RSUs granted during the years ended December 31, 2020, 2019 and 2018 were $122.82, $80.16 and $52.11 respectively. The fair values of RSUs that vested during the years ended December 31, 2020, 2019 and 2018, were $18.2 million, $11.9 million and $3.1 million, respectively. During the years ended December 31, 2020, 2019 and 2018, the Company recorded $20.1 million, $16.3 million, and $5.4 million respectively, of stock-based compensation related to the RSUs. There were 315,111 RSUs that vested during the year ended December 31, 2020.

As of December 31, 2020, there was $50.7 million of unrecognized compensation expense related to unvested RSUs which is expected to be recognized over a weighted-average period of approximately 2.4 years. For RSUs subject to graded vesting, the Company recognizes compensation cost on a straight-line basis over the service period for the entire award.

Performance-Based Restricted Stock Units

 

During the year ended December 31, 2020, the Company granted 302,050 PSUs to members of its management pursuant to the 2016 Plan. The PSUs generally vest based on the Company achieving certain revenue growth thresholds which range from 20% to 40% compounded annual growth over a measurement period of two years for the first 50% of PSUs and three years for the remaining PSUs. The vesting of the PSUs is subject to the employee’s continued employment with the Company through the date of achievement. During the year ended December 31, 2020, the share price of the Company’s common stock on the date of issuance of the PSUs ranged from $82.23 to $158.95 per share. The fair value is based on the value of the Company’s common stock at the date of issuance and the probability of achieving the performance metric. The Company has assessed the probability of achievement of the award at 100% based on past performance of achievement of the performance metric. Compensation cost is adjusted in future periods for subsequent changes in the expected outcome of the performance related conditions. The weighted-average grant date fair value of PSUs granted during the years ended December 31, 2020, 2019 and 2018 was $119.78, $80.87 and $55.99, respectively. 136,768 PSUs vested during the year ended December 31, 2020. No PSUs vested during the years ended December 31, 2019 and 2018. For the years ended December 31, 2020, 2019 and 2018, the Company recognized $21.8 million, $10.6 million and $1.5 million, respectively, of stock compensation expense in connection with the PSU awards.          

As of December 31, 2020, there was $37.5 million of unrecognized compensation expense related to unvested PSUs which is expected to be recognized over a weighted-average period of approximately 1.8 years. Compensation cost is recognized under the accelerated method and is adjusted in future periods for subsequent changes in the expected outcome of the performance related conditions.

 

Market-Based Restricted Stock Units

During the years ended December 31, 2020 and 2019, the Company granted no market-based RSUs pursuant to the 2016 Plan. The market-based RSUs granted prior to the year ended December 31, 2019 vested based on the Company achieving certain stock price thresholds, which ranged from $35 per share to $65 per share for 30 consecutive trading days as reported by The Nasdaq Stock Market, LLC, subject to the employee’s continued employment with the Company through the date of achievement. The share price of the Company’s common stock on the date of issuance of the market-based RSUs was between $33.06 and $45.17 per share. The fair value was based on values calculated under the Monte Carlo simulation model on the grant date. The key estimates used in the Monte-Carlo simulation were a risk-free rate of 2.26% to 2.90%, dividend yield of zero, expected term of 10 years and volatility of 50% to 60%. Compensation cost was not adjusted in future periods for subsequent changes in the expected outcome of market related conditions. During the years ended December 31, 2020 and 2019, the Company recognized no stock compensation expense in connection with these awards. During the year ended December 31, 2018, the Company recognized $10.5 million of stock compensation expense in connection with these awards.

 

As of December 31, 2020, there was no unrecognized compensation expense related to unvested market-based awards. 

 

 

The following table summarizes the Company’s RSU and PSU activity:

 

 

 

Number of Shares

 

Outstanding at December 31, 2019

 

 

1,314,791

 

Granted

 

 

648,962

 

Vested

 

 

(451,879

)

Forfeited

 

 

(91,333

)

Outstanding at December 31, 2020

 

 

1,420,541

 

 

 

Stock-Based Compensation Expense

The Company recorded the total stock-based compensation expense as follows (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Cost of revenue

 

$

2,954

 

 

$

1,966

 

 

$

2,306

 

Sales and marketing

 

 

15,946

 

 

 

9,983

 

 

 

9,282

 

Research and development

 

 

8,703

 

 

 

7,820

 

 

 

7,106

 

General and administrative

 

 

19,152

 

 

 

13,720

 

 

 

7,131

 

Total

 

$

46,755

 

 

$

33,489

 

 

$

25,825

 

 

Stock-based compensation expense is recognized over the award’s expected vesting schedule, which is reduced for forfeitures.

XML 38 R18.htm IDEA: XBRL DOCUMENT v3.20.4
Basic and Diluted Net Loss Per Share
 12 Months Ended
Dec. 31, 2020
Earnings Per Share [Abstract]  
Basic and Diluted Net Loss Per Share

(12) Basic and Diluted Net Loss per Share

Basic net loss per common share is computed by dividing net loss by the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per share is computed by giving effect to all potential dilutive shares of common stock. Basic and diluted net loss per share of common stock were the same for all periods presented as the impact of all potentially dilutive securities outstanding was anti-dilutive. The Company uses the if converted method for convertible senior notes for calculating any potential dilutive effect on diluted loss per share.

The following common equivalent shares were excluded from the diluted net loss per share calculation because their inclusion would have been anti-dilutive:

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Convertible senior notes

 

 

6,371,882

 

 

 

6,733,914

 

 

 

3,411,199

 

Stock-based compensation grants

 

 

1,699,562

 

 

 

2,038,174

 

 

 

2,562,274

 

Total

 

 

8,071,444

 

 

 

8,772,088

 

 

 

5,973,473

 

 

In connection with the issuance of the 2024 Notes in December 2019, the Company paid $44.9 million to enter into capped call option agreements to reduce the potential dilution to holders of the Company’s common stock upon conversion of the 2024 Notes. In connection with the issuance of the 2022 Notes in November 2017, the Company paid $12.9 million to enter into capped call option agreements to reduce the potential dilution to holders of the Company’s common stock upon conversion of the 2022 Notes. In December 2019, the Company partially terminated capped call options related to the 2022 Notes and received $5.8 million. The capped call option agreements are excluded from the calculation of diluted net loss per share attributable to common stockholders as their effect is antidilutive.

Reserve for Unissued Shares of Common Stock

The Company is required to reserve and keep available out of its authorized but unissued shares of common stock such number of shares sufficient for the exercise of all shares granted and available for grant under the Company’s 2008 Equity Incentive Plan, 2016 Plan and 2016 ESPP. The amount of such shares of the Company’s common stock reserved for these purposes at December 31, 2020 was 4.8 million shares. Additionally, the Company is required to reserve and keep available out of its authorized but unissued shares of common stock shares that become issuable pursuant to the terms of the 2024 Notes and 2022 Notes.

 

 
XML 39 R19.htm IDEA: XBRL DOCUMENT v3.20.4
Income Taxes
 12 Months Ended
Dec. 31, 2020
Income Tax Disclosure [Abstract]  
Income Taxes

(13) Income Taxes

The components of loss before income taxes are as follows (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Domestic

 

$

(72,164

)

 

$

(47,218

)

 

$

(41,985

)

Foreign

 

 

(23,499

)

 

 

(4,607

)

 

 

(4,734

)

Total

 

$

(95,663

)

 

$

(51,825

)

 

$

(46,719

)

 

For purposes of reconciling the Company’s provision for income taxes at the statutory rate and the Company’s provision (benefit) for income taxes at the effective tax rate, a notional 21% tax rate was applied as follows (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Income tax at federal statutory rate

 

$

(20,089

)

 

$

(10,883

)

 

$

(9,811

)

Increase (decrease) in tax resulting from:

 

 

 

 

 

 

 

 

 

 

 

 

State income tax expense, net of federal tax effect

 

 

(3,763

)

 

 

(3,657

)

 

 

(2,749

)

Nondeductible permanent items

 

 

1,659

 

 

 

3,522

 

 

 

(1,522

)

Executive Compensation

 

 

6,020

 

 

 

—

 

 

 

—

 

Foreign rate differential

 

 

(156

)

 

 

(367

)

 

 

552

 

Tax rate change

 

 

—

 

 

 

—

 

 

 

134

 

Adjustment to deferred taxes

 

 

(3,190

)

 

 

(1,904

)

 

 

307

 

Change in valuation allowance

 

 

25,339

 

 

 

22,481

 

 

 

15,805

 

Uncertain tax positions

 

 

151

 

 

 

128

 

 

 

143

 

Nonqualified stock option and performance award windfall

   upon exercise

 

 

(8,608

)

 

 

(9,128

)

 

 

(1,983

)

Other

 

 

370

 

 

 

233

 

 

 

(80

)

Total

 

$

(2,267

)

 

$

425

 

 

$

796

 

 

The difference between the statutory federal income tax rate and the Company’s effective tax rate in 2020, 2019 and 2018 is primarily attributable to the effect of state income taxes, difference between the U.S. and foreign tax rates, deferred tax state rate adjustments, share-based compensation, true up of deferred taxes, other non-deductible permanent items, and change in valuation allowance. In addition, the Company’s foreign subsidiaries are subject to varied applicable statutory income tax rates for the periods presented.

The provision for (benefit from) income taxes is as follows (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Current:

 

 

 

 

 

 

 

 

 

 

 

 

Federal

 

$

353

 

 

$

—

 

 

$

—

 

State

 

 

94

 

 

 

139

 

 

 

48

 

Foreign

 

 

492

 

 

 

116

 

 

 

753

 

 

 

 

939

 

 

 

255

 

 

 

801

 

Deferred:

 

 

 

 

 

 

 

 

 

 

 

 

Federal

 

 

(15,835

)

 

 

(16,460

)

 

 

(11,425

)

State

 

 

(6,115

)

 

 

(5,100

)

 

 

(3,250

)

Foreign

 

 

(6,595

)

 

 

(751

)

 

 

(1,135

)

 

 

 

(28,545

)

 

 

(22,311

)

 

 

(15,810

)

Change in valuation allowance

 

 

25,339

 

 

 

22,481

 

 

 

15,805

 

Total

 

$

(2,267

)

 

$

425

 

 

$

796

 

 

 

The net deferred tax assets (liabilities) are comprised of the following (in thousands):

 

 

 

As of December 31,

 

 

 

2020

 

 

2019

 

Deferred tax assets

 

 

 

 

 

 

 

 

Lease liability

 

$

4,447

 

 

$

4,295

 

AMT credit

 

 

9

 

 

 

9

 

Accrued expenses

 

 

3,066

 

 

 

2,837

 

Deferred revenue

 

 

555

 

 

 

—

 

Net operating loss carryforward

 

 

73,752

 

 

 

50,950

 

Other assets

 

 

7,483

 

 

 

6,967

 

Intangible assets

 

 

2,448

 

 

 

2,416

 

Valuation allowance

 

 

(52,320

)

 

 

(24,637

)

Total net deferred tax assets

 

 

39,440

 

 

 

42,837

 

Deferred tax liabilities

 

 

 

 

 

 

 

 

Deferred commissions

 

 

(5,996

)

 

 

(4,308

)

Deferred revenue

 

 

—

 

 

 

(336

)

Intangible assets

 

 

(18,199

)

 

 

(7,948

)

Property and equipment

 

 

(685

)

 

 

(296

)

Debt discount

 

 

(20,370

)

 

 

(26,589

)

Right-of-use asset

 

 

(4,029

)

 

 

(3,909

)

Deferred state taxes

 

 

—

 

 

 

(1,101

)

Other

 

 

(134

)

 

 

(352

)

Total deferred tax liabilities

 

 

(49,413

)

 

 

(44,839

)

Total non-current deferred income tax liabilities

 

$

(9,973

)

 

$

(2,002

)

 

A valuation allowance is recorded to reduce deferred tax assets to the amount that is more likely than not to be realized based on an assessment of positive and negative evidence, including estimates of future taxable income necessary to realize future deductible amounts. A significant piece of objective negative evidence evaluated was the cumulative loss incurred over the three-year period ended December 31, 2020. Such objective evidence limits the ability to consider other subjective evidence such as its projections for future growth. On the basis of this evaluation, at December 31, 2020 and 2019, a valuation allowance of $52.3 million and $24.6 million, respectively, has been recorded.

As of December 31, 2020, the Company has accumulated federal and state net operating loss (“NOL”) carryforwards of $240.1 million and $222.4 million, respectively. Of the $240.1 million of federal NOL carryforwards, $64.3 million was generated before January 1, 2018 and is subject to the 20-year carryforward period (“pre-Tax Act losses”). The remaining $175.8 million (“post-Tax Act losses”) can be carried forward indefinitely but is subject to the 80% taxable income limitation. Of the $222.4 million of state NOL carryforwards, $76.2 million can be carried forward indefinitely. The pre-Tax Act U.S. federal and state net operating loss carryforwards will expire in varying amounts through 2040. The Company completed a Section 382 study for the period through March 31, 2019 and determined that a Section 382 ownership change occurred on December 31, 2017 subjecting all pre-Tax Act losses to a utilization limitation; however, such limitation is not expected to result in NOLs expiring unused. Any future annual limitation may result in the expiration of NOLs before utilization. Included in the Company’s NOLs are federal and state NOLs of $9.2 million and $9.1 million, respectively, from various acquisitions which are subject to limitations under Section 382.

As of December 31, 2020 and 2019, the Company had combined foreign net operating loss carry-forwards available to reduce future taxable income of approximately $48.4 million and $25.6 million, respectively. As of December 31, 2020 and 2019, valuation allowances of $29.9 million and $24.6 million, respectively, had been recorded against the related deferred tax assets for those loss carry-forwards that are not more likely than not to be fully utilized in reducing future taxable income.

The following changes occurred in the amount of unrecognized tax benefits (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Beginning balance of unrecognized tax benefits

 

$

597

 

 

$

469

 

 

$

326

 

Additions for current year tax positions

 

 

131

 

 

 

106

 

 

 

142

 

Reductions for prior year tax positions

 

 

—

 

 

 

—

 

 

 

(14

)

Ending balance (excluding interest and penalties)

 

 

728

 

 

 

575

 

 

 

454

 

Interest and penalties

 

 

20

 

 

 

22

 

 

 

15

 

Total

 

$

748

 

 

$

597

 

 

$

469

 

For the year ended December 31, 2020, 2019 and 2018, the Company has recorded income tax expense of $151,000, $128,000 and $143,000, respectively, related to uncertain tax positions. The Company’s policy is to recognize potential interest and penalties related to unrecognized tax benefits associated with uncertain tax positions, if any, in the income tax provision. At December 31, 2020, 2019 and 2018, the Company had accrued $20,000, $22,000 and $15,000, respectively, in interest and penalties related to uncertain tax positions.

 

The Company is subject to taxation in the United States and various states along with other foreign countries. The Company has not been notified that it is under audit by the IRS or any state or foreign taxing authorities, however, due to the presence of NOL carryforwards, all of the income tax years remain open for examination in each of these jurisdictions. The Company does not believe that it is reasonably possible that the total amount of unrecognized tax benefits will significantly increase or decrease in the next 12 months.

Deferred income taxes have not been provided for undistributed earnings of the Company’s consolidated foreign subsidiaries because of the Company’s intent to reinvest such earnings indefinitely in active foreign operations. At December 31, 2020, the Company had $7.5 million in unremitted earnings that were permanently reinvested related to its consolidated foreign subsidiaries.
XML 40 R20.htm IDEA: XBRL DOCUMENT v3.20.4
Segment Information
 12 Months Ended
Dec. 31, 2020
Segment Reporting [Abstract]  
Segment Information

(14) Segment information

The Company operates as one operating segment. Operating segments are defined as components of an enterprise for which separate financial information is evaluated regularly by the chief operating decision maker (“CODM”), who is the Company’s chief executive officer, in deciding how to allocate resources and assess the Company’s financial and operational performance. While the Company has applications that address multiple use cases, the Company’s applications generally operate on and leverage a single technology platform and are deployed and sold in an identical way. In addition, the Company’s CODM evaluates the Company’s financial information and resources and assesses the performance of these resources on a consolidated basis. As a result, the Company has determined that the Company’s business operates in a single operating segment. Since the Company operates as one operating segment, all required financial segment information can be found in the consolidated financial statements.

 
XML 41 R21.htm IDEA: XBRL DOCUMENT v3.20.4
Revenue Recognition
 12 Months Ended
Dec. 31, 2020
Revenue From Contract With Customer [Abstract]  
Revenue Recognition

(15) Revenue Recognition

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers ("Topic 606"). Topic 606 superseded the revenue recognition requirements in ASC Topic 605, Revenue Recognition ("Topic 605"), and requires the recognition of revenue when promised goods or services are transferred to customers in an amount that reflects the considerations to which the entity expects to be entitled to in exchange for those goods or services. Topic 606 also includes Subtopic 340-40, Other Assets and Deferred Costs - Contracts with Customers, which requires the deferral of incremental costs of obtaining a contract with a customer. Collectively, the Company refers to Topic 606 and Subtopic 340-40 as the "new revenue standard" or “ASC 606.”

The Company adopted the requirements of the new revenue standard as of January 1, 2018, utilizing the modified retrospective method of transition. The Company recognized the cumulative effect of initially applying the new revenue standard as an adjustment to the opening balance of accumulated deficit. Adoption of the new revenue standard resulted in changes to the Company’s accounting policies for revenue recognition and deferred commissions as detailed below. The Company applied the new revenue standard using a practical expedient where

the consideration allocated to the remaining performance obligations or an explanation of when the Company expects to recognize that amount as revenue for all reporting periods presented before the date of the initial application is not disclosed.

Based on the results of the Company’s evaluation, the adoption of the new revenue standard did not have a material impact on its revenue for the year ended December 31, 2018. The primary impact of adopting the new revenue standard relates to the deferral of incremental commission costs of obtaining subscription contracts. Under Topic 605, the Company deferred only direct and incremental commission costs to obtain a contract and amortized those costs over one year. Under the new revenue standard, the Company defers all incremental commission costs to obtain the contract. The Company amortizes costs for subscription-related commissions over a period of benefit that the Company has determined to be four years. Sales commissions attributable to professional services are expensed within twelve months of selling the service to the customer. Adoption of the new revenue standard had no impact on total cash provided from or used in operating, financing, or investing activities in the Company’s consolidated statements of cash flows.

The cumulative effect of the changes made to the Company’s consolidated January 1, 2018 balance sheet for the adoption of the new revenue standard was as follows (in thousands):

 

 

 

Balance at

December 31,

2017

 

 

Adjustments Due

to ASC 606

 

 

Balance at

January 1, 2018

 

BALANCE SHEET

 

 

 

 

 

 

 

 

 

 

 

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

Accounts receivable, net

 

$

31,699

 

 

$

100

 

 

$

31,799

 

Deferred costs

 

 

2,429

 

 

 

2,132

 

 

 

4,561

 

Deferred costs (non-current)

 

 

—

 

 

 

6,965

 

 

 

6,965

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

 

 

 

 

 

 

Other current liabilities

 

 

808

 

 

 

100

 

 

 

908

 

Deferred revenue (current and non-current)

 

 

73,072

 

 

 

—

 

 

 

73,072

 

Accumulated deficit

 

 

(109,252

)

 

 

9,097

 

 

 

(100,155

)

 

The following table disaggregates the Company’s revenue by geography which provides information as to the major source of revenue (in thousands):

 

 

 

Year Ended December 31,

 

Primary Geographic Markets

 

2020

 

 

2019

 

 

2018

 

United States

 

$

201,458

 

 

$

157,039

 

 

$

119,589

 

International

 

 

69,683

 

 

 

43,843

 

 

 

27,505

 

Total

 

$

271,141

 

 

$

200,882

 

 

$

147,094

 

 

 

The following table presents the Company’s revenues disaggregated by revenue source (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Subscription services

 

$

242,651

 

 

$

179,934

 

 

$

137,260

 

Professional services

 

 

20,410

 

 

 

17,187

 

 

 

9,538

 

Software licenses and other

 

 

8,080

 

 

 

3,761

 

 

 

296

 

Total

 

$

271,141

 

 

$

200,882

 

 

$

147,094

 

 

Contract Assets

The Company does not have material amounts of contract assets since revenue is recognized as control of goods is transferred or as services are performed. There are a small number of professional services that may occur over a

period of time, but that period of time is generally very short in duration. Any contract assets that may arise are recorded in other assets in the Company’s consolidated balance sheet net of an allowance for credit losses.

Contract Liabilities

The Company’s contract liabilities consist of advance payments and deferred revenue. The Company’s contract liabilities are reported in a net position on a contract-by-contract basis at the end of each reporting period. The Company classifies advance payments and deferred revenue as current or noncurrent based on the timing of when it expects to recognize revenue. Generally, all contract liabilities are expected to be recognized within one year and are included in deferred revenue in the Company’s consolidated balance sheet. The noncurrent portion of deferred revenue is included and separately disclosed in the Company’s consolidated balance sheet.

Deferred Costs

Current deferred costs, which primarily consist of deferred sales commissions, were $14.5 million and $9.9 million as of December 31, 2020 and 2019, respectively. Noncurrent deferred costs, which primarily consist of deferred sales commissions, were $15.9 million and $14.2 million as of December 31, 2020 and 2019, respectively. During the years ended December 31, 2020, 2019 and 2018, amortization expense for the deferred costs was $12.6 million, $8.0 million and $5.5 million, respectively. There was  no impairment loss in relation to the costs capitalized.

Deferred Revenue

For the years ended December 31, 2020, 2019 and 2018, $123.3 million, $86.2 million and $62.5 million, respectively, of subscription services, license and other revenue was recognized and was included in the deferred revenue balances at the beginning of the respective period. For the years ended December 31, 2020 and 2019, $6.6 million and $6.0 million, respectively, of professional services revenue was recognized and was included in the deferred revenue balance at the beginning of the period.

As of December 31, 2020, approximately $358.4 million of revenue is expected to be recognized from remaining performance obligations for subscription and other contracts.  The Company expects to recognize revenue on approximately $212.8 million of these remaining performance obligations over the next 12 months, with the balance recognized thereafter.     

As of December 31, 2020, approximately $16.5 million of revenue is expected to be recognized from remaining performance obligations for professional services contracts. The Company expects to recognize revenue on approximately $13.5 million of these remaining performance obligations over the next 12 months, with the balance recognized thereafter.

 
XML 42 R22.htm IDEA: XBRL DOCUMENT v3.20.4
Geographic Concentrations
 12 Months Ended
Dec. 31, 2020
Risks And Uncertainties [Abstract]  
Geographic Concentrations

(16) Geographic Concentrations

Revenue by location is determined by the billing address of the customer. Approximately 74%, 78% and 81% of the Company’s revenue was from the United States for the fiscal years ended December 31, 2020, 2019 and 2018, respectively. No other individual country comprised more than 6% of total revenue for the fiscal years ended December 31, 2020, 2019 and 2018. Property and equipment by geographic location is based on the location of the legal entity that owns the asset. As of December 31, 2020 and 2019, more than 83% of the Company’s property and equipment was located in the United States.
XML 43 R23.htm IDEA: XBRL DOCUMENT v3.20.4
Employee Benefit Plan
 12 Months Ended
Dec. 31, 2020
Postemployment Benefits [Abstract]  
Employee Benefit Plan

(17) Employee Benefit Plan

The Company maintains a 401(k) plan for the benefit of the Company’s eligible employees. The plan covers all employees who have attained minimum service requirements. The 401(k) plan allows each participant to contribute up to an amount not to exceed an annual statutory maximum. The Company may, at its discretion, make matching contributions to the 401(k) plan. There was $1.7 million, $1.2 million and $0.6 million cash contributions made to the plan by the Company for the years ended December 31, 2020, 2019 and 2018, respectively. Contribution

expense recognized for the 401(k) plan was $1.7 million, $1.2 million and $0.5 million for the years ended December 31, 2020, 2019, and 2018, respectively.

XML 44 R24.htm IDEA: XBRL DOCUMENT v3.20.4
Leases
 12 Months Ended
Dec. 31, 2020
Leases [Abstract]  
Leases

(18) Leases

The Company’s leases relate primarily to office facilities that expire on various dates from 2021 through 2029. The terms of the Company's non-cancelable operating lease arrangements typically contain fixed lease payment which increases over the term of the lease at fixed rates, rent holidays and provide for additional renewal periods. Lease expense is recognized over the term of the lease on a straight-line basis. All of the Company’s leases are classified as operating leases. The Company has determined that periods covered by options to extend the Company’s leases are excluded from the lease term as the Company is not reasonably certain the Company will exercise such options. Operating lease expense, including expenses related to short-term leases, were $6.0 million, $4.8 million and $3.8 million for the years ended December 31, 2020, 2019 and 2018, respectively.

The Company records its ROU Assets within other assets (long term) and its operating lease liabilities within other current and long-term liabilities.

Additional information related to the Company’s leases is as follows (in thousands, except lease term and discount rate):

 

 

 

As of December 31,

 

 

 

2020

 

 

2019

 

Balance sheet information

 

 

 

 

 

 

 

 

ROU assets

 

$

15,045

 

 

$

13,071

 

Lease liabilities, current

 

$

4,259

 

 

$

3,567

 

Lease liabilities, non-current

 

 

14,403

 

 

 

11,823

 

Total lease liabilities

 

$

18,662

 

 

$

15,390

 

Supplemental data

 

 

 

 

 

 

 

 

Weighted average remaining lease term

 

4.57 years

 

 

4.11 years

 

Weighted average discount rate

 

 

7.00

%

 

 

7.00

%

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

Cash paid for amounts included in lease liabilities

 

$

4,891

 

 

$

3,986

 

ROU assets obtained in exchange for new lease obligations

 

 

5,870

 

 

 

17,724

 

 

Maturities of lease liabilities as of December 31, 2020 were as follows (in thousands):

 

Year ending December 31,

 

 

 

 

2021

 

$

5,558

 

2022

 

 

5,268

 

2023

 

 

5,105

 

2024

 

 

2,635

 

2025

 

 

929

 

Thereafter

 

 

2,769

 

Total undiscounted lease payments

 

 

22,264

 

Less: imputed interest

 

 

(3,602

)

Total lease liabilities

 

$

18,662

 

 

 

The following table presents components of lease expense (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

Operating lease expense

 

$

5,024

 

 

$

3,879

 

Short-term lease expense(1)

 

 

982

 

 

 

958

 

 

 

 

6,006

 

 

 

4,837

 

Less: Sublease income

 

 

(236

)

 

 

(91

)

Total lease expense

 

$

5,770

 

 

$

4,746

 

 

(1)

Short-term lease expense includes all leases with lease terms ranging from less than one month to one year.

As of December 31, 2020, the Company does not have any leases that have not yet commenced that create significant rights and obligations.

 
XML 45 R25.htm IDEA: XBRL DOCUMENT v3.20.4
Commitments and Contingencies
 12 Months Ended
Dec. 31, 2020
Commitments And Contingencies Disclosure [Abstract]  
Commitments and Contingencies

(19) Commitments and Contingencies

For a summary of the Company’s debt and lease obligations, see Notes 9 and 18, respectively.

  

(a) Litigation

From time to time the Company may become involved in legal proceedings or be subject to claims arising in the ordinary course of business. Although the results of litigation and claims cannot be predicted with certainty, the Company currently believes that the final outcome of these ordinary course matters will not have a material adverse effect on its business, operating results, financial condition or cash flows. Regardless of the outcome, litigation can have an adverse impact because of defense and settlement costs, diversion of management resources and other factors.

(b) Employee Contracts

The Company has entered into employment contracts with certain of the Company’s executive officers which provide for at-will employment. However, under the provisions of the contracts, the Company would incur severance obligations of up to twelve months of the executive’s annual base salary for certain events, such as involuntary terminations.
XML 46 R26.htm IDEA: XBRL DOCUMENT v3.20.4
Subsequent Events
 12 Months Ended
Dec. 31, 2020
Subsequent Events [Abstract]  
Subsequent Events

(20) Subsequent Events

Red Sky Technologies Inc. Acquisition

On January 15, 2021, the Company entered into a Stock Purchase Agreement with Red Sky Technologies Inc. (“Red Sky”) pursuant to which the Company purchased all of the issued and outstanding shares of stock of Red Sky for a base consideration of $55.4 million, net of cash acquired. The Company paid $32.4 million in cash, net of cash acquired, and issued 162,820 newly issued shares of the Company’s common stock at closing. In addition to the base purchase price, there is also a potential contingent payment of up to approximately $30 million that can be earned by the sellers based on certain revenue targets through June 30, 2021. The Company acquired Red Sky to expand the Company’s customer base and for its E911 incident response solutions platform to enhance the Company’s CEM suite of solutions.

2022 Notes Conversions

From January 1, 2021 through February 26, 2021, the Company issued 581,829 shares of common stock to holders of the 2022 Notes for settlement of conversion of an aggregate principal amount of approximately $19.6 million of such notes.

 
XML 47 R27.htm IDEA: XBRL DOCUMENT v3.20.4
Summary of Significant Accounting Policies (Policies)
 12 Months Ended
Dec. 31, 2020
Accounting Policies [Abstract]  
Basis of Presentation

Basis of Presentation

The accompanying consolidated financial statements include the Company’s results of operations and those of its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. The Company’s accounting and financial reporting policies conform to generally accepted accounting principles in the United States of America (“U.S. GAAP”).
Principles of Consolidation

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. Business acquisitions are included in the Company’s consolidated financial statements from the date of the acquisition. The Company’s purchase accounting resulted in all assets and liabilities of acquired businesses being recorded at their estimated fair values on the acquisition dates.
Use of Estimates

Use of Estimates

The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Assets and liabilities which are subject to judgment and use of estimates include the determination of the period of benefit for deferred commissions, relative stand-alone selling price for identified performance obligations in our revenue transactions, allowances for credit losses, the fair value of assets acquired and liabilities assumed in business combinations, the fair value of contingent consideration, the recoverability of goodwill and long-lived assets, valuation allowances with respect to deferred tax assets, useful lives associated with property and equipment and intangible assets, contingencies, and the valuation and assumptions underlying stock-based compensation. On an ongoing basis, the Company evaluates its estimates compared to historical experience and trends, which form the basis for making judgments about the carrying value of assets and liabilities. In addition, the Company engages valuation specialists to assist with management’s determination of the valuation of its fair values of assets acquired and liabilities assumed in business combinations, convertible senior notes, and certain market-based performance equity awards. There have been significant changes to the global economic situation as a consequence of the COVID-19 pandemic. The global outbreak continues to cause instability and volatility in multiple markets where the Company conducts business which could cause changes to estimates as a result of the financial circumstances. Such changes to estimates could potentially result in impacts that would be material to the consolidated financial statements, particularly with respect to the timing of revenue recognition resulting from potential implementation delays, evaluating the recoverability of long-lived assets with finite useful lives for impairment and estimates of credit losses for accounts receivables and contract assets. No impairments were recorded as of the balance sheet date; however, due to significant uncertainty surrounding the situation, management's judgment regarding this could change in the future. As of the date of issuance of these financial statements, the Company’s results of operations have not been significantly impacted by the COVID-19 pandemic; however, the Company continues to monitor the situation.
Recently Adopted Accounting Pronouncements

Recently Adopted Accounting Pronouncements

ASU No. 2016-02

In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-02, Leases (Topic 842), to require lessees to recognize most leases on the balance sheet, while recognition on the statement of operations will remain similar to current lease accounting. The ASU requires lessees to recognize a liability for lease obligations, which represents the discounted obligation to make future lease payments, and a corresponding right-of-use (“ROU”) asset on the balance sheet. The guidance requires disclosure of key information about leasing arrangements that is intended to enable the assessment of the amount, timing and potential uncertainty of cash flows related to leases. The ASU also eliminates real estate-specific provisions and modifies certain aspects of lessor accounting.

The Company adopted the standard on January 1, 2019 using the modified retrospective approach. The Company elected to apply the transition method that allows companies to continue applying the guidance under the lease standard in effect at that time in the comparative periods presented in the consolidated financial statements and recognize a cumulative-effect adjustment to the opening balance of retained earnings on the date of adoption. The Company also elected the “package of practical expedients”, which permits the Company not to reassess under the new standard its prior conclusions about lease identification, lease classification and initial direct costs.

Results for reporting periods beginning after January 1, 2019 are presented under the new standard, while prior period amounts are not adjusted and continue to be reported under the accounting standards in effect for the prior period. Upon adoption of the new lease standard, on January 1, 2019, the Company capitalized ROU assets of $14.7 million and $16.9 million of lease liabilities, within the Company’s consolidated balance sheets upon adoption. Additionally, the Company reversed its deferred rent liability of $2.2 million, which upon adoption became a component of the ROU asset. The adoption of this standard did not have an impact on the Company’s consolidated statement of operations or cash flows and did not result in a cumulative catch-up adjustment to the opening balance of retained earnings.

ASU 2016-13

In June 2016, the FASB issued ASU 2016-13 (as amended through March 2020), Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. ASU 2016-13 introduced a new forward-looking approach, based on expected losses, to estimate credit losses on certain types of financial instruments, including trade receivables, contract assets and held-to-maturity debt securities, which requires the Company to incorporate considerations of historical information, current information and reasonable and supportable forecasts. ASU 2016-13 also expands disclosure requirements.

The Company adopted the standard on January 1, 2020 using the modified retrospective approach. Adoption of ASU 2016-13 resulted in changes to the Company’s accounting policies for trade and other receivables and contract assets. Upon adoption of ASU 2016-13 the Company evaluates trade receivables and contract assets on a collective (i.e., pool) basis if they share similar risk characteristics.

Based on the results of the Company’s evaluation, the adoption of ASU 2016-13 did not have a material impact on the reserve for credit losses as of January 1, 2020. Adoption of the standard had no impact on total cash provided from or used in operating, financing, or investing activities in the Company’s condensed consolidated statements of cash flows.

ASU 2018-13

In August 2018, the FASB issued ASU 2018-13, Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurements, which eliminates, adds and modifies certain disclosure requirements for fair value measurements as part of the FASB’s disclosure framework project. The guidance includes retrospective and prospective basis application dependent on the requirements of specific amendments. The Company adopted ASU

2018-13 on January 1, 2020 on a prospective basis. The adoption of this standard did not have an impact on the Company’s condensed consolidated financial statements.

ASU 2018-15

In August 2018, the FASB issued ASU 2018-15, Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract, related to a customer's accounting for implementation, set-up, and other upfront costs incurred in a cloud computing arrangement (“CCA”). Under the new guidance, implementation costs associated with a CCA for a hosting arrangement that is a service contract are accounted for consistent with existing internal-use software implementation guidance. ASU 2018-15 also provides classification guidance on these implementation costs as well as additional quantitative and qualitative disclosures. The Company adopted ASU 2018-15 on January 1, 2020 on a prospective basis. The adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements.

Recent Accounting Pronouncements Not Yet Adopted

ASU 2020-01

In January 2020, the FASB issued ASU 2020-01, Clarifying the Interactions Between Topic 321, Topic 323, and Topic 815. ASU 2020-01 addresses the accounting for the transition into and out of the equity method and measuring certain purchased options and forward contracts to acquire investments. Observable transactions that require a company to either apply or discontinue the equity method of accounting for the purposes of applying the measurement alternative in accordance with FASB Accounting Standards Codification (“ASC”) 321, Investments – Equity Securities, should be considered immediately before applying or upon discontinuing the equity method. Certain non-derivative forward contracts or purchased call options to acquire equity securities generally will be measured using the fair value principles of ASC 321 before settlement or exercise and consideration shall not be given to how entities will account for the resulting investments on eventual settlement or exercise. ASU 2020-01 is effective for the Company beginning in the first quarter of 2021 and early adoption is permitted. ASU 2020-01 should be applied prospectively. The Company is currently assessing the impact this standard will have on the Company’s consolidated financial statements.

ASU 2020-06

In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. ASU 2020-06 reduces the number of accounting models for convertible instruments by eliminating two of the three models that require separate accounting for embedded conversion features, amends the requirements for a contract that is potentially settled in an entity’s own shares to be classified in equity, and amends certain guidance on the computation of earnings per share for convertible instruments and contracts on an entity’s own equity. ASU 2020-06 is effective for the Company beginning in the first quarter of 2022 and early adoption is permitted beginning in the first quarter of 2021. ASU 2020-06 may be applied using a modified or full retrospective transition method. The Company is currently assessing the impact this standard will have on the Company’s consolidated financial statements.

Other accounting standard updates effective for interim and annual periods beginning after December 31, 2020 are not expected to have a material impact on the Company’s financial position, results of operations or cash flows.    
Fair Value Measurements

Fair Value Measurements

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date.

Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Accounting standards describe a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value which are the following:

Level 1—Quoted prices in active markets for identical assets or liabilities or funds.

Level 2—Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.
Concentrations of Credit and Business Risk

Concentrations of Credit and Business Risk

Financial instruments that potentially subject the Company to a concentration of credit risk consist of cash, cash equivalents and accounts receivable.

The Company maintains cash and cash equivalent balances at several banks. Accounts located in the United States are insured by the Federal Deposit Insurance Corporation (“FDIC”), up to $250,000. From time to time, balances may exceed amounts insured by the FDIC. The Company has not experienced any losses in such amounts.

The Company’s accounts receivable are generally unsecured and are derived from revenue earned from customers primarily located in the United States, Norway, Netherlands, Sweden and the United Kingdom and are generally denominated in U.S. Dollars, Norwegian Krone, Euro, Swedish Kronor or British Pounds. Each reporting period, the Company reevaluates each customer’s ability to satisfy credit obligations and maintains an allowance for credit risk based on the evaluations. No single customer comprised more than 10% of the Company’s total revenue for the years ended December 31, 2020, 2019 and 2018. No single customer comprised more than 10% of the Company’s total accounts receivable balance at December 31, 2020 and 2019.
Cash and Cash Equivalents

Cash and Cash Equivalents

The Company considers all highly liquid instruments with original maturities of three months or less at the date of purchase to be cash equivalents. Cash equivalents consist of funds deposited into money market funds. Cash and cash equivalents are recorded at cost, which approximates fair value.
Restricted Cash

Restricted Cash

The Company’s restricted cash balance primarily consists of cash held at a financial institution for collateral against performance on the Company’s customer contracts and certain other cash deposits for specific purposes. 
Short-Term Investments

Short-Term Investments

Short-term investments consist of highly liquid investments, primarily commercial paper, U.S. Treasury and U.S. agency securities, with maturities over three months from the date of purchase and less than 12 months from the date of the balance sheet. Debt securities, money market funds and U.S. agency bonds that the Company has the ability and positive intent to hold to maturity are carried at amortized cost, which approximates fair value. There were no short-term investments at December 31, 2020 and 2019.

Accounts Receivable

Accounts Receivable

Accounts receivable includes trade accounts receivables from the Company’s customers, net of an allowance for credit risk. Accounts receivable are recorded at the invoiced amount and do not bear interest. The Company’s contract assets relate to services performed which were not billed, net of an allowance for credit risk. Allowance for credit risk for accounts receivables and contract assets is established based on various factors including credit profiles of the Company’s customers, historical payments and current economic trends. The Company reviews its allowance for accounts receivables and contract assets by assessing individual accounts receivable or unbilled contract assets over a specific aging and amount. All other balances are pooled based on historical collection experience. The estimate of expected credit losses is based on information about past events, current economic conditions, and forecasts of future economic conditions that affect the collectability. Accounts receivable and contract assets are written-off on a case by case basis, net of any amounts that may be collected.
Deferred Offering Costs

Deferred Offering Costs

Deferred offering costs consist primarily of direct incremental costs related to the Company’s follow on offering of its common stock, which was completed in January 2019.
Property and Equipment, Net

Property and Equipment, Net

Property and equipment are stated at cost, less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, which is generally three years for computer software, office computers and system software, five years for system hardware and furniture and equipment, and over the shorter of lease term or useful life of the assets for leasehold improvements. Maintenance and repairs are expensed as incurred. When assets are retired or otherwise disposed of, the cost and related accumulated depreciation are removed from the accounts and any resulting gain or loss is reflected in the Company’s results of operations.
Capitalized Software Development Costs

Capitalized Software Development Costs

The Company capitalizes the costs of software developed or obtained for internal use in accordance with FASB ASC 350-40, Internal Use Software. Capitalized software development costs consist of costs incurred during the application development stage and include purchased software licenses, implementation costs, consulting costs, and payroll-related costs for projects that qualify for capitalization. These costs relate to major new functionality. All other costs, primarily related to maintenance and minor software fixes, are expensed as incurred.

The Company amortizes the capitalized software development costs on a straight-line basis over the estimated useful life of the software, which is generally three years, beginning when the asset is substantially ready for use. The amortization of capitalized software development costs is reflected in cost of revenue.

For software licenses for on premises usage, software development costs are capitalized in accordance with ASC 985-20, Costs of Software to be Sold, Leased or Marketed. The Company capitalizes software development costs incurred after technological feasibility of the software is established or for development costs that have alternative future uses. Under the Company’s current practice, the technological feasibility of the underlying software is not established until substantially all product development and testing is complete, which generally includes the development of a working model. Software development costs that have been capitalized to date have not been material.
Business Combinations

Business Combinations

The results of businesses acquired in a business combination are included in the Company’s consolidated financial statements from the date of acquisition. Purchase accounting results in assets and liabilities of an acquired business being recorded at their estimated fair values on the acquisition date. Any excess consideration over the value of the assets acquired and liabilities assumed is recognized as goodwill.

The Company performs valuations of assets acquired and liabilities assumed on each acquisition accounted for as a business combination, and allocates the purchase price to the tangible and intangible assets acquired and liabilities assumed based on its best estimate of fair value. Acquired intangible assets include: tradenames, customer relationships, and developed technology. The Company determines the appropriate useful life of intangible assets by performing an analysis of cash flows based on historical experience of the acquired businesses. Intangible assets are amortized over their estimated useful lives based on the pattern in which the economic benefits associated with the asset are expected to be consumed, which to date has approximated the straight-line method of amortization. The estimated useful lives for tradenames, customer relationships, and technology are generally one to seven years, five to nine years, and three to four years, respectively.

The valuation of the contingent consideration is derived using estimates of the probability of achievement within specified time periods based on projections of future revenue metrics per the terms of the applicable agreements. These include estimates of the Company’s assessment of the probability of meeting such results, with the probability-weighted earn-out using a Monte Carlo Simulation Model then discounted to estimate fair value. Fair value is estimated using the probability weighted cash flow estimate closer to the measurement date. The various operating performance measures included in these contingent consideration agreements primarily relate to product revenue.
Segment Information

Segment Information

The Company's Chief Executive Officer is the chief operating decision maker, who reviews the Company's financial information presented on a consolidated basis for purposes of allocating resources and evaluating the Company's financial performance. Accordingly, the Company has determined that it operates in a single reporting segment.
Long Lived Assets

Long-Lived Assets

The Company evaluates the recoverability of its long-lived assets with finite useful lives for impairment whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable. Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable or that the useful lives of those assets are no longer appropriate. Management considers the following potential indicators of impairment of its long-lived assets (asset group): a substantial decrease in the Company’s stock price, a significant adverse change in the extent or manner in which a long-lived asset (asset group) is being used, a significant adverse change in legal factors or in the business climate that could affect the value of the long-lived asset (asset group), an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of a long-lived asset (asset group), and a current expectation that, more likely than not, a long lived asset (asset group) will be sold or otherwise disposed of significantly before the end of its previously estimated useful life. When such events occur, the Company compares the carrying amounts of the assets group to their undiscounted expected future cash flows. If this comparison indicates that there may be an impairment, the amount of the impairment is calculated as the difference between the carrying value and fair value. For the years presented, the Company did not recognize an impairment charge.
Intangible Assets

Intangible Assets

Intangible assets consist of patents, tradename, customer relationships and acquired technology. The Company records acquired intangible assets at fair value on the date of acquisition. and amortize such assets using the straight-line method over the expected useful life of the asset. The estimated useful life of acquired intangible assets is one to nine years. The Company evaluates the useful lives of these assets on an annual basis and tests for impairment whenever events or changes in circumstances occur that could impact the recoverability of these assets in accordance with the long-lived assets policy states above. If the estimate of an intangible asset’s remaining useful life is changed, the Company amortizes the remaining carrying value of the intangible asset prospectively over the revised remaining useful life.
Goodwill

Goodwill

Goodwill represents the excess of the aggregate purchase price paid over the fair value of the net assets acquired in business combinations. Goodwill is not amortized and is tested for impairment at least annually or whenever events or changes in circumstances indicate that the carrying value may not be recoverable. Events or changes in circumstances that could trigger an impairment review include a significant adverse change in business climate, an adverse action or assessment by a regulator, unanticipated competition, a loss of key personnel, significant changes in the manner of use of the acquired assets or the strategy for the Company’s overall business, significant negative industry or economic trends, or significant underperformance relative to expected historical or projected future results of operations. The Company has the option to first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying value, including goodwill. If, after assessing the totality of events or circumstances, the Company determines that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, additional impairment testing is not required. The Company tests for goodwill impairment annually on November 30.

The Company performed a qualitative goodwill assessment at November 30, 2020 and concluded there was no impairment based on consideration of a number of factors, including the improvement in the Company’s key operating metrics over the prior year, improvement in the strength of the general economy and the Company’s continued execution against its overall strategic objectives.
Debt Issuance Costs

Debt Issuance Costs

Debt issuance costs related to convertible senior notes recorded as a reduction of the carrying amount of the debt are amortized to interest expense using the effective interest method.
Revenue Recognition

Revenue Recognition

The Company derives its revenues primarily from subscription services and professional services. The Company adopted the requirements of the ASC 606, Revenue from Contracts with Customers, as of January 1, 2018. See Note 15.

Revenues are recognized when control of services is transferred to the Company’s customers in an amount that reflects the consideration it expects to be entitled to in exchange for those services.

The Company determines revenue recognition through the following steps:

 

•

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

 

•

Identification of the performance obligations in the contract;

 

•

Determination of the transaction price;

 

•

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

 

•

Recognition of revenue when, or as, the Company satisfies a performance obligation.

Identify the customer contract

A customer contract is generally identified when the Company and a customer have executed an arrangement that calls for the Company to grant access to its online software products and provide professional services in exchange for consideration from the customer.

Identify performance obligations that are distinct

A performance obligation is a promise to provide a distinct good or service or a series of distinct goods or services. A good or service that is promised to a customer is distinct if the customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer, and a company’s promise to transfer the good or service to the customer is separately identifiable from other promises in the contract. The Company has determined that subscriptions for its online software products are distinct because, once a customer has access to the online software product that it purchased, the online software product is fully functional and does not require any additional development, modification, or customization. Professional services sold are distinct because the customer benefits from the on-boarding and training to make better use of the online software products it purchased.

Determine the transaction price

The transaction price is the amount of consideration to which the Company expects to be entitled in exchange for transferring goods or services to a customer, excluding sales taxes that are collected on behalf of government agencies. The Company estimates any variable consideration to which it will be entitled at contract inception, and reassesses at each reporting date, when determining the transaction price. The Company does not include variable consideration to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will occur when any uncertainty associated with the variable consideration is resolved. Variable consideration revenue was not material for the years ended December 31, 2020, 2019 and 2018.

Allocate the transaction price to the distinct performance obligations

The transaction price is allocated to the separate performance obligation on a relative standalone selling prices (“SSP”) basis for those performance obligations with stable observable prices and then the residual method is applied for any performance obligation that has pricing which is highly variable. The Company determines the SSP of its goods and services based upon their average sales price or using other observable inputs, such as similar products or services.

Recognize revenue as the performance obligations are satisfied

Revenues are recognized when or as control of the promised goods or services is transferred to customers. Revenue from subscriptions to the Company’s critical event management and enterprise safety applications is recognized ratably over the subscription period beginning on the date the Company’s online software products are made available to customers. Most subscription contracts are two years or more. The Company recognizes revenue from professional services as the services are provided. Software on premises license transactions are generally perpetual in nature and are recognized at a point in time when made available to the customer for use. 

Disaggregation of Revenue

The Company provides disaggregation of revenue based on geographic region (see Note 15) and based on the subscription versus professional services and other classification on the consolidated statements of operations as it believes this best depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors.

Subscription Services Revenues

Subscription services revenues primarily consist of fees that provide customers access to one or more of the Company’s hosted applications for critical event management, with routine customer support. Revenue is generally recognized over time on a ratable basis over the contract term beginning on the date that the Company’s service is made available to the customer. All services are recognized using an output measure of progress looking at time elapsed as the contract generally provides the customer equal benefit throughout the contract period. The Company’s subscription contracts are generally two years or longer in length, billed annually in advance, and non-cancelable.

Professional Services Revenues

Professional services revenues primarily consist of fees for deployment and optimization services, as well as training. The majority of the Company’s consulting contracts revenue is recognized over time as the services are performed. For contracts billed on a fixed price basis, revenue is recognized over time based on the proportion performed.

Software License Revenues

On occasion the Company may sell software and related post contract support for on premises usage as well as professional services, hardware and hosting which is outside of the Company’s core business and is not a significant revenue stream for the Company. The Company’s on premises license transactions are generally perpetual in nature and are recognized at a point in time when made available to the customer for use. Significant judgment is required to determine the standalone selling prices for each distinct performance obligation in order to allocate the transaction price for purposes of revenue recognition. Making this judgment of estimating a standalone selling price involves consideration of overall pricing objectives, market conditions and other factors, including the value of our other similar contracts, the applications sold, customer demographics, geographic locations, and the number and types of users within the Company’s contracts. The significant judgment was primarily due to using such considerations to estimate the price that each distinct performance obligation would be sold for on a standalone basis because such performance obligations are typically sold together on a bundled basis. Changes in these estimates of standalone selling prices can have a material effect on the amount of revenue recognized from each distinct performance obligation.

Contracts with Multiple Performance Obligations

Most of the Company’s contracts with customers contain multiple performance obligations. For these contracts, the Company accounts for individual performance obligations separately if they are distinct. The transaction price is allocated to the separate performance obligations on a relative standalone selling price basis for those performance obligations with stable observable prices and then the residual method applied for any performance obligation that has pricing which is highly variable. The Company determines the standalone selling prices based on the Company’s overall pricing objectives, taking into consideration market conditions and other factors, including the value of the Company’s contracts, pricing when certain services are sold on a standalone basis, the applications sold, customer demographics, geographic locations, and the volume of services and users.

Returns

The Company does not offer rights of return for its products and services in the normal course of business. 

Customer Acceptance

The Company’s contracts with customers generally do not include customer acceptance clauses.
Trade and Other Receivables

Trade and Other Receivables

Trade and other receivables are primarily comprised of trade receivables that are recorded at the invoice amount, net of an allowance for credit risk, which is not material. Other receivables represent unbilled receivables related to subscription and professional services contracts, net of an allowance for credit losses, which is not material. On January 1, 2020, the Company adopted ASU 2016-13 (as amended through March 2020), Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. See Recently Adopted Accounting Pronouncements above.

Deferred Costs

Deferred Costs

Sales commissions earned by the Company’s sales force are considered incremental and recoverable costs of obtaining a contract with a customer. Subscription-related commissions costs are deferred and then amortized on a straight-line basis over a period of benefit that the Company has determined to be four years. Sales commissions attributable to professional services are expensed within twelve months of selling the service to the customer. The Company has determined the period of benefit by taking into consideration its customer contracts, its technology and other factors. Sales commissions attributed to renewals are not material and are not commensurate with initial and growth sales. Amortization of deferred commissions is included in sales and marketing expenses in the accompanying consolidated statements of operations.
Deferred Revenue

Deferred Revenue

Deferred revenue consists of amounts that have been invoiced and for which the Company has the right to bill, but that have not been recognized as revenue because the related goods or services have not been transferred. Deferred revenue that will be realized during the succeeding 12-month period is recorded as current, and the remaining deferred revenue is recorded as non-current.

In instances where the timing of revenue recognition differs from the timing of invoicing, the Company has determined its contracts generally do not include a significant financing component. The primary purpose of the Company’s invoicing terms is to provide customers with simplified and predictable ways of purchasing the Company’s products and services, not to receive financing from its customers or to provide customers with financing. Examples include invoicing at the beginning of a subscription term with revenue recognized ratably over the contract period.
Advertising Expenses

Advertising Expenses

Advertising expenses to promote the Company’s services are expensed as incurred. Advertising expenses included in sales and marketing expense were $4.8 million, $1.9 million and $1.4 million for the years ended December 31, 2020, 2019 and 2018, respectively.
Research and Development

Research and Development

Research and development expenses primarily consist of employee-related costs for research and development staff, including salaries, bonuses, benefits and stock-based compensation and the cost of certain third-party service providers related to the development of the Company’s solutions that do not meet the criteria to be capitalized under ASC 350-40, Internal Use Software or ASC 985-20, Costs of Software to be Sold, Leased or Marketed.
Stock-Based Compensation

Stock-Based Compensation

Stock-based compensation expense is comprised of stock options, restricted stock units (“RSUs”), performance-based RSUs (“PSUs”) and employee stock purchase plan awards.

Stock-based compensation related to stock options and RSUs is measured at the grant date based on the fair value of the award and is recognized straight-line as expense, net of estimated forfeitures, over the requisite service period, which is generally the vesting period of the respective award. The Company utilizes the Black-Scholes pricing model for determining the estimated fair value of the stock options and employee stock purchase plan awards. The Black-Scholes pricing model requires the use of subjective assumptions including the option’s expected term, the volatility of the underlying stock, the fair value of the stock and the expected forfeiture rate.

The Company grants PSUs that vest upon satisfaction of certain performance-based conditions. The vesting of PSUs is subject to the employee’s continued employment with the Company through the date of achievement. The fair value is based on value of the Company’s common stock at the date of issuance and the probability of achieving the performance metric. The Company has assessed the probability of achievement as highly probable based on past performance of achievement of the performance metric. Compensation cost is recognized under the accelerated

method and is adjusted in future periods for subsequent changes in the expected outcome of the performance related conditions.

In 2018, the Company granted market-based RSUs that vested upon satisfaction of certain market-based conditions. These market-based RSUs were valued using the Monte-Carlo simulation model. No market-based RSUs were granted during the years ended December 31, 2020 and 2019. The Company recognized compensation expense associated with the market-based RSUs over the implied requisite service period subject to acceleration based on meeting the market-based condition.
Income Taxes

Income Taxes

The Company accounts for income taxes using the asset and liability method of accounting for income taxes in which deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized as income in the period that includes the enactment date. A valuation allowance is established if it is more likely than not that all or a portion of the deferred tax asset will not be realized.

The calculation of the Company’s tax liabilities involves dealing with uncertainties of the application of complex tax regulations. The Company recognizes liabilities for uncertain tax positions based on a two-step approach. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not, that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount, which is more than 50% likely of being realized upon ultimate settlement. The Company considers many factors when evaluating and estimating its tax positions and tax benefits, which may require periodic adjustments.
Foreign Currency Translation

Foreign Currency Translation

The functional currency for the Company’s foreign subsidiaries is the local currency. For those subsidiaries, the assets and liabilities are translated into U.S. dollars at the exchange rate method at the balance sheet date. Income and expenses are translated at the average exchange rates for the period. Foreign currency exchange gain and losses are recorded in other expenses.
Other Comprehensive Income (Loss)

Other Comprehensive Income (Loss)

For all periods presented, the Company’s other comprehensive income (loss) is comprised of foreign currency translation adjustments related to the Company’s foreign subsidiaries.
Net Loss Per Share Attributable to Common Stockholders

Net Loss Per Share Attributable to Common Stockholders

Basic net loss per share attributable to common stockholders is computed by dividing the Company’s net loss attributable to common stockholders by the weighted-average number of common shares used in the loss per share calculation during the period. Diluted net loss per share attributable to common stockholders is computed by giving effect to all potentially dilutive securities, including stock-based compensation awards. Basic and diluted net loss per share attributable to common stockholders was the same for all periods presented as the inclusion of all potentially dilutive securities outstanding was anti-dilutive.
XML 48 R28.htm IDEA: XBRL DOCUMENT v3.20.4
Accounts Receivable, Net (Tables)
 12 Months Ended
Dec. 31, 2020
Accounts Receivable Net [Abstract]  
Schedule of Accounts Receivable, Net

Accounts receivable, net, is as follows (in thousands):

 

 

 

As of December 31,

 

 

 

2020

 

 

2019

 

Accounts receivable amortized cost

 

$

98,164

 

 

$

69,767

 

Allowance for credit losses

 

 

(3,788

)

 

 

(1,125

)

Net accounts receivable

 

$

94,376

 

 

$

68,642

 
Schedule of Changes in Allowance for Credit Losses for Accounts Receivable

The following table summarizes the changes in the allowance for credit losses for accounts receivable (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Balance, beginning of period

 

$

(1,125

)

 

$

(711

)

 

$

(863

)

Provision for expected credit losses

 

 

(2,877

)

 

 

(971

)

 

 

(58

)

Write-offs

 

 

214

 

 

 

557

 

 

 

210

 

Balance, end of period

 

$

(3,788

)

 

$

(1,125

)

 

$

(711

)
Schedule of Contract Assets, Net

Contract assets, net is as follows (in thousands):

 

 

 

As of December 31,

 

 

 

2020

 

 

2019

 

Contract asset amortized cost

 

$

2,560

 

 

$

1,959

 

Allowance for credit losses

 

 

(398

)

 

 

—

 

Net contract asset

 

$

2,162

 

 

$

1,959

 
Schedule of Changes in Allowance for Credit Losses for Contract Assets

The following table summarizes the changes in the allowance for credit losses for contract assets (in thousands):

 

 

 

Year Ended

December 31, 2020

 

Balance, beginning of period

 

$

—

 

Provision for expected credit losses

 

 

(398

)

Balance, end of period

 

$

(398

)
Schedule of Changes in Sales Reserve

The following table summarizes the changes in the sales reserve (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Balance, beginning of period

 

$

(175

)

 

$

(200

)

 

$

(100

)

(Additions) reductions

 

 

(85

)

 

 

16

 

 

 

(193

)

Write-offs

 

 

85

 

 

 

9

 

 

 

93

 

Balance, end of period

 

$

(175

)

 

$

(175

)

 

$

(200

)
XML 49 R29.htm IDEA: XBRL DOCUMENT v3.20.4
Property and Equipment (Tables)
 12 Months Ended
Dec. 31, 2020
Property Plant And Equipment [Abstract]  
Schedule of Property and Equipment, Net

Property and equipment consist of the following (in thousands):

 

 

 

Useful life

 

 

As of December 31,

 

 

 

in years

 

 

2020

 

 

2019

 

Furniture and equipment

 

 

5

 

 

$

2,041

 

 

$

1,785

 

Leasehold improvements (1)

 

 

9

 

 

 

4,944

 

 

 

4,074

 

System hardware

 

 

5

 

 

 

807

 

 

 

1,596

 

Office computers

 

 

3

 

 

 

6,547

 

 

 

5,309

 

Computer and system software

 

 

3

 

 

 

827

 

 

 

1,451

 

 

 

 

 

 

 

 

15,166

 

 

 

14,215

 

Less accumulated depreciation and amortization

 

 

 

 

 

 

(7,392

)

 

 

(7,931

)

Property and equipment, net

 

 

 

 

 

$

7,774

 

 

$

6,284

 

 

(1)

Lesser of the lease term or the estimated useful lives of the improvements, which may be up to 9 years.
XML 50 R30.htm IDEA: XBRL DOCUMENT v3.20.4
Capitalized Software Development Costs (Tables)
 12 Months Ended
Dec. 31, 2020
Research And Development [Abstract]  
Summary of Capitalized Software Development Costs

Capitalized software development costs consisted of the following (in thousands):

 

 

 

Gross

carrying

amount

 

 

Amortization

period

 

Accumulated

amortization

 

 

Net

carrying

amount

 

As of December 31, 2020

 

$

59,761

 

 

3 years

 

$

(43,432

)

 

$

16,329

 

As of December 31, 2019

 

 

49,909

 

 

3 years

 

 

(35,622

)

 

 

14,287

 
Schedule of Expected Amortization of Capitalized Software Development Costs The expected amortization, as of December 31, 2020, for each of the next three years is as follows (in thousands):

 

 

2021

 

$

7,610

 

2022

 

 

5,682

 

2023

 

 

3,037

 

 

 

$

16,329

 
XML 51 R31.htm IDEA: XBRL DOCUMENT v3.20.4
Fair Value Measurements (Tables)
 12 Months Ended
Dec. 31, 2020
Fair Value Disclosures [Abstract]  
Summary of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis

The following table summarizes the Company's financial assets and liabilities measured at fair value on a recurring basis by level within the fair value hierarchy. Financial assets and financial liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement (in thousands):

 

 

 

As of December 31, 2020

 

 

 

Quoted

 

 

Significant

 

 

 

 

 

 

 

 

 

 

 

Prices in

 

 

Other

 

 

Significant

 

 

 

 

 

 

 

Active

 

 

Observable

 

 

Unobservable

 

 

 

 

 

 

 

Markets

 

 

Inputs

 

 

Inputs

 

 

Total Fair

 

 

 

(Level 1)

 

 

(Level 2)

 

 

(Level 3)

 

 

Value

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash equivalents:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Money market funds

 

$

432,560

 

 

$

—

 

 

$

—

 

 

$

432,560

 

Total financial assets

 

$

432,560

 

 

$

—

 

 

$

—

 

 

$

432,560

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contingent consideration

 

$

—

 

 

$

—

 

 

$

10,619

 

 

$

10,619

 

Derivative instruments - acquisition-related deferred

   common stock consideration

 

 

—

 

 

 

1,011

 

 

 

—

 

 

 

1,011

 

Total financial liabilities

 

$

—

 

 

$

1,011

 

 

$

10,619

 

 

$

11,630

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of December 31, 2019

 

 

 

Quoted

 

 

Significant

 

 

 

 

 

 

 

 

 

 

 

Prices in

 

 

Other

 

 

Significant

 

 

 

 

 

 

 

Active

 

 

Observable

 

 

Unobservable

 

 

 

 

 

 

 

Markets

 

 

Inputs

 

 

Inputs

 

 

Total Fair

 

 

 

(Level 1)

 

 

(Level 2)

 

 

(Level 3)

 

 

Value

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash equivalents:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Money market funds

 

$

511,436

 

 

$

—

 

 

$

—

 

 

$

511,436

 

Total financial assets

 

$

511,436

 

 

$

—

 

 

$

—

 

 

$

511,436

 
Summary of Changes in Level 3 Financial Instruments

The following table summarizes the changes in Level 3 financial instruments (in thousands):

 

Fair value at December 31, 2018

 

$

—

 

Contingent consideration from MissionMode

   acquisition

 

 

550

 

Change in fair value of contingent consideration

   obligation from MissionMode acquisition

 

 

(550

)

Fair value at December 31, 2019

 

 

—

 

Contingent consideration from one2many

   acquisition

 

 

2,190

 

Contingent consideration from Techwan

   acquisition

 

 

2,030

 

Contingent consideration from SnapComms

   acquisition

 

 

2,047

 

Change in fair value of contingent consideration

   obligation from one2many acquisition

 

 

8,114

 

Change in fair value of contingent consideration

   obligation from Techwan acquisition

 

 

(2,030

)

Change in fair value of contingent consideration

   obligation from SnapComms acquisition

 

 

(2,047

)

Foreign currency translation

 

 

315

 

Fair value at December 31, 2020

 

$

10,619

 
XML 52 R32.htm IDEA: XBRL DOCUMENT v3.20.4
Goodwill and Intangible Assets (Tables)
 12 Months Ended
Dec. 31, 2020
Goodwill And Intangible Assets Disclosure [Abstract]  
Schedule of Changes in Gross Carrying Amount of Goodwill The following table displays the changes in the gross carrying amount of goodwill (in thousands):

 

Balance at December 31, 2018

 

$

48,382

 

Change due to acquisitions

 

 

43,302

 

Foreign currency translation

 

 

(263

)

Balance at December 31, 2019

 

 

91,421

 

Change due to acquisitions

 

 

89,033

 

Foreign currency translation

 

 

6,957

 

Balance at December 31, 2020

 

$

187,411

 
Schedule of Intangible Assets

Intangible assets consisted of the following (in thousands):

 

 

 

 

 

 

 

 

 

 

 

As of December 31, 2020

 

 

 

Gross

carrying

amount

 

 

Weighted-

average life

(years)

 

 

Accumulated

amortization

 

 

Net

carrying

amount

 

Amortizable intangible assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Developed technology

 

$

31,851

 

 

 

3.54

 

 

$

(5,322

)

 

$

26,529

 

Tradenames

 

 

15,360

 

 

 

3.52

 

 

 

(6,638

)

 

 

8,722

 

Customer relationships

 

 

100,590

 

 

 

7.41

 

 

 

(22,079

)

 

 

78,511

 

Total intangible assets

 

$

147,801

 

 

 

 

 

 

$

(34,039

)

 

$

113,762

 

 

 

 

 

 

 

 

 

 

 

 

As of December 31, 2019

 

 

 

Gross

carrying

amount

 

 

Weighted-

average life

(years)

 

 

Accumulated

amortization

 

 

Net

carrying

amount

 

Amortizable intangible assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Developed technology

 

$

9,485

 

 

 

3.00

 

 

$

(4,232

)

 

$

5,253

 

Tradenames

 

 

11,437

 

 

 

3.50

 

 

 

(2,724

)

 

 

8,713

 

Customer relationships

 

 

63,667

 

 

 

6.84

 

 

 

(10,533

)

 

 

53,134

 

Total intangible assets

 

$

84,589

 

 

 

 

 

 

$

(17,489

)

 

$

67,100

 
Schedule of Expected Amortization of Intangible Assets

The expected amortization of the intangible assets, as of December 31, 2020, for each of the next five years and thereafter is as follows (in thousands):

 

2021

 

$

27,387

 

2022

 

 

24,219

 

2023

 

 

19,165

 

2024

 

 

17,443

 

2025

 

 

11,040

 

Thereafter

 

 

14,508

 

 

 

$

113,762

 
XML 53 R33.htm IDEA: XBRL DOCUMENT v3.20.4
Business Combinations (Tables)
 12 Months Ended
Dec. 31, 2020
Connexient  
Summary of Allocation of Purchase Consideration and Estimated Values of Assets Acquired and Liabilities Assumed

The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of Connexient made by the Company (in thousands):

 

 

 

Connexient

 

Assets acquired

 

 

 

 

Accounts receivable

 

$

849

 

Prepaid expenses and other current assets

 

 

518

 

Property and equipment

 

 

9

 

Acquired technology

 

 

1,220

 

Trade names

 

 

630

 

Customer relationships

 

 

7,800

 

Goodwill

 

 

14,343

 

Other assets

 

 

238

 

Total assets acquired

 

 

25,607

 

Liabilities assumed

 

 

 

 

Accounts payable

 

 

751

 

Accrued expenses

 

 

208

 

Deferred revenue

 

 

2,420

 

Deferred tax liabilities

 

 

2,011

 

Other liabilities

 

 

211

 

Net assets acquired

 

$

20,006

 

Consideration paid

 

 

 

 

Cash consideration, net of cash acquired

 

$

10,991

 

Fair value of common stock issued

 

 

9,015

 

Total

 

$

20,006

 
CNL Software Limited  
Summary of Allocation of Purchase Consideration and Estimated Values of Assets Acquired and Liabilities Assumed

The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of CNL Software made by the Company (in thousands):

 

 

 

CNL Software

 

Assets acquired

 

 

 

 

Accounts receivable

 

$

1,979

 

Prepaid expenses and other current assets

 

 

1,095

 

Property and equipment

 

 

731

 

Acquired technology

 

 

2,150

 

Trade names

 

 

1,080

 

Customer relationships

 

 

5,500

 

Goodwill

 

 

28,679

 

Other assets

 

 

1,314

 

Total assets acquired

 

 

42,528

 

Liabilities assumed

 

 

 

 

Accounts payable

 

 

315

 

Accrued expenses

 

 

1,653

 

Deferred revenue

 

 

3,751

 

Deferred tax liabilities

 

 

1,553

 

Other liabilities

 

 

1,276

 

Net assets acquired

 

$

33,980

 

Consideration paid

 

 

 

 

Cash paid, net of cash acquired

 

$

18,030

 

Fair value of common stock issued

 

 

15,950

 

Total

 

$

33,980

 
One2Many Group B.V.  
Summary of Allocation of Purchase Consideration and Estimated Values of Assets Acquired and Liabilities Assumed

The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of one2many made by the Company (in thousands):

 

 

 

one2many

 

Assets acquired

 

 

 

 

Accounts receivable

 

$

521

 

Other current assets

 

 

1,441

 

Property and equipment

 

 

19

 

Acquired technology

 

 

970

 

Trade names

 

 

580

 

Customer relationships

 

 

3,100

 

Goodwill

 

 

10,704

 

Other assets

 

 

176

 

Total assets acquired

 

 

17,511

 

Liabilities assumed

 

 

 

 

Accounts payable

 

 

72

 

Accrued expenses

 

 

636

 

Deferred revenue

 

 

1,460

 

Deferred tax liabilities

 

 

985

 

Other current liabilities

 

 

136

 

Net assets acquired

 

$

14,222

 

Consideration paid

 

 

 

 

Cash consideration, net of cash acquired

 

$

6,563

 

Fair value of common stock issued

 

 

5,469

 

Contingent consideration

 

 

2,190

 

Total

 

$

14,222

 
Techwan SA  
Summary of Allocation of Purchase Consideration and Estimated Values of Assets Acquired and Liabilities Assumed

The following table summarizes the preliminary estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of Techwan made by the Company (in thousands):

 

 

 

Techwan

 

Assets acquired

 

 

 

 

Accounts receivable

 

$

921

 

Other current assets

 

 

235

 

Acquired technology

 

 

1,160

 

Trade names

 

 

580

 

Customer relationships

 

 

5,100

 

Goodwill

 

 

12,678

 

Other assets

 

 

254

 

Total assets acquired

 

 

20,928

 

Liabilities assumed

 

 

 

 

Accrued expenses

 

 

673

 

Deferred revenue

 

 

1,190

 

Deferred tax liabilities

 

 

838

 

Other current liabilities

 

 

927

 

Net assets acquired

 

$

17,300

 

Consideration paid

 

 

 

 

Cash consideration, net of cash acquired

 

$

9,301

 

Fair value of common stock issued

 

 

5,074

 

Acquisition-related deferred common stock consideration

 

 

895

 

Contingent consideration

 

 

2,030

 

Total

 

$

17,300

 
SnapComms Limited  
Summary of Allocation of Purchase Consideration and Estimated Values of Assets Acquired and Liabilities Assumed

The following table summarizes the preliminary estimated fair value of the assets acquired and the liabilities assumed, which were recorded as of the acquisition date, as well as the aggregate consideration for the acquisition of SnapComms made by the Company (in thousands):

 

 

 

SnapComms

 

Assets acquired

 

 

 

 

Accounts receivable

 

$

1,808

 

Other current assets

 

 

283

 

Property and equipment

 

 

118

 

Acquired technology

 

 

2,300

 

Trade names

 

 

960

 

Customer relationships

 

 

13,300

 

Goodwill

 

 

22,629

 

Other assets

 

 

943

 

Total assets acquired

 

 

42,341

 

Liabilities assumed

 

 

 

 

Accrued expenses

 

 

503

 

Deferred revenue

 

 

3,165

 

Deferred tax liabilities

 

 

4,960

 

Other liabilities

 

 

742

 

Net assets acquired

 

$

32,971

 

Consideration paid

 

 

 

 

Cash consideration, net of cash acquired

 

$

10,090

 

Fair value of common stock issued

 

 

17,685

 

Acquisition-related deferred consideration

 

 

3,149

 

Contingent consideration

 

 

2,047

 

Total

 

$

32,971

 
Mission Mode  
Summary of Allocation of Purchase Consideration and Estimated Values of Assets Acquired and Liabilities Assumed

The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed as well as the aggregate consideration during the year ended December 31, 2019 for the acquisition of MissionMode made by the Company (in thousands):

 

 

 

MissionMode

 

Assets acquired

 

 

 

 

Accounts receivable

 

$

295

 

Other assets

 

 

7

 

Property and equipment

 

 

6

 

Trade names

 

 

220

 

Acquired technology

 

 

310

 

Customer relationships

 

 

4,600

 

Goodwill

 

 

2,918

 

Total assets acquired

 

 

8,356

 

Liabilities assumed

 

 

 

 

Accounts payable and accrued expenses

 

 

152

 

Deferred revenue

 

 

880

 

Other liabilities

 

 

10

 

Net assets acquired

 

$

7,314

 

Consideration paid

 

 

 

 

Cash paid, net of cash acquired

 

$

6,764

 

Contingent consideration

 

 

550

 

Total

 

$

7,314

 
NC4 Inc. and NC4 Public Sector LLC  
Summary of Allocation of Purchase Consideration and Estimated Values of Assets Acquired and Liabilities Assumed

The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed as well as the aggregate consideration during the year ended December 31, 2019 for the acquisition of NC4 made by the Company (in thousands):

 

 

 

NC4

 

Assets acquired

 

 

 

 

Accounts receivable

 

$

2,611

 

Other current assets

 

 

530

 

Property and equipment

 

 

75

 

Acquired technology

 

 

5,210

 

Trade names

 

 

8,610

 

Customer relationships

 

 

35,490

 

Goodwill

 

 

40,384

 

Total assets acquired

 

 

92,910

 

Liabilities assumed

 

 

 

 

Deferred revenue

 

 

7,540

 

Other current liabilities

 

 

917

 

Net assets acquired

 

$

84,453

 

Consideration paid

 

 

 

 

Cash paid

 

$

51,655

 

Fair value of common stock issued

 

 

32,798

 

Total

 

$

84,453

 
Summary of Unaudited Pro Forma Results of Operations

The following tables reflect the results of acquired business included in the Company’s unaudited financial information for the year ended December 31, 2019 as well as the unaudited pro forma combined results of operations for the years ended December 31, 2019 and 2018 as if the acquisition of NC4 had taken place on January 1, 2018. The unaudited pro forma financial information includes the effects of certain adjustments, including the amortization of acquired intangible assets and the associated tax effect and the elimination of the Company’s and the acquiree’s non-recurring acquisition related expenses (in thousands, except per share amounts):

 

 

 

Revenue

 

 

Net loss

 

From the acquisition date to December 31, 2019

 

$

6,404

 

 

$

(3,079

)

For the year ended December 31, 2019 pro forma

 

 

211,830

 

 

 

(55,659

)

For the year ended December 31, 2018 pro forma

 

 

163,435

 

 

 

(55,753

)

 

 

 

 

Year Ended December 31,

 

 

 

2019

 

 

2018

 

Basic and diluted loss per share pro forma

 

$

(1.67

)

 

$

(1.89

)

 
XML 54 R34.htm IDEA: XBRL DOCUMENT v3.20.4
Convertible Senior Notes (Tables)
 12 Months Ended
Dec. 31, 2020
Summary of Debt Obligations

The following table summarizes the Company’s debt obligations at December 31, 2020 (in thousands):

 

 

 

Less than

1 Year

 

 

1 to 3

Years

 

 

3 to 5

Years

 

 

More than

5 Years

 

 

Total

 

Debt obligations

 

$

—

 

 

$

79,795

 

 

$

450,000

 

 

$

—

 

 

$

529,795

 
0.125% Convertible Senior Notes Due 2024  
Schedule of Components of Convertible Senior Notes

The 2024 Notes consist of the following (in thousands):

 

 

 

As of December 31,

 

 

 

2020

 

 

2019

 

Liability component:

 

 

 

 

 

 

 

 

Principal

 

$

450,000

 

 

$

450,000

 

Less: debt discount, net of amortization

 

 

(80,968

)

 

 

(98,942

)

Net carrying amount

 

$

369,032

 

 

$

351,058

 

Equity component (1)

 

 

86,133

 

 

 

86,133

 

 

(1)

Recorded in the consolidated balance sheet within additional paid-in capital, net of $2.6 million transaction costs in equity and net of $0.9 million for taxes.
Summary of Total Interest Expense Recognized Related To Convertible Senior Notes

The following table sets forth total interest expense recognized related to the 2024 Notes (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

0.125% coupon

 

$

564

 

 

$

27

 

Amortization of debt discount and transaction costs

 

 

17,974

 

 

 

827

 

 

 

$

18,538

 

 

$

854

 
Summary of Fair Value and Carrying Value of Convertible Senior Notes

The fair value of the 2024 Notes, which was determined based on inputs that are observable in the market or that could be derived from, or corroborated with, observable market data, quoted price of the 2024 Notes in an over-the-counter market (Level 2), and carrying value of debt instruments (carrying value excludes the equity component of the Company’s 2024 Notes classified in equity) were as follows (in thousands):

 

 

 

As of December 31,

 

 

 

2020

 

 

2019

 

 

 

Fair Value

 

 

Carrying Value

 

 

Fair Value

 

 

Carrying Value

 

2024 Notes

 

$

663,615

 

 

$

369,032

 

 

$

450,414

 

 

$

351,058

 
1.50% Convertible Senior Notes Due 2022  
Schedule of Components of Convertible Senior Notes

The 2022 Notes consist of the following (in thousands):

 

 

 

As of December 31,

 

 

 

2020

 

 

2019

 

Liability component:

 

 

 

 

 

 

 

 

Principal

 

$

79,795

 

 

$

92,000

 

Less: debt discount, net of amortization

 

 

(7,313

)

 

 

(12,776

)

Net carrying amount

 

$

72,482

 

 

$

79,224

 

Equity component (1)

 

 

(21,318

)

 

 

(14,555

)

 

(1)

Recorded in the consolidated balance sheet within additional paid-in capital, net of $0.8 million transaction costs in equity. Additional paid-in capital also includes $36.7 million market premium representing the excess of the total consideration delivered over the fair value of the liability recognized related to the $23.0 million principal balance extinguishment of the 2022 Notes in December 2019.  
Summary of Total Interest Expense Recognized Related To Convertible Senior Notes

The following table sets forth total interest expense recognized related to the 2022 Notes (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

1.50% coupon

 

$

1,363

 

 

$

1,709

 

 

$

1,725

 

Amortization of debt discount and transaction costs

 

 

4,187

 

 

 

4,884

 

 

 

4,616

 

 

 

$

5,550

 

 

$

6,593

 

 

$

6,341

 
Summary of Fair Value and Carrying Value of Convertible Senior Notes

The fair value of the 2022 Notes, which was determined based on inputs that are observable in the market or that could be derived from, or corroborated with, observable market data, quoted price of the 2022 Notes in an over-the-counter market (Level 2), and carrying value of debt instruments (carrying value excludes the equity component of the Company’s convertible notes classified in equity) were as follows (in thousands):

 

 

 

As of December 31,

 

 

 

2020

 

 

2019

 

 

 

Fair Value

 

 

Carrying Value

 

 

Fair Value

 

 

Carrying Value

 

2022 Notes

 

$

265,488

 

 

$

72,482

 

 

$

215,801

 

 

$

79,224

 
XML 55 R35.htm IDEA: XBRL DOCUMENT v3.20.4
Stock Plans and Stock-Based Compensation (Tables)
 12 Months Ended
Dec. 31, 2020
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Schedule of Assumptions Used in Determining Fair Value of Stock Option Grants and Shares Issuable

The fair value of stock option grants and shares issuable under the ESPP is determined using the Black-Scholes option pricing model with the following weighted-average assumptions:

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Employee Stock Options:

 

 

 

 

 

 

 

 

 

 

 

 

Fair value of common stock

 

 

—

 

 

 

—

 

 

$33.06 - $58.75

 

Expected term (in years) (1)

 

 

—

 

 

 

—

 

 

 

6.00

 

Expected volatility (2)

 

 

—

 

 

 

—

 

 

45% - 50%

 

Risk-free interest rate (3)

 

 

—

 

 

 

—

 

 

2.72% - 2.98%

 

Dividend rate (4)

 

 

—

 

 

 

—

 

 

0%

 

Employee Stock Purchase Plan:

 

 

 

 

 

 

 

 

 

 

 

 

Expected term (in years) (1)

 

 

0.50

 

 

 

0.50

 

 

 

0.50

 

Expected volatility (2)

 

55% - 65%

 

 

45%

 

 

40% - 60%

 

Risk-free interest rate (3)

 

0.12% - 0.29%

 

 

1.93% - 2.52%

 

 

1.18% - 2.33%

 

Dividend rate (4)

 

0%

 

 

0%

 

 

0%

 

 

(1)

The expected term represents the period that the stock-based compensation awards are expected to be outstanding. Since the Company did not have sufficient historical information to develop reasonable expectations about future exercise behavior, the Company used the simplified method to compute expected term, which reflects the average of the time-to-vesting and the contractual life for stock options. The expected term represents the contractual term of the ESPP;

(2)

The expected volatility of the Company’s common stock on the date of grant is based on the weighted-average of the Company’s historical volatility as a public company, the implied volatility of publicly-traded options on the Company’s common stock and the volatilities of publicly traded peer companies that are reasonably comparable to the Company’s own operations;

(3)

The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for zero coupon U.S. Treasury notes with maturities approximately equal to the expected term of the grant; and

(4)

The expected dividend yield is assumed to be zero as the Company has never paid dividends and has no current plans to pay any dividends on the Company’s common stock.
Schedule of Stock Option Activity

The following table summarizes the Company’s stock option activity:

 

 

 

Stock options

outstanding

 

 

Weighted

average

exercise price

 

Outstanding at December 31, 2019

 

 

723,383

 

 

$

26.56

 

Exercised

 

 

(323,838

)

 

 

25.20

 

Forfeited

 

 

(120,524

)

 

 

32.57

 

Outstanding at December 31, 2020

 

 

279,021

 

 

 

25.55

 
Schedule of Stock Options Outstanding, Vested and Expected to Vest and Exercisable

Stock options outstanding, vested and expected to vest and exercisable are as follows:

 

 

 

As of December 31, 2020

 

 

 

Number

of shares

 

 

Remaining

contractual

life (years)

 

 

Weighted-

average

exercise

price

 

Outstanding

 

 

279,021

 

 

 

6.30

 

 

$

25.55

 

Vested and expected to vest

 

 

277,328

 

 

 

6.30

 

 

 

25.50

 

Exercisable

 

 

166,634

 

 

 

5.90

 

 

 

21.69

 
Schedule of Vested and Nonvested Stock Option Activity

Vested and nonvested stock option activity was as follows:

 

 

 

Vested

 

 

Nonvested

 

 

 

Options

outstanding

 

 

Weighted

average

exercise

price

 

 

Options

outstanding

 

 

Weighted

average

exercise

price

 

Outstanding at December 31, 2020

 

 

166,634

 

 

$

21.69

 

 

 

112,387

 

 

$

31.28

 
Summary of RSU and PSU Activity

The following table summarizes the Company’s RSU and PSU activity:

 

 

 

Number of Shares

 

Outstanding at December 31, 2019

 

 

1,314,791

 

Granted

 

 

648,962

 

Vested

 

 

(451,879

)

Forfeited

 

 

(91,333

)

Outstanding at December 31, 2020

 

 

1,420,541

 
Summary of Stock-Based Compensation Expense

Stock-Based Compensation Expense

The Company recorded the total stock-based compensation expense as follows (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Cost of revenue

 

$

2,954

 

 

$

1,966

 

 

$

2,306

 

Sales and marketing

 

 

15,946

 

 

 

9,983

 

 

 

9,282

 

Research and development

 

 

8,703

 

 

 

7,820

 

 

 

7,106

 

General and administrative

 

 

19,152

 

 

 

13,720

 

 

 

7,131

 

Total

 

$

46,755

 

 

$

33,489

 

 

$

25,825

 
XML 56 R36.htm IDEA: XBRL DOCUMENT v3.20.4
Basic and Diluted Net Loss Per Share (Tables)
 12 Months Ended
Dec. 31, 2020
Earnings Per Share [Abstract]  
Schedule of Common Equivalent Shares were Excluded from Diluted Net Loss Per Share Calculation because their Inclusion would have been Anti-Dilutive

The following common equivalent shares were excluded from the diluted net loss per share calculation because their inclusion would have been anti-dilutive:

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Convertible senior notes

 

 

6,371,882

 

 

 

6,733,914

 

 

 

3,411,199

 

Stock-based compensation grants

 

 

1,699,562

 

 

 

2,038,174

 

 

 

2,562,274

 

Total

 

 

8,071,444

 

 

 

8,772,088

 

 

 

5,973,473

 
XML 57 R37.htm IDEA: XBRL DOCUMENT v3.20.4
Income Taxes (Tables)
 12 Months Ended
Dec. 31, 2020
Income Tax Disclosure [Abstract]  
Components of Loss before Income Taxes

The components of loss before income taxes are as follows (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Domestic

 

$

(72,164

)

 

$

(47,218

)

 

$

(41,985

)

Foreign

 

 

(23,499

)

 

 

(4,607

)

 

 

(4,734

)

Total

 

$

(95,663

)

 

$

(51,825

)

 

$

(46,719

)
Reconciliation of Provision for Income Taxes at Statutory Rate and Provision (Benefit) for Income Taxes at Effective Tax Rate

For purposes of reconciling the Company’s provision for income taxes at the statutory rate and the Company’s provision (benefit) for income taxes at the effective tax rate, a notional 21% tax rate was applied as follows (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Income tax at federal statutory rate

 

$

(20,089

)

 

$

(10,883

)

 

$

(9,811

)

Increase (decrease) in tax resulting from:

 

 

 

 

 

 

 

 

 

 

 

 

State income tax expense, net of federal tax effect

 

 

(3,763

)

 

 

(3,657

)

 

 

(2,749

)

Nondeductible permanent items

 

 

1,659

 

 

 

3,522

 

 

 

(1,522

)

Executive Compensation

 

 

6,020

 

 

 

—

 

 

 

—

 

Foreign rate differential

 

 

(156

)

 

 

(367

)

 

 

552

 

Tax rate change

 

 

—

 

 

 

—

 

 

 

134

 

Adjustment to deferred taxes

 

 

(3,190

)

 

 

(1,904

)

 

 

307

 

Change in valuation allowance

 

 

25,339

 

 

 

22,481

 

 

 

15,805

 

Uncertain tax positions

 

 

151

 

 

 

128

 

 

 

143

 

Nonqualified stock option and performance award windfall

   upon exercise

 

 

(8,608

)

 

 

(9,128

)

 

 

(1,983

)

Other

 

 

370

 

 

 

233

 

 

 

(80

)

Total

 

$

(2,267

)

 

$

425

 

 

$

796

 
Schedule of Provision for (Benefit from) Income Taxes

The provision for (benefit from) income taxes is as follows (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Current:

 

 

 

 

 

 

 

 

 

 

 

 

Federal

 

$

353

 

 

$

—

 

 

$

—

 

State

 

 

94

 

 

 

139

 

 

 

48

 

Foreign

 

 

492

 

 

 

116

 

 

 

753

 

 

 

 

939

 

 

 

255

 

 

 

801

 

Deferred:

 

 

 

 

 

 

 

 

 

 

 

 

Federal

 

 

(15,835

)

 

 

(16,460

)

 

 

(11,425

)

State

 

 

(6,115

)

 

 

(5,100

)

 

 

(3,250

)

Foreign

 

 

(6,595

)

 

 

(751

)

 

 

(1,135

)

 

 

 

(28,545

)

 

 

(22,311

)

 

 

(15,810

)

Change in valuation allowance

 

 

25,339

 

 

 

22,481

 

 

 

15,805

 

Total

 

$

(2,267

)

 

$

425

 

 

$

796

 
Schedule of Net Deferred Tax Assets (Liabilities)

The net deferred tax assets (liabilities) are comprised of the following (in thousands):

 

 

 

As of December 31,

 

 

 

2020

 

 

2019

 

Deferred tax assets

 

 

 

 

 

 

 

 

Lease liability

 

$

4,447

 

 

$

4,295

 

AMT credit

 

 

9

 

 

 

9

 

Accrued expenses

 

 

3,066

 

 

 

2,837

 

Deferred revenue

 

 

555

 

 

 

—

 

Net operating loss carryforward

 

 

73,752

 

 

 

50,950

 

Other assets

 

 

7,483

 

 

 

6,967

 

Intangible assets

 

 

2,448

 

 

 

2,416

 

Valuation allowance

 

 

(52,320

)

 

 

(24,637

)

Total net deferred tax assets

 

 

39,440

 

 

 

42,837

 

Deferred tax liabilities

 

 

 

 

 

 

 

 

Deferred commissions

 

 

(5,996

)

 

 

(4,308

)

Deferred revenue

 

 

—

 

 

 

(336

)

Intangible assets

 

 

(18,199

)

 

 

(7,948

)

Property and equipment

 

 

(685

)

 

 

(296

)

Debt discount

 

 

(20,370

)

 

 

(26,589

)

Right-of-use asset

 

 

(4,029

)

 

 

(3,909

)

Deferred state taxes

 

 

—

 

 

 

(1,101

)

Other

 

 

(134

)

 

 

(352

)

Total deferred tax liabilities

 

 

(49,413

)

 

 

(44,839

)

Total non-current deferred income tax liabilities

 

$

(9,973

)

 

$

(2,002

)
Schedule of Changes in Unrecognized Tax Benefits

The following changes occurred in the amount of unrecognized tax benefits (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Beginning balance of unrecognized tax benefits

 

$

597

 

 

$

469

 

 

$

326

 

Additions for current year tax positions

 

 

131

 

 

 

106

 

 

 

142

 

Reductions for prior year tax positions

 

 

—

 

 

 

—

 

 

 

(14

)

Ending balance (excluding interest and penalties)

 

 

728

 

 

 

575

 

 

 

454

 

Interest and penalties

 

 

20

 

 

 

22

 

 

 

15

 

Total

 

$

748

 

 

$

597

 

 

$

469

 
XML 58 R38.htm IDEA: XBRL DOCUMENT v3.20.4
Revenue Recognition (Tables)
 12 Months Ended
Dec. 31, 2020
Disaggregation Of Revenue [Line Items]  
Summary of Disaggregates Revenue

 

The following table disaggregates the Company’s revenue by geography which provides information as to the major source of revenue (in thousands):

 

 

 

Year Ended December 31,

 

Primary Geographic Markets

 

2020

 

 

2019

 

 

2018

 

United States

 

$

201,458

 

 

$

157,039

 

 

$

119,589

 

International

 

 

69,683

 

 

 

43,843

 

 

 

27,505

 

Total

 

$

271,141

 

 

$

200,882

 

 

$

147,094

 

 

 

The following table presents the Company’s revenues disaggregated by revenue source (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

 

2018

 

Subscription services

 

$

242,651

 

 

$

179,934

 

 

$

137,260

 

Professional services

 

 

20,410

 

 

 

17,187

 

 

 

9,538

 

Software licenses and other

 

 

8,080

 

 

 

3,761

 

 

 

296

 

Total

 

$

271,141

 

 

$

200,882

 

 

$

147,094

 

 
Accounting Standards Update 2014-09  
Disaggregation Of Revenue [Line Items]  
Impact of Adoption of New Accounting Standard on Financial Statements

The cumulative effect of the changes made to the Company’s consolidated January 1, 2018 balance sheet for the adoption of the new revenue standard was as follows (in thousands):

 

 

 

Balance at

December 31,

2017

 

 

Adjustments Due

to ASC 606

 

 

Balance at

January 1, 2018

 

BALANCE SHEET

 

 

 

 

 

 

 

 

 

 

 

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

Accounts receivable, net

 

$

31,699

 

 

$

100

 

 

$

31,799

 

Deferred costs

 

 

2,429

 

 

 

2,132

 

 

 

4,561

 

Deferred costs (non-current)

 

 

—

 

 

 

6,965

 

 

 

6,965

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

 

 

 

 

 

 

Other current liabilities

 

 

808

 

 

 

100

 

 

 

908

 

Deferred revenue (current and non-current)

 

 

73,072

 

 

 

—

 

 

 

73,072

 

Accumulated deficit

 

 

(109,252

)

 

 

9,097

 

 

 

(100,155

)
XML 59 R39.htm IDEA: XBRL DOCUMENT v3.20.4
Leases (Tables)
 12 Months Ended
Dec. 31, 2020
Leases [Abstract]  
Summary of Additional Information Related to Leases

Additional information related to the Company’s leases is as follows (in thousands, except lease term and discount rate):

 

 

 

As of December 31,

 

 

 

2020

 

 

2019

 

Balance sheet information

 

 

 

 

 

 

 

 

ROU assets

 

$

15,045

 

 

$

13,071

 

Lease liabilities, current

 

$

4,259

 

 

$

3,567

 

Lease liabilities, non-current

 

 

14,403

 

 

 

11,823

 

Total lease liabilities

 

$

18,662

 

 

$

15,390

 

Supplemental data

 

 

 

 

 

 

 

 

Weighted average remaining lease term

 

4.57 years

 

 

4.11 years

 

Weighted average discount rate

 

 

7.00

%

 

 

7.00

%

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

Cash paid for amounts included in lease liabilities

 

$

4,891

 

 

$

3,986

 

ROU assets obtained in exchange for new lease obligations

 

 

5,870

 

 

 

17,724

 

 
Schedule of Maturities of Lease Liabilities

Maturities of lease liabilities as of December 31, 2020 were as follows (in thousands):

 

Year ending December 31,

 

 

 

 

2021

 

$

5,558

 

2022

 

 

5,268

 

2023

 

 

5,105

 

2024

 

 

2,635

 

2025

 

 

929

 

Thereafter

 

 

2,769

 

Total undiscounted lease payments

 

 

22,264

 

Less: imputed interest

 

 

(3,602

)

Total lease liabilities

 

$

18,662

 
Schedule of Components of Lease Expense

The following table presents components of lease expense (in thousands):

 

 

 

Year Ended December 31,

 

 

 

2020

 

 

2019

 

Operating lease expense

 

$

5,024

 

 

$

3,879

 

Short-term lease expense(1)

 

 

982

 

 

 

958

 

 

 

 

6,006

 

 

 

4,837

 

Less: Sublease income

 

 

(236

)

 

 

(91

)

Total lease expense

 

$

5,770

 

 

$

4,746

 

 

(1)

Short-term lease expense includes all leases with lease terms ranging from less than one month to one year.
XML 60 R40.htm IDEA: XBRL DOCUMENT v3.20.4
Summary of Significant Accounting Policies - Additional Information (Details)
 12 Months Ended
Nov. 30, 2020
USD ($)
Dec. 31, 2020
USD ($)
Customer
Dec. 31, 2019
USD ($)
Customer
Dec. 31, 2018
USD ($)
Customer
Jan. 01, 2019
USD ($)
Impairment charges   $ 0      
ROU assets   15,045,000 $ 13,071,000    
Lease, liability   18,662,000 15,390,000    
Short-term investments   0 0    
Impairment of goodwill $ 0 $ 0 0 $ 0  
Subscription contracts   The Company’s subscription contracts are generally two years or longer in length, billed annually in advance, and non-cancelable.      
Deferred sales commission cost amortization period   4 years      
Advertising expenses   $ 4,800,000 $ 1,900,000 $ 1,400,000  
Computer and System Software          
Property and equipment, useful life in years   3 years      
Office Computers          
Property and equipment, useful life in years   3 years      
Systems Hardware          
Property and equipment, useful life in years   5 years      
Furniture and Equipment          
Property and equipment, useful life in years   5 years      
Capitalized Software Development costs          
Property and equipment, useful life in years   3 years      
Customer Concentration Risk | Revenue          
Number of customers above 10% threshold | Customer   0 0 0  
Customer Concentration Risk | Accounts Receivable          
Number of customers above 10% threshold | Customer   0 0    
Minimum          
Estimated useful life   1 year      
Subscription contracts term   2 years      
Minimum | Tradenames          
Acquired finite lived intangible assets, useful life   1 year      
Minimum | Customer Relationships          
Acquired finite lived intangible assets, useful life   5 years      
Minimum | Technology          
Acquired finite lived intangible assets, useful life   3 years      
Maximum          
Cash and cash equivalent, FDIC insured amount   $ 250,000      
Estimated useful life   9 years      
Maximum | Tradenames          
Acquired finite lived intangible assets, useful life   7 years      
Maximum | Customer Relationships          
Acquired finite lived intangible assets, useful life   9 years      
Maximum | Technology          
Acquired finite lived intangible assets, useful life   4 years      
ASU 2016-02          
Change in Accounting Principle, Accounting Standards Update, Adopted [true false]     true    
Change in Accounting Principle, Accounting Standards Update, Adoption Date     Jan. 01, 2019    
Change in Accounting Principle, Accounting Standards Update, Transition Option Elected [Extensible List]     us-gaap:AccountingStandardsUpdate201602RetrospectiveMember    
ROU assets         $ 14,700,000
Lease, liability         16,900,000
Deferred rent liability reversed to right-of-use asset upon adoption         $ 2,200,000
ASU 2016-13          
Change in Accounting Principle, Accounting Standards Update, Adopted [true false]   true      
Change in Accounting Principle, Accounting Standards Update, Adoption Date   Jan. 01, 2020      
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false]   true      
Change in Accounting Principle, Accounting Standards Update, Transition Option Elected [Extensible List]   evbg:AccountingStandardsUpdates201613RetrospectiveMember      
ASU 2018-13          
Change in Accounting Principle, Accounting Standards Update, Adopted [true false]   true      
Change in Accounting Principle, Accounting Standards Update, Adoption Date   Jan. 01, 2020      
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false]   true      
Change in Accounting Principle, Accounting Standards Update, Transition Option Elected [Extensible List]   evbg:AccountingStandardsUpdates201813ProspectiveMember      
ASU 2018-15          
Change in Accounting Principle, Accounting Standards Update, Adopted [true false]   true      
Change in Accounting Principle, Accounting Standards Update, Adoption Date   Jan. 01, 2020      
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false]   true      
Change in Accounting Principle, Accounting Standards Update, Transition Option Elected [Extensible List]   us-gaap:AccountingStandardsUpdate201815ProspectiveMember      
XML 61 R41.htm IDEA: XBRL DOCUMENT v3.20.4
Accounts Receivable, Net - Additional Information (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Accounts Notes And Loans Receivable [Line Items]      
Credit loss expense $ 2,877 $ 971 $ 58
Receivable and Contract Assets      
Accounts Notes And Loans Receivable [Line Items]      
Credit loss expense $ 2,700 $ 700 $ 100
ASU 2016-13      
Accounts Notes And Loans Receivable [Line Items]      
Change in Accounting Principle, Accounting Standards Update, Adopted [true false] true    
Change in Accounting Principle, Accounting Standards Update, Adoption Date Jan. 01, 2020    
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false] true    
Change in Accounting Principle, Accounting Standards Update, Transition Option Elected [Extensible List] evbg:AccountingStandardsUpdates201613RetrospectiveMember    
XML 62 R42.htm IDEA: XBRL DOCUMENT v3.20.4
Accounts Receivable, Net - Schedule of Accounts Receivable, Net (Details) - USD ($)
$ in Thousands
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Accounts Receivable Net [Abstract]        
Accounts receivable amortized cost $ 98,164 $ 69,767    
Allowance for credit losses (3,788) (1,125) $ (711) $ (863)
Net accounts receivable $ 94,376 $ 68,642   $ 31,699
XML 63 R43.htm IDEA: XBRL DOCUMENT v3.20.4
Accounts Receivable, Net - Schedule of Changes in Allowance for Credit Losses for Accounts Receivable (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Allowance For Credit Loss [Abstract]      
Balance, beginning of period $ (1,125) $ (711) $ (863)
Provision for expected credit losses (2,877) (971) (58)
Write-offs 214 557 210
Balance, end of period $ (3,788) $ (1,125) $ (711)
XML 64 R44.htm IDEA: XBRL DOCUMENT v3.20.4
Accounts Receivable, Net - Schedule of Contract Assets, Net (Details) - USD ($)
$ in Thousands
Dec. 31, 2020
Dec. 31, 2019
Accounts Receivable Net [Abstract]    
Contract asset amortized cost $ 2,560 $ 1,959
Allowance for credit losses (398)  
Net contract asset $ 2,162 $ 1,959
XML 65 R45.htm IDEA: XBRL DOCUMENT v3.20.4
Accounts Receivable, Net - Schedule of Changes in Allowance for Credit Losses for Contract Assets (Details)
$ in Thousands
 12 Months Ended
Dec. 31, 2020
USD ($)
Allowance For Credit Loss [Abstract]  
Provision for expected credit losses $ (398)
Balance, end of period $ (398)
XML 66 R46.htm IDEA: XBRL DOCUMENT v3.20.4
Accounts Receivable, Net - Schedule of Changes in Sales Reserve (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Accounts Receivable Net [Abstract]      
Balance, beginning of period $ (175) $ (200) $ (100)
(Additions) reductions (85) 16 (193)
Write-offs 85 9 93
Balance, end of period $ (175) $ (175) $ (200)
XML 67 R47.htm IDEA: XBRL DOCUMENT v3.20.4
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Property Plant And Equipment [Line Items]    
Property and equipment, gross $ 15,166 $ 14,215
Less accumulated depreciation and amortization (7,392) (7,931)
Property and equipment, net 7,774 6,284
Furniture and Equipment    
Property Plant And Equipment [Line Items]    
Property and equipment, gross $ 2,041 1,785
Property and equipment, useful life in years 5 years  
Leasehold Improvements    
Property Plant And Equipment [Line Items]    
Property and equipment, gross $ 4,944 4,074
Property and equipment, useful life in years [1] 9 years  
Systems Hardware    
Property Plant And Equipment [Line Items]    
Property and equipment, gross $ 807 1,596
Property and equipment, useful life in years 5 years  
Office Computers    
Property Plant And Equipment [Line Items]    
Property and equipment, gross $ 6,547 5,309
Property and equipment, useful life in years 3 years  
Computer and System Software    
Property Plant And Equipment [Line Items]    
Property and equipment, gross $ 827 $ 1,451
Property and equipment, useful life in years 3 years  
[1] Lesser of the lease term or the estimated useful lives of the improvements, which may be up to 9 years.
XML 68 R48.htm IDEA: XBRL DOCUMENT v3.20.4
Property and Equipment - Schedule of Property and Equipment (Parenthetical) (Details) - Leasehold Improvements
 12 Months Ended
Dec. 31, 2020
Property Plant And Equipment [Line Items]  
Property and equipment, useful life in years 9 years [1]
Maximum  
Property Plant And Equipment [Line Items]  
Lease term 9 years
Property and equipment, useful life in years 9 years
[1] Lesser of the lease term or the estimated useful lives of the improvements, which may be up to 9 years.
XML 69 R49.htm IDEA: XBRL DOCUMENT v3.20.4
Property and Equipment - Additional Information (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Property Plant And Equipment [Abstract]      
Depreciation and amortization expense $ 2.7 $ 2.2 $ 1.8
XML 70 R50.htm IDEA: XBRL DOCUMENT v3.20.4
Capitalized Software Development Costs - Summary of Capitalized Software Development Costs (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Capitalized Computer Software Net [Line Items]    
Net carrying amount $ 16,329 $ 14,287
Capitalized Software Development Costs    
Capitalized Computer Software Net [Line Items]    
Gross carrying amount $ 59,761 $ 49,909
Amortization period 3 years 3 years
Accumulated amortization $ (43,432) $ (35,622)
Net carrying amount $ 16,329 $ 14,287
XML 71 R51.htm IDEA: XBRL DOCUMENT v3.20.4
Capitalized Software Development Costs - Additional Information (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Capitalized Computer Software Net [Abstract]      
Capitalized software development costs $ 9.9 $ 8.8 $ 8.8
Capitalized software development costs, amortization expense $ 7.9 $ 7.0 $ 5.9
XML 72 R52.htm IDEA: XBRL DOCUMENT v3.20.4
Capitalized Software Development Costs - Schedule of Expected Amortization of Capitalized Software Development Costs (Details) - USD ($)
$ in Thousands
Dec. 31, 2020
Dec. 31, 2019
Capitalized Computer Software Net [Abstract]    
2021 $ 7,610  
2022 5,682  
2023 3,037  
Net carrying amount $ 16,329 $ 14,287
XML 73 R53.htm IDEA: XBRL DOCUMENT v3.20.4
Fair Value Measurements - Additional Information (Details) - USD ($)
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
May 27, 2020
Nov. 30, 2017
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]          
Asset impairment charges $ 0        
Common stock reserved for future issuance 4,800,000        
Change in fair value of contingent consideration obligation $ 3,665,000 $ (550,000) $ (250,000)    
Carrying value of convertible senior notes $ 441,514,000 $ 430,282,000      
0.125% Convertible Senior Notes Due 2024          
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]          
Debt instrument, interest rate 0.125% 0.125%      
Fair value of convertible senior notes $ 663,600,000 $ 450,400,000      
Carrying value of convertible senior notes $ 369,000,000.0 $ 351,100,000      
1.50% Convertible Senior Notes Due 2022          
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]          
Debt instrument, interest rate 1.50% 1.50%     1.50%
Fair value of convertible senior notes $ 265,500,000 $ 215,800,000      
Carrying value of convertible senior notes 72,500,000 79,200,000      
Techwan SA          
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]          
Common stock reserved for future issuance       6,779  
Change in fair value of contingent consideration obligation (2,000,000.0)        
Techwan SA | Other Expense, Net          
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]          
Derivative liabilities and changes in fair value 100,000        
One2Many Group B.V.          
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]          
Change in fair value of contingent consideration obligation 8,100,000        
SnapComms Limited          
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]          
Change in fair value of contingent consideration obligation (2,000,000.0)        
Fair Value Measurements, Nonrecurring          
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]          
Asset impairment charges $ 0 $ 0 $ 0    
XML 74 R54.htm IDEA: XBRL DOCUMENT v3.20.4
Fair Value Measurements - Summary of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - Fair Value Measurements, Recurring - USD ($)
$ in Thousands
Dec. 31, 2020
Dec. 31, 2019
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Total financial assets $ 432,560 $ 511,436
Contingent consideration 10,619  
Derivative instruments - acquisition-related deferred common stock consideration 1,011  
Total financial liabilities 11,630  
Money Market Funds    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Cash equivalents 432,560 511,436
Quoted Prices in Active Markets (Level 1)    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Total financial assets 432,560 511,436
Quoted Prices in Active Markets (Level 1) | Money Market Funds    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Cash equivalents 432,560 $ 511,436
Significant Other Observable Inputs (Level 2)    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Derivative instruments - acquisition-related deferred common stock consideration 1,011  
Total financial liabilities 1,011  
Significant Unobservable Inputs (Level 3)    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Contingent consideration 10,619  
Total financial liabilities $ 10,619  
XML 75 R55.htm IDEA: XBRL DOCUMENT v3.20.4
Fair Value Measurements - Summary of Changes in Level 3 Financial Instruments (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]    
Beginning balance, fair value   $ 0
Ending balance, fair value $ 10,619  
Foreign currency translation 315  
One2Many Group B.V.    
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]    
Contingent consideration from acquisition 2,190  
Change in fair value of contingent consideration obligation from acquisition 8,114  
Techwan SA    
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]    
Contingent consideration from acquisition 2,030  
Change in fair value of contingent consideration obligation from acquisition (2,030)  
SnapComms Limited    
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]    
Contingent consideration from acquisition 2,047  
Change in fair value of contingent consideration obligation from acquisition $ (2,047)  
Mission Mode    
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]    
Contingent consideration from acquisition   550
Change in fair value of contingent consideration obligation from acquisition   $ (550)
XML 76 R56.htm IDEA: XBRL DOCUMENT v3.20.4
Goodwill and Intangible Assets - Schedule of Changes in Gross Carrying Amount of Goodwill (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Goodwill And Intangible Assets Disclosure [Abstract]    
Goodwill, beginning balance $ 91,421 $ 48,382
Change due to acquisitions 89,033 43,302
Foreign currency translation 6,957 (263)
Goodwill, ending balance $ 187,411 $ 91,421
XML 77 R57.htm IDEA: XBRL DOCUMENT v3.20.4
Goodwill and Intangible Assets - Additional Information (Details) - USD ($)
 1 Months Ended 12 Months Ended
Nov. 30, 2020
Dec. 31, 2020
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Intangible Assets And Goodwill [Line Items]          
Impairment of goodwill $ 0   $ 0 $ 0 $ 0
Amortization expense for intangible assets     20,200,000 10,400,000 5,900,000
Intangible assets amortized costs retired     4,400,000    
Developed Technology          
Intangible Assets And Goodwill [Line Items]          
Asset acquisition, developed technology   $ 17,100,000      
Developed Technology | Cost of Revenue          
Intangible Assets And Goodwill [Line Items]          
Amortization expense for intangible assets     $ 4,200,000 $ 2,100,000 $ 1,300,000
Acquired Technology          
Intangible Assets And Goodwill [Line Items]          
Acquired finite lived intangible assets, useful life   4 years      
XML 78 R58.htm IDEA: XBRL DOCUMENT v3.20.4
Goodwill and Intangible Assets - Schedule of Intangible Assets (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Finite Lived Intangible Assets [Line Items]    
Gross carrying amount $ 147,801 $ 84,589
Accumulated amortization (34,039) (17,489)
Net carrying amount $ 113,762 67,100
Minimum    
Finite Lived Intangible Assets [Line Items]    
Weighted- average life (years) 1 year  
Maximum    
Finite Lived Intangible Assets [Line Items]    
Weighted- average life (years) 9 years  
Developed Technology    
Finite Lived Intangible Assets [Line Items]    
Gross carrying amount $ 31,851 9,485
Accumulated amortization (5,322) (4,232)
Net carrying amount $ 26,529 $ 5,253
Developed Technology | Weighted-Average    
Finite Lived Intangible Assets [Line Items]    
Weighted- average life (years) 3 years 6 months 14 days 3 years
Tradenames    
Finite Lived Intangible Assets [Line Items]    
Gross carrying amount $ 15,360 $ 11,437
Accumulated amortization (6,638) (2,724)
Net carrying amount $ 8,722 $ 8,713
Tradenames | Weighted-Average    
Finite Lived Intangible Assets [Line Items]    
Weighted- average life (years) 3 years 6 months 7 days 3 years 6 months
Customer Relationships    
Finite Lived Intangible Assets [Line Items]    
Gross carrying amount $ 100,590 $ 63,667
Accumulated amortization (22,079) (10,533)
Net carrying amount $ 78,511 $ 53,134
Customer Relationships | Weighted-Average    
Finite Lived Intangible Assets [Line Items]    
Weighted- average life (years) 7 years 4 months 28 days 6 years 10 months 2 days
XML 79 R59.htm IDEA: XBRL DOCUMENT v3.20.4
Goodwill and Intangible Assets - Schedule of Expected Amortization of Intangible Assets (Details) - USD ($)
$ in Thousands
Dec. 31, 2020
Dec. 31, 2019
Goodwill And Intangible Assets Disclosure [Abstract]    
2021 $ 27,387  
2022 24,219  
2023 19,165  
2024 17,443  
2025 11,040  
Thereafter 14,508  
Net carrying amount $ 113,762 $ 67,100
XML 80 R60.htm IDEA: XBRL DOCUMENT v3.20.4
Business Combinations - Additional Information (Details) - USD ($)
 1 Months Ended 12 Months Ended
Aug. 04, 2020
May 27, 2020
Mar. 19, 2020
Feb. 25, 2020
Feb. 07, 2020
Jul. 29, 2019
Apr. 01, 2019
Dec. 31, 2020
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Business Acquisition [Line Items]                      
Contingent consideration               $ 10,619,000 $ 10,619,000    
Change in fair value of contingent consideration obligation                 $ 3,665,000 $ (550,000) $ (250,000)
Common stock reserved for future issuance               4,800,000 4,800,000    
Acquired Technology                      
Business Acquisition [Line Items]                      
Weighted average useful life of identified acquired intangible assets               4 years      
Connexient                      
Business Acquisition [Line Items]                      
Date of acquisition of business         Feb. 07, 2020            
Total purchase price         $ 20,200,000       $ 20,006,000    
Cash paid         $ 11,500,000            
Number of newly issued common stock         96,611            
Common stock price per share         $ 93.32            
Contingent payment         $ 6,000,000.0            
Contingent consideration               $ 0 $ 0    
Weighted average useful life of identified acquired intangible assets                 7 years 11 months 1 day    
Connexient | General and Administrative Expenses                      
Business Acquisition [Line Items]                      
Business acquisition transaction costs                 $ 100,000    
Connexient | Acquired Technology                      
Business Acquisition [Line Items]                      
Weighted average useful life of identified acquired intangible assets                 3 years    
Connexient | Customer Relationships                      
Business Acquisition [Line Items]                      
Weighted average useful life of identified acquired intangible assets                 9 years    
Connexient | Trade Names                      
Business Acquisition [Line Items]                      
Weighted average useful life of identified acquired intangible assets                 4 years    
CNL Software Limited                      
Business Acquisition [Line Items]                      
Date of acquisition of business       Feb. 25, 2020              
Total purchase price       $ 35,700,000         $ 33,980,000    
Cash paid       $ 19,800,000              
Number of newly issued common stock       153,217              
Common stock price per share       $ 104.10              
Weighted average useful life of identified acquired intangible assets                 5 years 3 days    
Increase (decrease) in deferred revenue                 $ 600,000    
CNL Software Limited | General and Administrative Expenses                      
Business Acquisition [Line Items]                      
Business acquisition transaction costs                 $ 100,000    
CNL Software Limited | Acquired Technology                      
Business Acquisition [Line Items]                      
Weighted average useful life of identified acquired intangible assets                 3 years    
CNL Software Limited | Customer Relationships                      
Business Acquisition [Line Items]                      
Weighted average useful life of identified acquired intangible assets                 6 years    
CNL Software Limited | Trade Names                      
Business Acquisition [Line Items]                      
Weighted average useful life of identified acquired intangible assets                 4 years    
One2Many Group B.V.                      
Business Acquisition [Line Items]                      
Date of acquisition of business     Mar. 19, 2020                
Total purchase price     $ 13,100,000           $ 14,222,000    
Cash paid     $ 5,500,000                
Number of newly issued common stock     52,113                
Common stock price per share     $ 104.95                
Contingent payment     $ 15,000,000.0                
Contingent consideration     2,190,000                
Weighted average useful life of identified acquired intangible assets                 5 years 8 months 1 day    
Purchase liabilities     $ 2,000,000.0                
Change in fair value of contingent consideration obligation                 $ 8,100,000    
One2Many Group B.V. | General and Administrative Expenses                      
Business Acquisition [Line Items]                      
Business acquisition transaction costs                 200,000    
Change in fair value of contingent consideration obligation                 $ 8,100,000    
One2Many Group B.V. | Acquired Technology                      
Business Acquisition [Line Items]                      
Weighted average useful life of identified acquired intangible assets                 3 years    
One2Many Group B.V. | Customer Relationships                      
Business Acquisition [Line Items]                      
Weighted average useful life of identified acquired intangible assets                 7 years    
One2Many Group B.V. | Trade Names                      
Business Acquisition [Line Items]                      
Weighted average useful life of identified acquired intangible assets                 3 years    
Techwan SA                      
Business Acquisition [Line Items]                      
Date of acquisition of business   May 27, 2020                  
Total purchase price   $ 15,500,000             $ 17,300,000    
Cash paid   $ 9,400,000                  
Number of newly issued common stock   38,425                  
Common stock price per share   $ 132.05                  
Contingent payment   $ 7,000,000.0                  
Contingent consideration   2,030,000                  
Weighted average useful life of identified acquired intangible assets                 7 years 5 months 19 days    
Purchase liabilities   $ 100,000                  
Change in fair value of contingent consideration obligation                 $ (2,000,000.0)    
Common stock reserved for future issuance   6,779                  
Techwan SA | General and Administrative Expenses                      
Business Acquisition [Line Items]                      
Business acquisition transaction costs                 200,000    
Change in fair value of contingent consideration obligation                 $ (2,000,000.0)    
Techwan SA | Acquired Technology                      
Business Acquisition [Line Items]                      
Weighted average useful life of identified acquired intangible assets                 3 years    
Techwan SA | Customer Relationships                      
Business Acquisition [Line Items]                      
Weighted average useful life of identified acquired intangible assets                 9 years    
Techwan SA | Trade Names                      
Business Acquisition [Line Items]                      
Weighted average useful life of identified acquired intangible assets                 3 years    
SnapComms Limited                      
Business Acquisition [Line Items]                      
Date of acquisition of business Aug. 04, 2020                    
Total purchase price $ 34,400,000               $ 32,971,000    
Cash paid $ 13,600,000                    
Number of newly issued common stock 121,858                    
Common stock price per share $ 145.13                    
Contingent payment $ 5,000,000.0                    
Contingent consideration 2,047,000                    
Weighted average useful life of identified acquired intangible assets                 7 years 9 months 25 days    
Increase (decrease) in deferred revenue                 $ (900,000)    
Change in fair value of contingent consideration obligation                 (2,000,000.0)    
Contingent consideration expect to pay $ 3,300,000                    
SnapComms Limited | General and Administrative Expenses                      
Business Acquisition [Line Items]                      
Business acquisition transaction costs                 100,000    
Change in fair value of contingent consideration obligation                 $ (2,000,000.0)    
SnapComms Limited | Acquired Technology                      
Business Acquisition [Line Items]                      
Weighted average useful life of identified acquired intangible assets                 3 years    
SnapComms Limited | Customer Relationships                      
Business Acquisition [Line Items]                      
Weighted average useful life of identified acquired intangible assets                 9 years    
SnapComms Limited | Trade Names                      
Business Acquisition [Line Items]                      
Weighted average useful life of identified acquired intangible assets                 3 years    
Mission Mode                      
Business Acquisition [Line Items]                      
Date of acquisition of business             Apr. 01, 2019        
Total purchase price             $ 6,800,000     7,314,000  
Contingent payment             1,000,000.0        
Contingent consideration             $ 600,000        
Weighted average useful life of identified acquired intangible assets                 6 years 6 months    
Change in fair value of contingent consideration obligation                   (550,000)  
Mission Mode | General and Administrative Expenses                      
Business Acquisition [Line Items]                      
Business acquisition transaction costs                   100,000  
Change in fair value of contingent consideration obligation                   (600,000)  
Mission Mode | Acquired Technology                      
Business Acquisition [Line Items]                      
Weighted average useful life of identified acquired intangible assets                 3 years    
Mission Mode | Customer Relationships                      
Business Acquisition [Line Items]                      
Weighted average useful life of identified acquired intangible assets                 7 years    
Mission Mode | Trade Names                      
Business Acquisition [Line Items]                      
Weighted average useful life of identified acquired intangible assets                 1 year    
NC4 Inc., NC4 Public Sector LLC, and Celerium Group                      
Business Acquisition [Line Items]                      
Date of acquisition of business           Jul. 29, 2019          
NC4 Inc. and NC4 Public Sector LLC                      
Business Acquisition [Line Items]                      
Total purchase price           $ 84,500,000       84,453,000  
Cash paid           $ 51,700,000          
Number of newly issued common stock           320,998          
Common stock price per share           $ 102.18          
Weighted average useful life of identified acquired intangible assets                 5 years 10 months 17 days    
NC4 Inc. and NC4 Public Sector LLC | General and Administrative Expenses                      
Business Acquisition [Line Items]                      
Business acquisition transaction costs                   $ 200,000  
NC4 Inc. and NC4 Public Sector LLC | Acquired Technology                      
Business Acquisition [Line Items]                      
Weighted average useful life of identified acquired intangible assets                 3 years    
NC4 Inc. and NC4 Public Sector LLC | Customer Relationships                      
Business Acquisition [Line Items]                      
Weighted average useful life of identified acquired intangible assets                 7 years    
NC4 Inc. and NC4 Public Sector LLC | Trade Names                      
Business Acquisition [Line Items]                      
Weighted average useful life of identified acquired intangible assets                 3 years    
XML 81 R61.htm IDEA: XBRL DOCUMENT v3.20.4
Business Combinations - Summary of Allocation of Purchase Consideration and Estimated Values of Assets Acquired and Liabilities Assumed (Details) - USD ($)
 12 Months Ended
Aug. 04, 2020
May 27, 2020
Mar. 19, 2020
Feb. 25, 2020
Feb. 07, 2020
Jul. 29, 2019
Apr. 01, 2019
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Assets acquired                    
Goodwill               $ 187,411,000 $ 91,421,000 $ 48,382,000
Consideration paid                    
Cash consideration, net of cash acquired               55,138,000 58,419,000 35,857,000
Contingent consideration               10,619,000    
Decrease in contingent consideration obligation               (3,665,000) 550,000 $ 250,000
Connexient                    
Assets acquired                    
Accounts receivable         $ 849,000          
Prepaid expenses and other current assets         518,000          
Property and equipment         9,000          
Goodwill         14,343,000          
Other assets         238,000          
Total assets acquired         25,607,000          
Liabilities assumed                    
Accounts payable         751,000          
Accrued expenses         208,000          
Deferred revenue         2,420,000          
Deferred tax liabilities         2,011,000          
Other liabilities         211,000          
Net assets acquired         20,006,000          
Consideration paid                    
Cash consideration, net of cash acquired               10,991,000    
Fair value of common stock issued         9,015,000          
Contingent consideration               0    
Total         20,200,000     20,006,000    
Connexient | Acquired Technology                    
Assets acquired                    
Intangible assets other than goodwill         1,220,000          
Connexient | Customer Relationships                    
Assets acquired                    
Intangible assets other than goodwill         7,800,000          
Connexient | Trade Names                    
Assets acquired                    
Intangible assets other than goodwill         $ 630,000          
CNL Software Limited                    
Assets acquired                    
Accounts receivable       $ 1,979,000            
Prepaid expenses and other current assets       1,095,000            
Property and equipment       731,000            
Goodwill       28,679,000            
Other assets       1,314,000            
Total assets acquired       42,528,000            
Liabilities assumed                    
Accounts payable       315,000            
Accrued expenses       1,653,000            
Deferred revenue       3,751,000            
Deferred tax liabilities       1,553,000            
Other liabilities       1,276,000            
Net assets acquired       33,980,000            
Consideration paid                    
Cash consideration, net of cash acquired               18,030,000    
Fair value of common stock issued       15,950,000            
Total       35,700,000       33,980,000    
CNL Software Limited | Acquired Technology                    
Assets acquired                    
Intangible assets other than goodwill       2,150,000            
CNL Software Limited | Customer Relationships                    
Assets acquired                    
Intangible assets other than goodwill       5,500,000            
CNL Software Limited | Trade Names                    
Assets acquired                    
Intangible assets other than goodwill       $ 1,080,000            
One2Many Group B.V.                    
Assets acquired                    
Accounts receivable     $ 521,000              
Other current assets     1,441,000              
Property and equipment     19,000              
Goodwill     10,704,000              
Other assets     176,000              
Total assets acquired     17,511,000              
Liabilities assumed                    
Accounts payable     72,000              
Accrued expenses     636,000              
Deferred revenue     1,460,000              
Deferred tax liabilities     985,000              
Other current liabilities     136,000              
Net assets acquired     14,222,000              
Consideration paid                    
Cash consideration, net of cash acquired               6,563,000    
Fair value of common stock issued     5,469,000              
Contingent consideration     2,190,000              
Decrease in contingent consideration obligation               (8,100,000)    
Total     13,100,000         14,222,000    
One2Many Group B.V. | Acquired Technology                    
Assets acquired                    
Intangible assets other than goodwill     970,000              
One2Many Group B.V. | Customer Relationships                    
Assets acquired                    
Intangible assets other than goodwill     3,100,000              
One2Many Group B.V. | Trade Names                    
Assets acquired                    
Intangible assets other than goodwill     $ 580,000              
Techwan SA                    
Assets acquired                    
Accounts receivable   $ 921,000                
Other current assets   235,000                
Goodwill   12,678,000                
Other assets   254,000                
Total assets acquired   20,928,000                
Liabilities assumed                    
Accrued expenses   673,000                
Deferred revenue   1,190,000                
Deferred tax liabilities   838,000                
Other current liabilities   927,000                
Net assets acquired   17,300,000                
Consideration paid                    
Cash consideration, net of cash acquired               9,301,000    
Fair value of common stock issued   5,074,000                
Acquisition-related deferred common stock consideration   895,000                
Contingent consideration   2,030,000                
Decrease in contingent consideration obligation               2,000,000.0    
Total   15,500,000           17,300,000    
Techwan SA | Acquired Technology                    
Assets acquired                    
Intangible assets other than goodwill   1,160,000                
Techwan SA | Customer Relationships                    
Assets acquired                    
Intangible assets other than goodwill   5,100,000                
Techwan SA | Trade Names                    
Assets acquired                    
Intangible assets other than goodwill   $ 580,000                
SnapComms Limited                    
Assets acquired                    
Accounts receivable $ 1,808,000                  
Other current assets 283,000                  
Property and equipment 118,000                  
Goodwill 22,629,000                  
Other assets 943,000                  
Total assets acquired 42,341,000                  
Liabilities assumed                    
Accrued expenses 503,000                  
Deferred revenue 3,165,000                  
Deferred tax liabilities 4,960,000                  
Other liabilities 742,000                  
Net assets acquired 32,971,000                  
Consideration paid                    
Cash consideration, net of cash acquired               10,090,000    
Fair value of common stock issued 17,685,000                  
Acquisition-related deferred common stock consideration 3,149,000                  
Contingent consideration 2,047,000                  
Decrease in contingent consideration obligation               2,000,000.0    
Total 34,400,000             $ 32,971,000    
SnapComms Limited | Acquired Technology                    
Assets acquired                    
Intangible assets other than goodwill 2,300,000                  
SnapComms Limited | Customer Relationships                    
Assets acquired                    
Intangible assets other than goodwill 13,300,000                  
SnapComms Limited | Trade Names                    
Assets acquired                    
Intangible assets other than goodwill $ 960,000                  
Mission Mode                    
Assets acquired                    
Accounts receivable                 295,000  
Property and equipment                 6,000  
Goodwill                 2,918,000  
Other assets                 7,000  
Total assets acquired                 8,356,000  
Liabilities assumed                    
Deferred revenue                 880,000  
Other liabilities                 10,000  
Net assets acquired                 7,314,000  
Accounts payable and accrued expenses                 152,000  
Consideration paid                    
Cash consideration, net of cash acquired                 6,764,000  
Contingent consideration             $ 600,000      
Decrease in contingent consideration obligation                 550,000  
Total             $ 6,800,000   7,314,000  
Mission Mode | Acquired Technology                    
Assets acquired                    
Intangible assets other than goodwill                 310,000  
Mission Mode | Customer Relationships                    
Assets acquired                    
Intangible assets other than goodwill                 4,600,000  
Mission Mode | Trade Names                    
Assets acquired                    
Intangible assets other than goodwill                 220,000  
NC4 Inc. and NC4 Public Sector LLC                    
Assets acquired                    
Accounts receivable                 2,611,000  
Other current assets                 530,000  
Property and equipment                 75,000  
Goodwill                 40,384,000  
Total assets acquired                 92,910,000  
Liabilities assumed                    
Deferred revenue                 7,540,000  
Other current liabilities                 917,000  
Net assets acquired                 84,453,000  
Consideration paid                    
Cash consideration, net of cash acquired                 51,655,000  
Fair value of common stock issued                 32,798,000  
Total           $ 84,500,000     84,453,000  
NC4 Inc. and NC4 Public Sector LLC | Acquired Technology                    
Assets acquired                    
Intangible assets other than goodwill                 5,210,000  
NC4 Inc. and NC4 Public Sector LLC | Customer Relationships                    
Assets acquired                    
Intangible assets other than goodwill                 35,490,000  
NC4 Inc. and NC4 Public Sector LLC | Trade Names                    
Assets acquired                    
Intangible assets other than goodwill                 $ 8,610,000  
XML 82 R62.htm IDEA: XBRL DOCUMENT v3.20.4
Business Combinations - Summary of Unaudited Pro Forma Results of Operations (Details) - NC4 Inc. and NC4 Public Sector LLC - USD ($)
$ / shares in Units, $ in Thousands
 5 Months Ended 12 Months Ended
Dec. 31, 2019
Dec. 31, 2019
Dec. 31, 2018
Business Acquisition [Line Items]      
Revenue, pro forma - From the acquisition date $ 6,404    
Net loss, pro forma - From the acquisition date $ (3,079)    
Revenue, pro forma   $ 211,830 $ 163,435
Net loss, pro forma   $ (55,659) $ (55,753)
Basic and diluted loss per share pro forma   $ (1.67) $ (1.89)
XML 83 R63.htm IDEA: XBRL DOCUMENT v3.20.4
Convertible Senior Notes - Additional Information (Details)
 1 Months Ended 6 Months Ended 12 Months Ended
Dec. 31, 2020
USD ($)
$ / shares
Nov. 30, 2017
USD ($)
$ / shares
Dec. 31, 2019
USD ($)
$ / shares
shares
Nov. 30, 2017
USD ($)
$ / shares
shares
Jun. 30, 2018
d
Dec. 31, 2020
USD ($)
d
$ / shares
shares
Dec. 31, 2019
USD ($)
$ / shares
Debt Instrument [Line Items]              
Loss on extinguishment of convertible notes           $ 446,000 $ 1,406,000
0.125% Convertible Senior Notes Due 2024              
Debt Instrument [Line Items]              
Aggregate principal amount $ 450,000,000   $ 450,000,000     $ 450,000,000 $ 450,000,000
Debt instrument, interest rate 0.125%   0.125%     0.125% 0.125%
Debt instrument, maturity date     Dec. 15, 2024        
Debt instrument, interest rate terms           Interest is payable semiannually in arrears on June 15 and December 15 of each year, commencing on June 15, 2020.  
Interest payment commencing date     Jun. 15, 2020        
Debt Conversion, initial conversion rate | shares     8.8999        
Principal amount per note used in conversion rate     $ 1,000       $ 1,000
Conversion price per share | $ / shares     $ 112.36       $ 112.36
Shares issuable upon conversion of debt | shares     4,000,000.0        
Number of trading days | d           20  
Number of consecutive trading days | d           30  
Percentage of last reported sale price to conversion price on each applicable trading day           130.00%  
Description of convertible notes at option of holders           On or after June 15, 2024 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their 2024 Notes at the conversion rate at any time regardless of whether the conditions set forth below have been met.  
Redemption price, percentage           100.00%  
Implied interest rate 5.16%         5.16%  
Debt instrument, fair value     $ 360,400,000       $ 360,400,000
Difference between aggregate principal amount and estimated fair value of liability component recorded in additional paid-in capital           $ 89,600,000  
Transaction costs attributable to liability component     10,200,000       10,200,000
Transaction costs attributable to equity component     2,600,000       2,600,000
Initial strike price of capped call options | $ / shares           $ 112.36  
Capped call options, cap price | $ / shares           $ 166.46  
Cost of purchased capped call options     44,900,000     $ 44,900,000  
Share price | $ / shares $ 149.07         $ 149.07  
Debt instrument, maturity year           2024  
Debt issuance cost $ 80,968,000   98,942,000     $ 80,968,000 98,942,000
0.125% Convertible Senior Notes Due 2024 | Scenario One              
Debt Instrument [Line Items]              
Number of trading days | d           20  
Number of consecutive trading days | d           30  
Percentage of last reported sale price to conversion price on each applicable trading day           130.00%  
0.125% Convertible Senior Notes Due 2024 | Scenario Two              
Debt Instrument [Line Items]              
Number of consecutive trading days | d           10  
Percentage of last reported sale price to conversion price on each applicable trading day           98.00%  
Notes measurement period           5 days  
0.125% Convertible Senior Notes Due 2024 | Option to Purchase              
Debt Instrument [Line Items]              
Aggregate principal amount     75,000,000.0       75,000,000.0
1.50% Convertible Senior Notes Due 2022              
Debt Instrument [Line Items]              
Aggregate principal amount $ 79,795,000 $ 115,000,000.0 $ 92,000,000 $ 115,000,000.0   $ 79,795,000 $ 92,000,000
Debt instrument, interest rate 1.50% 1.50% 1.50% 1.50%   1.50% 1.50%
Debt instrument, maturity date       Nov. 01, 2022      
Debt instrument, interest rate terms           Interest is payable semiannually in arrears on May 1 and November 1 of each year, commencing on May 1, 2018.  
Interest payment commencing date       May 01, 2018      
Debt Conversion, initial conversion rate | shares       29.6626      
Principal amount per note used in conversion rate   $ 1,000   $ 1,000      
Conversion price per share | $ / shares   $ 33.71   $ 33.71      
Shares issuable upon conversion of debt | shares       3,400,000      
Number of trading days | d         30 20  
Number of consecutive trading days | d           30  
Percentage of last reported sale price to conversion price on each applicable trading day           130.00%  
Description of convertible notes at option of holders           On or after May 1, 2022, until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their 2022 Notes at the conversion rate at any time regardless of whether the conditions set forth below have been met.  
Redemption price, percentage           100.00%  
Implied interest rate 6.93%         6.93%  
Debt instrument, fair value   $ 92,100,000   $ 92,100,000      
Difference between aggregate principal amount and estimated fair value of liability component recorded in additional paid-in capital   22,900,000          
Transaction costs attributable to liability component   2,200,000   2,200,000      
Transaction costs attributable to equity component   800,000   800,000      
Initial strike price of capped call options | $ / shares           $ 33.71  
Capped call options, cap price | $ / shares           47.20  
Cost of purchased capped call options       12,900,000      
Share price | $ / shares $ 149.07         $ 149.07  
Debt instrument, maturity year           2022  
Debt issuance cost $ 7,313,000   $ 12,776,000     $ 7,313,000 $ 12,776,000
1.50% Convertible Senior Notes Due 2022 | Scenario One              
Debt Instrument [Line Items]              
Number of trading days | d           20  
Number of consecutive trading days | d           30  
Percentage of last reported sale price to conversion price on each applicable trading day           130.00%  
1.50% Convertible Senior Notes Due 2022 | Scenario Two              
Debt Instrument [Line Items]              
Number of consecutive trading days | d           5  
Percentage of last reported sale price to conversion price on each applicable trading day           98.00%  
Notes measurement period           5 days  
1.50% Convertible Senior Notes Due 2022 | Option to Purchase              
Debt Instrument [Line Items]              
Aggregate principal amount   $ 15,000,000.0   $ 15,000,000.0      
1.50% Convertible Senior Notes Due 2022 Repurchase              
Debt Instrument [Line Items]              
Debt Conversion, initial conversion rate | shares           362,029  
Principal amount per note used in conversion rate 12,200,000         $ 12,200,000  
Implied interest rate     4.64%       4.64%
Repayments of debt             $ 57,800,000
Repurchase of aggregate principal amount     $ 23,000,000.0       23,000,000.0
Loss on extinguishment of convertible notes $ 100,000         400,000 1,400,000
Remaining consideration allocated to reacquisition of equity component             36,700,000
Partially terminated capped call options             $ 5,800,000
Additional paid-in capital related to shares issued           $ 11,400,000  
1.50% Convertible Senior Notes Due 2022 Repurchase | Minimum              
Debt Instrument [Line Items]              
Implied interest rate 4.64%         4.64%  
1.50% Convertible Senior Notes Due 2022 Repurchase | Maximum              
Debt Instrument [Line Items]              
Implied interest rate 5.13%         5.13%  
XML 84 R64.htm IDEA: XBRL DOCUMENT v3.20.4
Convertible Senior Notes - Schedule of Components of Convertible Senior Notes (Details) - USD ($)
$ in Thousands
Dec. 31, 2020
Dec. 31, 2019
Nov. 30, 2017
0.125% Convertible Senior Notes Due 2024      
Liability component:      
Principal $ 450,000 $ 450,000  
Less: debt discount, net of amortization (80,968) (98,942)  
Net carrying amount 369,032 351,058  
Equity component 86,133 86,133  
1.50% Convertible Senior Notes Due 2022      
Liability component:      
Principal 79,795 92,000 $ 115,000
Less: debt discount, net of amortization (7,313) (12,776)  
Net carrying amount 72,482 79,224  
Equity component $ (21,318) $ (14,555)  
XML 85 R65.htm IDEA: XBRL DOCUMENT v3.20.4
Convertible Senior Notes - Schedule of Components of Convertible Senior Notes (Parenthetical) (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
0.125% Convertible Senior Notes Due 2024    
Debt Instrument [Line Items]    
Transaction costs in equity $ 2.6  
Tax of equity component 0.9  
1.50% Convertible Senior Notes Due 2022    
Debt Instrument [Line Items]    
Transaction costs in equity 0.8 $ 0.8
Debt instrument, market premium excess of fair value 36.7  
Principal balance outstanding $ 23.0  
XML 86 R66.htm IDEA: XBRL DOCUMENT v3.20.4
Convertible Senior Notes - Summary of Total Interest Expense Recognized Related To Convertible Senior Notes (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
0.125% Convertible Senior Notes Due 2024      
Debt Instrument [Line Items]      
Amortization of debt discount and transaction costs $ 17,974 $ 827  
Total interest expense 18,538 854  
0.125% Convertible Senior Notes Due 2024 | 0.125% coupon      
Debt Instrument [Line Items]      
Interest expense 564 27  
1.50% Convertible Senior Notes Due 2022      
Debt Instrument [Line Items]      
Amortization of debt discount and transaction costs 4,187 4,884 $ 4,616
Total interest expense 5,550 6,593 6,341
1.50% Convertible Senior Notes Due 2022 | 1.50% Coupon      
Debt Instrument [Line Items]      
Interest expense $ 1,363 $ 1,709 $ 1,725
XML 87 R67.htm IDEA: XBRL DOCUMENT v3.20.4
Convertible Senior Notes - Summary of Total Interest Expense Recognized Related To Convertible Senior Notes (Parenthetical) (Details)
Dec. 31, 2020
Dec. 31, 2019
Nov. 30, 2017
0.125% Convertible Senior Notes Due 2024      
Debt Instrument [Line Items]      
Debt instrument, interest rate 0.125% 0.125%  
0.125% Convertible Senior Notes Due 2024 | 0.125% coupon      
Debt Instrument [Line Items]      
Debt instrument, interest rate 0.125%    
1.50% Convertible Senior Notes Due 2022      
Debt Instrument [Line Items]      
Debt instrument, interest rate 1.50% 1.50% 1.50%
1.50% Convertible Senior Notes Due 2022 | 1.50% Coupon      
Debt Instrument [Line Items]      
Debt instrument, interest rate 1.50%    
XML 88 R68.htm IDEA: XBRL DOCUMENT v3.20.4
Convertible Senior Notes - Summary of Fair Value and Carrying Value of Convertible Senior Notes (Details) - USD ($)
$ in Thousands
Dec. 31, 2020
Dec. 31, 2019
0.125% Convertible Senior Notes Due 2024 | Fair Value    
Debt Instrument [Line Items]    
Convertible senior notes $ 663,615 $ 450,414
0.125% Convertible Senior Notes Due 2024 | Carrying Value    
Debt Instrument [Line Items]    
Convertible senior notes 369,032 351,058
1.50% Convertible Senior Notes Due 2022 | Fair Value    
Debt Instrument [Line Items]    
Convertible senior notes 265,488 215,801
1.50% Convertible Senior Notes Due 2022 | Carrying Value    
Debt Instrument [Line Items]    
Convertible senior notes $ 72,482 $ 79,224
XML 89 R69.htm IDEA: XBRL DOCUMENT v3.20.4
Convertible Senior Notes - Summary of Debt Obligations (Details) - 1.50% Convertible Senior Notes Due 2022
$ in Thousands
Dec. 31, 2020
USD ($)
Debt Instrument [Line Items]  
Debt obligations, 1 to 3 Years $ 79,795
Debt obligations, 3 to 5 Years 450,000
Debt obligations, Total $ 529,795
XML 90 R70.htm IDEA: XBRL DOCUMENT v3.20.4
Stockholders' Equity - Additional Information (Details) - $ / shares
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Equity [Abstract]    
Preferred stock, shares authorized 10,000,000 10,000,000
Preferred stock, par value $ 0.001 $ 0.001
Preferred stock, shares outstanding 0 0
Common stock, voting rights Holders of the Company’s common stock are entitled to one vote per share  
Common stock, shares authorized 100,000,000 100,000,000
Common stock, par value $ 0.001 $ 0.001
Common stock, shares issued 35,449,447 33,848,627
Common stock, shares outstanding 35,449,447 33,848,627
XML 91 R71.htm IDEA: XBRL DOCUMENT v3.20.4
Stock Plans and Stock-Based Compensation - Additional Information (Details)
Sep. 15, 2016
2016 Equity Incentive Plan  
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]  
Automatic increase percentage 3.00%
XML 92 R72.htm IDEA: XBRL DOCUMENT v3.20.4
Stock Plans and Stock-Based Compensation - 2016 Employee Stock Purchase Plan - Additional Information (Details) - USD ($)
$ in Thousands
 12 Months Ended
Sep. 15, 2016
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]        
Total recognized compensation cost   $ 46,755 $ 33,489 $ 25,825
2016 Employee Stock Purchase Plan        
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]        
Purchase price as percentage of fair market value of common stock 85.00%      
Shares purchased under the plan   49,319 42,481 74,517
Total recognized compensation cost   $ 1,400 $ 900 $ 700
Cost amortized weighted-average period   2 months 12 days    
Unrecognized compensation cost   $ 400    
Maximum | 2016 Employee Stock Purchase Plan        
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]        
Increase in number of shares reserved and available for issuance 200,000      
Common Stock | 2016 Employee Stock Purchase Plan        
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]        
Increase in number of shares reserved and available for issuance, percentage 1.00%      
Common Stock | Maximum | 2016 Employee Stock Purchase Plan        
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]        
Purchase price, discount percentage 15.00%      
XML 93 R73.htm IDEA: XBRL DOCUMENT v3.20.4
Stock Plans and Stock-Based Compensation - Stock Options - Additional Information (Details) - USD ($)
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Stock-based compensation expense $ 46,755,000 $ 33,489,000 $ 25,825,000
Intrinsic value of options exercised 30,600,000 48,200,000 25,700,000
Intrinsic value of all outstanding options 34,500,000 37,300,000 59,900,000
Total unrecognized compensation cost 1,400,000    
Proceeds from stock option exercises $ 8,160,000 17,411,000 $ 10,150,000
Stock Options      
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Stock options vesting period 4 years    
Stock options expiration period 10 years    
Weighted-average grant-date fair value per share of options granted     $ 35.00
Stock-based compensation expense $ 3,500,000 $ 5,700,000 $ 7,700,000
Stock options granted 0 0  
Excess tax benefits realized from stock options exercised $ 0 $ 0 $ 0
Weighted-average amortization period 10 months 24 days    
XML 94 R74.htm IDEA: XBRL DOCUMENT v3.20.4
Stock Plans and Stock-Based Compensation - Schedule of Assumptions Used in Determining Fair Value of Stock Option Grants and Shares Issuable (Details) - $ / shares
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Dividend rate 0.00%    
2016 Employee Stock Purchase Plan      
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Expected term (in years) 6 months 6 months 6 months
Expected volatility   45.00%  
Expected volatility, minimum 55.00%   40.00%
Expected volatility, maximum 65.00%   60.00%
Risk-free interest rate, minimum 0.12% 1.93% 1.18%
Risk-free interest rate, maximum 0.29% 2.52% 2.33%
Dividend rate 0.00% 0.00% 0.00%
Employee Stock Options      
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Expected volatility, minimum     45.00%
Expected volatility, maximum     50.00%
Risk-free interest rate, minimum     2.72%
Risk-free interest rate, maximum     2.98%
Dividend rate     0.00%
Employee Stock Options | Minimum      
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Fair value per share on grant date     $ 33.06
Expected term (in years) 0 years 0 years 6 years
Employee Stock Options | Maximum      
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Fair value per share on grant date     $ 58.75
XML 95 R75.htm IDEA: XBRL DOCUMENT v3.20.4
Stock Plans and Stock-Based Compensation - Schedule of Assumptions Used in Determining Fair Value of Stock Option Grants and Shares Issuable (Parenthetical) (Details)
 12 Months Ended
Dec. 31, 2020
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Dividend rate 0.00%
XML 96 R76.htm IDEA: XBRL DOCUMENT v3.20.4
Stock Plans and Stock-Based Compensation - Schedule of Stock Option Activity (Details)
 12 Months Ended
Dec. 31, 2020
$ / shares
shares
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Stock options outstanding, Beginning Balance | shares 723,383
Stock options outstanding, Exercised | shares (323,838)
Stock options outstanding, Forfeited | shares (120,524)
Stock options outstanding, Ending Balance | shares 279,021
Weighted average exercise price, Beginning Balance | $ / shares $ 26.56
Weighted average exercise price, Exercised | $ / shares 25.20
Weighted average exercise price, Forfeited | $ / shares 32.57
Weighted average exercise price, Ending Balance | $ / shares $ 25.55
XML 97 R77.htm IDEA: XBRL DOCUMENT v3.20.4
Stock Plans and Stock-Based Compensation - Schedule of Stock Options Outstanding, Vested and Expected to Vest and Exercisable (Details) - $ / shares
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]    
Outstanding, Number of shares 279,021 723,383
Outstanding, Remaining contractual life (years) 6 years 3 months 18 days  
Outstanding, Weighted-average exercise price $ 25.55 $ 26.56
Vested and expected to vest, Number of shares 277,328  
Vested and expected to vest, Remaining contractual life (years) 6 years 3 months 18 days  
Vested and expected to vest, Weighted-average exercise price $ 25.50  
Exercisable, Number of shares 166,634  
Exercisable, Remaining contractual life (years) 5 years 10 months 24 days  
Exercisable, Weighted-average exercise price $ 21.69  
XML 98 R78.htm IDEA: XBRL DOCUMENT v3.20.4
Stock Plans and Stock-Based Compensation - Schedule of Vested and Nonvested Stock Option Activity (Details)
 12 Months Ended
Dec. 31, 2020
$ / shares
shares
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Options outstanding, Vested | shares 166,634
Weighted average exercise price, Vested | $ / shares $ 21.69
Options outstanding, Nonvested | shares 112,387
Weighted average exercise price, Nonvested | $ / shares $ 31.28
XML 99 R79.htm IDEA: XBRL DOCUMENT v3.20.4
Stock Plans and Stock-Based Compensation - Restricted Stock Units - Additional Information (Details) - USD ($)
$ / shares in Units, $ in Thousands
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Stock-based compensation expense $ 46,755 $ 33,489 $ 25,825
Restricted Stock Units      
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Share-based compensation, number of stock unit grants in period 346,912    
Stock-based compensation expense $ 20,100 $ 16,300 $ 5,400
Number of stock units vested 315,111    
Weighted-average grant date fair values of units granted $ 122.82 $ 80.16 $ 52.11
Fair values of stock units $ 18,200 $ 11,900 $ 3,100
Unrecognized compensation expense $ 50,700    
Weighted-average amortization period 2 years 4 months 24 days    
XML 100 R80.htm IDEA: XBRL DOCUMENT v3.20.4
Stock Plans and Stock-Based Compensation - Performance-Based Restricted Stock Units - Additional Information (Details) - USD ($)
$ / shares in Units, $ in Thousands
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Stock-based compensation expense $ 46,755 $ 33,489 $ 25,825
Performance-Based Restricted Stock Units      
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Share-based compensation, number of stock unit grants in period 302,050    
Stock-based compensation expense $ 21,800 $ 10,600 $ 1,500
Award achievement probability percentage 100.00%    
Weighted-average grant date fair values of units granted $ 119.78 $ 80.87 $ 55.99
Number of stock units vested 136,768 0 0
Unrecognized compensation expense $ 37,500    
Weighted-average amortization period 1 year 9 months 18 days    
Performance-Based Restricted Stock Units | Minimum      
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Share-based compensation, thresholds percentage of revenue growth 20.00%    
Share price $ 82.23    
Performance-Based Restricted Stock Units | Maximum      
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Share-based compensation, thresholds percentage of revenue growth 40.00%    
Share price $ 158.95    
Performance-Based Restricted Stock Units | Tranche One      
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Share-based compensation, compounded annual growth measurement period 2 years    
Share-based compensation, vesting stock percentage 50.00%    
Performance-Based Restricted Stock Units | Tranche Two      
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Share-based compensation, compounded annual growth measurement period 3 years    
XML 101 R81.htm IDEA: XBRL DOCUMENT v3.20.4
Stock Plans and Stock-Based Compensation - Market-Based Restricted Stock Units - Additional Information (Details) - USD ($)
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Stock-based compensation expense $ 46,755,000 $ 33,489,000 $ 25,825,000
Dividend rate 0.00%    
Market-Based Restricted Stock Units      
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Share-based compensation, number of stock unit grants in period 0 0  
Share Based compensation threshold consecutive trading days   30 days  
Stock-based compensation expense $ 0 $ 0 $ 10,500,000
Risk-free interest rate, minimum 2.26%    
Risk-free interest rate, maximum 2.90%    
Dividend rate 0.00%    
Expected term (in years) 10 years    
Expected volatility, minimum 50.00%    
Expected volatility, maximum 60.00%    
Unrecognized compensation expense $ 0    
Market-Based Restricted Stock Units | Minimum      
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Share-based compensation, vesting stock price trigger   $ 35  
Share-based compensation, share price on the date of issuance $ 33.06    
Market-Based Restricted Stock Units | Maximum      
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]      
Share-based compensation, vesting stock price trigger   $ 65  
Share-based compensation, share price on the date of issuance $ 45.17    
XML 102 R82.htm IDEA: XBRL DOCUMENT v3.20.4
Stock Plans and Stock-Based Compensation - Summary of RSU and PSU Activity (Details) - Restricted Stock Units and Performance-Based Restricted Stock Units
 12 Months Ended
Dec. 31, 2020
shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]  
Number of Shares, Outstanding, Beginning Balance 1,314,791
Number of Shares, Granted 648,962
Number of Shares, Vested (451,879)
Number of Shares, Forfeited (91,333)
Number of Shares, Outstanding, Ending Balance 1,420,541
XML 103 R83.htm IDEA: XBRL DOCUMENT v3.20.4
Stock Plans and Stock-Based Compensation - Summary of Stock-Based Compensation Expense (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]      
Stock-based compensation expense $ 46,755 $ 33,489 $ 25,825
Cost of Revenue      
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]      
Stock-based compensation expense 2,954 1,966 2,306
Sales and Marketing      
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]      
Stock-based compensation expense 15,946 9,983 9,282
Research and Development      
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]      
Stock-based compensation expense 8,703 7,820 7,106
General and Administrative Expenses      
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]      
Stock-based compensation expense $ 19,152 $ 13,720 $ 7,131
XML 104 R84.htm IDEA: XBRL DOCUMENT v3.20.4
Basic and Diluted Net Loss Per Share - Schedule of Common Equivalent Shares were Excluded from Diluted Net Loss Per Share Calculation because their Inclusion would have been Anti-Dilutive (Details) - shares
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]      
Anti-dilutive securities excluded from diluted net loss per share 8,071,444 8,772,088 5,973,473
Convertible Senior Notes      
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]      
Anti-dilutive securities excluded from diluted net loss per share 6,371,882 6,733,914 3,411,199
Stock-Based Compensation Grants      
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]      
Anti-dilutive securities excluded from diluted net loss per share 1,699,562 2,038,174 2,562,274
XML 105 R85.htm IDEA: XBRL DOCUMENT v3.20.4
Basic and Diluted Net Loss per Share - Additional Information (Details) - USD ($)
shares in Millions, $ in Millions
 1 Months Ended 12 Months Ended
Dec. 31, 2019
Nov. 30, 2017
Dec. 31, 2020
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]      
Amount of common stock reserved     4.8
0.125% Convertible Senior Notes Due 2024      
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]      
Payments to enter capped call options $ 44.9   $ 44.9
Convertible debt Instrument, Issuance date, month and year 2019-12    
1.50% Convertible Senior Notes Due 2022      
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]      
Payments to enter capped call options   $ 12.9  
Convertible debt Instrument, Issuance date, month and year   2017-11  
Proceeds from capped call options $ 5.8    
XML 106 R86.htm IDEA: XBRL DOCUMENT v3.20.4
Income Taxes - Components of Loss before Income Taxes (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Income Tax Disclosure [Abstract]      
Domestic $ (72,164) $ (47,218) $ (41,985)
Foreign (23,499) (4,607) (4,734)
Loss before income taxes $ (95,663) $ (51,825) $ (46,719)
XML 107 R87.htm IDEA: XBRL DOCUMENT v3.20.4
Income Taxes - Additional information (Details) - USD ($)
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Income Tax Disclosure [Line Items]        
Effective income tax rates 21.00%      
Cumulative loss, period 3 years      
Valuation allowance $ 52,320,000 $ 24,637,000    
Operating loss carryforward period 20 years      
Net operating losses limitation percentage of taxable income 80.00%      
Net operating loss carryforwards , expiration year 2040      
Uncertain tax positions $ 151,000 128,000 $ 143,000  
Accrued interest and penalties related to uncertain tax positions 20,000 22,000 $ 15,000  
Unremitted earnings 7,500,000      
Federal        
Income Tax Disclosure [Line Items]        
Net operating loss carryforwards 240,100,000     $ 9,200,000
Net operating loss carryforwards, subject to 20-year carryforward period       64,300,000
Net operating loss carryforwards, carried forward indefinitely   175,800,000    
State        
Income Tax Disclosure [Line Items]        
Net operating loss carryforwards 222,400,000     $ 9,100,000
Net operating loss carryforwards, carried forward indefinitely 76,200,000      
Foreign        
Income Tax Disclosure [Line Items]        
Net operating loss carryforwards 48,400,000 25,600,000    
Operating loss carryforwards, valuation allowance $ 29,900,000 $ 24,600,000    
XML 108 R88.htm IDEA: XBRL DOCUMENT v3.20.4
Income Taxes - Reconciliation of Provision for Income Taxes at Statutory Rate and Provision (Benefit) for Income Taxes at Effective Tax Rate (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Income Tax Disclosure [Abstract]      
Income tax at federal statutory rate $ (20,089) $ (10,883) $ (9,811)
Increase (decrease) in tax resulting from:      
State income tax expense, net of federal tax effect (3,763) (3,657) (2,749)
Nondeductible permanent items 1,659 3,522 (1,522)
Executive Compensation 6,020    
Foreign rate differential (156) (367) 552
Tax rate change     134
Adjustment to deferred taxes (3,190) (1,904) 307
Change in valuation allowance 25,339 22,481 15,805
Uncertain tax positions 151 128 143
Nonqualified stock option and performance award windfall upon exercise (8,608) (9,128) (1,983)
Other 370 233 (80)
Total $ (2,267) $ 425 $ 796
XML 109 R89.htm IDEA: XBRL DOCUMENT v3.20.4
Income Taxes - Schedule of Provision for (Benefit from) Income Taxes (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Current:      
Federal $ 353    
State 94 $ 139 $ 48
Foreign 492 116 753
Current income tax expense (benefit), Total 939 255 801
Deferred:      
Federal (15,835) (16,460) (11,425)
State (6,115) (5,100) (3,250)
Foreign (6,595) (751) (1,135)
Deferred income tax expense (benefit), Total (28,545) (22,311) (15,810)
Change in valuation allowance 25,339 22,481 15,805
Total $ (2,267) $ 425 $ 796
XML 110 R90.htm IDEA: XBRL DOCUMENT v3.20.4
Income Taxes - Schedule of Net Deferred Tax Assets (Liabilities) (Details) - USD ($)
$ in Thousands
Dec. 31, 2020
Dec. 31, 2019
Deferred tax assets    
Lease liability $ 4,447 $ 4,295
AMT credit 9 9
Accrued expenses 3,066 2,837
Deferred revenue 555  
Net operating loss carryforward 73,752 50,950
Other assets 7,483 6,967
Intangible assets 2,448 2,416
Valuation allowance (52,320) (24,637)
Total net deferred tax assets 39,440 42,837
Deferred tax liabilities    
Deferred commissions (5,996) (4,308)
Deferred revenue   (336)
Intangible assets (18,199) (7,948)
Property and equipment (685) (296)
Debt discount (20,370) (26,589)
Right-of-use asset (4,029) (3,909)
Deferred state taxes   (1,101)
Other (134) (352)
Total deferred tax liabilities (49,413) (44,839)
Total non-current deferred income tax liabilities $ (9,973) $ (2,002)
XML 111 R91.htm IDEA: XBRL DOCUMENT v3.20.4
Income Taxes - Schedule of Changes in Unrecognized Tax Benefits (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]      
Beginning balance of unrecognized tax benefits $ 597 $ 469 $ 326
Additions for current year tax positions 131 106 142
Reductions for prior year tax positions     (14)
Ending balance (excluding interest and penalties) 728 575 454
Interest and penalties 20 22 15
Total $ 748 $ 597 $ 469
XML 112 R92.htm IDEA: XBRL DOCUMENT v3.20.4
Segment Information - Additional Information (Details)
 12 Months Ended
Dec. 31, 2020
Segment
Segment Reporting [Abstract]  
Number of operating segment 1
XML 113 R93.htm IDEA: XBRL DOCUMENT v3.20.4
Revenue Recognition - Additional Information (Details) - USD ($)
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Jan. 01, 2018
Dec. 31, 2017
Disaggregation Of Revenue [Line Items]          
Period of benefit for amortization costs 4 years        
Deferred sales commissions current $ 14,500,000 $ 9,900,000     $ 2,429,000
Deferred sales commissions noncurrent 15,900,000 14,200,000      
Amortization expense for the deferred costs 12,600,000 8,000,000.0 $ 5,500,000    
Impairment loss related to costs capitalized 0        
Subscription Services, License and other          
Disaggregation Of Revenue [Line Items]          
Revenue recognized 123,300,000 86,200,000 $ 62,500,000    
Professional Services          
Disaggregation Of Revenue [Line Items]          
Revenue recognized 6,600,000 $ 6,000,000.0      
Revenue remaining performance obligation 16,500,000        
Subscription Services And License          
Disaggregation Of Revenue [Line Items]          
Revenue remaining performance obligation $ 358,400,000        
Accounting Standards Update 2014-09          
Disaggregation Of Revenue [Line Items]          
Change in Accounting Principle, Accounting Standards Update, Adopted [true false] true        
Change in Accounting Principle, Accounting Standards Update, Adoption Date Jan. 01, 2018        
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false] true        
Change in Accounting Principle, Accounting Standards Update, Transition Option Elected [Extensible List] us-gaap:AccountingStandardsUpdate201409RetrospectiveMember        
Deferred sales commissions current       $ 4,561,000  
Deferred sales commissions noncurrent       $ 6,965,000  
XML 114 R94.htm IDEA: XBRL DOCUMENT v3.20.4
Revenue Recognition - Summary of Impact of Adoption of New Revenue Standard on Consolidated Balance Sheet (Detail) - USD ($)
$ in Thousands
Dec. 31, 2020
Dec. 31, 2019
Jan. 01, 2018
Dec. 31, 2017
Revenue Initial Application Period Cumulative Effect Transition [Line Items]        
Accounts receivable, net $ 94,376 $ 68,642   $ 31,699
Deferred costs 14,500 9,900   2,429
Deferred costs (non-current) 15,900 14,200    
Other current liabilities 15,602 4,819   808
Deferred revenue (current and non-current)       73,072
Accumulated deficit $ (293,316) $ (199,920)   $ (109,252)
Accounting Standards Update 2014-09        
Revenue Initial Application Period Cumulative Effect Transition [Line Items]        
Accounts receivable, net     $ 31,799  
Deferred costs     4,561  
Deferred costs (non-current)     6,965  
Other current liabilities     908  
Deferred revenue (current and non-current)     73,072  
Accumulated deficit     (100,155)  
Accounting Standards Update 2014-09 | Adjustments Due to ASC 606        
Revenue Initial Application Period Cumulative Effect Transition [Line Items]        
Accounts receivable, net     100  
Deferred costs     2,132  
Deferred costs (non-current)     6,965  
Other current liabilities     100  
Accumulated deficit     $ 9,097  
XML 115 R95.htm IDEA: XBRL DOCUMENT v3.20.4
Revenue Recognition - Summary of Revenues Disaggregated by Geography (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Disaggregation Of Revenue [Line Items]      
Revenue $ 271,141 $ 200,882 $ 147,094
United States      
Disaggregation Of Revenue [Line Items]      
Revenue 201,458 157,039 119,589
International      
Disaggregation Of Revenue [Line Items]      
Revenue $ 69,683 $ 43,843 $ 27,505
XML 116 R96.htm IDEA: XBRL DOCUMENT v3.20.4
Revenue Recognition - Summary of Revenues Disaggregated by Revenue Source (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Disaggregation Of Revenue [Line Items]      
Revenue $ 271,141 $ 200,882 $ 147,094
Subscription Services      
Disaggregation Of Revenue [Line Items]      
Revenue 242,651 179,934 137,260
Professional Services      
Disaggregation Of Revenue [Line Items]      
Revenue 20,410 17,187 9,538
Software Licenses and Other      
Disaggregation Of Revenue [Line Items]      
Revenue $ 8,080 $ 3,761 $ 296
XML 117 R97.htm IDEA: XBRL DOCUMENT v3.20.4
Revenue Recognition - Remaining Performance Obligations - Additional Information (Details 1)
$ in Millions
Dec. 31, 2020
USD ($)
Subscription and Other Contracts | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2021-01-01  
Disaggregation Of Revenue [Line Items]  
Revenue remaining performance obligation $ 212.8
Remaining performance obligation recognition period 12 months
Professional Services  
Disaggregation Of Revenue [Line Items]  
Revenue remaining performance obligation $ 16.5
Professional Services | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2021-01-01  
Disaggregation Of Revenue [Line Items]  
Revenue remaining performance obligation $ 13.5
Remaining performance obligation recognition period 12 months
XML 118 R98.htm IDEA: XBRL DOCUMENT v3.20.4
Geographic Concentrations - Additional Information (Details) - United States - Geographic Concentration Risk
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Revenue      
Concentration Risk [Line Items]      
Concentration percentage 74.00% 78.00% 81.00%
Minimum | Property and Equipment      
Concentration Risk [Line Items]      
Concentration percentage 83.00% 83.00%  
XML 119 R99.htm IDEA: XBRL DOCUMENT v3.20.4
Employee Benefit Plan - Additional Information (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Compensation And Retirement Disclosure [Abstract]      
Cash contributions made by company $ 1.7 $ 1.2 $ 0.6
Contribution expense recognized $ 1.7 $ 1.2 $ 0.5
XML 120 R100.htm IDEA: XBRL DOCUMENT v3.20.4
Leases - Additional Information (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Leases [Abstract]      
Lease expiration period start 2021    
Lease expiration period end 2029    
Operating lease expense $ 6,006 $ 4,837 $ 3,800
Option to extend true    
Operating lease, not yet commenced, description As of December 31, 2020, the Company does not have any leases that have not yet commenced that create significant rights and obligations.    
XML 121 R101.htm IDEA: XBRL DOCUMENT v3.20.4
Leases - Summary of Additional Information Related to Leases (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Balance sheet information    
ROU assets $ 15,045 $ 13,071
Lease liabilities, current $ 4,259 $ 3,567
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] us-gaap:OtherLiabilitiesCurrent us-gaap:OtherLiabilitiesCurrent
Lease liabilities, non-current $ 14,403 $ 11,823
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] us-gaap:OtherLiabilitiesNoncurrent us-gaap:OtherLiabilitiesNoncurrent
Total lease liabilities $ 18,662 $ 15,390
Supplemental data    
Weighted average remaining lease term 4 years 6 months 25 days 4 years 1 month 9 days
Weighted average discount rate 7.00% 7.00%
Cash paid for amounts included in lease liabilities $ 4,891 $ 3,986
ROU assets obtained in exchange for new lease obligations $ 5,870 $ 17,724
XML 122 R102.htm IDEA: XBRL DOCUMENT v3.20.4
Leases - Schedule of Maturities of Lease Liabilities (Details) - USD ($)
$ in Thousands
Dec. 31, 2020
Dec. 31, 2019
Operating Lease Liabilities Payments Due [Abstract]    
2021 $ 5,558  
2022 5,268  
2023 5,105  
2024 2,635  
2025 929  
Thereafter 2,769  
Total undiscounted lease payments 22,264  
Less: imputed interest (3,602)  
Total lease liabilities $ 18,662 $ 15,390
XML 123 R103.htm IDEA: XBRL DOCUMENT v3.20.4
Leases - Schedule of Components of Lease Expense (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Lease Cost [Abstract]      
Operating lease expense $ 5,024 $ 3,879  
Short-term lease expense [1] 982 958  
Total 6,006 4,837 $ 3,800
Less: Sublease income (236) (91)  
Total lease expense $ 5,770 $ 4,746  
[1] Short-term lease expense includes all leases with lease terms ranging from less than one month to one year.
XML 124 R104.htm IDEA: XBRL DOCUMENT v3.20.4
Subsequent Events - Additional Information (Details) - USD ($)
$ in Thousands
 1 Months Ended 2 Months Ended 12 Months Ended
Jan. 15, 2021
Nov. 30, 2017
Feb. 26, 2021
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Subsequent Event [Line Items]            
Cash paid net of cash acquired       $ 55,138 $ 58,419 $ 35,857
1.50% Convertible Senior Notes Due 2022            
Subsequent Event [Line Items]            
Common stock issued upon conversion of notes   3,400,000        
Subsequent Event | 1.50% Convertible Senior Notes Due 2022            
Subsequent Event [Line Items]            
Common stock issued upon conversion of notes     581,829      
Conversion of aggregate principal amount of notes     $ 19,600      
Red Sky Technologies Inc. | Subsequent Event            
Subsequent Event [Line Items]            
Date of acquisition of business Jan. 15, 2021          
Total purchase price net of cash acquired $ 55,400          
Cash paid net of cash acquired $ 32,400          
Number of newly issued common stock 162,820          
Contingent payment $ 30,000          
EXCEL 125 Financial_Report.xlsx IDEA: XBRL DOCUMENT begin 644 Financial_Report.xlsx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υ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end XML 126 Show.js IDEA: XBRL DOCUMENT // Edgar(tm) Renderer was created by staff of the U.S. Securities and Exchange Commission. Data and content created by government employees within the scope of their employment are not subject to domestic copyright protection. 17 U.S.C. 105. var Show={};Show.LastAR=null,Show.showAR=function(a,r,w){if(Show.LastAR)Show.hideAR();var e=a;while(e&&e.nodeName!='TABLE')e=e.nextSibling;if(!e||e.nodeName!='TABLE'){var ref=((window)?w.document:document).getElementById(r);if(ref){e=ref.cloneNode(!0); e.removeAttribute('id');a.parentNode.appendChild(e)}} if(e)e.style.display='block';Show.LastAR=e};Show.hideAR=function(){Show.LastAR.style.display='none'};Show.toggleNext=function(a){var e=a;while(e.nodeName!='DIV')e=e.nextSibling;if(!e.style){}else if(!e.style.display){}else{var d,p_;if(e.style.display=='none'){d='block';p='-'}else{d='none';p='+'} e.style.display=d;if(a.textContent){a.textContent=p+a.textContent.substring(1)}else{a.innerText=p+a.innerText.substring(1)}}} XML 127 report.css IDEA: XBRL DOCUMENT /* Updated 2009-11-04 */ /* v2.2.0.24 */ /* DefRef Styles */ ..report table.authRefData{ background-color: #def; border: 2px solid #2F4497; font-size: 1em; position: absolute; } ..report table.authRefData a { display: block; font-weight: bold; } ..report table.authRefData p { margin-top: 0px; } ..report table.authRefData .hide { background-color: #2F4497; padding: 1px 3px 0px 0px; text-align: right; } ..report table.authRefData .hide a:hover { background-color: #2F4497; } ..report table.authRefData .body { height: 150px; overflow: auto; width: 400px; } ..report table.authRefData table{ font-size: 1em; } /* Report Styles */ ..pl a, .pl a:visited { color: black; text-decoration: none; } /* table */ ..report { background-color: white; border: 2px solid #acf; clear: both; color: black; font: normal 8pt Helvetica, Arial, san-serif; margin-bottom: 2em; } ..report hr { border: 1px solid #acf; } /* Top labels */ ..report th { background-color: #acf; color: black; font-weight: bold; text-align: center; } ..report th.void { background-color: transparent; color: #000000; font: bold 10pt Helvetica, Arial, san-serif; text-align: left; } ..report .pl { text-align: left; vertical-align: top; white-space: normal; width: 200px; white-space: normal; /* word-wrap: break-word; */ } ..report td.pl a.a { cursor: pointer; display: block; width: 200px; overflow: hidden; } ..report td.pl div.a { width: 200px; } ..report td.pl a:hover { background-color: #ffc; } /* Header rows... */ ..report tr.rh { background-color: #acf; color: black; font-weight: bold; } /* Calendars... */ ..report .rc { background-color: #f0f0f0; } /* Even rows... */ ..report .re, .report .reu { background-color: #def; } ..report .reu td { border-bottom: 1px solid black; } /* Odd rows... */ ..report .ro, .report .rou { background-color: white; } ..report .rou td { border-bottom: 1px solid black; } ..report .rou table td, .report .reu table td { border-bottom: 0px solid black; } /* styles for footnote marker */ ..report .fn { white-space: nowrap; } /* styles for numeric types */ ..report .num, .report .nump { text-align: right; white-space: nowrap; } ..report .nump { padding-left: 2em; } ..report .nump { padding: 0px 0.4em 0px 2em; } /* styles for text types */ ..report .text { text-align: left; white-space: normal; } ..report .text .big { margin-bottom: 1em; width: 17em; } ..report .text .more { display: none; } ..report .text .note { font-style: italic; font-weight: bold; } ..report .text .small { width: 10em; } ..report sup { font-style: italic; } ..report .outerFootnotes { font-size: 1em; } XML 128 FilingSummary.xml IDEA: XBRL DOCUMENT 3.20.4 html 343 619 1 true 87 0 false 7 false false R1.htm 100000 - Document - Document and Entity Information Sheet http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation Document and Entity Information Cover 1 false false R2.htm 100010 - Statement - Consolidated Balance Sheets Sheet http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets Consolidated Balance Sheets Statements 2 false false R3.htm 100020 - Statement - Consolidated Balance Sheets (Parenthetical) Sheet http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical Consolidated Balance Sheets (Parenthetical) Statements 3 false false R4.htm 100030 - Statement - Consolidated Statements of Operations and Comprehensive Loss Sheet http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss Consolidated Statements of Operations and Comprehensive Loss Statements 4 false false R5.htm 100040 - Statement - Consolidated Statements of Stockholders' Equity Sheet http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity Consolidated Statements of Stockholders' Equity Statements 5 false false R6.htm 100050 - Statement - Consolidated Statements of Cash Flows Sheet http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows Consolidated Statements of Cash Flows Statements 6 false false R7.htm 100060 - Disclosure - Business and Nature of Operations Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessAndNatureOfOperations Business and Nature of Operations Notes 7 false false R8.htm 100070 - Disclosure - Summary of Significant Accounting Policies Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPolicies Summary of Significant Accounting Policies Notes 8 false false R9.htm 100080 - Disclosure - Accounts Receivable, Net Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNet Accounts Receivable, Net Notes 9 false false R10.htm 100090 - Disclosure - Property and Equipment Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipment Property and Equipment Notes 10 false false R11.htm 100100 - Disclosure - Capitalized Software Development Costs Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCosts Capitalized Software Development Costs Notes 11 false false R12.htm 100110 - Disclosure - Fair Value Measurements Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurements Fair Value Measurements Notes 12 false false R13.htm 100120 - Disclosure - Goodwill and Intangible Assets Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssets Goodwill and Intangible Assets Notes 13 false false R14.htm 100130 - Disclosure - Business Combinations Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinations Business Combinations Notes 14 false false R15.htm 100140 - Disclosure - Convertible Senior Notes Notes http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotes Convertible Senior Notes Notes 15 false false R16.htm 100150 - Disclosure - Stockholders' Equity Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockholdersEquity Stockholders' Equity Notes 16 false false R17.htm 100160 - Disclosure - Stock Plans and Stock-Based Compensation Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensation Stock Plans and Stock-Based Compensation Notes 17 false false R18.htm 100170 - Disclosure - Basic and Diluted Net Loss Per Share Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureBasicAndDilutedNetLossPerShare Basic and Diluted Net Loss Per Share Notes 18 false false R19.htm 100180 - Disclosure - Income Taxes Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxes Income Taxes Notes 19 false false R20.htm 100190 - Disclosure - Segment Information Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureSegmentInformation Segment Information Notes 20 false false R21.htm 100200 - Disclosure - Revenue Recognition Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognition Revenue Recognition Notes 21 false false R22.htm 100210 - Disclosure - Geographic Concentrations Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureGeographicConcentrations Geographic Concentrations Notes 22 false false R23.htm 100220 - Disclosure - Employee Benefit Plan Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureEmployeeBenefitPlan Employee Benefit Plan Notes 23 false false R24.htm 100230 - Disclosure - Leases Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeases Leases Notes 24 false false R25.htm 100240 - Disclosure - Commitments and Contingencies Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureCommitmentsAndContingencies Commitments and Contingencies Notes 25 false false R26.htm 100250 - Disclosure - Subsequent Events Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureSubsequentEvents Subsequent Events Notes 26 false false R27.htm 100260 - Disclosure - Summary of Significant Accounting Policies (Policies) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies Summary of Significant Accounting Policies (Policies) Policies http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPolicies 27 false false R28.htm 100270 - Disclosure - Accounts Receivable, Net (Tables) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetTables Accounts Receivable, Net (Tables) Tables http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNet 28 false false R29.htm 100280 - Disclosure - Property and Equipment (Tables) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentTables Property and Equipment (Tables) Tables http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipment 29 false false R30.htm 100290 - Disclosure - Capitalized Software Development Costs (Tables) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsTables Capitalized Software Development Costs (Tables) Tables http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCosts 30 false false R31.htm 100300 - Disclosure - Fair Value Measurements (Tables) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsTables Fair Value Measurements (Tables) Tables http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurements 31 false false R32.htm 100310 - Disclosure - Goodwill and Intangible Assets (Tables) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsTables Goodwill and Intangible Assets (Tables) Tables http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssets 32 false false R33.htm 100320 - Disclosure - Business Combinations (Tables) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsTables Business Combinations (Tables) Tables http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinations 33 false false R34.htm 100330 - Disclosure - Convertible Senior Notes (Tables) Notes http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesTables Convertible Senior Notes (Tables) Tables http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotes 34 false false R35.htm 100340 - Disclosure - Stock Plans and Stock-Based Compensation (Tables) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationTables Stock Plans and Stock-Based Compensation (Tables) Tables http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensation 35 false false R36.htm 100350 - Disclosure - Basic and Diluted Net Loss Per Share (Tables) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureBasicAndDilutedNetLossPerShareTables Basic and Diluted Net Loss Per Share (Tables) Tables http://www.everbridge.com/20201231/taxonomy/role/DisclosureBasicAndDilutedNetLossPerShare 36 false false R37.htm 100360 - Disclosure - Income Taxes (Tables) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesTables Income Taxes (Tables) Tables http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxes 37 false false R38.htm 100370 - Disclosure - Revenue Recognition (Tables) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionTables Revenue Recognition (Tables) Tables http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognition 38 false false R39.htm 100380 - Disclosure - Leases (Tables) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesTables Leases (Tables) Tables http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeases 39 false false R40.htm 100390 - Disclosure - Summary of Significant Accounting Policies - Additional Information (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails Summary of Significant Accounting Policies - Additional Information (Details) Details 40 false false R41.htm 100400 - Disclosure - Accounts Receivable, Net - Additional Information (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetAdditionalInformationDetails Accounts Receivable, Net - Additional Information (Details) Details 41 false false R42.htm 100410 - Disclosure - Accounts Receivable, Net - Schedule of Accounts Receivable, Net (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfAccountsReceivableNetDetails Accounts Receivable, Net - Schedule of Accounts Receivable, Net (Details) Details 42 false false R43.htm 100420 - Disclosure - Accounts Receivable, Net - Schedule of Changes in Allowance for Credit Losses for Accounts Receivable (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfChangesInAllowanceForCreditLossesForAccountsReceivableDetails Accounts Receivable, Net - Schedule of Changes in Allowance for Credit Losses for Accounts Receivable (Details) Details 43 false false R44.htm 100430 - Disclosure - Accounts Receivable, Net - Schedule of Contract Assets, Net (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfContractAssetsNetDetails Accounts Receivable, Net - Schedule of Contract Assets, Net (Details) Details 44 false false R45.htm 100440 - Disclosure - Accounts Receivable, Net - Schedule of Changes in Allowance for Credit Losses for Contract Assets (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfChangesInAllowanceForCreditLossesForContractAssetsDetails Accounts Receivable, Net - Schedule of Changes in Allowance for Credit Losses for Contract Assets (Details) Details 45 false false R46.htm 100450 - Disclosure - Accounts Receivable, Net - Schedule of Changes in Sales Reserve (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfChangesInSalesReserveDetails Accounts Receivable, Net - Schedule of Changes in Sales Reserve (Details) Details 46 false false R47.htm 100460 - Disclosure - Property and Equipment - Schedule of Property and Equipment (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentDetails Property and Equipment - Schedule of Property and Equipment (Details) Details 47 false false R48.htm 100470 - Disclosure - Property and Equipment - Schedule of Property and Equipment (Parenthetical) (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentParentheticalDetails Property and Equipment - Schedule of Property and Equipment (Parenthetical) (Details) Details 48 false false R49.htm 100480 - Disclosure - Property and Equipment - Additional Information (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentAdditionalInformationDetails Property and Equipment - Additional Information (Details) Details 49 false false R50.htm 100490 - Disclosure - Capitalized Software Development Costs - Summary of Capitalized Software Development Costs (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsSummaryOfCapitalizedSoftwareDevelopmentCostsDetails Capitalized Software Development Costs - Summary of Capitalized Software Development Costs (Details) Details 50 false false R51.htm 100500 - Disclosure - Capitalized Software Development Costs - Additional Information (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsAdditionalInformationDetails Capitalized Software Development Costs - Additional Information (Details) Details 51 false false R52.htm 100510 - Disclosure - Capitalized Software Development Costs - Schedule of Expected Amortization of Capitalized Software Development Costs (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsScheduleOfExpectedAmortizationOfCapitalizedSoftwareDevelopmentCostsDetails Capitalized Software Development Costs - Schedule of Expected Amortization of Capitalized Software Development Costs (Details) Details 52 false false R53.htm 100520 - Disclosure - Fair Value Measurements - Additional Information (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsAdditionalInformationDetails Fair Value Measurements - Additional Information (Details) Details 53 false false R54.htm 100530 - Disclosure - Fair Value Measurements - Summary of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetails Fair Value Measurements - Summary of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) Details 54 false false R55.htm 100540 - Disclosure - Fair Value Measurements - Summary of Changes in Level 3 Financial Instruments (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfChangesInLevel3FinancialInstrumentsDetails Fair Value Measurements - Summary of Changes in Level 3 Financial Instruments (Details) Details 55 false false R56.htm 100550 - Disclosure - Goodwill and Intangible Assets - Schedule of Changes in Gross Carrying Amount of Goodwill (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfChangesInGrossCarryingAmountOfGoodwillDetails Goodwill and Intangible Assets - Schedule of Changes in Gross Carrying Amount of Goodwill (Details) Details 56 false false R57.htm 100560 - Disclosure - Goodwill and Intangible Assets - Additional Information (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsAdditionalInformationDetails Goodwill and Intangible Assets - Additional Information (Details) Details 57 false false R58.htm 100570 - Disclosure - Goodwill and Intangible Assets - Schedule of Intangible Assets (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfIntangibleAssetsDetails Goodwill and Intangible Assets - Schedule of Intangible Assets (Details) Details 58 false false R59.htm 100580 - Disclosure - Goodwill and Intangible Assets - Schedule of Expected Amortization of Intangible Assets (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfExpectedAmortizationOfIntangibleAssetsDetails Goodwill and Intangible Assets - Schedule of Expected Amortization of Intangible Assets (Details) Details 59 false false R60.htm 100590 - Disclosure - Business Combinations - Additional Information (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails Business Combinations - Additional Information (Details) Details 60 false false R61.htm 100600 - Disclosure - Business Combinations - Summary of Allocation of Purchase Consideration and Estimated Values of Assets Acquired and Liabilities Assumed (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails Business Combinations - Summary of Allocation of Purchase Consideration and Estimated Values of Assets Acquired and Liabilities Assumed (Details) Details 61 false false R62.htm 100620 - Disclosure - Business Combinations - Summary of Unaudited Pro Forma Results of Operations (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfUnauditedProFormaResultsOfOperationsDetails Business Combinations - Summary of Unaudited Pro Forma Results of Operations (Details) Details 62 false false R63.htm 100630 - Disclosure - Convertible Senior Notes - Additional Information (Details) Notes http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails Convertible Senior Notes - Additional Information (Details) Details 63 false false R64.htm 100640 - Disclosure - Convertible Senior Notes - Schedule of Components of Convertible Senior Notes (Details) Notes http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesScheduleOfComponentsOfConvertibleSeniorNotesDetails Convertible Senior Notes - Schedule of Components of Convertible Senior Notes (Details) Details 64 false false R65.htm 100650 - Disclosure - Convertible Senior Notes - Schedule of Components of Convertible Senior Notes (Parenthetical) (Details) Notes http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesScheduleOfComponentsOfConvertibleSeniorNotesParentheticalDetails Convertible Senior Notes - Schedule of Components of Convertible Senior Notes (Parenthetical) (Details) Details 65 false false R66.htm 100660 - Disclosure - Convertible Senior Notes - Summary of Total Interest Expense Recognized Related To Convertible Senior Notes (Details) Notes http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesDetails Convertible Senior Notes - Summary of Total Interest Expense Recognized Related To Convertible Senior Notes (Details) Details 66 false false R67.htm 100670 - Disclosure - Convertible Senior Notes - Summary of Total Interest Expense Recognized Related To Convertible Senior Notes (Parenthetical) (Details) Notes http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesParentheticalDetails Convertible Senior Notes - Summary of Total Interest Expense Recognized Related To Convertible Senior Notes (Parenthetical) (Details) Details 67 false false R68.htm 100680 - Disclosure - Convertible Senior Notes - Summary of Fair Value and Carrying Value of Convertible Senior Notes (Details) Notes http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfFairValueAndCarryingValueOfConvertibleSeniorNotesDetails Convertible Senior Notes - Summary of Fair Value and Carrying Value of Convertible Senior Notes (Details) Details 68 false false R69.htm 100690 - Disclosure - Convertible Senior Notes - Summary of Debt Obligations (Details) Notes http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfDebtObligationsDetails Convertible Senior Notes - Summary of Debt Obligations (Details) Details 69 false false R70.htm 100700 - Disclosure - Stockholders' Equity - Additional Information (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockholdersEquityAdditionalInformationDetails Stockholders' Equity - Additional Information (Details) Details 70 false false R71.htm 100710 - Disclosure - Stock Plans and Stock-Based Compensation - Additional Information (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationAdditionalInformationDetails Stock Plans and Stock-Based Compensation - Additional Information (Details) Details 71 false false R72.htm 100720 - Disclosure - Stock Plans and Stock-Based Compensation - 2016 Employee Stock Purchase Plan - Additional Information (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensation2016EmployeeStockPurchasePlanAdditionalInformationDetails Stock Plans and Stock-Based Compensation - 2016 Employee Stock Purchase Plan - Additional Information (Details) Details 72 false false R73.htm 100730 - Disclosure - Stock Plans and Stock-Based Compensation - Stock Options - Additional Information (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationStockOptionsAdditionalInformationDetails Stock Plans and Stock-Based Compensation - Stock Options - Additional Information (Details) Details 73 false false R74.htm 100740 - Disclosure - Stock Plans and Stock-Based Compensation - Schedule of Assumptions Used in Determining Fair Value of Stock Option Grants and Shares Issuable (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfAssumptionsUsedInDeterminingFairValueOfStockOptionGrantsAndSharesIssuableDetails Stock Plans and Stock-Based Compensation - Schedule of Assumptions Used in Determining Fair Value of Stock Option Grants and Shares Issuable (Details) Details 74 false false R75.htm 100750 - Disclosure - Stock Plans and Stock-Based Compensation - Schedule of Assumptions Used in Determining Fair Value of Stock Option Grants and Shares Issuable (Parenthetical) (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfAssumptionsUsedInDeterminingFairValueOfStockOptionGrantsAndSharesIssuableParentheticalDetails Stock Plans and Stock-Based Compensation - Schedule of Assumptions Used in Determining Fair Value of Stock Option Grants and Shares Issuable (Parenthetical) (Details) Details 75 false false R76.htm 100760 - Disclosure - Stock Plans and Stock-Based Compensation - Schedule of Stock Option Activity (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfStockOptionActivityDetails Stock Plans and Stock-Based Compensation - Schedule of Stock Option Activity (Details) Details 76 false false R77.htm 100770 - Disclosure - Stock Plans and Stock-Based Compensation - Schedule of Stock Options Outstanding, Vested and Expected to Vest and Exercisable (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfStockOptionsOutstandingVestedAndExpectedToVestAndExercisableDetails Stock Plans and Stock-Based Compensation - Schedule of Stock Options Outstanding, Vested and Expected to Vest and Exercisable (Details) Details 77 false false R78.htm 100780 - Disclosure - Stock Plans and Stock-Based Compensation - Schedule of Vested and Nonvested Stock Option Activity (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfVestedAndNonvestedStockOptionActivityDetails Stock Plans and Stock-Based Compensation - Schedule of Vested and Nonvested Stock Option Activity (Details) Details 78 false false R79.htm 100790 - Disclosure - Stock Plans and Stock-Based Compensation - Restricted Stock Units - Additional Information (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationRestrictedStockUnitsAdditionalInformationDetails Stock Plans and Stock-Based Compensation - Restricted Stock Units - Additional Information (Details) Details 79 false false R80.htm 100800 - Disclosure - Stock Plans and Stock-Based Compensation - Performance-Based Restricted Stock Units - Additional Information (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationPerformanceBasedRestrictedStockUnitsAdditionalInformationDetails Stock Plans and Stock-Based Compensation - Performance-Based Restricted Stock Units - Additional Information (Details) Details 80 false false R81.htm 100810 - Disclosure - Stock Plans and Stock-Based Compensation - Market-Based Restricted Stock Units - Additional Information (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationMarketBasedRestrictedStockUnitsAdditionalInformationDetails Stock Plans and Stock-Based Compensation - Market-Based Restricted Stock Units - Additional Information (Details) Details 81 false false R82.htm 100820 - Disclosure - Stock Plans and Stock-Based Compensation - Summary of RSU and PSU Activity (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationSummaryOfRSUAndPSUActivityDetails Stock Plans and Stock-Based Compensation - Summary of RSU and PSU Activity (Details) Details 82 false false R83.htm 100830 - Disclosure - Stock Plans and Stock-Based Compensation - Summary of Stock-Based Compensation Expense (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationSummaryOfStockBasedCompensationExpenseDetails Stock Plans and Stock-Based Compensation - Summary of Stock-Based Compensation Expense (Details) Details 83 false false R84.htm 100840 - Disclosure - Basic and Diluted Net Loss Per Share - Schedule of Common Equivalent Shares were Excluded from Diluted Net Loss Per Share Calculation because their Inclusion would have been Anti-Dilutive (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureBasicAndDilutedNetLossPerShareScheduleOfCommonEquivalentSharesWereExcludedFromDilutedNetLossPerShareCalculationBecauseTheirInclusionWouldHaveBeenAntiDilutiveDetails Basic and Diluted Net Loss Per Share - Schedule of Common Equivalent Shares were Excluded from Diluted Net Loss Per Share Calculation because their Inclusion would have been Anti-Dilutive (Details) Details 84 false false R85.htm 100850 - Disclosure - Basic and Diluted Net Loss per Share - Additional Information (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureBasicAndDilutedNetLossPerShareAdditionalInformationDetails Basic and Diluted Net Loss per Share - Additional Information (Details) Details 85 false false R86.htm 100860 - Disclosure - Income Taxes - Components of Loss before Income Taxes (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesComponentsOfLossBeforeIncomeTaxesDetails Income Taxes - Components of Loss before Income Taxes (Details) Details 86 false false R87.htm 100870 - Disclosure - Income Taxes - Additional information (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesAdditionalInformationDetails Income Taxes - Additional information (Details) Details 87 false false R88.htm 100880 - Disclosure - Income Taxes - Reconciliation of Provision for Income Taxes at Statutory Rate and Provision (Benefit) for Income Taxes at Effective Tax Rate (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesReconciliationOfProvisionForIncomeTaxesAtStatutoryRateAndProvisionBenefitForIncomeTaxesAtEffectiveTaxRateDetails Income Taxes - Reconciliation of Provision for Income Taxes at Statutory Rate and Provision (Benefit) for Income Taxes at Effective Tax Rate (Details) Details 88 false false R89.htm 100890 - Disclosure - Income Taxes - Schedule of Provision for (Benefit from) Income Taxes (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfProvisionForBenefitFromIncomeTaxesDetails Income Taxes - Schedule of Provision for (Benefit from) Income Taxes (Details) Details 89 false false R90.htm 100900 - Disclosure - Income Taxes - Schedule of Net Deferred Tax Assets (Liabilities) (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails Income Taxes - Schedule of Net Deferred Tax Assets (Liabilities) (Details) Details 90 false false R91.htm 100910 - Disclosure - Income Taxes - Schedule of Changes in Unrecognized Tax Benefits (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfChangesInUnrecognizedTaxBenefitsDetails Income Taxes - Schedule of Changes in Unrecognized Tax Benefits (Details) Details 91 false false R92.htm 100920 - Disclosure - Segment Information - Additional Information (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureSegmentInformationAdditionalInformationDetails Segment Information - Additional Information (Details) Details 92 false false R93.htm 100930 - Disclosure - Revenue Recognition - Additional Information (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionAdditionalInformationDetails Revenue Recognition - Additional Information (Details) Details 93 false false R94.htm 100940 - Disclosure - Revenue Recognition - Summary of Impact of Adoption of New Revenue Standard on Consolidated Balance Sheet (Detail) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfImpactOfAdoptionOfNewRevenueStandardOnConsolidatedBalanceSheetDetail Revenue Recognition - Summary of Impact of Adoption of New Revenue Standard on Consolidated Balance Sheet (Detail) Details 94 false false R95.htm 100950 - Disclosure - Revenue Recognition - Summary of Revenues Disaggregated by Geography (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfRevenuesDisaggregatedByGeographyDetails Revenue Recognition - Summary of Revenues Disaggregated by Geography (Details) Details 95 false false R96.htm 100960 - Disclosure - Revenue Recognition - Summary of Revenues Disaggregated by Revenue Source (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfRevenuesDisaggregatedByRevenueSourceDetails Revenue Recognition - Summary of Revenues Disaggregated by Revenue Source (Details) Details 96 false false R97.htm 100970 - Disclosure - Revenue Recognition - Remaining Performance Obligations - Additional Information (Details 1) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionRemainingPerformanceObligationsAdditionalInformationDetails1 Revenue Recognition - Remaining Performance Obligations - Additional Information (Details 1) Details 97 false false R98.htm 100980 - Disclosure - Geographic Concentrations - Additional Information (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureGeographicConcentrationsAdditionalInformationDetails Geographic Concentrations - Additional Information (Details) Details 98 false false R99.htm 100990 - Disclosure - Employee Benefit Plan - Additional Information (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureEmployeeBenefitPlanAdditionalInformationDetails Employee Benefit Plan - Additional Information (Details) Details 99 false false R100.htm 101000 - Disclosure - Leases - Additional Information (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesAdditionalInformationDetails Leases - Additional Information (Details) Details 100 false false R101.htm 101010 - Disclosure - Leases - Summary of Additional Information Related to Leases (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesSummaryOfAdditionalInformationRelatedToLeasesDetails Leases - Summary of Additional Information Related to Leases (Details) Details 101 false false R102.htm 101020 - Disclosure - Leases - Schedule of Maturities of Lease Liabilities (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails Leases - Schedule of Maturities of Lease Liabilities (Details) Details 102 false false R103.htm 101040 - Disclosure - Leases - Schedule of Components of Lease Expense (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfComponentsOfLeaseExpenseDetails Leases - Schedule of Components of Lease Expense (Details) Details 103 false false R104.htm 101050 - Disclosure - Subsequent Events - Additional Information (Details) Sheet http://www.everbridge.com/20201231/taxonomy/role/DisclosureSubsequentEventsAdditionalInformationDetails Subsequent Events - Additional Information (Details) Details 104 false false All Reports Book All Reports evbg-10k_20201231.htm evbg-20201231.xsd evbg-20201231_cal.xml evbg-20201231_def.xml evbg-20201231_lab.xml evbg-20201231_pre.xml evbg-ex1011_287.htm evbg-ex106_289.htm evbg-ex109_288.htm evbg-ex211_8.htm evbg-ex231_94.htm evbg-ex311_6.htm evbg-ex312_12.htm evbg-ex321_10.htm evbg-ex322_13.htm gnmhsbsxi4qr000001.jpg http://fasb.org/srt/2020-01-31 http://fasb.org/us-gaap/2020-01-31 http://xbrl.sec.gov/dei/2020-01-31 http://xbrl.sec.gov/country/2020-01-31 true true JSON 131 MetaLinks.json IDEA: XBRL DOCUMENT { "instance": { "evbg-10k_20201231.htm": { "axisCustom": 0, "axisStandard": 29, "contextCount": 343, "dts": { "calculationLink": { "local": [ "evbg-20201231_cal.xml" ] }, "definitionLink": { "local": [ "evbg-20201231_def.xml" ], "remote": [ "http://xbrl.fasb.org/us-gaap/2020/elts/us-gaap-eedm-def-2020-01-31.xml", "http://xbrl.fasb.org/srt/2020/elts/srt-eedm1-def-2020-01-31.xml" ] }, "inline": { "local": [ "evbg-10k_20201231.htm" ] }, "labelLink": { "local": [ "evbg-20201231_lab.xml" ], "remote": [ "https://xbrl.sec.gov/dei/2020/dei-doc-2020-01-31.xml", "http://xbrl.fasb.org/us-gaap/2020/elts/us-gaap-doc-2020-01-31.xml", "http://xbrl.fasb.org/srt/2020/elts/srt-doc-2020-01-31.xml" ] }, "presentationLink": { "local": [ "evbg-20201231_pre.xml" ] }, "referenceLink": { "remote": [ "http://xbrl.fasb.org/us-gaap/2020/elts/us-gaap-ref-2020-01-31.xml", "https://xbrl.sec.gov/dei/2020/dei-ref-2020-01-31.xml", "http://xbrl.fasb.org/srt/2020/elts/srt-ref-2020-01-31.xml" ] }, "schema": { "local": [ "evbg-20201231.xsd" ], "remote": [ "http://www.xbrl.org/2003/xbrl-instance-2003-12-31.xsd", "http://www.xbrl.org/2003/xbrl-linkbase-2003-12-31.xsd", "http://www.xbrl.org/2003/xl-2003-12-31.xsd", "http://www.xbrl.org/2003/xlink-2003-12-31.xsd", "http://www.xbrl.org/2005/xbrldt-2005.xsd", "https://xbrl.sec.gov/country/2020/country-2020-01-31.xsd", "http://www.xbrl.org/dtr/type/nonNumeric-2009-12-16.xsd", "https://xbrl.sec.gov/currency/2020/currency-2020-01-31.xsd", "https://xbrl.sec.gov/dei/2020/dei-2020-01-31.xsd", "http://www.xbrl.org/dtr/type/numeric-2009-12-16.xsd", "https://xbrl.sec.gov/exch/2020/exch-2020-01-31.xsd", "http://www.xbrl.org/lrr/arcrole/factExplanatory-2009-12-16.xsd", "http://www.xbrl.org/lrr/role/negated-2009-12-16.xsd", "http://www.xbrl.org/lrr/role/net-2009-12-16.xsd", "https://xbrl.sec.gov/naics/2017/naics-2017-01-31.xsd", "https://xbrl.sec.gov/sic/2020/sic-2020-01-31.xsd", "http://xbrl.fasb.org/srt/2020/elts/srt-2020-01-31.xsd", "http://www.xbrl.org/2006/ref-2006-02-27.xsd", "http://xbrl.fasb.org/srt/2020/elts/srt-types-2020-01-31.xsd", "http://xbrl.fasb.org/srt/2020/elts/srt-roles-2020-01-31.xsd", "https://xbrl.sec.gov/stpr/2018/stpr-2018-01-31.xsd", "http://xbrl.fasb.org/us-gaap/2020/elts/us-gaap-2020-01-31.xsd", "http://xbrl.fasb.org/us-gaap/2020/elts/us-roles-2020-01-31.xsd", "http://xbrl.fasb.org/us-gaap/2020/elts/us-types-2020-01-31.xsd", "http://www.xbrl.org/lrr/role/reference-2009-12-16.xsd", "http://xbrl.fasb.org/us-gaap/2020/elts/us-parts-codification-2020-01-31.xsd", "http://www.xbrl.org/lrr/role/deprecated-2009-12-16.xsd" ] } }, "elementCount": 805, "entityCount": 1, "hidden": { "http://fasb.org/us-gaap/2020-01-31": 63, "http://www.everbridge.com/20201231": 6, "http://xbrl.sec.gov/dei/2020-01-31": 4, "total": 73 }, "keyCustom": 88, "keyStandard": 531, "memberCustom": 31, "memberStandard": 56, "nsprefix": "evbg", "nsuri": "http://www.everbridge.com/20201231", "report": { "R1": { "firstAnchor": { "ancestors": [ "p", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "dei:DocumentType", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "document", "isDefault": "true", "longName": "100000 - Document - Document and Entity Information", "role": "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation", "shortName": "Document and Entity Information", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "p", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "dei:DocumentType", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R10": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:PropertyPlantAndEquipmentDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100090 - Disclosure - Property and Equipment", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipment", "shortName": "Property and Equipment", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:PropertyPlantAndEquipmentDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R100": { "firstAnchor": { "ancestors": [ "p", "us-gaap:LesseeOperatingLeasesTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "evbg:LesseeOperatingLeaseExpirationPeriodStart", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "101000 - Disclosure - Leases - Additional Information (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesAdditionalInformationDetails", "shortName": "Leases - Additional Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:LesseeOperatingLeasesTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "evbg:LesseeOperatingLeaseExpirationPeriodStart", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R101": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "evbg:SummaryOfAdditionalInformationRelatedToLeasesTableTextBlock", "us-gaap:LesseeOperatingLeasesTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:OperatingLeaseRightOfUseAsset", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "101010 - Disclosure - Leases - Summary of Additional Information Related to Leases (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesSummaryOfAdditionalInformationRelatedToLeasesDetails", "shortName": "Leases - Summary of Additional Information Related to Leases (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "evbg:SummaryOfAdditionalInformationRelatedToLeasesTableTextBlock", "us-gaap:LesseeOperatingLeasesTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "-3", "lang": null, "name": "us-gaap:OperatingLeaseLiabilityCurrent", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R102": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:LesseeOperatingLeaseLiabilityMaturityTableTextBlock", "us-gaap:LesseeOperatingLeasesTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:LesseeOperatingLeaseLiabilityPaymentsDueNextTwelveMonths", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "101020 - Disclosure - Leases - Schedule of Maturities of Lease Liabilities (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails", "shortName": "Leases - Schedule of Maturities of Lease Liabilities (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:LesseeOperatingLeaseLiabilityMaturityTableTextBlock", "us-gaap:LesseeOperatingLeasesTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:LesseeOperatingLeaseLiabilityPaymentsDueNextTwelveMonths", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R103": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:LeaseCostTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:OperatingLeaseCost", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "101040 - Disclosure - Leases - Schedule of Components of Lease Expense (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfComponentsOfLeaseExpenseDetails", "shortName": "Leases - Schedule of Components of Lease Expense (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:LeaseCostTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:OperatingLeaseCost", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R104": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:PaymentsToAcquireBusinessesNetOfCashAcquired", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "101050 - Disclosure - Subsequent Events - Additional Information (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSubsequentEventsAdditionalInformationDetails", "shortName": "Subsequent Events - Additional Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "p", "us-gaap:SubsequentEventsTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapDebtInstrumentAxis_evbgOnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember_us-gaapSubsequentEventTypeAxis_us-gaapSubsequentEventMember_20210101_20210226", "decimals": "INF", "lang": null, "name": "us-gaap:DebtConversionConvertedInstrumentSharesIssued1", "reportCount": 1, "unique": true, "unitRef": "U_xbrlishares", "xsiNil": "false" } }, "R11": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ResearchDevelopmentAndComputerSoftwareDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100100 - Disclosure - Capitalized Software Development Costs", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCosts", "shortName": "Capitalized Software Development Costs", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ResearchDevelopmentAndComputerSoftwareDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R12": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:FairValueDisclosuresTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100110 - Disclosure - Fair Value Measurements", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurements", "shortName": "Fair Value Measurements", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:FairValueDisclosuresTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R13": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:GoodwillAndIntangibleAssetsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100120 - Disclosure - Goodwill and Intangible Assets", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssets", "shortName": "Goodwill and Intangible Assets", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:GoodwillAndIntangibleAssetsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R14": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:BusinessCombinationDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100130 - Disclosure - Business Combinations", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinations", "shortName": "Business Combinations", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:BusinessCombinationDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R15": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "evbg:NotesPayableDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100140 - Disclosure - Convertible Senior Notes", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotes", "shortName": "Convertible Senior Notes", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "evbg:NotesPayableDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R16": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:StockholdersEquityNoteDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100150 - Disclosure - Stockholders' Equity", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockholdersEquity", "shortName": "Stockholders' Equity", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:StockholdersEquityNoteDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R17": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100160 - Disclosure - Stock Plans and Stock-Based Compensation", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensation", "shortName": "Stock Plans and Stock-Based Compensation", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R18": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:EarningsPerShareTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100170 - Disclosure - Basic and Diluted Net Loss Per Share", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBasicAndDilutedNetLossPerShare", "shortName": "Basic and Diluted Net Loss Per Share", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:EarningsPerShareTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R19": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:IncomeTaxDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100180 - Disclosure - Income Taxes", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxes", "shortName": "Income Taxes", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:IncomeTaxDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R2": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:CashAndCashEquivalentsAtCarryingValue", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "100010 - Statement - Consolidated Balance Sheets", "role": "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets", "shortName": "Consolidated Balance Sheets", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:CashAndCashEquivalentsAtCarryingValue", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R20": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SegmentReportingDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100190 - Disclosure - Segment Information", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSegmentInformation", "shortName": "Segment Information", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SegmentReportingDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R21": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:RevenueFromContractWithCustomerTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100200 - Disclosure - Revenue Recognition", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognition", "shortName": "Revenue Recognition", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:RevenueFromContractWithCustomerTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R22": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ConcentrationRiskDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100210 - Disclosure - Geographic Concentrations", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGeographicConcentrations", "shortName": "Geographic Concentrations", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ConcentrationRiskDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R23": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:CompensationAndEmployeeBenefitPlansTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100220 - Disclosure - Employee Benefit Plan", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureEmployeeBenefitPlan", "shortName": "Employee Benefit Plan", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:CompensationAndEmployeeBenefitPlansTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R24": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:LesseeOperatingLeasesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100230 - Disclosure - Leases", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeases", "shortName": "Leases", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:LesseeOperatingLeasesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R25": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:CommitmentsAndContingenciesDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100240 - Disclosure - Commitments and Contingencies", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCommitmentsAndContingencies", "shortName": "Commitments and Contingencies", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:CommitmentsAndContingenciesDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R26": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SubsequentEventsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100250 - Disclosure - Subsequent Events", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSubsequentEvents", "shortName": "Subsequent Events", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SubsequentEventsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R27": { "firstAnchor": { "ancestors": [ "us-gaap:SignificantAccountingPoliciesTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:BasisOfAccountingPolicyPolicyTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100260 - Disclosure - Summary of Significant Accounting Policies (Policies)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies", "shortName": "Summary of Significant Accounting Policies (Policies)", "subGroupType": "policies", "uniqueAnchor": { "ancestors": [ "us-gaap:SignificantAccountingPoliciesTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:BasisOfAccountingPolicyPolicyTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R28": { "firstAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfAccountsNotesLoansAndFinancingReceivableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100270 - Disclosure - Accounts Receivable, Net (Tables)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetTables", "shortName": "Accounts Receivable, Net (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfAccountsNotesLoansAndFinancingReceivableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R29": { "firstAnchor": { "ancestors": [ "us-gaap:PropertyPlantAndEquipmentDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:PropertyPlantAndEquipmentTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100280 - Disclosure - Property and Equipment (Tables)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentTables", "shortName": "Property and Equipment (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "us-gaap:PropertyPlantAndEquipmentDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:PropertyPlantAndEquipmentTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R3": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:PreferredStockParOrStatedValuePerShare", "reportCount": 1, "unitRef": "U_iso4217USD_xbrlishares", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "100020 - Statement - Consolidated Balance Sheets (Parenthetical)", "role": "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical", "shortName": "Consolidated Balance Sheets (Parenthetical)", "subGroupType": "parenthetical", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "INF", "lang": null, "name": "us-gaap:PreferredStockSharesIssued", "reportCount": 1, "unique": true, "unitRef": "U_xbrlishares", "xsiNil": "false" } }, "R30": { "firstAnchor": { "ancestors": [ "us-gaap:ResearchDevelopmentAndComputerSoftwareDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "evbg:SummaryOfCapitalizedSoftwareDevelopmentCostsTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100290 - Disclosure - Capitalized Software Development Costs (Tables)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsTables", "shortName": "Capitalized Software Development Costs (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "us-gaap:ResearchDevelopmentAndComputerSoftwareDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "evbg:SummaryOfCapitalizedSoftwareDevelopmentCostsTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R31": { "firstAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfFairValueAssetsAndLiabilitiesMeasuredOnRecurringBasisTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100300 - Disclosure - Fair Value Measurements (Tables)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsTables", "shortName": "Fair Value Measurements (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfFairValueAssetsAndLiabilitiesMeasuredOnRecurringBasisTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R32": { "firstAnchor": { "ancestors": [ "p", "us-gaap:GoodwillAndIntangibleAssetsDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfGoodwillTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100310 - Disclosure - Goodwill and Intangible Assets (Tables)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsTables", "shortName": "Goodwill and Intangible Assets (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:GoodwillAndIntangibleAssetsDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfGoodwillTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R33": { "firstAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapBusinessAcquisitionAxis_evbgConnexientIncMember_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfRecognizedIdentifiedAssetsAcquiredAndLiabilitiesAssumedTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100320 - Disclosure - Business Combinations (Tables)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsTables", "shortName": "Business Combinations (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapBusinessAcquisitionAxis_evbgConnexientIncMember_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfRecognizedIdentifiedAssetsAcquiredAndLiabilitiesAssumedTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R34": { "firstAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "srt:ContractualObligationFiscalYearMaturityScheduleTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100330 - Disclosure - Convertible Senior Notes (Tables)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesTables", "shortName": "Convertible Senior Notes (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "srt:ContractualObligationFiscalYearMaturityScheduleTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R35": { "firstAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfShareBasedPaymentAwardStockOptionsValuationAssumptionsTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100340 - Disclosure - Stock Plans and Stock-Based Compensation (Tables)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationTables", "shortName": "Stock Plans and Stock-Based Compensation (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfShareBasedPaymentAwardStockOptionsValuationAssumptionsTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R36": { "firstAnchor": { "ancestors": [ "us-gaap:EarningsPerShareTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfAntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100350 - Disclosure - Basic and Diluted Net Loss Per Share (Tables)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBasicAndDilutedNetLossPerShareTables", "shortName": "Basic and Diluted Net Loss Per Share (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "us-gaap:EarningsPerShareTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfAntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R37": { "firstAnchor": { "ancestors": [ "us-gaap:IncomeTaxDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfIncomeBeforeIncomeTaxDomesticAndForeignTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100360 - Disclosure - Income Taxes (Tables)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesTables", "shortName": "Income Taxes (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "us-gaap:IncomeTaxDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfIncomeBeforeIncomeTaxDomesticAndForeignTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R38": { "firstAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DisaggregationOfRevenueTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100370 - Disclosure - Revenue Recognition (Tables)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionTables", "shortName": "Revenue Recognition (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DisaggregationOfRevenueTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R39": { "firstAnchor": { "ancestors": [ "us-gaap:LesseeOperatingLeasesTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "evbg:SummaryOfAdditionalInformationRelatedToLeasesTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100380 - Disclosure - Leases (Tables)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesTables", "shortName": "Leases (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "us-gaap:LesseeOperatingLeasesTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "evbg:SummaryOfAdditionalInformationRelatedToLeasesTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R4": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "100030 - Statement - Consolidated Statements of Operations and Comprehensive Loss", "role": "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss", "shortName": "Consolidated Statements of Operations and Comprehensive Loss", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-3", "lang": null, "name": "us-gaap:CostOfRevenue", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R40": { "firstAnchor": { "ancestors": [ "span", "p", "ix:continuation", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:AssetImpairmentCharges", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100390 - Disclosure - Summary of Significant Accounting Policies - Additional Information (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails", "shortName": "Summary of Significant Accounting Policies - Additional Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:InvestmentPolicyTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "INF", "lang": null, "name": "us-gaap:HeldToMaturitySecuritiesCurrent", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R41": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:AccountsReceivableAllowanceForCreditLossTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:ProvisionForDoubtfulAccounts", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100400 - Disclosure - Accounts Receivable, Net - Additional Information (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetAdditionalInformationDetails", "shortName": "Accounts Receivable, Net - Additional Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapAccountsNotesLoansAndFinancingReceivableByReceivableTypeAxis_evbgReceivableAndContractAssetsMember_20200101_20201231", "decimals": "-5", "lang": null, "name": "us-gaap:ProvisionForDoubtfulAccounts", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R42": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfAccountsNotesLoansAndFinancingReceivableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:AccountsReceivableGrossCurrent", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100410 - Disclosure - Accounts Receivable, Net - Schedule of Accounts Receivable, Net (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfAccountsReceivableNetDetails", "shortName": "Accounts Receivable, Net - Schedule of Accounts Receivable, Net (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfAccountsNotesLoansAndFinancingReceivableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:AccountsReceivableGrossCurrent", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R43": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfAccountsNotesLoansAndFinancingReceivableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20191231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:AllowanceForDoubtfulAccountsReceivableCurrent", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100420 - Disclosure - Accounts Receivable, Net - Schedule of Changes in Allowance for Credit Losses for Accounts Receivable (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfChangesInAllowanceForCreditLossesForAccountsReceivableDetails", "shortName": "Accounts Receivable, Net - Schedule of Changes in Allowance for Credit Losses for Accounts Receivable (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:AccountsReceivableAllowanceForCreditLossTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-3", "lang": null, "name": "us-gaap:AllowanceForDoubtfulAccountsReceivableWriteOffs", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R44": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ContractWithCustomerAssetAndLiabilityTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:ContractWithCustomerAssetGrossCurrent", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100430 - Disclosure - Accounts Receivable, Net - Schedule of Contract Assets, Net (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfContractAssetsNetDetails", "shortName": "Accounts Receivable, Net - Schedule of Contract Assets, Net (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ContractWithCustomerAssetAndLiabilityTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:ContractWithCustomerAssetGrossCurrent", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R45": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ContractWithCustomerAssetAllowanceForCreditLossTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-3", "first": true, "lang": null, "name": "evbg:ContractWithCustomerAssetAllowanceForCreditLossRecoveryProvision", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100440 - Disclosure - Accounts Receivable, Net - Schedule of Changes in Allowance for Credit Losses for Contract Assets (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfChangesInAllowanceForCreditLossesForContractAssetsDetails", "shortName": "Accounts Receivable, Net - Schedule of Changes in Allowance for Credit Losses for Contract Assets (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ContractWithCustomerAssetAllowanceForCreditLossTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-3", "first": true, "lang": null, "name": "evbg:ContractWithCustomerAssetAllowanceForCreditLossRecoveryProvision", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R46": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "evbg:ScheduleOfChangesInSalesReserveTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20191231", "decimals": "-3", "first": true, "lang": null, "name": "evbg:SalesReserve", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100450 - Disclosure - Accounts Receivable, Net - Schedule of Changes in Sales Reserve (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfChangesInSalesReserveDetails", "shortName": "Accounts Receivable, Net - Schedule of Changes in Sales Reserve (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "evbg:ScheduleOfChangesInSalesReserveTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20171231", "decimals": "-3", "lang": null, "name": "evbg:SalesReserve", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R47": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:PropertyPlantAndEquipmentTextBlock", "us-gaap:PropertyPlantAndEquipmentDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:PropertyPlantAndEquipmentGross", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100460 - Disclosure - Property and Equipment - Schedule of Property and Equipment (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentDetails", "shortName": "Property and Equipment - Schedule of Property and Equipment (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:PropertyPlantAndEquipmentTextBlock", "us-gaap:PropertyPlantAndEquipmentDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:PropertyPlantAndEquipmentGross", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R48": { "firstAnchor": { "ancestors": [ "span", "link:footnote", "p", "td", "tr", "table", "div", "us-gaap:PropertyPlantAndEquipmentTextBlock", "us-gaap:PropertyPlantAndEquipmentDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_srtRangeAxis_srtMaximumMember_us-gaapPropertyPlantAndEquipmentByTypeAxis_us-gaapLeaseholdImprovementsMember_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:LesseeOperatingLeaseTermOfContract", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100470 - Disclosure - Property and Equipment - Schedule of Property and Equipment (Parenthetical) (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentParentheticalDetails", "shortName": "Property and Equipment - Schedule of Property and Equipment (Parenthetical) (Details)", "subGroupType": "parenthetical", "uniqueAnchor": { "ancestors": [ "span", "link:footnote", "p", "td", "tr", "table", "div", "us-gaap:PropertyPlantAndEquipmentTextBlock", "us-gaap:PropertyPlantAndEquipmentDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_srtRangeAxis_srtMaximumMember_us-gaapPropertyPlantAndEquipmentByTypeAxis_us-gaapLeaseholdImprovementsMember_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:LesseeOperatingLeaseTermOfContract", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R49": { "firstAnchor": { "ancestors": [ "p", "us-gaap:PropertyPlantAndEquipmentDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:DepreciationAndAmortization", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100480 - Disclosure - Property and Equipment - Additional Information (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentAdditionalInformationDetails", "shortName": "Property and Equipment - Additional Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:PropertyPlantAndEquipmentDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:DepreciationAndAmortization", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R5": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20171231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:StockholdersEquity", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "100040 - Statement - Consolidated Statements of Stockholders' Equity", "role": "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity", "shortName": "Consolidated Statements of Stockholders' Equity", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20171231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:StockholdersEquity", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R50": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:CapitalizedComputerSoftwareNet", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100490 - Disclosure - Capitalized Software Development Costs - Summary of Capitalized Software Development Costs (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsSummaryOfCapitalizedSoftwareDevelopmentCostsDetails", "shortName": "Capitalized Software Development Costs - Summary of Capitalized Software Development Costs (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "evbg:SummaryOfCapitalizedSoftwareDevelopmentCostsTableTextBlock", "us-gaap:ResearchDevelopmentAndComputerSoftwareDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapPropertyPlantAndEquipmentByTypeAxis_us-gaapSoftwareAndSoftwareDevelopmentCostsMember_20201231", "decimals": "-3", "lang": null, "name": "us-gaap:CapitalizedComputerSoftwareGross", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R51": { "firstAnchor": { "ancestors": [ "p", "us-gaap:ResearchDevelopmentAndComputerSoftwareDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:CapitalizedComputerSoftwareAdditions", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100500 - Disclosure - Capitalized Software Development Costs - Additional Information (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsAdditionalInformationDetails", "shortName": "Capitalized Software Development Costs - Additional Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:ResearchDevelopmentAndComputerSoftwareDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:CapitalizedComputerSoftwareAdditions", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R52": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "ix:continuation", "us-gaap:ResearchDevelopmentAndComputerSoftwareDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "-3", "first": true, "lang": null, "name": "evbg:CapitalizedSoftwareDevelopmentCostsAmortizationExpenseNextTwelveMonths", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100510 - Disclosure - Capitalized Software Development Costs - Schedule of Expected Amortization of Capitalized Software Development Costs (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsScheduleOfExpectedAmortizationOfCapitalizedSoftwareDevelopmentCostsDetails", "shortName": "Capitalized Software Development Costs - Schedule of Expected Amortization of Capitalized Software Development Costs (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "ix:continuation", "us-gaap:ResearchDevelopmentAndComputerSoftwareDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "-3", "first": true, "lang": null, "name": "evbg:CapitalizedSoftwareDevelopmentCostsAmortizationExpenseNextTwelveMonths", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R53": { "firstAnchor": { "ancestors": [ "span", "p", "ix:continuation", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:AssetImpairmentCharges", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100520 - Disclosure - Fair Value Measurements - Additional Information (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsAdditionalInformationDetails", "shortName": "Fair Value Measurements - Additional Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapDebtInstrumentAxis_evbgZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember_20201231", "decimals": "-5", "lang": null, "name": "us-gaap:ConvertibleDebtFairValueDisclosures", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R54": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfFairValueAssetsAndLiabilitiesMeasuredOnRecurringBasisTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapFairValueByMeasurementFrequencyAxis_us-gaapFairValueMeasurementsRecurringMember_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:AssetsFairValueDisclosure", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100530 - Disclosure - Fair Value Measurements - Summary of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetails", "shortName": "Fair Value Measurements - Summary of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfFairValueAssetsAndLiabilitiesMeasuredOnRecurringBasisTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapFairValueByMeasurementFrequencyAxis_us-gaapFairValueMeasurementsRecurringMember_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:AssetsFairValueDisclosure", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R55": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:FairValueLiabilitiesMeasuredOnRecurringBasisUnobservableInputReconciliationTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20181231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:FairValueMeasurementWithUnobservableInputsReconciliationsRecurringBasisLiabilityValue", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100540 - Disclosure - Fair Value Measurements - Summary of Changes in Level 3 Financial Instruments (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfChangesInLevel3FinancialInstrumentsDetails", "shortName": "Fair Value Measurements - Summary of Changes in Level 3 Financial Instruments (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:FairValueLiabilitiesMeasuredOnRecurringBasisUnobservableInputReconciliationTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20181231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:FairValueMeasurementWithUnobservableInputsReconciliationsRecurringBasisLiabilityValue", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R56": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20191231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:Goodwill", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100550 - Disclosure - Goodwill and Intangible Assets - Schedule of Changes in Gross Carrying Amount of Goodwill (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfChangesInGrossCarryingAmountOfGoodwillDetails", "shortName": "Goodwill and Intangible Assets - Schedule of Changes in Gross Carrying Amount of Goodwill (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "ix:continuation", "us-gaap:GoodwillAndIntangibleAssetsDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-3", "lang": null, "name": "us-gaap:GoodwillAcquiredDuringPeriod", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R57": { "firstAnchor": { "ancestors": [ "p", "us-gaap:GoodwillAndIntangibleAssetsGoodwillPolicy", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201129_20201130", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:GoodwillImpairmentLoss", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100560 - Disclosure - Goodwill and Intangible Assets - Additional Information (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsAdditionalInformationDetails", "shortName": "Goodwill and Intangible Assets - Additional Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:GoodwillAndIntangibleAssetsDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-5", "lang": null, "name": "us-gaap:AmortizationOfIntangibleAssets", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R58": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfFiniteLivedIntangibleAssetsTableTextBlock", "us-gaap:GoodwillAndIntangibleAssetsDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:FiniteLivedIntangibleAssetsGross", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100570 - Disclosure - Goodwill and Intangible Assets - Schedule of Intangible Assets (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfIntangibleAssetsDetails", "shortName": "Goodwill and Intangible Assets - Schedule of Intangible Assets (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfFiniteLivedIntangibleAssetsTableTextBlock", "us-gaap:GoodwillAndIntangibleAssetsDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:FiniteLivedIntangibleAssetsGross", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R59": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleofFiniteLivedIntangibleAssetsFutureAmortizationExpenseTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:FiniteLivedIntangibleAssetsAmortizationExpenseNextTwelveMonths", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100580 - Disclosure - Goodwill and Intangible Assets - Schedule of Expected Amortization of Intangible Assets (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfExpectedAmortizationOfIntangibleAssetsDetails", "shortName": "Goodwill and Intangible Assets - Schedule of Expected Amortization of Intangible Assets (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleofFiniteLivedIntangibleAssetsFutureAmortizationExpenseTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:FiniteLivedIntangibleAssetsAmortizationExpenseNextTwelveMonths", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R6": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:ProfitLoss", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "100050 - Statement - Consolidated Statements of Cash Flows", "role": "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows", "shortName": "Consolidated Statements of Cash Flows", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:ProfitLoss", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R60": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:BusinessCombinationContingentConsiderationLiabilityCurrent", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100590 - Disclosure - Business Combinations - Additional Information (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "shortName": "Business Combinations - Additional Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "p", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapBusinessAcquisitionAxis_evbgConnexientIncMember_20200207_20200207", "decimals": null, "lang": "en-US", "name": "us-gaap:BusinessAcquisitionDateOfAcquisitionAgreement1", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R61": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:Goodwill", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100600 - Disclosure - Business Combinations - Summary of Allocation of Purchase Consideration and Estimated Values of Assets Acquired and Liabilities Assumed (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails", "shortName": "Business Combinations - Summary of Allocation of Purchase Consideration and Estimated Values of Assets Acquired and Liabilities Assumed (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfRecognizedIdentifiedAssetsAcquiredAndLiabilitiesAssumedTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapBusinessAcquisitionAxis_evbgConnexientIncMember_20200207", "decimals": "-3", "lang": null, "name": "us-gaap:BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentAssetsReceivables", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R62": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:BusinessAcquisitionProFormaInformationTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapBusinessAcquisitionAxis_evbgNC4IncAndNC4PublicSectorLLCMember_20190801_20191231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:BusinessCombinationProFormaInformationRevenueOfAcquireeSinceAcquisitionDateActual", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100620 - Disclosure - Business Combinations - Summary of Unaudited Pro Forma Results of Operations (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfUnauditedProFormaResultsOfOperationsDetails", "shortName": "Business Combinations - Summary of Unaudited Pro Forma Results of Operations (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:BusinessAcquisitionProFormaInformationTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapBusinessAcquisitionAxis_evbgNC4IncAndNC4PublicSectorLLCMember_20190801_20191231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:BusinessCombinationProFormaInformationRevenueOfAcquireeSinceAcquisitionDateActual", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R63": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:GainsLossesOnExtinguishmentOfDebt", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100630 - Disclosure - Convertible Senior Notes - Additional Information (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails", "shortName": "Convertible Senior Notes - Additional Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "evbg:NotesPayableDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapDebtInstrumentAxis_evbgZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember_20191201_20191231", "decimals": null, "lang": "en-US", "name": "us-gaap:DebtInstrumentMaturityDate", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R64": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ConvertibleDebtTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapDebtInstrumentAxis_evbgZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:DebtInstrumentFaceAmount", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100640 - Disclosure - Convertible Senior Notes - Schedule of Components of Convertible Senior Notes (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesScheduleOfComponentsOfConvertibleSeniorNotesDetails", "shortName": "Convertible Senior Notes - Schedule of Components of Convertible Senior Notes (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ConvertibleDebtTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapDebtInstrumentAxis_evbgZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember_20201231", "decimals": "-3", "lang": null, "name": "us-gaap:ConvertibleNotesPayable", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R65": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ConvertibleDebtTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapDebtInstrumentAxis_evbgZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember_20200101_20201231", "decimals": "-5", "first": true, "lang": null, "name": "evbg:TransactionCostsInEquity", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100650 - Disclosure - Convertible Senior Notes - Schedule of Components of Convertible Senior Notes (Parenthetical) (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesScheduleOfComponentsOfConvertibleSeniorNotesParentheticalDetails", "shortName": "Convertible Senior Notes - Schedule of Components of Convertible Senior Notes (Parenthetical) (Details)", "subGroupType": "parenthetical", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ConvertibleDebtTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapDebtInstrumentAxis_evbgZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember_20200101_20201231", "decimals": "-5", "first": true, "lang": null, "name": "evbg:TransactionCostsInEquity", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R66": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:InterestIncomeAndInterestExpenseDisclosureTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapDebtInstrumentAxis_evbgZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember_20200101_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:AmortizationOfFinancingCostsAndDiscounts", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100660 - Disclosure - Convertible Senior Notes - Summary of Total Interest Expense Recognized Related To Convertible Senior Notes (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesDetails", "shortName": "Convertible Senior Notes - Summary of Total Interest Expense Recognized Related To Convertible Senior Notes (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:InterestIncomeAndInterestExpenseDisclosureTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapDebtInstrumentAxis_evbgZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember_20200101_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:AmortizationOfFinancingCostsAndDiscounts", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R67": { "firstAnchor": { "ancestors": [ "p", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapDebtInstrumentAxis_evbgZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember_20201231", "decimals": "5", "first": true, "lang": null, "name": "us-gaap:DebtInstrumentInterestRateStatedPercentage", "reportCount": 1, "unitRef": "U_xbrlipure", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100670 - Disclosure - Convertible Senior Notes - Summary of Total Interest Expense Recognized Related To Convertible Senior Notes (Parenthetical) (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesParentheticalDetails", "shortName": "Convertible Senior Notes - Summary of Total Interest Expense Recognized Related To Convertible Senior Notes (Parenthetical) (Details)", "subGroupType": "parenthetical", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:InterestIncomeAndInterestExpenseDisclosureTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapDebtInstrumentAxis_evbgZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember_us-gaapVariableRateAxis_evbgZeroPointOneTwoFivePercentageCouponMember_20201231", "decimals": "INF", "lang": null, "name": "us-gaap:DebtInstrumentInterestRateStatedPercentage", "reportCount": 1, "unique": true, "unitRef": "U_xbrlipure", "xsiNil": "false" } }, "R68": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfCarryingValuesAndEstimatedFairValuesOfDebtInstrumentsTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapDebtInstrumentAxis_evbgZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember_us-gaapFairValueByMeasurementBasisAxis_us-gaapEstimateOfFairValueFairValueDisclosureMember_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:NotesPayableFairValueDisclosure", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100680 - Disclosure - Convertible Senior Notes - Summary of Fair Value and Carrying Value of Convertible Senior Notes (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfFairValueAndCarryingValueOfConvertibleSeniorNotesDetails", "shortName": "Convertible Senior Notes - Summary of Fair Value and Carrying Value of Convertible Senior Notes (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfCarryingValuesAndEstimatedFairValuesOfDebtInstrumentsTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapDebtInstrumentAxis_evbgZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember_us-gaapFairValueByMeasurementBasisAxis_us-gaapEstimateOfFairValueFairValueDisclosureMember_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:NotesPayableFairValueDisclosure", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R69": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "srt:ContractualObligationFiscalYearMaturityScheduleTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapDebtInstrumentAxis_evbgOnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:LongTermDebtMaturingInYearsTwoAndThree", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100690 - Disclosure - Convertible Senior Notes - Summary of Debt Obligations (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfDebtObligationsDetails", "shortName": "Convertible Senior Notes - Summary of Debt Obligations (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "srt:ContractualObligationFiscalYearMaturityScheduleTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapDebtInstrumentAxis_evbgOnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:LongTermDebtMaturingInYearsTwoAndThree", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R7": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:NatureOfOperations", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100060 - Disclosure - Business and Nature of Operations", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessAndNatureOfOperations", "shortName": "Business and Nature of Operations", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:NatureOfOperations", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R70": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:PreferredStockSharesAuthorized", "reportCount": 1, "unitRef": "U_xbrlishares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100700 - Disclosure - Stockholders' Equity - Additional Information (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockholdersEquityAdditionalInformationDetails", "shortName": "Stockholders' Equity - Additional Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:StockholdersEquityNoteDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "lang": "en-US", "name": "us-gaap:CommonStockVotingRights", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R71": { "firstAnchor": { "ancestors": [ "p", "us-gaap:DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapPlanNameAxis_evbgTwoThousandSixteenEquityIncentivePlanMember_20160915", "decimals": "INF", "first": true, "lang": null, "name": "evbg:CommonStockCapitalSharesReservedForFutureIssuanceAnnualAutomaticIncreasePercentage", "reportCount": 1, "unique": true, "unitRef": "U_xbrlipure", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100710 - Disclosure - Stock Plans and Stock-Based Compensation - Additional Information (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationAdditionalInformationDetails", "shortName": "Stock Plans and Stock-Based Compensation - Additional Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapPlanNameAxis_evbgTwoThousandSixteenEquityIncentivePlanMember_20160915", "decimals": "INF", "first": true, "lang": null, "name": "evbg:CommonStockCapitalSharesReservedForFutureIssuanceAnnualAutomaticIncreasePercentage", "reportCount": 1, "unique": true, "unitRef": "U_xbrlipure", "xsiNil": "false" } }, "R72": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfEmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:AllocatedShareBasedCompensationExpense", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100720 - Disclosure - Stock Plans and Stock-Based Compensation - 2016 Employee Stock Purchase Plan - Additional Information (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensation2016EmployeeStockPurchasePlanAdditionalInformationDetails", "shortName": "Stock Plans and Stock-Based Compensation - 2016 Employee Stock Purchase Plan - Additional Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapPlanNameAxis_evbgTwoThousandSixteenEmployeeStockPurchasePlanMember_20160914_20160915", "decimals": "INF", "lang": null, "name": "us-gaap:SharebasedCompensationArrangementBySharebasedPaymentAwardPurchasePriceOfCommonStockPercent", "reportCount": 1, "unique": true, "unitRef": "U_xbrlipure", "xsiNil": "false" } }, "R73": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfEmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:AllocatedShareBasedCompensationExpense", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100730 - Disclosure - Stock Plans and Stock-Based Compensation - Stock Options - Additional Information (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationStockOptionsAdditionalInformationDetails", "shortName": "Stock Plans and Stock-Based Compensation - Stock Options - Additional Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-5", "lang": null, "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExercisesInPeriodTotalIntrinsicValue", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R74": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "ix:continuation", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "2", "first": true, "lang": null, "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedDividendRate", "reportCount": 1, "unitRef": "U_xbrlipure", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100740 - Disclosure - Stock Plans and Stock-Based Compensation - Schedule of Assumptions Used in Determining Fair Value of Stock Option Grants and Shares Issuable (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfAssumptionsUsedInDeterminingFairValueOfStockOptionGrantsAndSharesIssuableDetails", "shortName": "Stock Plans and Stock-Based Compensation - Schedule of Assumptions Used in Determining Fair Value of Stock Option Grants and Shares Issuable (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "ix:continuation", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapPlanNameAxis_evbgTwoThousandSixteenEmployeeStockPurchasePlanMember_20200101_20201231", "decimals": "2", "lang": null, "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedDividendRate", "reportCount": 1, "unique": true, "unitRef": "U_xbrlipure", "xsiNil": "false" } }, "R75": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "ix:continuation", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "2", "first": true, "lang": null, "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedDividendRate", "reportCount": 1, "unitRef": "U_xbrlipure", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100750 - Disclosure - Stock Plans and Stock-Based Compensation - Schedule of Assumptions Used in Determining Fair Value of Stock Option Grants and Shares Issuable (Parenthetical) (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfAssumptionsUsedInDeterminingFairValueOfStockOptionGrantsAndSharesIssuableParentheticalDetails", "shortName": "Stock Plans and Stock-Based Compensation - Schedule of Assumptions Used in Determining Fair Value of Stock Option Grants and Shares Issuable (Parenthetical) (Details)", "subGroupType": "parenthetical", "uniqueAnchor": null }, "R76": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfShareBasedCompensationStockOptionsActivityTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20191231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingNumber", "reportCount": 1, "unitRef": "U_xbrlishares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100760 - Disclosure - Stock Plans and Stock-Based Compensation - Schedule of Stock Option Activity (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfStockOptionActivityDetails", "shortName": "Stock Plans and Stock-Based Compensation - Schedule of Stock Option Activity (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfShareBasedCompensationStockOptionsActivityTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "INF", "lang": null, "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsForfeituresInPeriod", "reportCount": 1, "unique": true, "unitRef": "U_xbrlishares", "xsiNil": "false" } }, "R77": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfShareBasedCompensationStockOptionsActivityTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingNumber", "reportCount": 1, "unitRef": "U_xbrlishares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100770 - Disclosure - Stock Plans and Stock-Based Compensation - Schedule of Stock Options Outstanding, Vested and Expected to Vest and Exercisable (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfStockOptionsOutstandingVestedAndExpectedToVestAndExercisableDetails", "shortName": "Stock Plans and Stock-Based Compensation - Schedule of Stock Options Outstanding, Vested and Expected to Vest and Exercisable (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingAndExercisableTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "INF", "lang": null, "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingNumber", "reportCount": 1, "unique": true, "unitRef": "U_xbrlishares", "xsiNil": "false" } }, "R78": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsVestedNumberOfShares", "reportCount": 1, "unique": true, "unitRef": "U_xbrlishares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100780 - Disclosure - Stock Plans and Stock-Based Compensation - Schedule of Vested and Nonvested Stock Option Activity (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfVestedAndNonvestedStockOptionActivityDetails", "shortName": "Stock Plans and Stock-Based Compensation - Schedule of Vested and Nonvested Stock Option Activity (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsVestedNumberOfShares", "reportCount": 1, "unique": true, "unitRef": "U_xbrlishares", "xsiNil": "false" } }, "R79": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfEmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:AllocatedShareBasedCompensationExpense", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100790 - Disclosure - Stock Plans and Stock-Based Compensation - Restricted Stock Units - Additional Information (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationRestrictedStockUnitsAdditionalInformationDetails", "shortName": "Stock Plans and Stock-Based Compensation - Restricted Stock Units - Additional Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapAwardTypeAxis_us-gaapRestrictedStockMember_20200101_20201231", "decimals": "INF", "lang": null, "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriod", "reportCount": 1, "unique": true, "unitRef": "U_xbrlishares", "xsiNil": "false" } }, "R8": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SignificantAccountingPoliciesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100070 - Disclosure - Summary of Significant Accounting Policies", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPolicies", "shortName": "Summary of Significant Accounting Policies", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SignificantAccountingPoliciesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R80": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfEmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:AllocatedShareBasedCompensationExpense", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100800 - Disclosure - Stock Plans and Stock-Based Compensation - Performance-Based Restricted Stock Units - Additional Information (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationPerformanceBasedRestrictedStockUnitsAdditionalInformationDetails", "shortName": "Stock Plans and Stock-Based Compensation - Performance-Based Restricted Stock Units - Additional Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapAwardTypeAxis_evbgPerformanceBasedRestrictedStockUnitsMember_20200101_20201231", "decimals": "INF", "lang": null, "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriod", "reportCount": 1, "unique": true, "unitRef": "U_xbrlishares", "xsiNil": "false" } }, "R81": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfEmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:AllocatedShareBasedCompensationExpense", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100810 - Disclosure - Stock Plans and Stock-Based Compensation - Market-Based Restricted Stock Units - Additional Information (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationMarketBasedRestrictedStockUnitsAdditionalInformationDetails", "shortName": "Stock Plans and Stock-Based Compensation - Market-Based Restricted Stock Units - Additional Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriod", "p", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapAwardTypeAxis_evbgMarketBasedRestrictedStockUnitsMember_20200101_20201231", "decimals": "INF", "lang": null, "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriod", "reportCount": 1, "unique": true, "unitRef": "U_xbrlishares", "xsiNil": "false" } }, "R82": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfNonvestedRestrictedStockUnitsActivityTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapAwardTypeAxis_evbgRestrictedStockUnitsAndPerformanceBasedRestrictedStockUnitsMember_20191231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedNumber", "reportCount": 1, "unique": true, "unitRef": "U_xbrlishares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100820 - Disclosure - Stock Plans and Stock-Based Compensation - Summary of RSU and PSU Activity (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationSummaryOfRSUAndPSUActivityDetails", "shortName": "Stock Plans and Stock-Based Compensation - Summary of RSU and PSU Activity (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfNonvestedRestrictedStockUnitsActivityTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapAwardTypeAxis_evbgRestrictedStockUnitsAndPerformanceBasedRestrictedStockUnitsMember_20191231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedNumber", "reportCount": 1, "unique": true, "unitRef": "U_xbrlishares", "xsiNil": "false" } }, "R83": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfEmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:AllocatedShareBasedCompensationExpense", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100830 - Disclosure - Stock Plans and Stock-Based Compensation - Summary of Stock-Based Compensation Expense (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationSummaryOfStockBasedCompensationExpenseDetails", "shortName": "Stock Plans and Stock-Based Compensation - Summary of Stock-Based Compensation Expense (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfEmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapIncomeStatementLocationAxis_us-gaapCostOfSalesMember_20200101_20201231", "decimals": "-3", "lang": null, "name": "us-gaap:AllocatedShareBasedCompensationExpense", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R84": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfAntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareTextBlock", "us-gaap:EarningsPerShareTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareAmount", "reportCount": 1, "unique": true, "unitRef": "U_xbrlishares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100840 - Disclosure - Basic and Diluted Net Loss Per Share - Schedule of Common Equivalent Shares were Excluded from Diluted Net Loss Per Share Calculation because their Inclusion would have been Anti-Dilutive (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBasicAndDilutedNetLossPerShareScheduleOfCommonEquivalentSharesWereExcludedFromDilutedNetLossPerShareCalculationBecauseTheirInclusionWouldHaveBeenAntiDilutiveDetails", "shortName": "Basic and Diluted Net Loss Per Share - Schedule of Common Equivalent Shares were Excluded from Diluted Net Loss Per Share Calculation because their Inclusion would have been Anti-Dilutive (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfAntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareTextBlock", "us-gaap:EarningsPerShareTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareAmount", "reportCount": 1, "unique": true, "unitRef": "U_xbrlishares", "xsiNil": "false" } }, "R85": { "firstAnchor": { "ancestors": [ "p", "us-gaap:EarningsPerShareTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:CommonStockCapitalSharesReservedForFutureIssuance", "reportCount": 1, "unitRef": "U_xbrlishares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100850 - Disclosure - Basic and Diluted Net Loss per Share - Additional Information (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBasicAndDilutedNetLossPerShareAdditionalInformationDetails", "shortName": "Basic and Diluted Net Loss per Share - Additional Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:EarningsPerShareTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_us-gaapDebtInstrumentAxis_evbgZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember_20191201_20191231", "decimals": null, "lang": "en-US", "name": "us-gaap:DebtConversionConvertedInstrumentIssuanceDateMonthAndYear", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R86": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfIncomeBeforeIncomeTaxDomesticAndForeignTableTextBlock", "us-gaap:IncomeTaxDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:IncomeLossFromContinuingOperationsBeforeIncomeTaxesDomestic", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100860 - Disclosure - Income Taxes - Components of Loss before Income Taxes (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesComponentsOfLossBeforeIncomeTaxesDetails", "shortName": "Income Taxes - Components of Loss before Income Taxes (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfIncomeBeforeIncomeTaxDomesticAndForeignTableTextBlock", "us-gaap:IncomeTaxDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:IncomeLossFromContinuingOperationsBeforeIncomeTaxesDomestic", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R87": { "firstAnchor": { "ancestors": [ "p", "us-gaap:ScheduleOfEffectiveIncomeTaxRateReconciliationTableTextBlock", "us-gaap:IncomeTaxDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "2", "first": true, "lang": null, "name": "us-gaap:EffectiveIncomeTaxRateContinuingOperations", "reportCount": 1, "unique": true, "unitRef": "U_xbrlipure", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100870 - Disclosure - Income Taxes - Additional information (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesAdditionalInformationDetails", "shortName": "Income Taxes - Additional information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:ScheduleOfEffectiveIncomeTaxRateReconciliationTableTextBlock", "us-gaap:IncomeTaxDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "2", "first": true, "lang": null, "name": "us-gaap:EffectiveIncomeTaxRateContinuingOperations", "reportCount": 1, "unique": true, "unitRef": "U_xbrlipure", "xsiNil": "false" } }, "R88": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfEffectiveIncomeTaxRateReconciliationTableTextBlock", "us-gaap:IncomeTaxDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:IncomeTaxReconciliationIncomeTaxExpenseBenefitAtFederalStatutoryIncomeTaxRate", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100880 - Disclosure - Income Taxes - Reconciliation of Provision for Income Taxes at Statutory Rate and Provision (Benefit) for Income Taxes at Effective Tax Rate (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesReconciliationOfProvisionForIncomeTaxesAtStatutoryRateAndProvisionBenefitForIncomeTaxesAtEffectiveTaxRateDetails", "shortName": "Income Taxes - Reconciliation of Provision for Income Taxes at Statutory Rate and Provision (Benefit) for Income Taxes at Effective Tax Rate (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfEffectiveIncomeTaxRateReconciliationTableTextBlock", "us-gaap:IncomeTaxDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:IncomeTaxReconciliationIncomeTaxExpenseBenefitAtFederalStatutoryIncomeTaxRate", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R89": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfComponentsOfIncomeTaxExpenseBenefitTableTextBlock", "us-gaap:IncomeTaxDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:CurrentFederalTaxExpenseBenefit", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100890 - Disclosure - Income Taxes - Schedule of Provision for (Benefit from) Income Taxes (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfProvisionForBenefitFromIncomeTaxesDetails", "shortName": "Income Taxes - Schedule of Provision for (Benefit from) Income Taxes (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfComponentsOfIncomeTaxExpenseBenefitTableTextBlock", "us-gaap:IncomeTaxDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:CurrentFederalTaxExpenseBenefit", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R9": { "firstAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "evbg:AccountsReceivableAndContractAssetsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100080 - Disclosure - Accounts Receivable, Net", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNet", "shortName": "Accounts Receivable, Net", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "evbg:AccountsReceivableAndContractAssetsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R90": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfDeferredTaxAssetsAndLiabilitiesTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "-3", "first": true, "lang": null, "name": "evbg:DeferredTaxAssetsLeaseLiability", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100900 - Disclosure - Income Taxes - Schedule of Net Deferred Tax Assets (Liabilities) (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails", "shortName": "Income Taxes - Schedule of Net Deferred Tax Assets (Liabilities) (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfDeferredTaxAssetsAndLiabilitiesTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "-3", "first": true, "lang": null, "name": "evbg:DeferredTaxAssetsLeaseLiability", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R91": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfUnrecognizedTaxBenefitsRollForwardTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20191231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:UnrecognizedTaxBenefits", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100910 - Disclosure - Income Taxes - Schedule of Changes in Unrecognized Tax Benefits (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfChangesInUnrecognizedTaxBenefitsDetails", "shortName": "Income Taxes - Schedule of Changes in Unrecognized Tax Benefits (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfUnrecognizedTaxBenefitsRollForwardTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20171231", "decimals": "-3", "lang": null, "name": "us-gaap:UnrecognizedTaxBenefits", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R92": { "firstAnchor": { "ancestors": [ "p", "us-gaap:SegmentReportingDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:NumberOfOperatingSegments", "reportCount": 1, "unique": true, "unitRef": "U_evbgSegment", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100920 - Disclosure - Segment Information - Additional Information (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSegmentInformationAdditionalInformationDetails", "shortName": "Segment Information - Additional Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:SegmentReportingDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:NumberOfOperatingSegments", "reportCount": 1, "unique": true, "unitRef": "U_evbgSegment", "xsiNil": "false" } }, "R93": { "firstAnchor": { "ancestors": [ "p", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "evbg:PeriodOfBenefitForAmortizationCosts", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100930 - Disclosure - Revenue Recognition - Additional Information (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionAdditionalInformationDetails", "shortName": "Revenue Recognition - Additional Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": null, "first": true, "lang": "en-US", "name": "evbg:PeriodOfBenefitForAmortizationCosts", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R94": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:AccountsReceivableNetCurrent", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100940 - Disclosure - Revenue Recognition - Summary of Impact of Adoption of New Revenue Standard on Consolidated Balance Sheet (Detail)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfImpactOfAdoptionOfNewRevenueStandardOnConsolidatedBalanceSheetDetail", "shortName": "Revenue Recognition - Summary of Impact of Adoption of New Revenue Standard on Consolidated Balance Sheet (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:ScheduleOfNewAccountingPronouncementsAndChangesInAccountingPrinciplesTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20171231", "decimals": "-3", "lang": null, "name": "us-gaap:OtherLiabilitiesCurrent", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R95": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100950 - Disclosure - Revenue Recognition - Summary of Revenues Disaggregated by Geography (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfRevenuesDisaggregatedByGeographyDetails", "shortName": "Revenue Recognition - Summary of Revenues Disaggregated by Geography (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:DisaggregationOfRevenueTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_srtStatementGeographicalAxis_countryUS_20200101_20201231", "decimals": "-3", "lang": null, "name": "us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R96": { "firstAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax", "reportCount": 1, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100960 - Disclosure - Revenue Recognition - Summary of Revenues Disaggregated by Revenue Source (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfRevenuesDisaggregatedByRevenueSourceDetails", "shortName": "Revenue Recognition - Summary of Revenues Disaggregated by Revenue Source (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "td", "tr", "table", "div", "us-gaap:DisaggregationOfRevenueTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_srtProductOrServiceAxis_us-gaapSubscriptionAndCirculationMember_20200101_20201231", "decimals": "-3", "lang": null, "name": "us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R97": { "firstAnchor": { "ancestors": [ "p", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_srtProductOrServiceAxis_evbgSubscriptionAndOtherContractsMember_us-gaapRevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionStartDateAxis_2021-01-01_20201231", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:RevenueRemainingPerformanceObligation", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100970 - Disclosure - Revenue Recognition - Remaining Performance Obligations - Additional Information (Details 1)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionRemainingPerformanceObligationsAdditionalInformationDetails1", "shortName": "Revenue Recognition - Remaining Performance Obligations - Additional Information (Details 1)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "ix:continuation", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_srtProductOrServiceAxis_evbgSubscriptionAndOtherContractsMember_us-gaapRevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionStartDateAxis_2021-01-01_20201231", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:RevenueRemainingPerformanceObligation", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } }, "R98": { "firstAnchor": { "ancestors": [ "p", "us-gaap:ConcentrationRiskDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_srtStatementGeographicalAxis_countryUS_us-gaapConcentrationRiskByBenchmarkAxis_us-gaapSalesRevenueNetMember_us-gaapConcentrationRiskByTypeAxis_us-gaapGeographicConcentrationRiskMember_20200101_20201231", "decimals": "2", "first": true, "lang": null, "name": "us-gaap:ConcentrationRiskPercentage1", "reportCount": 1, "unique": true, "unitRef": "U_xbrlipure", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100980 - Disclosure - Geographic Concentrations - Additional Information (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGeographicConcentrationsAdditionalInformationDetails", "shortName": "Geographic Concentrations - Additional Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:ConcentrationRiskDisclosureTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_srtStatementGeographicalAxis_countryUS_us-gaapConcentrationRiskByBenchmarkAxis_us-gaapSalesRevenueNetMember_us-gaapConcentrationRiskByTypeAxis_us-gaapGeographicConcentrationRiskMember_20200101_20201231", "decimals": "2", "first": true, "lang": null, "name": "us-gaap:ConcentrationRiskPercentage1", "reportCount": 1, "unique": true, "unitRef": "U_xbrlipure", "xsiNil": "false" } }, "R99": { "firstAnchor": { "ancestors": [ "p", "us-gaap:CompensationAndEmployeeBenefitPlansTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:DefinedContributionPlanEmployerDiscretionaryContributionAmount", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "100990 - Disclosure - Employee Benefit Plan - Additional Information (Details)", "role": "http://www.everbridge.com/20201231/taxonomy/role/DisclosureEmployeeBenefitPlanAdditionalInformationDetails", "shortName": "Employee Benefit Plan - Additional Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "p", "us-gaap:CompensationAndEmployeeBenefitPlansTextBlock", "body", "html" ], "baseRef": "evbg-10k_20201231.htm", "contextRef": "C_0001437352_20200101_20201231", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:DefinedContributionPlanEmployerDiscretionaryContributionAmount", "reportCount": 1, "unique": true, "unitRef": "U_iso4217USD", "xsiNil": "false" } } }, "segmentCount": 87, "tag": { "country_US": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "UNITED STATES", "terseLabel": "United States" } } }, "localname": "US", "nsuri": "http://xbrl.sec.gov/country/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGeographicConcentrationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfRevenuesDisaggregatedByGeographyDetails" ], "xbrltype": "domainItemType" }, "dei_AmendmentFlag": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.", "label": "Amendment Flag", "terseLabel": "Amendment Flag" } } }, "localname": "AmendmentFlag", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "booleanItemType" }, "dei_CityAreaCode": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Area code of city", "label": "City Area Code", "terseLabel": "City Area Code" } } }, "localname": "CityAreaCode", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "normalizedStringItemType" }, "dei_CoverAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Cover page.", "label": "Cover [Abstract]" } } }, "localname": "CoverAbstract", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "xbrltype": "stringItemType" }, "dei_CurrentFiscalYearEndDate": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "End date of current fiscal year in the format --MM-DD.", "label": "Current Fiscal Year End Date", "terseLabel": "Current Fiscal Year End Date" } } }, "localname": "CurrentFiscalYearEndDate", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "gMonthDayItemType" }, "dei_DocumentAnnualReport": { "auth_ref": [ "r671", "r672", "r673" ], "lang": { "en-us": { "role": { "documentation": "Boolean flag that is true only for a form used as an annual report.", "label": "Document Annual Report", "terseLabel": "Document Annual Report" } } }, "localname": "DocumentAnnualReport", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "booleanItemType" }, "dei_DocumentFiscalPeriodFocus": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Fiscal period values are FY, Q1, Q2, and Q3. 1st, 2nd and 3rd quarter 10-Q or 10-QT statements have value Q1, Q2, and Q3 respectively, with 10-K, 10-KT or other fiscal year statements having FY.", "label": "Document Fiscal Period Focus", "terseLabel": "Document Fiscal Period Focus" } } }, "localname": "DocumentFiscalPeriodFocus", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "fiscalPeriodItemType" }, "dei_DocumentFiscalYearFocus": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "This is focus fiscal year of the document report in YYYY format. For a 2006 annual report, which may also provide financial information from prior periods, fiscal 2006 should be given as the fiscal year focus. Example: 2006.", "label": "Document Fiscal Year Focus", "terseLabel": "Document Fiscal Year Focus" } } }, "localname": "DocumentFiscalYearFocus", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "gYearItemType" }, "dei_DocumentPeriodEndDate": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The end date of the period reflected on the cover page if a periodic report. For all other reports and registration statements containing historical data, it is the date up through which that historical data is presented. If there is no historical data in the report, use the filing date. The format of the date is YYYY-MM-DD.", "label": "Document Period End Date", "terseLabel": "Document Period End Date" } } }, "localname": "DocumentPeriodEndDate", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "dateItemType" }, "dei_DocumentTransitionReport": { "auth_ref": [ "r674" ], "lang": { "en-us": { "role": { "documentation": "Boolean flag that is true only for a form used as a transition report.", "label": "Document Transition Report", "terseLabel": "Document Transition Report" } } }, "localname": "DocumentTransitionReport", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "booleanItemType" }, "dei_DocumentType": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.", "label": "Document Type", "verboseLabel": "Document Type" } } }, "localname": "DocumentType", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "submissionTypeItemType" }, "dei_DocumentsIncorporatedByReferenceTextBlock": { "auth_ref": [ "r669" ], "lang": { "en-us": { "role": { "documentation": "Documents incorporated by reference.", "label": "Documents Incorporated By Reference [Text Block]", "terseLabel": "Documents Incorporated by Reference" } } }, "localname": "DocumentsIncorporatedByReferenceTextBlock", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "textBlockItemType" }, "dei_EntityAddressAddressLine1": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Address Line 1 such as Attn, Building Name, Street Name", "label": "Entity Address Address Line1", "terseLabel": "Entity Address, Address Line One" } } }, "localname": "EntityAddressAddressLine1", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "normalizedStringItemType" }, "dei_EntityAddressAddressLine2": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Address Line 2 such as Street or Suite number", "label": "Entity Address Address Line2", "terseLabel": "Entity Address, Address Line Two" } } }, "localname": "EntityAddressAddressLine2", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "normalizedStringItemType" }, "dei_EntityAddressCityOrTown": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Name of the City or Town", "label": "Entity Address City Or Town", "terseLabel": "Entity Address, City or Town" } } }, "localname": "EntityAddressCityOrTown", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "normalizedStringItemType" }, "dei_EntityAddressPostalZipCode": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Code for the postal or zip code", "label": "Entity Address Postal Zip Code", "terseLabel": "Entity Address, Postal Zip Code" } } }, "localname": "EntityAddressPostalZipCode", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "normalizedStringItemType" }, "dei_EntityAddressStateOrProvince": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Name of the state or province.", "label": "Entity Address State Or Province", "terseLabel": "Entity Address, State or Province" } } }, "localname": "EntityAddressStateOrProvince", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "stateOrProvinceItemType" }, "dei_EntityCentralIndexKey": { "auth_ref": [ "r675" ], "lang": { "en-us": { "role": { "documentation": "A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.", "label": "Entity Central Index Key", "terseLabel": "Entity Central Index Key" } } }, "localname": "EntityCentralIndexKey", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "centralIndexKeyItemType" }, "dei_EntityCommonStockSharesOutstanding": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Indicate number of shares or other units outstanding of each of registrant's classes of capital or common stock or other ownership interests, if and as stated on cover of related periodic report. Where multiple classes or units exist define each class/interest by adding class of stock items such as Common Class A [Member], Common Class B [Member] or Partnership Interest [Member] onto the Instrument [Domain] of the Entity Listings, Instrument.", "label": "Entity Common Stock Shares Outstanding", "terseLabel": "Entity Common Stock, Shares Outstanding" } } }, "localname": "EntityCommonStockSharesOutstanding", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "sharesItemType" }, "dei_EntityCurrentReportingStatus": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Indicate 'Yes' or 'No' whether registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days. This information should be based on the registrant's current or most recent filing containing the related disclosure.", "label": "Entity Current Reporting Status", "terseLabel": "Entity Current Reporting Status" } } }, "localname": "EntityCurrentReportingStatus", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "yesNoItemType" }, "dei_EntityEmergingGrowthCompany": { "auth_ref": [ "r675" ], "lang": { "en-us": { "role": { "documentation": "Indicate if registrant meets the emerging growth company criteria.", "label": "Entity Emerging Growth Company", "terseLabel": "Entity Emerging Growth Company" } } }, "localname": "EntityEmergingGrowthCompany", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "booleanItemType" }, "dei_EntityFileNumber": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.", "label": "Entity File Number", "terseLabel": "Entity File Number" } } }, "localname": "EntityFileNumber", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "fileNumberItemType" }, "dei_EntityFilerCategory": { "auth_ref": [ "r675" ], "lang": { "en-us": { "role": { "documentation": "Indicate whether the registrant is one of the following: Large Accelerated Filer, Accelerated Filer, Non-accelerated Filer. Definitions of these categories are stated in Rule 12b-2 of the Exchange Act. This information should be based on the registrant's current or most recent filing containing the related disclosure.", "label": "Entity Filer Category", "terseLabel": "Entity Filer Category" } } }, "localname": "EntityFilerCategory", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "filerCategoryItemType" }, "dei_EntityIncorporationStateCountryCode": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Two-character EDGAR code representing the state or country of incorporation.", "label": "Entity Incorporation State Country Code", "terseLabel": "Entity Incorporation, State or Country Code" } } }, "localname": "EntityIncorporationStateCountryCode", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "edgarStateCountryItemType" }, "dei_EntityInteractiveDataCurrent": { "auth_ref": [ "r677" ], "lang": { "en-us": { "role": { "documentation": "Boolean flag that is true when the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).", "label": "Entity Interactive Data Current", "terseLabel": "Entity Interactive Data Current" } } }, "localname": "EntityInteractiveDataCurrent", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "yesNoItemType" }, "dei_EntityPublicFloat": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant's most recently completed second fiscal quarter.", "label": "Entity Public Float", "terseLabel": "Entity Public Float" } } }, "localname": "EntityPublicFloat", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "monetaryItemType" }, "dei_EntityRegistrantName": { "auth_ref": [ "r675" ], "lang": { "en-us": { "role": { "documentation": "The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.", "label": "Entity Registrant Name", "terseLabel": "Entity Registrant Name" } } }, "localname": "EntityRegistrantName", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "normalizedStringItemType" }, "dei_EntityShellCompany": { "auth_ref": [ "r675" ], "lang": { "en-us": { "role": { "documentation": "Boolean flag that is true when the registrant is a shell company as defined in Rule 12b-2 of the Exchange Act.", "label": "Entity Shell Company", "terseLabel": "Entity Shell Company" } } }, "localname": "EntityShellCompany", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "booleanItemType" }, "dei_EntitySmallBusiness": { "auth_ref": [ "r675" ], "lang": { "en-us": { "role": { "documentation": "Indicates that the company is a Smaller Reporting Company (SRC).", "label": "Entity Small Business", "terseLabel": "Entity Small Business" } } }, "localname": "EntitySmallBusiness", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "booleanItemType" }, "dei_EntityTaxIdentificationNumber": { "auth_ref": [ "r675" ], "lang": { "en-us": { "role": { "documentation": "The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.", "label": "Entity Tax Identification Number", "terseLabel": "Entity Tax Identification Number" } } }, "localname": "EntityTaxIdentificationNumber", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "employerIdItemType" }, "dei_EntityVoluntaryFilers": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Indicate 'Yes' or 'No' if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.", "label": "Entity Voluntary Filers", "terseLabel": "Entity Voluntary Filers" } } }, "localname": "EntityVoluntaryFilers", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "yesNoItemType" }, "dei_EntityWellKnownSeasonedIssuer": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Indicate 'Yes' or 'No' if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Is used on Form Type: 10-K, 10-Q, 8-K, 20-F, 6-K, 10-K/A, 10-Q/A, 20-F/A, 6-K/A, N-CSR, N-Q, N-1A.", "label": "Entity Well Known Seasoned Issuer", "terseLabel": "Entity Well-known Seasoned Issuer" } } }, "localname": "EntityWellKnownSeasonedIssuer", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "yesNoItemType" }, "dei_IcfrAuditorAttestationFlag": { "auth_ref": [ "r671", "r672", "r673" ], "lang": { "en-us": { "role": { "label": "Icfr Auditor Attestation Flag", "terseLabel": "ICFR Auditor Attestation Flag" } } }, "localname": "IcfrAuditorAttestationFlag", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "booleanItemType" }, "dei_LocalPhoneNumber": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Local phone number for entity.", "label": "Local Phone Number", "terseLabel": "Local Phone Number" } } }, "localname": "LocalPhoneNumber", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "normalizedStringItemType" }, "dei_Security12bTitle": { "auth_ref": [ "r668" ], "lang": { "en-us": { "role": { "documentation": "Title of a 12(b) registered security.", "label": "Security12b Title", "terseLabel": "Title of 12(b) Security" } } }, "localname": "Security12bTitle", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "securityTitleItemType" }, "dei_SecurityExchangeName": { "auth_ref": [ "r670" ], "lang": { "en-us": { "role": { "documentation": "Name of the Exchange on which a security is registered.", "label": "Security Exchange Name", "terseLabel": "Security Exchange Name" } } }, "localname": "SecurityExchangeName", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "edgarExchangeCodeItemType" }, "dei_TradingSymbol": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Trading symbol of an instrument as listed on an exchange.", "label": "Trading Symbol", "terseLabel": "Trading Symbol" } } }, "localname": "TradingSymbol", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DocumentDocumentAndEntityInformation" ], "xbrltype": "tradingSymbolItemType" }, "evbg_AccountsReceivableAndContractAssetsTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Accounts receivable and contract assets.", "label": "Accounts Receivable And Contract Assets [Text Block]", "terseLabel": "Accounts Receivable, Net" } } }, "localname": "AccountsReceivableAndContractAssetsTextBlock", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNet" ], "xbrltype": "textBlockItemType" }, "evbg_AdjustmentsToAdditionalPaidInCapitalEquityComponentOfRepurchasedConvertibleNotes": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Adjustments to additional paid in capital equity component of repurchased convertible note.", "label": "Adjustments To Additional Paid In Capital Equity Component Of Repurchased Convertible Notes", "negatedLabel": "Equity component of repurchased convertible notes due 2022" } } }, "localname": "AdjustmentsToAdditionalPaidInCapitalEquityComponentOfRepurchasedConvertibleNotes", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "evbg_AdjustmentsToAdditionalPaidInCapitalPurchaseOfConvertibleNoteCappedCallHedge": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Adjustments to additional paid-in capital purchase of convertible note capped call hedge.", "label": "Adjustments To Additional Paid In Capital Purchase Of Convertible Note Capped Call Hedge", "negatedLabel": "Purchase of capped call hedge for the convertible notes due2024, including issuance costs" } } }, "localname": "AdjustmentsToAdditionalPaidInCapitalPurchaseOfConvertibleNoteCappedCallHedge", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "evbg_AdjustmentsToAdditionalPaidInCapitalTerminationOfCappedCallHedgeForConvertibleNotes": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Adjustments to additional paid in capital termination of capped call hedge for convertible notes.", "label": "Adjustments To Additional Paid In Capital Termination Of Capped Call Hedge For Convertible Notes", "terseLabel": "Termination of capped call hedge for the convertible notes due 2022" } } }, "localname": "AdjustmentsToAdditionalPaidInCapitalTerminationOfCappedCallHedgeForConvertibleNotes", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "evbg_BusinessAcquisitionProFormaEarningsLossPerShareBasicAndDiluted": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Business acquisition pro forma earnings (loss) per share basic and diluted", "label": "Business Acquisition Pro Forma Earnings Loss Per Share Basic And Diluted", "terseLabel": "Basic and diluted loss per share pro forma" } } }, "localname": "BusinessAcquisitionProFormaEarningsLossPerShareBasicAndDiluted", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfUnauditedProFormaResultsOfOperationsDetails" ], "xbrltype": "perShareItemType" }, "evbg_BusinessCombinationConsiderationDeferredConsiderationExpectedToPay": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Business combination consideration deferred consideration expected to pay.", "label": "Business Combination Consideration Deferred Consideration Expected To Pay", "terseLabel": "Contingent consideration expect to pay" } } }, "localname": "BusinessCombinationConsiderationDeferredConsiderationExpectedToPay", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "evbg_BusinessCombinationConsiderationTransferredAcquisitionRelatedDeferredCommonStockConsideration": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Business combination consideration transferred acquisition-related deferred common stock consideration.", "label": "Business Combination Consideration Transferred Acquisition Related Deferred Common Stock Consideration", "terseLabel": "Acquisition-related deferred common stock consideration" } } }, "localname": "BusinessCombinationConsiderationTransferredAcquisitionRelatedDeferredCommonStockConsideration", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "monetaryItemType" }, "evbg_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentLiabilitiesAccountsPayableAndAccruedExpenses": { "auth_ref": [], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails2": { "order": 10020.0, "parentTag": "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredGoodwillAndLiabilitiesAssumedNet", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Business combination recognized identifiable assets acquired and liabilities assumed current liabilities accounts payable and accrued expenses.", "label": "Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Current Liabilities Accounts Payable And Accrued Expenses", "terseLabel": "Accounts payable and accrued expenses" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentLiabilitiesAccountsPayableAndAccruedExpenses", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "monetaryItemType" }, "evbg_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentLiabilitiesAccruedExpenses": { "auth_ref": [], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails": { "order": 10030.0, "parentTag": "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredGoodwillAndLiabilitiesAssumedNet", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Business combination recognized identifiable assets acquired and liabilities assumed current liabilities accrued expenses.", "label": "Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Current Liabilities Accrued Expenses", "terseLabel": "Accrued expenses" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentLiabilitiesAccruedExpenses", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "monetaryItemType" }, "evbg_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentLiabilitiesIncreaseDecreaseInDeferredRevenue": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Business combination recognized identifiable assets acquired and liabilities assumed current liabilities increase (decrease) in deferred revenue.", "label": "Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Current Liabilities Increase Decrease In Deferred Revenue", "terseLabel": "Increase (decrease) in deferred revenue" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentLiabilitiesIncreaseDecreaseInDeferredRevenue", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "evbg_CNLSoftwareLimitedMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "CNL Software Limited.", "label": "C N L Software Limited [Member]", "terseLabel": "CNL Software Limited" } } }, "localname": "CNLSoftwareLimitedMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsTables" ], "xbrltype": "domainItemType" }, "evbg_CapitalizedComputerSoftwareAmortizationPeriod": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Capitalized computer software, amortization period.", "label": "Capitalized Computer Software Amortization Period", "verboseLabel": "Amortization period" } } }, "localname": "CapitalizedComputerSoftwareAmortizationPeriod", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsSummaryOfCapitalizedSoftwareDevelopmentCostsDetails" ], "xbrltype": "durationItemType" }, "evbg_CapitalizedComputerSoftwareNetLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Capitalized Computer Software Net [Line Items]", "terseLabel": "Capitalized Computer Software Net [Line Items]" } } }, "localname": "CapitalizedComputerSoftwareNetLineItems", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsSummaryOfCapitalizedSoftwareDevelopmentCostsDetails" ], "xbrltype": "stringItemType" }, "evbg_CapitalizedComputerSoftwareNetTable": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Capitalized computer software net.", "label": "Capitalized Computer Software Net [Table]", "terseLabel": "Capitalized Computer Software Net [Table]" } } }, "localname": "CapitalizedComputerSoftwareNetTable", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsSummaryOfCapitalizedSoftwareDevelopmentCostsDetails" ], "xbrltype": "stringItemType" }, "evbg_CapitalizedSoftwareDevelopmentCostsAmortizationExpenseNextTwelveMonths": { "auth_ref": [], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsScheduleOfExpectedAmortizationOfCapitalizedSoftwareDevelopmentCostsDetails": { "order": 10010.0, "parentTag": "us-gaap_CapitalizedComputerSoftwareNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Capitalized software development costs amortization expense next twelve months.", "label": "Capitalized Software Development Costs Amortization Expense Next Twelve Months", "terseLabel": "2021" } } }, "localname": "CapitalizedSoftwareDevelopmentCostsAmortizationExpenseNextTwelveMonths", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsScheduleOfExpectedAmortizationOfCapitalizedSoftwareDevelopmentCostsDetails" ], "xbrltype": "monetaryItemType" }, "evbg_CapitalizedSoftwareDevelopmentCostsAmortizationExpenseYearThree": { "auth_ref": [], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsScheduleOfExpectedAmortizationOfCapitalizedSoftwareDevelopmentCostsDetails": { "order": 10030.0, "parentTag": "us-gaap_CapitalizedComputerSoftwareNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Capitalized software development costs amortization expense year three.", "label": "Capitalized Software Development Costs Amortization Expense Year Three", "terseLabel": "2023" } } }, "localname": "CapitalizedSoftwareDevelopmentCostsAmortizationExpenseYearThree", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsScheduleOfExpectedAmortizationOfCapitalizedSoftwareDevelopmentCostsDetails" ], "xbrltype": "monetaryItemType" }, "evbg_CapitalizedSoftwareDevelopmentCostsAmortizationExpenseYearTwo": { "auth_ref": [], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsScheduleOfExpectedAmortizationOfCapitalizedSoftwareDevelopmentCostsDetails": { "order": 10020.0, "parentTag": "us-gaap_CapitalizedComputerSoftwareNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Capitalized software development costs amortization expense year two.", "label": "Capitalized Software Development Costs Amortization Expense Year Two", "terseLabel": "2022" } } }, "localname": "CapitalizedSoftwareDevelopmentCostsAmortizationExpenseYearTwo", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsScheduleOfExpectedAmortizationOfCapitalizedSoftwareDevelopmentCostsDetails" ], "xbrltype": "monetaryItemType" }, "evbg_CappedCallOptionsCapPrice": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Capped call options cap price.", "label": "Capped Call Options Cap Price", "terseLabel": "Capped call options, cap price" } } }, "localname": "CappedCallOptionsCapPrice", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "perShareItemType" }, "evbg_CashAndCashEquivalentFDICInsuredAmount": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Cash and cash equivalent Federal Deposit Insurance Corporation insured amount.", "label": "Cash And Cash Equivalent F D I C Insured Amount", "terseLabel": "Cash and cash equivalent, FDIC insured amount" } } }, "localname": "CashAndCashEquivalentFDICInsuredAmount", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "evbg_CommonStockCapitalSharesReservedForFutureIssuanceAnnualAutomaticIncreasePercentage": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Common stock capital shares reserved for future issuance annual automatic increase percentage.", "label": "Common Stock Capital Shares Reserved For Future Issuance Annual Automatic Increase Percentage", "terseLabel": "Automatic increase percentage" } } }, "localname": "CommonStockCapitalSharesReservedForFutureIssuanceAnnualAutomaticIncreasePercentage", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationAdditionalInformationDetails" ], "xbrltype": "percentItemType" }, "evbg_ComputerAndSystemSoftwareMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Computer and system software.", "label": "Computer And System Software [Member]", "terseLabel": "Computer and System Software", "verboseLabel": "Computer and System Software" } } }, "localname": "ComputerAndSystemSoftwareMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "evbg_ConnexientIncMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Connexient, Inc.", "label": "Connexient Inc [Member]", "terseLabel": "Connexient" } } }, "localname": "ConnexientIncMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsTables" ], "xbrltype": "domainItemType" }, "evbg_ContingentConsiderationFairValueDisclosure": { "auth_ref": [], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetails": { "order": 10010.0, "parentTag": "us-gaap_LiabilitiesFairValueDisclosure", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Contingent consideration fair value disclosure.", "label": "Contingent Consideration Fair Value Disclosure", "terseLabel": "Contingent consideration" } } }, "localname": "ContingentConsiderationFairValueDisclosure", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetails" ], "xbrltype": "monetaryItemType" }, "evbg_ContractWithCustomerAssetAllowanceForCreditLossRecoveryProvision": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Contract with customer, asset, allowance for credit Loss, recovery (provision).", "label": "Contract With Customer Asset Allowance For Credit Loss Recovery Provision", "terseLabel": "Provision for expected credit losses" } } }, "localname": "ContractWithCustomerAssetAllowanceForCreditLossRecoveryProvision", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfChangesInAllowanceForCreditLossesForContractAssetsDetails" ], "xbrltype": "monetaryItemType" }, "evbg_ContractWithCustomerLiabilityPolicyPolicyTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Contract with customer liability policy.", "label": "Contract With Customer Liability Policy Policy [Text Block]", "terseLabel": "Deferred Revenue" } } }, "localname": "ContractWithCustomerLiabilityPolicyPolicyTextBlock", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "evbg_ConvertibleNotesDueTwoThousandTwentyFourMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Convertible notes due two thousand twenty four.", "label": "Convertible Notes Due Two Thousand Twenty Four [Member]", "terseLabel": "Convertible Senior Notes Due 2024" } } }, "localname": "ConvertibleNotesDueTwoThousandTwentyFourMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "domainItemType" }, "evbg_ConvertibleSeniorNotesDueTwoThousandTwentyTwoMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Convertible senior notes due two thousand twenty two.", "label": "Convertible Senior Notes Due Two Thousand Twenty Two [Member]", "terseLabel": "Convertible Senior Notes Due 2022" } } }, "localname": "ConvertibleSeniorNotesDueTwoThousandTwentyTwoMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "domainItemType" }, "evbg_CostOfPurchasedCappedCallOptions": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Cost of purchased capped call options.", "label": "Cost Of Purchased Capped Call Options", "terseLabel": "Cost of purchased capped call options", "verboseLabel": "Payments to enter capped call options" } } }, "localname": "CostOfPurchasedCappedCallOptions", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBasicAndDilutedNetLossPerShareAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "evbg_DebtInstrumentConvertibleSharesPerThousandOfPrincipalAmountOfNotes": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Debt instrument, convertible shares, per thousand of principal amount of notes.", "label": "Debt Instrument Convertible Shares Per Thousand Of Principal Amount Of Notes", "terseLabel": "Debt Conversion, initial conversion rate" } } }, "localname": "DebtInstrumentConvertibleSharesPerThousandOfPrincipalAmountOfNotes", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "sharesItemType" }, "evbg_DebtInstrumentConvertibleTaxPortionOfEquityComponent": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Debt instrument convertible, tax portion of equity component.", "label": "Debt Instrument Convertible Tax Portion Of Equity Component", "terseLabel": "Tax of equity component" } } }, "localname": "DebtInstrumentConvertibleTaxPortionOfEquityComponent", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesScheduleOfComponentsOfConvertibleSeniorNotesParentheticalDetails" ], "xbrltype": "monetaryItemType" }, "evbg_DebtInstrumentLiabilityComponentAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Debt instrument unamortized discount.", "label": "Debt Instrument Liability Component [Abstract]", "terseLabel": "Liability component:" } } }, "localname": "DebtInstrumentLiabilityComponentAbstract", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesScheduleOfComponentsOfConvertibleSeniorNotesDetails" ], "xbrltype": "stringItemType" }, "evbg_DebtInstrumentsMaturityYear": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Debt instruments maturity year.", "label": "Debt Instruments Maturity Year", "terseLabel": "Debt instrument, maturity year" } } }, "localname": "DebtInstrumentsMaturityYear", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "gYearItemType" }, "evbg_DebtIssuanceCostsAttributableToEquityComponent": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Debt issuance costs attributable to equity component.", "label": "Debt Issuance Costs Attributable To Equity Component", "terseLabel": "Transaction costs attributable to equity component" } } }, "localname": "DebtIssuanceCostsAttributableToEquityComponent", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "evbg_DeferredConsiderationInConnectionWithAcquisition": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Deferred consideration in connection with acquisition.", "label": "Deferred Consideration In Connection With Acquisition", "terseLabel": "Deferred consideration in connection with acquisition" } } }, "localname": "DeferredConsiderationInConnectionWithAcquisition", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "evbg_DeferredCostsAndOtherAssetsNonCurrent": { "auth_ref": [], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10270.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Deferred costs and other assets non current.", "label": "Deferred Costs And Other Assets Non Current", "terseLabel": "Deferred costs and other assets" } } }, "localname": "DeferredCostsAndOtherAssetsNonCurrent", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "evbg_DeferredCostsAndOtherCurrentAssets": { "auth_ref": [], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10320.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Deferred costs and other current assets.", "label": "Deferred Costs And Other Current Assets", "terseLabel": "Deferred costs and other current assets" } } }, "localname": "DeferredCostsAndOtherCurrentAssets", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "evbg_DeferredIncomeTaxExpenseBenefitExcludingBusinessAcquisitionDeferredTaxes": { "auth_ref": [], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10260.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Deferred income tax expense benefit excluding business acquisition deferred taxes.", "label": "Deferred Income Tax Expense Benefit Excluding Business Acquisition Deferred Taxes", "terseLabel": "Deferred income taxes" } } }, "localname": "DeferredIncomeTaxExpenseBenefitExcludingBusinessAcquisitionDeferredTaxes", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "evbg_DeferredSalesCommissionCostAmortizationPeriod": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Deferred sales commission cost amortization period.", "label": "Deferred Sales Commission Cost Amortization Period", "terseLabel": "Deferred sales commission cost amortization period" } } }, "localname": "DeferredSalesCommissionCostAmortizationPeriod", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "durationItemType" }, "evbg_DeferredTaxAssetsLeaseLiability": { "auth_ref": [], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails": { "order": 10110.0, "parentTag": "us-gaap_DeferredTaxAssetsNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Deferred tax assets lease liability.", "label": "Deferred Tax Assets Lease Liability", "terseLabel": "Lease liability" } } }, "localname": "DeferredTaxAssetsLeaseLiability", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "evbg_DeferredTaxLiabilitiesDebtDiscount": { "auth_ref": [], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails": { "order": 10070.0, "parentTag": "us-gaap_DeferredIncomeTaxLiabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Deferred tax liabilities debt discount.", "label": "Deferred Tax Liabilities Debt Discount", "negatedLabel": "Debt discount" } } }, "localname": "DeferredTaxLiabilitiesDebtDiscount", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "evbg_DeferredTaxLiabilitiesRightOfUseAsset": { "auth_ref": [], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails": { "order": 10080.0, "parentTag": "us-gaap_DeferredIncomeTaxLiabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Deferred tax liabilities right-of-use asset.", "label": "Deferred Tax Liabilities Right Of Use Asset", "negatedLabel": "Right-of-use asset" } } }, "localname": "DeferredTaxLiabilitiesRightOfUseAsset", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "evbg_DeferredTaxLiabilitiesStateTaxes": { "auth_ref": [], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails": { "order": 10090.0, "parentTag": "us-gaap_DeferredIncomeTaxLiabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Deferred tax liabilities state taxes.", "label": "Deferred Tax Liabilities State Taxes", "negatedLabel": "Deferred state taxes" } } }, "localname": "DeferredTaxLiabilitiesStateTaxes", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "evbg_DerivativeInstrumentsAcquisitionRelatedDeferredCommonStockConsiderationFairValueDisclosure": { "auth_ref": [], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetails": { "order": 10020.0, "parentTag": "us-gaap_LiabilitiesFairValueDisclosure", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Derivative instruments acquisition related deferred common stock consideration fair value disclosure.", "label": "Derivative Instruments Acquisition Related Deferred Common Stock Consideration Fair Value Disclosure", "terseLabel": "Derivative instruments - acquisition-related deferred common stock consideration" } } }, "localname": "DerivativeInstrumentsAcquisitionRelatedDeferredCommonStockConsiderationFairValueDisclosure", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetails" ], "xbrltype": "monetaryItemType" }, "evbg_DerivativeLiabilitiesAndChangesInFairValue": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Derivative liabilities and changes in fair value.", "label": "Derivative Liabilities And Changes In Fair Value", "terseLabel": "Derivative liabilities and changes in fair value" } } }, "localname": "DerivativeLiabilitiesAndChangesInFairValue", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "evbg_DescriptionOfConvertibleNotesAtOptionOfHolders": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Description of convertible notes at option of holders.", "label": "Description Of Convertible Notes At Option Of Holders", "terseLabel": "Description of convertible notes at option of holders" } } }, "localname": "DescriptionOfConvertibleNotesAtOptionOfHolders", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "evbg_EffectiveIncomeTaxRateReconciliationExecutiveCompensation": { "auth_ref": [], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesReconciliationOfProvisionForIncomeTaxesAtStatutoryRateAndProvisionBenefitForIncomeTaxesAtEffectiveTaxRateDetails": { "order": 10040.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Effective income tax rate reconciliation executive compensation.", "label": "Effective Income Tax Rate Reconciliation Executive Compensation", "terseLabel": "Executive Compensation" } } }, "localname": "EffectiveIncomeTaxRateReconciliationExecutiveCompensation", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesReconciliationOfProvisionForIncomeTaxesAtStatutoryRateAndProvisionBenefitForIncomeTaxesAtEffectiveTaxRateDetails" ], "xbrltype": "monetaryItemType" }, "evbg_FairValueMeasurementWithUnobservableInputsReconciliationRecurringBasisLiabilityChangeInFairValueOfContingentConsiderationObligation": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Fair value measurement with unobservable inputs reconciliation recurring basis liability change in fair value of contingent consideration obligation.", "label": "Fair Value Measurement With Unobservable Inputs Reconciliation Recurring Basis Liability Change In Fair Value Of Contingent Consideration Obligation", "terseLabel": "Change in fair value of contingent consideration obligation from acquisition" } } }, "localname": "FairValueMeasurementWithUnobservableInputsReconciliationRecurringBasisLiabilityChangeInFairValueOfContingentConsiderationObligation", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfChangesInLevel3FinancialInstrumentsDetails" ], "xbrltype": "monetaryItemType" }, "evbg_FairValueMeasurementWithUnobservableInputsReconciliationRecurringBasisLiabilityForeignCurrencyTranslation": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Fair value measurement with unobservable inputs reconciliation recurring basis liability foreign currency translation.", "label": "Fair Value Measurement With Unobservable Inputs Reconciliation Recurring Basis Liability Foreign Currency Translation", "terseLabel": "Foreign currency translation" } } }, "localname": "FairValueMeasurementWithUnobservableInputsReconciliationRecurringBasisLiabilityForeignCurrencyTranslation", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfChangesInLevel3FinancialInstrumentsDetails" ], "xbrltype": "monetaryItemType" }, "evbg_IncomeTaxDisclosureLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Income tax disclosure.", "label": "Income Tax Disclosure [Line Items]", "terseLabel": "Income Tax Disclosure [Line Items]" } } }, "localname": "IncomeTaxDisclosureLineItems", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "evbg_IncomeTaxDisclosureTable": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Income Tax Disclosure [Table]", "label": "Income Tax Disclosure [Table]", "terseLabel": "Income Tax Disclosure [Table]" } } }, "localname": "IncomeTaxDisclosureTable", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "evbg_IncomeTaxExaminationUnderpaymentOfTaxLiabilityDueToSpecialCircumstancesLimitationPeriod": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Income tax examination underpayment of tax liability due to special circumstances limitation period.", "label": "Income Tax Examination Underpayment Of Tax Liability Due To Special Circumstances Limitation Period", "terseLabel": "Cumulative loss, period" } } }, "localname": "IncomeTaxExaminationUnderpaymentOfTaxLiabilityDueToSpecialCircumstancesLimitationPeriod", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesAdditionalInformationDetails" ], "xbrltype": "durationItemType" }, "evbg_IntangibleAssetsAndGoodwillLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Intangible assets and goodwill.", "label": "Intangible Assets And Goodwill [Line Items]", "terseLabel": "Intangible Assets And Goodwill [Line Items]" } } }, "localname": "IntangibleAssetsAndGoodwillLineItems", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "evbg_IntangibleAssetsPolicyPolicyTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Intangible assets.", "label": "Intangible Assets Policy Policy [Text Block]", "terseLabel": "Intangible Assets" } } }, "localname": "IntangibleAssetsPolicyPolicyTextBlock", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "evbg_LesseeOperatingLeaseExpirationPeriodEnd": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Lessee operating lease expiration period end.", "label": "Lessee Operating Lease Expiration Period End", "terseLabel": "Lease expiration period end" } } }, "localname": "LesseeOperatingLeaseExpirationPeriodEnd", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesAdditionalInformationDetails" ], "xbrltype": "gYearItemType" }, "evbg_LesseeOperatingLeaseExpirationPeriodStart": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Lessee operating lease expiration period start.", "label": "Lessee Operating Lease Expiration Period Start", "terseLabel": "Lease expiration period start" } } }, "localname": "LesseeOperatingLeaseExpirationPeriodStart", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesAdditionalInformationDetails" ], "xbrltype": "gYearItemType" }, "evbg_MarketBasedRestrictedStockUnitsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Market-based restricted stock units.", "label": "Market Based Restricted Stock Units [Member]", "terseLabel": "Market-Based Restricted Stock Units" } } }, "localname": "MarketBasedRestrictedStockUnitsMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationMarketBasedRestrictedStockUnitsAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "evbg_MissionModeSolutionsIncMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "MissionMode Solutions, Inc.", "label": "Mission Mode Solutions Inc [Member]", "terseLabel": "Mission Mode", "verboseLabel": "Mission Mode" } } }, "localname": "MissionModeSolutionsIncMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsTables", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfChangesInLevel3FinancialInstrumentsDetails" ], "xbrltype": "domainItemType" }, "evbg_NC4IncAndNC4PublicSectorLLCMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "NC4 Inc. and NC4 Public Sector LLC.", "label": "N C4 Inc And N C4 Public Sector L L C [Member]", "terseLabel": "NC4 Inc. and NC4 Public Sector LLC" } } }, "localname": "NC4IncAndNC4PublicSectorLLCMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfUnauditedProFormaResultsOfOperationsDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsTables" ], "xbrltype": "domainItemType" }, "evbg_NC4IncNC4PublicSectorLLCAndCeleriumGroupMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "NC4 Inc., NC4 Public Sector LLC, and Celerium Group.", "label": "N C4 Inc N C4 Public Sector L L C And Celerium Group [Member]", "terseLabel": "NC4 Inc., NC4 Public Sector LLC, and Celerium Group" } } }, "localname": "NC4IncNC4PublicSectorLLCAndCeleriumGroupMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "evbg_NetOperatingLossesLimitationPercentageOfTaxableIncome": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Net operating losses limitation percentage of taxable income.", "label": "Net Operating Losses Limitation Percentage Of Taxable Income", "terseLabel": "Net operating losses limitation percentage of taxable income" } } }, "localname": "NetOperatingLossesLimitationPercentageOfTaxableIncome", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesAdditionalInformationDetails" ], "xbrltype": "percentItemType" }, "evbg_NoncashOrPartNoncashAcquisitionNoncashFinancialOrEquityInstrumentConsiderationSharesIssuedValue": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Noncash or part noncash acquisition noncash financial or equity instrument consideration shares issued value.", "label": "Noncash Or Part Noncash Acquisition Noncash Financial Or Equity Instrument Consideration Shares Issued Value", "terseLabel": "Common stock issued in connection with acquisitions" } } }, "localname": "NoncashOrPartNoncashAcquisitionNoncashFinancialOrEquityInstrumentConsiderationSharesIssuedValue", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "evbg_NotesMeasurementPeriod": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Notes measurement period.", "label": "Notes Measurement Period", "terseLabel": "Notes measurement period" } } }, "localname": "NotesMeasurementPeriod", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "durationItemType" }, "evbg_NotesPayableDisclosureTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Notes payable disclosure.", "label": "Notes Payable Disclosure [Text Block]", "terseLabel": "Convertible Senior Notes" } } }, "localname": "NotesPayableDisclosureTextBlock", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotes" ], "xbrltype": "textBlockItemType" }, "evbg_NumberOfCustomers": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Number of customers.", "label": "Number Of Customers", "terseLabel": "Number of customers above 10% threshold" } } }, "localname": "NumberOfCustomers", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "integerItemType" }, "evbg_OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "One point five zero percent convertible senior notes due two thousand twenty two.", "label": "One Point Five Zero Percent Convertible Senior Notes Due Two Thousand Twenty Two [Member]", "terseLabel": "1.50% Convertible Senior Notes Due 2022" } } }, "localname": "OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBasicAndDilutedNetLossPerShareAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesScheduleOfComponentsOfConvertibleSeniorNotesDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesScheduleOfComponentsOfConvertibleSeniorNotesParentheticalDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfDebtObligationsDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfFairValueAndCarryingValueOfConvertibleSeniorNotesDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesParentheticalDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesTables", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSubsequentEventsAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "evbg_OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoRepurchaseMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "One point five zero percent convertible senior notes due two thousand twenty two repurchase.", "label": "One Point Five Zero Percent Convertible Senior Notes Due Two Thousand Twenty Two Repurchase [Member]", "terseLabel": "1.50% Convertible Senior Notes Due 2022 Repurchase" } } }, "localname": "OnePointFiveZeroPercentConvertibleSeniorNotesDueTwoThousandTwentyTwoRepurchaseMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "evbg_OnePointFiveZeroPercentageCouponMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "1.50% coupon.", "label": "One Point Five Zero Percentage Coupon [Member]", "terseLabel": "1.50% Coupon" } } }, "localname": "OnePointFiveZeroPercentageCouponMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesParentheticalDetails" ], "xbrltype": "domainItemType" }, "evbg_OneTwoManyGroupBVMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "One Two Many Group B.V.", "label": "One Two Many Group B V [Member]", "terseLabel": "One2Many Group B.V." } } }, "localname": "OneTwoManyGroupBVMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsTables", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfChangesInLevel3FinancialInstrumentsDetails" ], "xbrltype": "domainItemType" }, "evbg_OperatingLossCarryForwardsNotSubjectToExpiration": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Operating loss carry forwards not subject to expiration.", "label": "Operating Loss Carry Forwards Not Subject To Expiration", "terseLabel": "Net operating loss carryforwards, carried forward indefinitely" } } }, "localname": "OperatingLossCarryForwardsNotSubjectToExpiration", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "evbg_OperatingLossCarryforwardPeriod": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Operating loss carryforward period.", "label": "Operating Loss Carryforward Period", "terseLabel": "Operating loss carryforward period" } } }, "localname": "OperatingLossCarryforwardPeriod", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesAdditionalInformationDetails" ], "xbrltype": "durationItemType" }, "evbg_OperatingLossCarryforwardsExpirationYear": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Operating loss carryforwards expiration year.", "label": "Operating Loss Carryforwards Expiration Year", "terseLabel": "Net operating loss carryforwards , expiration year" } } }, "localname": "OperatingLossCarryforwardsExpirationYear", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesAdditionalInformationDetails" ], "xbrltype": "gYearItemType" }, "evbg_OperatingLossCarryforwardsSubjectToExpirationInTwentyYears": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Operating loss carryforwards subject to expiration in twenty years.", "label": "Operating Loss Carryforwards Subject To Expiration In Twenty Years", "terseLabel": "Net operating loss carryforwards, subject to 20-year carryforward period" } } }, "localname": "OperatingLossCarryforwardsSubjectToExpirationInTwentyYears", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "evbg_OtherOperatingLeaseInformationAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Other operating lease information.", "label": "Other Operating Lease Information [Abstract]", "terseLabel": "Supplemental data" } } }, "localname": "OtherOperatingLeaseInformationAbstract", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesSummaryOfAdditionalInformationRelatedToLeasesDetails" ], "xbrltype": "stringItemType" }, "evbg_OtherSignificantNoncashTransactions": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Other significant noncash transactions.", "label": "Other Significant Noncash Transactions", "terseLabel": "Other non-cash activities" } } }, "localname": "OtherSignificantNoncashTransactions", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "evbg_PartiallyTerminatedCappedCallOptions": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Partially terminated capped call options.", "label": "Partially Terminated Capped Call Options", "terseLabel": "Partially terminated capped call options" } } }, "localname": "PartiallyTerminatedCappedCallOptions", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "evbg_PaymentsToAcquireBusinessesLiabilities": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Payments to acquire businesses liabilities.", "label": "Payments To Acquire Businesses Liabilities", "terseLabel": "Purchase liabilities" } } }, "localname": "PaymentsToAcquireBusinessesLiabilities", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "evbg_PaymentsToAcquireProductiveAssetsExcludingDevelopSoftwareAndAcquireIntangibleAssets": { "auth_ref": [], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10160.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Payments to acquire productive assets excluding develop software and acquire intangible assets.", "label": "Payments To Acquire Productive Assets Excluding Develop Software And Acquire Intangible Assets", "negatedLabel": "Capital expenditures" } } }, "localname": "PaymentsToAcquireProductiveAssetsExcludingDevelopSoftwareAndAcquireIntangibleAssets", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "evbg_PerformanceBasedRestrictedStockUnitsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Performance-based restricted stock units.", "label": "Performance Based Restricted Stock Units [Member]", "terseLabel": "Performance-Based Restricted Stock Units" } } }, "localname": "PerformanceBasedRestrictedStockUnitsMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationPerformanceBasedRestrictedStockUnitsAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "evbg_PeriodOfBenefitForAmortizationCosts": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Period of benefit for amortization costs.", "label": "Period Of Benefit For Amortization Costs", "terseLabel": "Period of benefit for amortization costs" } } }, "localname": "PeriodOfBenefitForAmortizationCosts", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionAdditionalInformationDetails" ], "xbrltype": "durationItemType" }, "evbg_PrincipalAmountPerNoteUsedInConversionRate": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Principal amount per note used in conversion rate.", "label": "Principal Amount Per Note Used In Conversion Rate", "terseLabel": "Principal amount per note used in conversion rate" } } }, "localname": "PrincipalAmountPerNoteUsedInConversionRate", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "evbg_ProceedsFromCappedCallOptions": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Proceeds from capped call options.", "label": "Proceeds From Capped Call Options", "terseLabel": "Proceeds from capped call options" } } }, "localname": "ProceedsFromCappedCallOptions", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBasicAndDilutedNetLossPerShareAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "evbg_ProceedsFromPublicOfferingNetOfCosts": { "auth_ref": [], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10050.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Proceeds from public offering, net of costs.", "label": "Proceeds From Public Offering Net Of Costs", "terseLabel": "Proceeds from public offering, net of costs" } } }, "localname": "ProceedsFromPublicOfferingNetOfCosts", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "evbg_ProfessionalServicesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Professional services.", "label": "Professional Services [Member]", "terseLabel": "Professional Services" } } }, "localname": "ProfessionalServicesMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionRemainingPerformanceObligationsAdditionalInformationDetails1", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfRevenuesDisaggregatedByRevenueSourceDetails" ], "xbrltype": "domainItemType" }, "evbg_ProvisionForCreditLossesAndSalesReserve": { "auth_ref": [], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10290.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Provision for credit losses and sales reserve.", "label": "Provision For Credit Losses And Sales Reserve", "terseLabel": "Provision for credit losses and sales reserve" } } }, "localname": "ProvisionForCreditLossesAndSalesReserve", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "evbg_ReceivableAndContractAssetsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Accounts receivable and contract assets.", "label": "Receivable And Contract Assets [Member]", "terseLabel": "Receivable and Contract Assets" } } }, "localname": "ReceivableAndContractAssetsMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "evbg_ReclassificationOfDeferredRentLiabilityToRightOfUseAssetUponAdoption": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Reclassification of deferred rent liability to right of use asset upon adoption.", "label": "Reclassification Of Deferred Rent Liability To Right Of Use Asset Upon Adoption", "terseLabel": "Deferred rent liability reversed to right-of-use asset upon adoption" } } }, "localname": "ReclassificationOfDeferredRentLiabilityToRightOfUseAssetUponAdoption", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "evbg_RedSkyTechnologiesIncMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Red sky technologies, inc.", "label": "Red Sky Technologies Inc [Member]", "terseLabel": "Red Sky Technologies Inc." } } }, "localname": "RedSkyTechnologiesIncMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSubsequentEventsAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "evbg_RestrictedCashPolicyTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Restricted cash.", "label": "Restricted Cash Policy [Text Block]", "terseLabel": "Restricted Cash" } } }, "localname": "RestrictedCashPolicyTextBlock", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "evbg_RestrictedStockUnitsAndPerformanceBasedRestrictedStockUnitsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Restricted stock units and performance-based restricted stock units.", "label": "Restricted Stock Units And Performance Based Restricted Stock Units [Member]", "terseLabel": "Restricted Stock Units and Performance-Based Restricted Stock Units" } } }, "localname": "RestrictedStockUnitsAndPerformanceBasedRestrictedStockUnitsMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationSummaryOfRSUAndPSUActivityDetails" ], "xbrltype": "domainItemType" }, "evbg_RetirementOfFullyAmortizedIntangibleAssets": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Retirement of fully amortized intangible assets.", "label": "Retirement Of Fully Amortized Intangible Assets", "terseLabel": "Intangible assets amortized costs retired" } } }, "localname": "RetirementOfFullyAmortizedIntangibleAssets", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "evbg_SalesReserve": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Sales reserve.", "label": "Sales Reserve", "negatedPeriodEndLabel": "Balance, end of period", "negatedPeriodStartLabel": "Balance, beginning of period" } } }, "localname": "SalesReserve", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfChangesInSalesReserveDetails" ], "xbrltype": "monetaryItemType" }, "evbg_SalesReserveAdditionReduction": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Sales reserve (addition) reduction.", "label": "Sales Reserve Addition Reduction", "negatedLabel": "(Additions) reductions" } } }, "localname": "SalesReserveAdditionReduction", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfChangesInSalesReserveDetails" ], "xbrltype": "monetaryItemType" }, "evbg_SalesReserveWriteOff": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Sales reserve write-off.", "label": "Sales Reserve Write Off", "terseLabel": "Write-offs" } } }, "localname": "SalesReserveWriteOff", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfChangesInSalesReserveDetails" ], "xbrltype": "monetaryItemType" }, "evbg_ScenarioOneMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Scenario One.", "label": "Scenario One [Member]", "terseLabel": "Scenario One" } } }, "localname": "ScenarioOneMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "evbg_ScenarioTwoMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Scenario Two.", "label": "Scenario Two [Member]", "terseLabel": "Scenario Two" } } }, "localname": "ScenarioTwoMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "evbg_ScheduleOfCapitalizedSoftwareDevelopmentCostsFutureAmortizationExpenseTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Schedule of capitalized software development costs future amortization expense.", "label": "Schedule Of Capitalized Software Development Costs Future Amortization Expense Table [Text Block]", "terseLabel": "Schedule of Expected Amortization of Capitalized Software Development Costs" } } }, "localname": "ScheduleOfCapitalizedSoftwareDevelopmentCostsFutureAmortizationExpenseTableTextBlock", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsTables" ], "xbrltype": "textBlockItemType" }, "evbg_ScheduleOfChangesInSalesReserveTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Schedule of changes in sales reserve.", "label": "Schedule Of Changes In Sales Reserve Table [Text Block]", "terseLabel": "Schedule of Changes in Sales Reserve" } } }, "localname": "ScheduleOfChangesInSalesReserveTableTextBlock", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetTables" ], "xbrltype": "textBlockItemType" }, "evbg_ScheduleOfIntangibleAssetsAndGoodwillTable": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Schedule of intangible assets and goodwill.", "label": "Schedule Of Intangible Assets And Goodwill [Table]", "terseLabel": "Schedule Of Intangible Assets And Goodwill [Table]" } } }, "localname": "ScheduleOfIntangibleAssetsAndGoodwillTable", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "evbg_ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsFairValueOfCommonStock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Share based compensation arrangement by share based payment award fair value assumptions fair value of common stock.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Fair Value Of Common Stock", "terseLabel": "Fair value per share on grant date" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsFairValueOfCommonStock", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfAssumptionsUsedInDeterminingFairValueOfStockOptionGrantsAndSharesIssuableDetails" ], "xbrltype": "perShareItemType" }, "evbg_ShareBasedCompensationArrangementByShareBasedPaymentAwardIncreaseInNumberOfSharesReservedAndAvailableForIssuance": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Share based compensation arrangement by share based payment award increase in number of shares reserved and available for issuance.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Increase In Number Of Shares Reserved And Available For Issuance", "terseLabel": "Increase in number of shares reserved and available for issuance" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardIncreaseInNumberOfSharesReservedAndAvailableForIssuance", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensation2016EmployeeStockPurchasePlanAdditionalInformationDetails" ], "xbrltype": "sharesItemType" }, "evbg_ShareBasedCompensationArrangementByShareBasedPaymentAwardPercentageOfPerformanceGoalsProbableOfAchievement": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Share based compensation arrangement by share based payment award percentage of performance goals probable of achievement.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Percentage Of Performance Goals Probable Of Achievement", "terseLabel": "Award achievement probability percentage" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardPercentageOfPerformanceGoalsProbableOfAchievement", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationPerformanceBasedRestrictedStockUnitsAdditionalInformationDetails" ], "xbrltype": "percentItemType" }, "evbg_ShareBasedCompensationCompoundedAnnualGrowthMeasurementPeriod": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Share based compensation compounded annual growth measurement period.", "label": "Share Based Compensation Compounded Annual Growth Measurement Period", "terseLabel": "Share-based compensation, compounded annual growth measurement period" } } }, "localname": "ShareBasedCompensationCompoundedAnnualGrowthMeasurementPeriod", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationPerformanceBasedRestrictedStockUnitsAdditionalInformationDetails" ], "xbrltype": "durationItemType" }, "evbg_ShareBasedCompensationThresholdConsecutiveTradingPeriod": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Share based compensation threshold consecutive trading period.", "label": "Share Based Compensation Threshold Consecutive Trading Period", "terseLabel": "Share Based compensation threshold consecutive trading days" } } }, "localname": "ShareBasedCompensationThresholdConsecutiveTradingPeriod", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationMarketBasedRestrictedStockUnitsAdditionalInformationDetails" ], "xbrltype": "durationItemType" }, "evbg_ShareBasedCompensationThresholdPercentageOfRevenueGrowth": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Share based compensation threshold percentage of revenue growth.", "label": "Share Based Compensation Threshold Percentage Of Revenue Growth", "terseLabel": "Share-based compensation, thresholds percentage of revenue growth" } } }, "localname": "ShareBasedCompensationThresholdPercentageOfRevenueGrowth", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationPerformanceBasedRestrictedStockUnitsAdditionalInformationDetails" ], "xbrltype": "percentItemType" }, "evbg_ShareBasedCompensationVestingStockPriceTrigger": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Share based compensation vesting stock price trigger to achieve vesting of performance based restricted stock units.", "label": "Share Based Compensation Vesting Stock Price Trigger", "terseLabel": "Share-based compensation, vesting stock price trigger" } } }, "localname": "ShareBasedCompensationVestingStockPriceTrigger", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationMarketBasedRestrictedStockUnitsAdditionalInformationDetails" ], "xbrltype": "perShareItemType" }, "evbg_SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsWeightedAveragePeriod": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Weighted average period, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.", "label": "Sharebased Compensation Arrangement By Sharebased Payment Award Options Weighted Average Period", "terseLabel": "Cost amortized weighted-average period" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsWeightedAveragePeriod", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensation2016EmployeeStockPurchasePlanAdditionalInformationDetails" ], "xbrltype": "durationItemType" }, "evbg_SnapCommsLimitedMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "SnapComms Limited.", "label": "Snap Comms Limited [Member]", "terseLabel": "SnapComms Limited" } } }, "localname": "SnapCommsLimitedMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsTables", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfChangesInLevel3FinancialInstrumentsDetails" ], "xbrltype": "domainItemType" }, "evbg_SoftwareLicensesAndOtherMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Software licenses and other.", "label": "Software Licenses And Other [Member]", "terseLabel": "Software Licenses and Other" } } }, "localname": "SoftwareLicensesAndOtherMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfRevenuesDisaggregatedByRevenueSourceDetails" ], "xbrltype": "domainItemType" }, "evbg_StockIssuedDuringPeriodSharesSettlementOfConvertibleNotes": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Stock issued during period shares settlement of convertible notes.", "label": "Stock Issued During Period Shares Settlement Of Convertible Notes", "terseLabel": "Settlement of convertible notes due 2022, shares" } } }, "localname": "StockIssuedDuringPeriodSharesSettlementOfConvertibleNotes", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "sharesItemType" }, "evbg_StockIssuedDuringPeriodSharesVestingOfRestrictedStockUnitsAndPerformanceBasedRestrictedStockUnits": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Stock issued during period, shares, vesting of restricted stock units and performance-based restricted stock units.", "label": "Stock Issued During Period Shares Vesting Of Restricted Stock Units And Performance Based Restricted Stock Units", "terseLabel": "Vesting of restricted stock units and performance-based restricted stock units, shares" } } }, "localname": "StockIssuedDuringPeriodSharesVestingOfRestrictedStockUnitsAndPerformanceBasedRestrictedStockUnits", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "sharesItemType" }, "evbg_StockIssuedDuringPeriodValueSettlementOfConvertibleNotes": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Stock issued during period value settlement of convertible notes.", "label": "Stock Issued During Period Value Settlement Of Convertible Notes", "terseLabel": "Settlement of convertible notes due 2022" } } }, "localname": "StockIssuedDuringPeriodValueSettlementOfConvertibleNotes", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "evbg_StockIssuedDuringPeriodValueVestingOfRestrictedStockUnitsAndPerformanceBasedRestrictedStockUnits": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Stock issued during period, value, vesting of restricted stock units and performance-based restricted stock units.", "label": "Stock Issued During Period Value Vesting Of Restricted Stock Units And Performance Based Restricted Stock Units", "terseLabel": "Vesting of restricted stock units and performance-based restricted stock units" } } }, "localname": "StockIssuedDuringPeriodValueVestingOfRestrictedStockUnitsAndPerformanceBasedRestrictedStockUnits", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "evbg_SubscriptionAndOtherContractsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Subscription and other contracts.", "label": "Subscription And Other Contracts [Member]", "terseLabel": "Subscription and Other Contracts" } } }, "localname": "SubscriptionAndOtherContractsMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionRemainingPerformanceObligationsAdditionalInformationDetails1" ], "xbrltype": "domainItemType" }, "evbg_SubscriptionContractsDescription": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Subscription contracts description.", "label": "Subscription Contracts Description", "terseLabel": "Subscription contracts" } } }, "localname": "SubscriptionContractsDescription", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "evbg_SubscriptionContractsTerm": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Subscription contracts term.", "label": "Subscription Contracts Term", "terseLabel": "Subscription contracts term" } } }, "localname": "SubscriptionContractsTerm", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "durationItemType" }, "evbg_SubscriptionServicesAndLicenseMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Subscription services and license.", "label": "Subscription Services And License [Member]", "terseLabel": "Subscription Services And License" } } }, "localname": "SubscriptionServicesAndLicenseMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "evbg_SubscriptionServicesLicenseAndOtherMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Subscription services license and other revenue.", "label": "Subscription Services License And Other [Member]", "terseLabel": "Subscription Services, License and other" } } }, "localname": "SubscriptionServicesLicenseAndOtherMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "evbg_SummaryOfAdditionalInformationRelatedToLeasesTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Summary of additional information related to leases.", "label": "Summary Of Additional Information Related To Leases Table [Text Block]", "terseLabel": "Summary of Additional Information Related to Leases" } } }, "localname": "SummaryOfAdditionalInformationRelatedToLeasesTableTextBlock", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesTables" ], "xbrltype": "textBlockItemType" }, "evbg_SummaryOfCapitalizedSoftwareDevelopmentCostsTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Summary of capitalized software development costs.", "label": "Summary Of Capitalized Software Development Costs Table [Text Block]", "terseLabel": "Summary of Capitalized Software Development Costs" } } }, "localname": "SummaryOfCapitalizedSoftwareDevelopmentCostsTableTextBlock", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsTables" ], "xbrltype": "textBlockItemType" }, "evbg_SystemsHardwareMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Systems hardware.", "label": "Systems Hardware [Member]", "terseLabel": "Systems Hardware" } } }, "localname": "SystemsHardwareMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "evbg_TechwanSAMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Techwan SA.", "label": "Techwan S A [Member]", "terseLabel": "Techwan SA" } } }, "localname": "TechwanSAMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsTables", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfChangesInLevel3FinancialInstrumentsDetails" ], "xbrltype": "domainItemType" }, "evbg_TransactionCostsInEquity": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Transaction costs in equity.", "label": "Transaction Costs In Equity", "terseLabel": "Transaction costs in equity" } } }, "localname": "TransactionCostsInEquity", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesScheduleOfComponentsOfConvertibleSeniorNotesParentheticalDetails" ], "xbrltype": "monetaryItemType" }, "evbg_TwoThousandSixteenEmployeeStockPurchasePlanMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Two thousand sixteen employee stock purchase plan.", "label": "Two Thousand Sixteen Employee Stock Purchase Plan [Member]", "terseLabel": "2016 Employee Stock Purchase Plan" } } }, "localname": "TwoThousandSixteenEmployeeStockPurchasePlanMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensation2016EmployeeStockPurchasePlanAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfAssumptionsUsedInDeterminingFairValueOfStockOptionGrantsAndSharesIssuableDetails" ], "xbrltype": "domainItemType" }, "evbg_TwoThousandSixteenEquityIncentivePlanMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Two thousand sixteen equity incentive plan.", "label": "Two Thousand Sixteen Equity Incentive Plan [Member]", "terseLabel": "2016 Equity Incentive Plan" } } }, "localname": "TwoThousandSixteenEquityIncentivePlanMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "evbg_UnrecognizedTaxBenefitsExcludingInterestAndPenalties": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Unrecognized tax benefits excluding interest and penalties.", "label": "Unrecognized Tax Benefits Excluding Interest And Penalties", "terseLabel": "Ending balance (excluding interest and penalties)" } } }, "localname": "UnrecognizedTaxBenefitsExcludingInterestAndPenalties", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfChangesInUnrecognizedTaxBenefitsDetails" ], "xbrltype": "monetaryItemType" }, "evbg_ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Zero point one two five percent convertible senior notes due two thousand twenty four.", "label": "Zero Point One Two Five Percent Convertible Senior Notes Due Two Thousand Twenty Four [Member]", "terseLabel": "0.125% Convertible Senior Notes Due 2024" } } }, "localname": "ZeroPointOneTwoFivePercentConvertibleSeniorNotesDueTwoThousandTwentyFourMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBasicAndDilutedNetLossPerShareAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesScheduleOfComponentsOfConvertibleSeniorNotesDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesScheduleOfComponentsOfConvertibleSeniorNotesParentheticalDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfFairValueAndCarryingValueOfConvertibleSeniorNotesDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesParentheticalDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesTables", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "evbg_ZeroPointOneTwoFivePercentageCouponMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Zero point one two five percentage coupon.", "label": "Zero Point One Two Five Percentage Coupon [Member]", "terseLabel": "0.125% coupon" } } }, "localname": "ZeroPointOneTwoFivePercentageCouponMember", "nsuri": "http://www.everbridge.com/20201231", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesParentheticalDetails" ], "xbrltype": "domainItemType" }, "srt_ContractualObligationFiscalYearMaturityScheduleTableTextBlock": { "auth_ref": [ "r676" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of contractual obligation by timing of payment due. Includes, but is not limited to, long-term debt obligation, lease obligation, and purchase obligation.", "label": "Contractual Obligation Fiscal Year Maturity Schedule Table [Text Block]", "terseLabel": "Summary of Debt Obligations" } } }, "localname": "ContractualObligationFiscalYearMaturityScheduleTableTextBlock", "nsuri": "http://fasb.org/srt/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesTables" ], "xbrltype": "textBlockItemType" }, "srt_CumulativeEffectPeriodOfAdoptionAdjustmentMember": { "auth_ref": [ "r125", "r134", "r233", "r405", "r406", "r407", "r450", "r451" ], "lang": { "en-us": { "role": { "documentation": "Increase (decrease) to financial statements for cumulative-effect adjustment in period of adoption of amendment to accounting standards.", "label": "Cumulative Effect Period Of Adoption Adjustment [Member]", "terseLabel": "Cumulative Effect of Adoption of Net of Taxes" } } }, "localname": "CumulativeEffectPeriodOfAdoptionAdjustmentMember", "nsuri": "http://fasb.org/srt/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "domainItemType" }, "srt_CumulativeEffectPeriodOfAdoptionAxis": { "auth_ref": [ "r125", "r134", "r233", "r405", "r406", "r407", "r450", "r451" ], "lang": { "en-us": { "role": { "documentation": "Information by cumulative-effect adjustment to financial statements in period of adoption of amendment to accounting standards.", "label": "Cumulative Effect Period Of Adoption [Axis]", "terseLabel": "Cumulative Effect, Period of Adoption" } } }, "localname": "CumulativeEffectPeriodOfAdoptionAxis", "nsuri": "http://fasb.org/srt/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "stringItemType" }, "srt_CumulativeEffectPeriodOfAdoptionDomain": { "auth_ref": [ "r125", "r134", "r233", "r405", "r406", "r407", "r450", "r451" ], "lang": { "en-us": { "role": { "documentation": "Cumulative-effect adjustment to financial statements in period of adoption of amendment to accounting standards.", "label": "Cumulative Effect Period Of Adoption [Domain]", "terseLabel": "Cumulative Effect, Period of Adoption" } } }, "localname": "CumulativeEffectPeriodOfAdoptionDomain", "nsuri": "http://fasb.org/srt/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "domainItemType" }, "srt_MaximumMember": { "auth_ref": [ "r361", "r364", "r575", "r576", "r577", "r578", "r579", "r580", "r581", "r627", "r630" ], "lang": { "en-us": { "role": { "documentation": "Upper limit of the provided range.", "label": "Maximum [Member]", "terseLabel": "Maximum" } } }, "localname": "MaximumMember", "nsuri": "http://fasb.org/srt/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGeographicConcentrationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfIntangibleAssetsDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentParentheticalDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensation2016EmployeeStockPurchasePlanAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationMarketBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationPerformanceBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfAssumptionsUsedInDeterminingFairValueOfStockOptionGrantsAndSharesIssuableDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "srt_MinimumMember": { "auth_ref": [ "r361", "r364", "r575", "r576", "r577", "r578", "r579", "r580", "r581", "r627", "r630" ], "lang": { "en-us": { "role": { "documentation": "Lower limit of the provided range.", "label": "Minimum [Member]", "terseLabel": "Minimum" } } }, "localname": "MinimumMember", "nsuri": "http://fasb.org/srt/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGeographicConcentrationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfIntangibleAssetsDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentParentheticalDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensation2016EmployeeStockPurchasePlanAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationMarketBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationPerformanceBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfAssumptionsUsedInDeterminingFairValueOfStockOptionGrantsAndSharesIssuableDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "srt_ProductOrServiceAxis": { "auth_ref": [ "r205", "r332", "r336", "r582", "r626", "r628" ], "lang": { "en-us": { "role": { "documentation": "Information by product and service, or group of similar products and similar services.", "label": "Product Or Service [Axis]", "terseLabel": "Product and Service" } } }, "localname": "ProductOrServiceAxis", "nsuri": "http://fasb.org/srt/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionRemainingPerformanceObligationsAdditionalInformationDetails1", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfRevenuesDisaggregatedByRevenueSourceDetails" ], "xbrltype": "stringItemType" }, "srt_ProductsAndServicesDomain": { "auth_ref": [ "r205", "r332", "r336", "r582", "r626", "r628" ], "lang": { "en-us": { "role": { "documentation": "Product or service, or a group of similar products or similar services.", "label": "Products And Services [Domain]", "terseLabel": "Product and Service" } } }, "localname": "ProductsAndServicesDomain", "nsuri": "http://fasb.org/srt/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionRemainingPerformanceObligationsAdditionalInformationDetails1", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfRevenuesDisaggregatedByRevenueSourceDetails" ], "xbrltype": "domainItemType" }, "srt_RangeAxis": { "auth_ref": [ "r350", "r361", "r364", "r575", "r576", "r577", "r578", "r579", "r580", "r581", "r627", "r630" ], "lang": { "en-us": { "role": { "documentation": "Information by statistical measurement. Includes, but is not limited to, minimum, maximum, weighted average, arithmetic average, and median.", "label": "Range [Axis]", "terseLabel": "Statistical Measurement" } } }, "localname": "RangeAxis", "nsuri": "http://fasb.org/srt/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGeographicConcentrationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfIntangibleAssetsDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentParentheticalDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensation2016EmployeeStockPurchasePlanAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationMarketBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationPerformanceBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfAssumptionsUsedInDeterminingFairValueOfStockOptionGrantsAndSharesIssuableDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "srt_RangeMember": { "auth_ref": [ "r350", "r361", "r364", "r575", "r576", "r577", "r578", "r579", "r580", "r581", "r627", "r630" ], "lang": { "en-us": { "role": { "documentation": "Statistical measurement. Includes, but is not limited to, minimum, maximum, weighted average, arithmetic average, and median.", "label": "Range [Member]", "terseLabel": "Statistical Measurement" } } }, "localname": "RangeMember", "nsuri": "http://fasb.org/srt/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGeographicConcentrationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfIntangibleAssetsDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentParentheticalDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensation2016EmployeeStockPurchasePlanAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationMarketBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationPerformanceBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfAssumptionsUsedInDeterminingFairValueOfStockOptionGrantsAndSharesIssuableDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "srt_ScenarioUnspecifiedDomain": { "auth_ref": [ "r362" ], "lang": { "en-us": { "role": { "documentation": "Scenario reported, distinguishing information from actual fact. Includes, but is not limited to, pro forma and forecast. Excludes actual facts.", "label": "Scenario Unspecified [Domain]", "terseLabel": "Scenario" } } }, "localname": "ScenarioUnspecifiedDomain", "nsuri": "http://fasb.org/srt/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "srt_SegmentGeographicalDomain": { "auth_ref": [ "r206", "r207", "r332", "r337", "r629", "r654", "r655", "r656", "r657", "r658", "r659", "r660", "r661" ], "lang": { "en-us": { "role": { "documentation": "Geographical area.", "label": "Segment Geographical [Domain]", "terseLabel": "Geographical" } } }, "localname": "SegmentGeographicalDomain", "nsuri": "http://fasb.org/srt/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGeographicConcentrationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfRevenuesDisaggregatedByGeographyDetails" ], "xbrltype": "domainItemType" }, "srt_StatementGeographicalAxis": { "auth_ref": [ "r206", "r207", "r332", "r337", "r629", "r647", "r654", "r655", "r656", "r657", "r658", "r659", "r660", "r661", "r662", "r678", "r679" ], "lang": { "en-us": { "role": { "documentation": "Information by geographical components.", "label": "Statement Geographical [Axis]", "terseLabel": "Geographical" } } }, "localname": "StatementGeographicalAxis", "nsuri": "http://fasb.org/srt/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGeographicConcentrationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfRevenuesDisaggregatedByGeographyDetails" ], "xbrltype": "stringItemType" }, "srt_StatementScenarioAxis": { "auth_ref": [ "r290", "r362", "r570" ], "lang": { "en-us": { "role": { "documentation": "Information by scenario reported, distinguishing information from actual fact. Includes, but is not limited to, pro forma and forecast. Excludes actual facts.", "label": "Statement Scenario [Axis]", "terseLabel": "Scenario" } } }, "localname": "StatementScenarioAxis", "nsuri": "http://fasb.org/srt/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "srt_WeightedAverageMember": { "auth_ref": [ "r575", "r577", "r580" ], "lang": { "en-us": { "role": { "documentation": "Average of a range of values, calculated with consideration of proportional relevance.", "label": "Weighted Average [Member]", "terseLabel": "Weighted-Average" } } }, "localname": "WeightedAverageMember", "nsuri": "http://fasb.org/srt/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfIntangibleAssetsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_AccountingPoliciesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Accounting Policies [Abstract]" } } }, "localname": "AccountingPoliciesAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_AccountingStandardsUpdate201409Member": { "auth_ref": [ "r346" ], "lang": { "en-us": { "role": { "documentation": "Accounting Standards Update 2014-09 Revenue from Contracts with Customers (Topic 606).", "label": "Accounting Standards Update201409 [Member]", "terseLabel": "Accounting Standards Update 2014-09" } } }, "localname": "AccountingStandardsUpdate201409Member", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfImpactOfAdoptionOfNewRevenueStandardOnConsolidatedBalanceSheetDetail", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionTables" ], "xbrltype": "domainItemType" }, "us-gaap_AccountingStandardsUpdate201602Member": { "auth_ref": [ "r543" ], "lang": { "en-us": { "role": { "documentation": "Accounting Standards Update 2016-02 Leases (Topic 842).", "label": "Accounting Standards Update201602 [Member]", "terseLabel": "ASU 2016-02" } } }, "localname": "AccountingStandardsUpdate201602Member", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_AccountingStandardsUpdate201613Member": { "auth_ref": [ "r226" ], "lang": { "en-us": { "role": { "documentation": "Accounting Standards Update 2016-13 Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.", "label": "Accounting Standards Update201613 [Member]", "terseLabel": "ASU 2016-13" } } }, "localname": "AccountingStandardsUpdate201613Member", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_AccountingStandardsUpdate201813Member": { "auth_ref": [ "r516" ], "lang": { "en-us": { "role": { "documentation": "Accounting Standards Update 2018-13 Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement.", "label": "Accounting Standards Update201813 [Member]", "terseLabel": "ASU 2018-13" } } }, "localname": "AccountingStandardsUpdate201813Member", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_AccountingStandardsUpdate201815Member": { "auth_ref": [ "r269", "r270" ], "lang": { "en-us": { "role": { "documentation": "Accounting Standards Update 2018-15 Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (a consensus of the FASB Emerging Issues Task Force).", "label": "Accounting Standards Update201815 [Member]", "terseLabel": "ASU 2018-15" } } }, "localname": "AccountingStandardsUpdate201815Member", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_AccountingStandardsUpdateExtensibleList": { "auth_ref": [ "r127", "r128", "r129", "r130", "r230", "r231", "r232", "r233", "r235", "r236", "r401", "r402", "r403", "r404", "r405", "r406", "r407", "r408", "r450", "r451", "r631", "r632", "r633", "r634", "r635", "r636", "r637", "r638", "r639", "r640", "r641", "r642" ], "lang": { "en-us": { "role": { "documentation": "Indicates amendment to accounting standards.", "label": "Accounting Standards Update Extensible List", "terseLabel": "Accounting Standards Update Extensible List" } } }, "localname": "AccountingStandardsUpdateExtensibleList", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "extensibleListItemType" }, "us-gaap_AccountsNotesAndLoansReceivableLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Accounts Notes And Loans Receivable [Line Items]", "terseLabel": "Accounts Notes And Loans Receivable [Line Items]" } } }, "localname": "AccountsNotesAndLoansReceivableLineItems", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_AccountsNotesLoansAndFinancingReceivableByReceivableTypeAxis": { "auth_ref": [ "r48" ], "lang": { "en-us": { "role": { "documentation": "Information by type of receivable.", "label": "Accounts Notes Loans And Financing Receivable By Receivable Type [Axis]", "terseLabel": "Receivable Type" } } }, "localname": "AccountsNotesLoansAndFinancingReceivableByReceivableTypeAxis", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_AccountsPayableCurrent": { "auth_ref": [ "r36" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10140.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Carrying value as of the balance sheet date of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).", "label": "Accounts Payable Current", "terseLabel": "Accounts payable" } } }, "localname": "AccountsPayableCurrent", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccountsReceivableAllowanceForCreditLossTableTextBlock": { "auth_ref": [ "r242" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of allowance for credit loss on accounts receivable.", "label": "Accounts Receivable Allowance For Credit Loss Table [Text Block]", "terseLabel": "Schedule of Changes in Allowance for Credit Losses for Accounts Receivable" } } }, "localname": "AccountsReceivableAllowanceForCreditLossTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_AccountsReceivableGrossCurrent": { "auth_ref": [ "r211", "r212" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfAccountsReceivableNetDetails": { "order": 10010.0, "parentTag": "us-gaap_AccountsReceivableNetCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, before allowance for credit loss, of right to consideration from customer for product sold and service rendered in normal course of business, classified as current.", "label": "Accounts Receivable Gross Current", "terseLabel": "Accounts receivable amortized cost" } } }, "localname": "AccountsReceivableGrossCurrent", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfAccountsReceivableNetDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccountsReceivableMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Due from customers or clients for goods or services that have been delivered or sold.", "label": "Accounts Receivable [Member]", "terseLabel": "Accounts Receivable" } } }, "localname": "AccountsReceivableMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_AccountsReceivableNetAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Accounts Receivable Net [Abstract]" } } }, "localname": "AccountsReceivableNetAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_AccountsReceivableNetCurrent": { "auth_ref": [ "r4", "r23", "r211", "r212" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfAccountsReceivableNetDetails": { "order": null, "parentTag": null, "root": true, "weight": null }, "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10300.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, after allowance for credit loss, of right to consideration from customer for product sold and service rendered in normal course of business, classified as current.", "label": "Accounts Receivable Net Current", "terseLabel": "Accounts receivable, net", "totalLabel": "Net accounts receivable" } } }, "localname": "AccountsReceivableNetCurrent", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfAccountsReceivableNetDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfImpactOfAdoptionOfNewRevenueStandardOnConsolidatedBalanceSheetDetail", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccretionExpense": { "auth_ref": [ "r284", "r285" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10270.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount recognized for the passage of time, typically for liabilities, that have been discounted to their net present values. Excludes accretion associated with asset retirement obligations.", "label": "Accretion Expense", "terseLabel": "Accretion of interest on debt" } } }, "localname": "AccretionExpense", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccruedLiabilitiesCurrent": { "auth_ref": [ "r39" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10160.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Carrying value as of the balance sheet date of obligations incurred and payable, pertaining to costs that are statutory in nature, are incurred on contractual obligations, or accumulate over time and for which invoices have not yet been received or will not be rendered. Examples include taxes, interest, rent and utilities. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).", "label": "Accrued Liabilities Current", "terseLabel": "Accrued expenses" } } }, "localname": "AccruedLiabilitiesCurrent", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccumulatedDepreciationDepletionAndAmortizationPropertyPlantAndEquipment": { "auth_ref": [ "r34", "r277" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentDetails": { "order": 10020.0, "parentTag": "us-gaap_PropertyPlantAndEquipmentNet", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of accumulated depreciation, depletion and amortization for physical assets used in the normal conduct of business to produce goods and services.", "label": "Accumulated Depreciation Depletion And Amortization Property Plant And Equipment", "negatedLabel": "Less accumulated depreciation and amortization" } } }, "localname": "AccumulatedDepreciationDepletionAndAmortizationPropertyPlantAndEquipment", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccumulatedOtherComprehensiveIncomeLossNetOfTax": { "auth_ref": [ "r26", "r52", "r53", "r54", "r613", "r638", "r642" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10080.0, "parentTag": "us-gaap_StockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Accumulated change in equity from transactions and other events and circumstances from non-owner sources, net of tax effect, at period end. Excludes Net Income (Loss), and accumulated changes in equity from transactions resulting from investments by owners and distributions to owners. Includes foreign currency translation items, certain pension adjustments, unrealized gains and losses on certain investments in debt and equity securities, other than temporary impairment (OTTI) losses related to factors other than credit losses on available-for-sale and held-to-maturity debt securities that an entity does not intend to sell and it is not more likely than not that the entity will be required to sell before recovery of the amortized cost basis, as well as changes in the fair value of derivatives related to the effective portion of a designated cash flow hedge.", "label": "Accumulated Other Comprehensive Income Loss Net Of Tax", "terseLabel": "Accumulated other comprehensive income (loss)" } } }, "localname": "AccumulatedOtherComprehensiveIncomeLossNetOfTax", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccumulatedOtherComprehensiveIncomeMember": { "auth_ref": [ "r51", "r54", "r55", "r122", "r123", "r124", "r497", "r633", "r634" ], "lang": { "en-us": { "role": { "documentation": "Accumulated increase (decrease) in equity from transactions and other events and circumstances from non-owner sources, attributable to the parent. Excludes net income (loss), and accumulated changes in equity from transactions resulting from investments by owners and distributions to owners.", "label": "Accumulated Other Comprehensive Income [Member]", "terseLabel": "Accumulated Other Comprehensive Income (Loss)" } } }, "localname": "AccumulatedOtherComprehensiveIncomeMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "domainItemType" }, "us-gaap_AcquiredFiniteLivedIntangibleAssetsWeightedAverageUsefulLife": { "auth_ref": [ "r259" ], "lang": { "en-us": { "role": { "documentation": "Weighted average amortization period of finite-lived intangible assets acquired either individually or as part of a group of assets, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.", "label": "Acquired Finite Lived Intangible Assets Weighted Average Useful Life", "terseLabel": "Acquired finite lived intangible assets, useful life", "verboseLabel": "Weighted average useful life of identified acquired intangible assets" } } }, "localname": "AcquiredFiniteLivedIntangibleAssetsWeightedAverageUsefulLife", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "durationItemType" }, "us-gaap_AdditionalPaidInCapitalCommonStock": { "auth_ref": [ "r24" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10060.0, "parentTag": "us-gaap_StockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Value received from shareholders in common stock-related transactions that are in excess of par value or stated value and amounts received from other stock-related transactions. Includes only common stock transactions (excludes preferred stock transactions). May be called contributed capital, capital in excess of par, capital surplus, or paid-in capital.", "label": "Additional Paid In Capital Common Stock", "terseLabel": "Additional paid-in capital" } } }, "localname": "AdditionalPaidInCapitalCommonStock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_AdditionalPaidInCapitalMember": { "auth_ref": [ "r122", "r123", "r124", "r405", "r406", "r407" ], "lang": { "en-us": { "role": { "documentation": "Excess of issue price over par or stated value of the entity's capital stock and amounts received from other transactions involving the entity's stock or stockholders.", "label": "Additional Paid In Capital [Member]", "terseLabel": "Additional Paid-in Capital" } } }, "localname": "AdditionalPaidInCapitalMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "domainItemType" }, "us-gaap_AdjustmentsForNewAccountingPronouncementsAxis": { "auth_ref": [ "r127", "r128", "r129", "r130", "r230", "r231", "r232", "r233", "r235", "r236", "r401", "r402", "r403", "r404", "r405", "r406", "r407", "r408", "r448", "r449", "r450", "r451", "r584", "r585", "r586", "r631", "r632", "r633", "r634", "r635", "r636", "r637", "r638", "r639", "r640", "r641", "r642" ], "lang": { "en-us": { "role": { "documentation": "Information by amendment to accounting standards.", "label": "Adjustments For New Accounting Pronouncements [Axis]", "terseLabel": "Accounting Standards Update" } } }, "localname": "AdjustmentsForNewAccountingPronouncementsAxis", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfImpactOfAdoptionOfNewRevenueStandardOnConsolidatedBalanceSheetDetail", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionTables", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_AdjustmentsRelatedToTaxWithholdingForShareBasedCompensation": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of decrease to equity for grantee's tax withholding obligation for award under share-based payment arrangement.", "label": "Adjustments Related To Tax Withholding For Share Based Compensation", "negatedLabel": "Restricted stock units and performance-based restricted stock units withheld to settle employee tax withholding liability" } } }, "localname": "AdjustmentsRelatedToTaxWithholdingForShareBasedCompensation", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "us-gaap_AdjustmentsToAdditionalPaidInCapitalConvertibleDebtWithConversionFeature": { "auth_ref": [ "r303", "r308", "r447" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) in additional paid in capital (APIC) resulting from recognition of deferred taxes for convertible debt with a beneficial conversion feature.", "label": "Adjustments To Additional Paid In Capital Convertible Debt With Conversion Feature", "terseLabel": "Remaining consideration allocated to reacquisition of equity component" } } }, "localname": "AdjustmentsToAdditionalPaidInCapitalConvertibleDebtWithConversionFeature", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AdjustmentsToAdditionalPaidInCapitalEquityComponentOfConvertibleDebt": { "auth_ref": [ "r293" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Adjustment to additional paid in capital resulting from the recognition of convertible debt instruments as two separate components - a debt component and an equity component. This bifurcation may result in a basis difference associated with the liability component that represents a temporary difference for purposes of applying accounting for income taxes. The initial recognition of deferred taxes for the tax effect of that temporary difference is as an adjustment to additional paid in capital.", "label": "Adjustments To Additional Paid In Capital Equity Component Of Convertible Debt", "terseLabel": "Equity component of the convertible notes due 2024, net of allocated issuance costs and taxes", "verboseLabel": "Difference between aggregate principal amount and estimated fair value of liability component recorded in additional paid-in capital" } } }, "localname": "AdjustmentsToAdditionalPaidInCapitalEquityComponentOfConvertibleDebt", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "us-gaap_AdjustmentsToAdditionalPaidInCapitalSharebasedCompensationRequisiteServicePeriodRecognitionValue": { "auth_ref": [ "r366", "r368", "r411", "r412" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of increase to additional paid-in capital (APIC) for recognition of cost for award under share-based payment arrangement.", "label": "Adjustments To Additional Paid In Capital Sharebased Compensation Requisite Service Period Recognition Value", "terseLabel": "Stock-based compensation" } } }, "localname": "AdjustmentsToAdditionalPaidInCapitalSharebasedCompensationRequisiteServicePeriodRecognitionValue", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "us-gaap_AdjustmentsToAdditionalPaidInCapitalStockIssuedIssuanceCosts": { "auth_ref": [ "r303", "r308" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of decrease in additional paid in capital (APIC) resulting from direct costs associated with issuing stock. Includes, but is not limited to, legal and accounting fees and direct costs associated with stock issues under a shelf registration.", "label": "Adjustments To Additional Paid In Capital Stock Issued Issuance Costs", "terseLabel": "Additional paid-in capital related to shares issued" } } }, "localname": "AdjustmentsToAdditionalPaidInCapitalStockIssuedIssuanceCosts", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Adjustments To Reconcile Net Income Loss To Cash Provided By Used In Operating Activities [Abstract]", "terseLabel": "Adjustments to reconcile net loss to net cash provided by operating activities:" } } }, "localname": "AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "stringItemType" }, "us-gaap_AdvertisingCostsPolicyTextBlock": { "auth_ref": [ "r414" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for advertising cost.", "label": "Advertising Costs Policy [Text Block]", "terseLabel": "Advertising Expenses" } } }, "localname": "AdvertisingCostsPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_AdvertisingExpense": { "auth_ref": [ "r415" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount charged to advertising expense for the period, which are expenses incurred with the objective of increasing revenue for a specified brand, product or product line.", "label": "Advertising Expense", "terseLabel": "Advertising expenses" } } }, "localname": "AdvertisingExpense", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AllocatedShareBasedCompensationExpense": { "auth_ref": [ "r368", "r396", "r410" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of expense for award under share-based payment arrangement. Excludes amount capitalized.", "label": "Allocated Share Based Compensation Expense", "terseLabel": "Stock-based compensation expense", "verboseLabel": "Total recognized compensation cost" } } }, "localname": "AllocatedShareBasedCompensationExpense", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensation2016EmployeeStockPurchasePlanAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationMarketBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationPerformanceBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationStockOptionsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationSummaryOfStockBasedCompensationExpenseDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AllowanceForCreditLossAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Allowance For Credit Loss [Abstract]" } } }, "localname": "AllowanceForCreditLossAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_AllowanceForDoubtfulAccountsReceivableCurrent": { "auth_ref": [ "r30", "r217", "r237" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfAccountsReceivableNetDetails": { "order": 10020.0, "parentTag": "us-gaap_AccountsReceivableNetCurrent", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of allowance for credit loss on accounts receivable, classified as current.", "label": "Allowance For Doubtful Accounts Receivable Current", "negatedLabel": "Allowance for credit losses", "negatedPeriodEndLabel": "Balance, end of period", "negatedPeriodStartLabel": "Balance, beginning of period" } } }, "localname": "AllowanceForDoubtfulAccountsReceivableCurrent", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfAccountsReceivableNetDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfChangesInAllowanceForCreditLossesForAccountsReceivableDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AllowanceForDoubtfulAccountsReceivableWriteOffs": { "auth_ref": [ "r240" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of direct write-downs of accounts receivable charged against the allowance.", "label": "Allowance For Doubtful Accounts Receivable Write Offs", "terseLabel": "Write-offs" } } }, "localname": "AllowanceForDoubtfulAccountsReceivableWriteOffs", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfChangesInAllowanceForCreditLossesForAccountsReceivableDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AmortizationOfDeferredSalesCommissions": { "auth_ref": [ "r74", "r100" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10250.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The amount of expense recognized in the current period for the periodic realization of capitalized fees that were paid to salespeople, distributors, brokers, and agents at the time of the conclusion of the sale. As a noncash expense, this element is added back to net income when calculating cash provided by or used in operations using the indirect method.", "label": "Amortization Of Deferred Sales Commissions", "terseLabel": "Amortization of deferred costs" } } }, "localname": "AmortizationOfDeferredSalesCommissions", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_AmortizationOfFinancingCostsAndDiscounts": { "auth_ref": [ "r100", "r539" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesDetails": { "order": 10020.0, "parentTag": "us-gaap_InterestExpenseDebt", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization expense attributable to debt discount (premium) and debt issuance costs.", "label": "Amortization Of Financing Costs And Discounts", "terseLabel": "Amortization of debt discount and transaction costs" } } }, "localname": "AmortizationOfFinancingCostsAndDiscounts", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AmortizationOfIntangibleAssets": { "auth_ref": [ "r100", "r256", "r263" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The aggregate expense charged against earnings to allocate the cost of intangible assets (nonphysical assets not used in production) in a systematic and rational manner to the periods expected to benefit from such assets. As a noncash expense, this element is added back to net income when calculating cash provided by or used in operations using the indirect method.", "label": "Amortization Of Intangible Assets", "terseLabel": "Amortization expense for intangible assets" } } }, "localname": "AmortizationOfIntangibleAssets", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareAmount": { "auth_ref": [ "r148" ], "lang": { "en-us": { "role": { "documentation": "Securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) or earnings per unit (EPU) in the future that were not included in the computation of diluted EPS or EPU because to do so would increase EPS or EPU amounts or decrease loss per share or unit amounts for the period presented.", "label": "Antidilutive Securities Excluded From Computation Of Earnings Per Share Amount", "terseLabel": "Anti-dilutive securities excluded from diluted net loss per share" } } }, "localname": "AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareAmount", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBasicAndDilutedNetLossPerShareScheduleOfCommonEquivalentSharesWereExcludedFromDilutedNetLossPerShareCalculationBecauseTheirInclusionWouldHaveBeenAntiDilutiveDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareByAntidilutiveSecuritiesAxis": { "auth_ref": [ "r148" ], "lang": { "en-us": { "role": { "documentation": "Information by type of antidilutive security.", "label": "Antidilutive Securities Excluded From Computation Of Earnings Per Share By Antidilutive Securities [Axis]", "terseLabel": "Antidilutive Securities" } } }, "localname": "AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareByAntidilutiveSecuritiesAxis", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBasicAndDilutedNetLossPerShareScheduleOfCommonEquivalentSharesWereExcludedFromDilutedNetLossPerShareCalculationBecauseTheirInclusionWouldHaveBeenAntiDilutiveDetails" ], "xbrltype": "stringItemType" }, "us-gaap_AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]", "terseLabel": "Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]" } } }, "localname": "AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareLineItems", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBasicAndDilutedNetLossPerShareAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBasicAndDilutedNetLossPerShareScheduleOfCommonEquivalentSharesWereExcludedFromDilutedNetLossPerShareCalculationBecauseTheirInclusionWouldHaveBeenAntiDilutiveDetails" ], "xbrltype": "stringItemType" }, "us-gaap_AntidilutiveSecuritiesNameDomain": { "auth_ref": [ "r148" ], "lang": { "en-us": { "role": { "documentation": "Incremental common shares attributable to securities that were not included in diluted earnings per share (EPS) because to do so would increase EPS amounts or decrease loss per share amounts for the period presented.", "label": "Antidilutive Securities Name [Domain]", "terseLabel": "Antidilutive Securities, Name" } } }, "localname": "AntidilutiveSecuritiesNameDomain", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBasicAndDilutedNetLossPerShareScheduleOfCommonEquivalentSharesWereExcludedFromDilutedNetLossPerShareCalculationBecauseTheirInclusionWouldHaveBeenAntiDilutiveDetails" ], "xbrltype": "domainItemType" }, "us-gaap_AssetImpairmentCharges": { "auth_ref": [ "r100", "r274" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of write-down of assets recognized in the income statement. Includes, but is not limited to, losses from tangible assets, intangible assets and goodwill.", "label": "Asset Impairment Charges", "terseLabel": "Asset impairment charges", "verboseLabel": "Impairment charges" } } }, "localname": "AssetImpairmentCharges", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_Assets": { "auth_ref": [ "r114", "r185", "r195", "r201", "r225", "r492", "r498", "r524", "r590", "r610" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Sum of the carrying amounts as of the balance sheet date of all assets that are recognized. Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events.", "label": "Assets", "totalLabel": "Total assets" } } }, "localname": "Assets", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_AssetsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Assets [Abstract]", "terseLabel": "Assets" } } }, "localname": "AssetsAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "stringItemType" }, "us-gaap_AssetsAndLiabilitiesLesseeAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Assets And Liabilities Lessee [Abstract]", "terseLabel": "Balance sheet information" } } }, "localname": "AssetsAndLiabilitiesLesseeAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesSummaryOfAdditionalInformationRelatedToLeasesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_AssetsCurrent": { "auth_ref": [ "r6", "r8", "r49", "r114", "r225", "r492", "r498", "r524" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10200.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Sum of the carrying amounts as of the balance sheet date of all assets that are expected to be realized in cash, sold, or consumed within one year (or the normal operating cycle, if longer). Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events.", "label": "Assets Current", "totalLabel": "Total current assets" } } }, "localname": "AssetsCurrent", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_AssetsCurrentAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Assets Current [Abstract]", "terseLabel": "Current assets:" } } }, "localname": "AssetsCurrentAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "stringItemType" }, "us-gaap_AssetsFairValueDisclosure": { "auth_ref": [ "r504" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Fair value portion of probable future economic benefits obtained or controlled by an entity as a result of past transactions or events.", "label": "Assets Fair Value Disclosure", "totalLabel": "Total financial assets" } } }, "localname": "AssetsFairValueDisclosure", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AwardTypeAxis": { "auth_ref": [ "r369", "r399" ], "lang": { "en-us": { "role": { "documentation": "Information by type of award under share-based payment arrangement.", "label": "Award Type [Axis]", "terseLabel": "Award Type" } } }, "localname": "AwardTypeAxis", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationMarketBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationPerformanceBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfAssumptionsUsedInDeterminingFairValueOfStockOptionGrantsAndSharesIssuableDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationStockOptionsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationSummaryOfRSUAndPSUActivityDetails" ], "xbrltype": "stringItemType" }, "us-gaap_BasisOfAccountingPolicyPolicyTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for basis of accounting, or basis of presentation, used to prepare the financial statements (for example, US Generally Accepted Accounting Principles, Other Comprehensive Basis of Accounting, IFRS).", "label": "Basis Of Accounting Policy Policy [Text Block]", "terseLabel": "Basis of Presentation" } } }, "localname": "BasisOfAccountingPolicyPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_BusinessAcquisitionAcquireeDomain": { "auth_ref": [ "r360", "r363" ], "lang": { "en-us": { "role": { "documentation": "Identification of the acquiree in a material business combination (or series of individually immaterial business combinations), which may include the name or other type of identification of the acquiree.", "label": "Business Acquisition Acquiree [Domain]", "terseLabel": "Business Acquisition, Acquiree" } } }, "localname": "BusinessAcquisitionAcquireeDomain", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfUnauditedProFormaResultsOfOperationsDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsTables", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfChangesInLevel3FinancialInstrumentsDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSubsequentEventsAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_BusinessAcquisitionAxis": { "auth_ref": [ "r360", "r363", "r470", "r471" ], "lang": { "en-us": { "role": { "documentation": "Information by business combination or series of individually immaterial business combinations.", "label": "Business Acquisition [Axis]", "terseLabel": "Business Acquisition" } } }, "localname": "BusinessAcquisitionAxis", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfUnauditedProFormaResultsOfOperationsDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsTables", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfChangesInLevel3FinancialInstrumentsDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSubsequentEventsAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_BusinessAcquisitionDateOfAcquisitionAgreement1": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Date when the business acquisition agreement was executed, in CCYY-MM-DD format.", "label": "Business Acquisition Date Of Acquisition Agreement1", "terseLabel": "Date of acquisition of business" } } }, "localname": "BusinessAcquisitionDateOfAcquisitionAgreement1", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSubsequentEventsAdditionalInformationDetails" ], "xbrltype": "dateItemType" }, "us-gaap_BusinessAcquisitionEquityInterestsIssuedOrIssuableNumberOfSharesIssued": { "auth_ref": [ "r487" ], "lang": { "en-us": { "role": { "documentation": "Number of shares of equity interests issued or issuable to acquire entity.", "label": "Business Acquisition Equity Interests Issued Or Issuable Number Of Shares Issued", "terseLabel": "Number of newly issued common stock" } } }, "localname": "BusinessAcquisitionEquityInterestsIssuedOrIssuableNumberOfSharesIssued", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSubsequentEventsAdditionalInformationDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_BusinessAcquisitionLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Business Acquisition [Line Items]", "terseLabel": "Business Acquisition [Line Items]" } } }, "localname": "BusinessAcquisitionLineItems", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfUnauditedProFormaResultsOfOperationsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_BusinessAcquisitionProFormaInformationTextBlock": { "auth_ref": [ "r468", "r469" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of pro forma results of operations for a material business acquisition or series of individually immaterial business acquisitions that are material in the aggregate.", "label": "Business Acquisition Pro Forma Information [Text Block]", "terseLabel": "Summary of Unaudited Pro Forma Results of Operations" } } }, "localname": "BusinessAcquisitionProFormaInformationTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_BusinessAcquisitionsProFormaNetIncomeLoss": { "auth_ref": [ "r468", "r469" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The pro forma net Income or Loss for the period as if the business combination or combinations had been completed at the beginning of a period.", "label": "Business Acquisitions Pro Forma Net Income Loss", "terseLabel": "Net loss, pro forma" } } }, "localname": "BusinessAcquisitionsProFormaNetIncomeLoss", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfUnauditedProFormaResultsOfOperationsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessAcquisitionsProFormaRevenue": { "auth_ref": [ "r468", "r469" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The pro forma revenue for a period as if the business combination or combinations had been completed at the beginning of the period.", "label": "Business Acquisitions Pro Forma Revenue", "terseLabel": "Revenue, pro forma" } } }, "localname": "BusinessAcquisitionsProFormaRevenue", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfUnauditedProFormaResultsOfOperationsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationAcquisitionRelatedCosts": { "auth_ref": [ "r466" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "This element represents acquisition-related costs incurred to effect a business combination which costs have been expensed during the period. Such costs include finder's fees; advisory, legal, accounting, valuation, and other professional or consulting fees; general administrative costs, including the costs of maintaining an internal acquisitions department; and may include costs of registering and issuing debt and equity securities.", "label": "Business Combination Acquisition Related Costs", "verboseLabel": "Business acquisition transaction costs" } } }, "localname": "BusinessCombinationAcquisitionRelatedCosts", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationConsiderationTransferred1": { "auth_ref": [ "r481", "r482", "r484" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of consideration transferred, consisting of acquisition-date fair value of assets transferred by the acquirer, liabilities incurred by the acquirer, and equity interest issued by the acquirer.", "label": "Business Combination Consideration Transferred1", "terseLabel": "Total purchase price", "verboseLabel": "Total" } } }, "localname": "BusinessCombinationConsiderationTransferred1", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationConsiderationTransferredAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Business Combination Consideration Transferred [Abstract]", "terseLabel": "Consideration paid" } } }, "localname": "BusinessCombinationConsiderationTransferredAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "stringItemType" }, "us-gaap_BusinessCombinationConsiderationTransferredEquityInterestsIssuedAndIssuable": { "auth_ref": [ "r481", "r482" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of equity interests of the acquirer, including instruments or interests issued or issuable in consideration for the business combination.", "label": "Business Combination Consideration Transferred Equity Interests Issued And Issuable", "terseLabel": "Fair value of common stock issued" } } }, "localname": "BusinessCombinationConsiderationTransferredEquityInterestsIssuedAndIssuable", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationConsiderationTransferredLiabilitiesIncurred": { "auth_ref": [ "r479", "r481", "r482", "r486" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of liabilities incurred by the acquirer as part of consideration transferred in a business combination.", "label": "Business Combination Consideration Transferred Liabilities Incurred", "terseLabel": "Contingent consideration in connection with acquisitions" } } }, "localname": "BusinessCombinationConsiderationTransferredLiabilitiesIncurred", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationContingentConsiderationArrangementsChangeInAmountOfContingentConsiderationLiability1": { "auth_ref": [ "r99", "r489" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10310.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) in the value of a contingent consideration liability, including, but not limited to, differences arising upon settlement.", "label": "Business Combination Contingent Consideration Arrangements Change In Amount Of Contingent Consideration Liability1", "negatedLabel": "Decrease in contingent consideration obligation", "terseLabel": "Change in fair value of contingent consideration obligation" } } }, "localname": "BusinessCombinationContingentConsiderationArrangementsChangeInAmountOfContingentConsiderationLiability1", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationContingentConsiderationArrangementsRangeOfOutcomesValueHigh": { "auth_ref": [ "r488" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "For contingent consideration arrangements recognized in connection with a business combination, this element represents an estimate of the high-end of the potential range (undiscounted) of the consideration which may be paid.", "label": "Business Combination Contingent Consideration Arrangements Range Of Outcomes Value High", "terseLabel": "Contingent payment" } } }, "localname": "BusinessCombinationContingentConsiderationArrangementsRangeOfOutcomesValueHigh", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSubsequentEventsAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationContingentConsiderationLiabilityCurrent": { "auth_ref": [ "r480", "r483" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10180.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of liability recognized arising from contingent consideration in a business combination, expected to be settled within one year or the normal operating cycle, if longer.", "label": "Business Combination Contingent Consideration Liability Current", "positiveLabel": "Contingent consideration", "terseLabel": "Contingent consideration liabilities", "verboseLabel": "Contingent consideration" } } }, "localname": "BusinessCombinationContingentConsiderationLiabilityCurrent", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationDisclosureTextBlock": { "auth_ref": [ "r490" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable).", "label": "Business Combination Disclosure [Text Block]", "terseLabel": "Business Combinations" } } }, "localname": "BusinessCombinationDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinations" ], "xbrltype": "textBlockItemType" }, "us-gaap_BusinessCombinationProFormaInformationEarningsOrLossOfAcquireeSinceAcquisitionDateActual": { "auth_ref": [ "r467" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "This element represents the amount of earnings or loss of the acquiree since the acquisition date included in the consolidated income statement for the reporting period.", "label": "Business Combination Pro Forma Information Earnings Or Loss Of Acquiree Since Acquisition Date Actual", "terseLabel": "Net loss, pro forma - From the acquisition date" } } }, "localname": "BusinessCombinationProFormaInformationEarningsOrLossOfAcquireeSinceAcquisitionDateActual", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfUnauditedProFormaResultsOfOperationsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationProFormaInformationRevenueOfAcquireeSinceAcquisitionDateActual": { "auth_ref": [ "r467" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "This element represents the amount of revenue of the acquiree since the acquisition date included in the consolidated income statement for the reporting period.", "label": "Business Combination Pro Forma Information Revenue Of Acquiree Since Acquisition Date Actual", "terseLabel": "Revenue, pro forma - From the acquisition date" } } }, "localname": "BusinessCombinationProFormaInformationRevenueOfAcquireeSinceAcquisitionDateActual", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfUnauditedProFormaResultsOfOperationsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedAssets": { "auth_ref": [ "r473" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails": { "order": 10010.0, "parentTag": "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredGoodwillAndLiabilitiesAssumedNet", "weight": 1.0 }, "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails2": { "order": 10010.0, "parentTag": "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredGoodwillAndLiabilitiesAssumedNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of assets acquired at the acquisition date.", "label": "Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Assets", "totalLabel": "Total assets acquired" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedAssets", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedAssetsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Assets [Abstract]", "terseLabel": "Assets acquired" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedAssetsAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "stringItemType" }, "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentAssetsOther": { "auth_ref": [ "r473" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails": { "order": 10100.0, "parentTag": "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedAssets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of other assets expected to be realized or consumed before one year or the normal operating cycle, if longer, acquired at the acquisition date.", "label": "Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Current Assets Other", "terseLabel": "Other current assets" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentAssetsOther", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentAssetsPrepaidExpenseAndOtherAssets": { "auth_ref": [ "r473" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails": { "order": 10090.0, "parentTag": "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedAssets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of asset related to consideration paid in advance for costs that provide economic benefits in future periods, and amount of other assets that are expected to be realized or consumed within one year or the normal operating cycle, if longer, acquired at the acquisition date.", "label": "Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Current Assets Prepaid Expense And Other Assets", "terseLabel": "Prepaid expenses and other current assets" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentAssetsPrepaidExpenseAndOtherAssets", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentAssetsReceivables": { "auth_ref": [ "r473" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails": { "order": 10080.0, "parentTag": "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedAssets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount due from customers or clients for goods or services, including trade receivables, that have been delivered or sold in the normal course of business, and amounts due from others, including related parties expected to be converted to cash, sold or exchanged within one year or the normal operating cycle, if longer, acquired at the acquisition date.", "label": "Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Current Assets Receivables", "terseLabel": "Accounts receivable" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentAssetsReceivables", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentLiabilitiesAccountsPayable": { "auth_ref": [ "r473" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails": { "order": 10020.0, "parentTag": "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredGoodwillAndLiabilitiesAssumedNet", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of liabilities incurred for goods and services received that are used in an entity's business and related party payables, assumed at the acquisition date.", "label": "Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Current Liabilities Accounts Payable", "terseLabel": "Accounts payable" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentLiabilitiesAccountsPayable", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentLiabilitiesDeferredRevenue": { "auth_ref": [ "r473" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails": { "order": 10040.0, "parentTag": "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredGoodwillAndLiabilitiesAssumedNet", "weight": -1.0 }, "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails2": { "order": 10030.0, "parentTag": "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredGoodwillAndLiabilitiesAssumedNet", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred revenue expected to be recognized as such within one year or the normal operating cycle, if longer, assumed at the acquisition date.", "label": "Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Current Liabilities Deferred Revenue", "terseLabel": "Deferred revenue" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentLiabilitiesDeferredRevenue", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentLiabilitiesOther": { "auth_ref": [ "r473" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails": { "order": 10060.0, "parentTag": "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredGoodwillAndLiabilitiesAssumedNet", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of other liabilities due within one year or within the normal operating cycle, if longer, assumed at the acquisition date.", "label": "Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Current Liabilities Other", "terseLabel": "Other current liabilities" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentLiabilitiesOther", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedDeferredTaxLiabilities": { "auth_ref": [ "r473" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails": { "order": 10050.0, "parentTag": "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredGoodwillAndLiabilitiesAssumedNet", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred tax liability attributable to taxable temporary differences assumed at the acquisition date.", "label": "Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Deferred Tax Liabilities", "terseLabel": "Deferred tax liabilities" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedDeferredTaxLiabilities", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedIntangibles": { "auth_ref": [ "r472", "r473" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails": { "order": 10120.0, "parentTag": "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedAssets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The amount of identifiable intangible assets recognized as of the acquisition date.", "label": "Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Intangibles", "terseLabel": "Intangible assets other than goodwill" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedIntangibles", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedLiabilitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Liabilities [Abstract]", "terseLabel": "Liabilities assumed" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedLiabilitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "stringItemType" }, "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedNoncurrentLiabilitiesOther": { "auth_ref": [ "r473" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails": { "order": 10070.0, "parentTag": "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredGoodwillAndLiabilitiesAssumedNet", "weight": -1.0 }, "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails2": { "order": 10040.0, "parentTag": "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredGoodwillAndLiabilitiesAssumedNet", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of other liabilities due after one year or the normal operating cycle, if longer, assumed at the acquisition date.", "label": "Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Noncurrent Liabilities Other", "terseLabel": "Other liabilities" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedNoncurrentLiabilitiesOther", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedOtherNoncurrentAssets": { "auth_ref": [ "r473" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails": { "order": 10160.0, "parentTag": "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedAssets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of other assets expected to be realized or consumed after one year or the normal operating cycle, if longer, acquired at the acquisition date.", "label": "Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Other Noncurrent Assets", "terseLabel": "Other assets" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedOtherNoncurrentAssets", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedPropertyPlantAndEquipment": { "auth_ref": [ "r472", "r473" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails": { "order": 10110.0, "parentTag": "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedAssets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The amount of property, plant, and equipment recognized as of the acquisition date.", "label": "Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Property Plant And Equipment", "terseLabel": "Property and equipment" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedPropertyPlantAndEquipment", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredGoodwillAndLiabilitiesAssumedNet": { "auth_ref": [ "r473" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails": { "order": null, "parentTag": null, "root": true, "weight": null }, "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails2": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount recognized for assets, including goodwill, in excess of (less than) the aggregate liabilities assumed.", "label": "Business Combination Recognized Identifiable Assets Acquired Goodwill And Liabilities Assumed Net", "totalLabel": "Net assets acquired" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredGoodwillAndLiabilitiesAssumedNet", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Business Combinations [Abstract]" } } }, "localname": "BusinessCombinationsAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_BusinessCombinationsPolicy": { "auth_ref": [ "r111", "r465" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for completed business combinations (purchase method, acquisition method or combination of entities under common control). This accounting policy may include a general discussion of the purchase method or acquisition method of accounting (including for example, the treatment accorded contingent consideration, the identification of assets and liabilities, the purchase price allocation process, how the fair values of acquired assets and liabilities are determined) and the entity's specific application thereof. An entity that acquires another entity in a leveraged buyout transaction generally discloses the accounting policy followed by the acquiring entity in determining the basis used to value its interest in the acquired entity, and the rationale for that accounting policy.", "label": "Business Combinations Policy", "terseLabel": "Business Combinations" } } }, "localname": "BusinessCombinationsPolicy", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_CapitalExpendituresIncurredButNotYetPaid": { "auth_ref": [ "r105", "r106", "r107" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Future cash outflow to pay for purchases of fixed assets that have occurred.", "label": "Capital Expenditures Incurred But Not Yet Paid", "terseLabel": "Capitalized assets included in accounts payable and accrued expenses" } } }, "localname": "CapitalExpendituresIncurredButNotYetPaid", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_CapitalizationOfDeferredPolicyAcquisitionCostsPolicy": { "auth_ref": [ "r111", "r625" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for deferred policy acquisition costs, including the nature, type, and amount of capitalized costs incurred to write or acquire insurance contracts, and the basis for and methodologies applied in capitalizing and amortizing such costs.", "label": "Capitalization Of Deferred Policy Acquisition Costs Policy", "terseLabel": "Deferred Costs" } } }, "localname": "CapitalizationOfDeferredPolicyAcquisitionCostsPolicy", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_CapitalizedComputerSoftwareAccumulatedAmortization": { "auth_ref": [ "r665" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsSummaryOfCapitalizedSoftwareDevelopmentCostsDetails": { "order": 10020.0, "parentTag": "us-gaap_CapitalizedComputerSoftwareNet", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "For each balance sheet presented, the amount of accumulated amortization for capitalized computer software costs.", "label": "Capitalized Computer Software Accumulated Amortization", "negatedLabel": "Accumulated amortization" } } }, "localname": "CapitalizedComputerSoftwareAccumulatedAmortization", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsSummaryOfCapitalizedSoftwareDevelopmentCostsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CapitalizedComputerSoftwareAdditions": { "auth_ref": [ "r257" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Additions made to capitalized computer software costs during the period.", "label": "Capitalized Computer Software Additions", "terseLabel": "Capitalized software development costs" } } }, "localname": "CapitalizedComputerSoftwareAdditions", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CapitalizedComputerSoftwareAmortization1": { "auth_ref": [ "r664", "r666" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of expense for amortization of capitalized computer software costs.", "label": "Capitalized Computer Software Amortization1", "terseLabel": "Capitalized software development costs, amortization expense" } } }, "localname": "CapitalizedComputerSoftwareAmortization1", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CapitalizedComputerSoftwareGross": { "auth_ref": [ "r665" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsSummaryOfCapitalizedSoftwareDevelopmentCostsDetails": { "order": 10010.0, "parentTag": "us-gaap_CapitalizedComputerSoftwareNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before accumulated amortization of capitalized costs for computer software, including but not limited to, acquired and internally developed computer software.", "label": "Capitalized Computer Software Gross", "terseLabel": "Gross carrying amount" } } }, "localname": "CapitalizedComputerSoftwareGross", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsSummaryOfCapitalizedSoftwareDevelopmentCostsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CapitalizedComputerSoftwareNet": { "auth_ref": [ "r663" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsScheduleOfExpectedAmortizationOfCapitalizedSoftwareDevelopmentCostsDetails": { "order": null, "parentTag": null, "root": true, "weight": null }, "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsSummaryOfCapitalizedSoftwareDevelopmentCostsDetails": { "order": null, "parentTag": null, "root": true, "weight": null }, "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10220.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The carrying amount of capitalized computer software costs net of accumulated amortization as of the balance sheet date.", "label": "Capitalized Computer Software Net", "terseLabel": "Capitalized software development costs, net", "totalLabel": "Net carrying amount" } } }, "localname": "CapitalizedComputerSoftwareNet", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsScheduleOfExpectedAmortizationOfCapitalizedSoftwareDevelopmentCostsDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsSummaryOfCapitalizedSoftwareDevelopmentCostsDetails", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_CapitalizedComputerSoftwareNetAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Capitalized Computer Software Net [Abstract]" } } }, "localname": "CapitalizedComputerSoftwareNetAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_CapitalizedContractCostAmortization": { "auth_ref": [ "r246" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization expense for asset recognized from cost incurred to obtain or fulfill contract with customer.", "label": "Capitalized Contract Cost Amortization", "terseLabel": "Amortization expense for the deferred costs" } } }, "localname": "CapitalizedContractCostAmortization", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CapitalizedContractCostImpairmentLoss": { "auth_ref": [ "r246" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of impairment loss for asset recognized from cost incurred to obtain or fulfill contract with customer.", "label": "Capitalized Contract Cost Impairment Loss", "terseLabel": "Impairment loss related to costs capitalized" } } }, "localname": "CapitalizedContractCostImpairmentLoss", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CapitalizedContractCostNetCurrent": { "auth_ref": [ "r245" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, after accumulated amortization and accumulated impairment loss, of asset recognized from cost incurred to obtain or fulfill contract with customer; classified as current.", "label": "Capitalized Contract Cost Net Current", "terseLabel": "Deferred sales commissions current", "verboseLabel": "Deferred costs" } } }, "localname": "CapitalizedContractCostNetCurrent", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfImpactOfAdoptionOfNewRevenueStandardOnConsolidatedBalanceSheetDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_CapitalizedContractCostNetNoncurrent": { "auth_ref": [ "r245" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, after accumulated amortization and accumulated impairment loss, of asset recognized from cost incurred to obtain or fulfill contract with customer; classified as noncurrent.", "label": "Capitalized Contract Cost Net Noncurrent", "terseLabel": "Deferred sales commissions noncurrent", "verboseLabel": "Deferred costs (non-current)" } } }, "localname": "CapitalizedContractCostNetNoncurrent", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfImpactOfAdoptionOfNewRevenueStandardOnConsolidatedBalanceSheetDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_CarryingReportedAmountFairValueDisclosureMember": { "auth_ref": [ "r519", "r520" ], "lang": { "en-us": { "role": { "documentation": "Measured as reported on the statement of financial position (balance sheet).", "label": "Carrying Reported Amount Fair Value Disclosure [Member]", "terseLabel": "Carrying Value" } } }, "localname": "CarryingReportedAmountFairValueDisclosureMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfFairValueAndCarryingValueOfConvertibleSeniorNotesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_CashAndCashEquivalentsAtCarryingValue": { "auth_ref": [ "r3", "r31", "r102" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10280.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation.", "label": "Cash And Cash Equivalents At Carrying Value", "terseLabel": "Cash and cash equivalents" } } }, "localname": "CashAndCashEquivalentsAtCarryingValue", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_CashAndCashEquivalentsFairValueDisclosure": { "auth_ref": [], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetails": { "order": 10030.0, "parentTag": "us-gaap_AssetsFairValueDisclosure", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Fair value portion of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates.", "label": "Cash And Cash Equivalents Fair Value Disclosure", "verboseLabel": "Cash equivalents" } } }, "localname": "CashAndCashEquivalentsFairValueDisclosure", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CashAndCashEquivalentsPolicyTextBlock": { "auth_ref": [ "r12", "r103", "r111" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for cash and cash equivalents, including the policy for determining which items are treated as cash equivalents. Other information that may be disclosed includes (1) the nature of any restrictions on the entity's use of its cash and cash equivalents, (2) whether the entity's cash and cash equivalents are insured or expose the entity to credit risk, (3) the classification of any negative balance accounts (overdrafts), and (4) the carrying basis of cash equivalents (for example, at cost) and whether the carrying amount of cash equivalents approximates fair value.", "label": "Cash And Cash Equivalents Policy [Text Block]", "terseLabel": "Cash and Cash Equivalents" } } }, "localname": "CashAndCashEquivalentsPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsIncludingDisposalGroupAndDiscontinuedOperations": { "auth_ref": [ "r95", "r102", "r108" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash and cash equivalents, and cash and cash equivalents restricted to withdrawal or usage; including, but not limited to, disposal group and discontinued operations. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits. Cash equivalents include, but are not limited to, short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates.", "label": "Cash Cash Equivalents Restricted Cash And Restricted Cash Equivalents Including Disposal Group And Discontinued Operations", "periodEndLabel": "Cash, cash equivalents and restricted cash\u2014end of year", "periodStartLabel": "Cash, cash equivalents and restricted cash\u2014beginning of year" } } }, "localname": "CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsIncludingDisposalGroupAndDiscontinuedOperations", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseIncludingExchangeRateEffect": { "auth_ref": [ "r95", "r526" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) in cash, cash equivalents, and cash and cash equivalents restricted to withdrawal or usage; including effect from exchange rate change. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits. Cash equivalents include, but are not limited to, short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates.", "label": "Cash Cash Equivalents Restricted Cash And Restricted Cash Equivalents Period Increase Decrease Including Exchange Rate Effect", "totalLabel": "Net increase (decrease) in cash, cash equivalents and restricted cash" } } }, "localname": "CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseIncludingExchangeRateEffect", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_ChangeInAccountingPrincipleAccountingStandardsUpdateAdopted": { "auth_ref": [ "r126", "r227", "r228", "r229", "r230", "r231", "r401", "r402", "r403", "r448", "r503", "r525", "r546", "r584", "r585", "r631", "r632" ], "lang": { "en-us": { "role": { "documentation": "Indicates (true false) whether accounting standards update was adopted.", "label": "Change In Accounting Principle Accounting Standards Update Adopted", "terseLabel": "Change in Accounting Principle, Accounting Standards Update, Adopted [true false]" } } }, "localname": "ChangeInAccountingPrincipleAccountingStandardsUpdateAdopted", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "booleanItemType" }, "us-gaap_ChangeInAccountingPrincipleAccountingStandardsUpdateAdoptionDate": { "auth_ref": [ "r134", "r227", "r228", "r229", "r230", "r231", "r401", "r402", "r403", "r448", "r503", "r525", "r546", "r584", "r585", "r631", "r632" ], "lang": { "en-us": { "role": { "documentation": "Date accounting standards update was adopted, in CCYY-MM-DD format.", "label": "Change In Accounting Principle Accounting Standards Update Adoption Date", "terseLabel": "Change in Accounting Principle, Accounting Standards Update, Adoption Date" } } }, "localname": "ChangeInAccountingPrincipleAccountingStandardsUpdateAdoptionDate", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "dateItemType" }, "us-gaap_ChangeInAccountingPrincipleAccountingStandardsUpdateImmaterialEffect": { "auth_ref": [ "r127", "r140", "r234", "r408", "r452" ], "lang": { "en-us": { "role": { "documentation": "Indicates (true false) whether effect from applying amendment to accounting standards is immaterial.", "label": "Change In Accounting Principle Accounting Standards Update Immaterial Effect", "terseLabel": "Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false]" } } }, "localname": "ChangeInAccountingPrincipleAccountingStandardsUpdateImmaterialEffect", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "booleanItemType" }, "us-gaap_ChangeInAccountingPrincipleAccountingStandardsUpdateTransitionOptionElectedExtensibleList": { "auth_ref": [ "r0", "r1", "r109", "r110", "r153", "r154", "r267", "r268", "r282", "r283", "r343", "r344", "r405", "r406", "r407", "r451", "r502", "r541", "r542", "r544", "r545", "r547", "r566", "r567", "r633", "r643", "r650" ], "lang": { "en-us": { "role": { "documentation": "Indicates transition method applied for adoption of amendment to accounting standards.", "label": "Change In Accounting Principle Accounting Standards Update Transition Option Elected Extensible List", "terseLabel": "Change in Accounting Principle, Accounting Standards Update, Transition Option Elected [Extensible List]" } } }, "localname": "ChangeInAccountingPrincipleAccountingStandardsUpdateTransitionOptionElectedExtensibleList", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "extensibleListItemType" }, "us-gaap_CommitmentsAndContingencies": { "auth_ref": [ "r45", "r289", "r595", "r617" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10030.0, "parentTag": "us-gaap_StockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Represents the caption on the face of the balance sheet to indicate that the entity has entered into (1) purchase or supply arrangements that will require expending a portion of its resources to meet the terms thereof, and (2) is exposed to potential losses or, less frequently, gains, arising from (a) possible claims against a company's resources due to future performance under contract terms, and (b) possible losses or likely gains from uncertainties that will ultimately be resolved when one or more future events that are deemed likely to occur do occur or fail to occur.", "label": "Commitments And Contingencies", "terseLabel": "Commitments and contingencies" } } }, "localname": "CommitmentsAndContingencies", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_CommitmentsAndContingenciesDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Commitments And Contingencies Disclosure [Abstract]" } } }, "localname": "CommitmentsAndContingenciesDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_CommitmentsAndContingenciesDisclosureTextBlock": { "auth_ref": [ "r286", "r287", "r288", "r291" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for commitments and contingencies.", "label": "Commitments And Contingencies Disclosure [Text Block]", "terseLabel": "Commitments and Contingencies" } } }, "localname": "CommitmentsAndContingenciesDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCommitmentsAndContingencies" ], "xbrltype": "textBlockItemType" }, "us-gaap_CommonStockCapitalSharesReservedForFutureIssuance": { "auth_ref": [ "r46" ], "lang": { "en-us": { "role": { "documentation": "Aggregate number of common shares reserved for future issuance.", "label": "Common Stock Capital Shares Reserved For Future Issuance", "positiveLabel": "Amount of common stock reserved", "terseLabel": "Common stock reserved for future issuance", "verboseLabel": "Common stock reserved for future issuance" } } }, "localname": "CommonStockCapitalSharesReservedForFutureIssuance", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBasicAndDilutedNetLossPerShareAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsAdditionalInformationDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_CommonStockMember": { "auth_ref": [ "r122", "r123" ], "lang": { "en-us": { "role": { "documentation": "Stock that is subordinate to all other stock of the issuer.", "label": "Common Stock [Member]", "terseLabel": "Common Stock" } } }, "localname": "CommonStockMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensation2016EmployeeStockPurchasePlanAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "domainItemType" }, "us-gaap_CommonStockParOrStatedValuePerShare": { "auth_ref": [ "r22" ], "lang": { "en-us": { "role": { "documentation": "Face amount or stated value per share of common stock.", "label": "Common Stock Par Or Stated Value Per Share", "terseLabel": "Common stock, par value" } } }, "localname": "CommonStockParOrStatedValuePerShare", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockholdersEquityAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical" ], "xbrltype": "perShareItemType" }, "us-gaap_CommonStockSharesAuthorized": { "auth_ref": [ "r22" ], "lang": { "en-us": { "role": { "documentation": "The maximum number of common shares permitted to be issued by an entity's charter and bylaws.", "label": "Common Stock Shares Authorized", "terseLabel": "Common stock, shares authorized" } } }, "localname": "CommonStockSharesAuthorized", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockholdersEquityAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical" ], "xbrltype": "sharesItemType" }, "us-gaap_CommonStockSharesIssued": { "auth_ref": [ "r22" ], "lang": { "en-us": { "role": { "documentation": "Total number of common shares of an entity that have been sold or granted to shareholders (includes common shares that were issued, repurchased and remain in the treasury). These shares represent capital invested by the firm's shareholders and owners, and may be all or only a portion of the number of shares authorized. Shares issued include shares outstanding and shares held in the treasury.", "label": "Common Stock Shares Issued", "terseLabel": "Common stock, shares issued" } } }, "localname": "CommonStockSharesIssued", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockholdersEquityAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical" ], "xbrltype": "sharesItemType" }, "us-gaap_CommonStockSharesOutstanding": { "auth_ref": [ "r22", "r303" ], "lang": { "en-us": { "role": { "documentation": "Number of shares of common stock outstanding. Common stock represent the ownership interest in a corporation.", "label": "Common Stock Shares Outstanding", "terseLabel": "Common stock, shares outstanding" } } }, "localname": "CommonStockSharesOutstanding", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockholdersEquityAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical" ], "xbrltype": "sharesItemType" }, "us-gaap_CommonStockValue": { "auth_ref": [ "r22" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10050.0, "parentTag": "us-gaap_StockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Aggregate par or stated value of issued nonredeemable common stock (or common stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable common shares, par value and other disclosure concepts are in another section within stockholders' equity.", "label": "Common Stock Value", "terseLabel": "Common stock, $0.001 par value, 100,000,000 shares authorized, 35,449,447 and 33,848,627 shares issued and outstanding as of December 31, 2020 and December 31, 2019, respectively" } } }, "localname": "CommonStockValue", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_CommonStockVotingRights": { "auth_ref": [ "r304" ], "lang": { "en-us": { "role": { "documentation": "Description of voting rights of common stock. Includes eligibility to vote and votes per share owned. Include also, if any, unusual voting rights.", "label": "Common Stock Voting Rights", "terseLabel": "Common stock, voting rights" } } }, "localname": "CommonStockVotingRights", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockholdersEquityAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_CompensationAndEmployeeBenefitPlansTextBlock": { "auth_ref": [ "r348", "r349", "r365", "r413" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for an entity's employee compensation and benefit plans, including, but not limited to, postemployment and postretirement benefit plans, defined benefit pension plans, defined contribution plans, non-qualified and supplemental benefit plans, deferred compensation, share-based compensation, life insurance, severance, health care, unemployment and other benefit plans.", "label": "Compensation And Employee Benefit Plans [Text Block]", "terseLabel": "Employee Benefit Plan" } } }, "localname": "CompensationAndEmployeeBenefitPlansTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureEmployeeBenefitPlan" ], "xbrltype": "textBlockItemType" }, "us-gaap_CompensationAndRetirementDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Compensation And Retirement Disclosure [Abstract]" } } }, "localname": "CompensationAndRetirementDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_ComponentsOfDeferredTaxAssetsAndLiabilitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Components Of Deferred Tax Assets And Liabilities [Abstract]" } } }, "localname": "ComponentsOfDeferredTaxAssetsAndLiabilitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_ComprehensiveIncomeNetOfTax": { "auth_ref": [ "r58", "r60", "r61", "r68", "r599", "r620" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income, attributable to parent entity. Excludes changes in equity resulting from investments by owners and distributions to owners.", "label": "Comprehensive Income Net Of Tax", "totalLabel": "Total comprehensive loss" } } }, "localname": "ComprehensiveIncomeNetOfTax", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_ComprehensiveIncomePolicyPolicyTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for comprehensive income.", "label": "Comprehensive Income Policy Policy [Text Block]", "terseLabel": "Other Comprehensive Income (Loss)" } } }, "localname": "ComprehensiveIncomePolicyPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_ConcentrationRiskBenchmarkDomain": { "auth_ref": [ "r168", "r169", "r209", "r521", "r522" ], "lang": { "en-us": { "role": { "documentation": "The denominator in a calculation of a disclosed concentration risk percentage.", "label": "Concentration Risk Benchmark [Domain]", "terseLabel": "Concentration Risk Benchmark" } } }, "localname": "ConcentrationRiskBenchmarkDomain", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGeographicConcentrationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ConcentrationRiskByBenchmarkAxis": { "auth_ref": [ "r168", "r169", "r209", "r521", "r522", "r645" ], "lang": { "en-us": { "role": { "documentation": "Information by benchmark of concentration risk.", "label": "Concentration Risk By Benchmark [Axis]", "terseLabel": "Concentration Risk Benchmark" } } }, "localname": "ConcentrationRiskByBenchmarkAxis", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGeographicConcentrationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ConcentrationRiskByTypeAxis": { "auth_ref": [ "r168", "r169", "r209", "r521", "r522", "r645" ], "lang": { "en-us": { "role": { "documentation": "Information by type of concentration risk, for example, but not limited to, asset, liability, net assets, geographic, customer, employees, supplier, lender.", "label": "Concentration Risk By Type [Axis]", "terseLabel": "Concentration Risk Type" } } }, "localname": "ConcentrationRiskByTypeAxis", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGeographicConcentrationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ConcentrationRiskCreditRisk": { "auth_ref": [ "r162", "r607" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for credit risk.", "label": "Concentration Risk Credit Risk", "terseLabel": "Concentrations of Credit and Business Risk" } } }, "localname": "ConcentrationRiskCreditRisk", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_ConcentrationRiskDisclosureTextBlock": { "auth_ref": [ "r174" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for any concentrations existing at the date of the financial statements that make an entity vulnerable to a reasonably possible, near-term, severe impact. This disclosure informs financial statement users about the general nature of the risk associated with the concentration, and may indicate the percentage of concentration risk as of the balance sheet date.", "label": "Concentration Risk Disclosure [Text Block]", "terseLabel": "Geographic Concentrations" } } }, "localname": "ConcentrationRiskDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGeographicConcentrations" ], "xbrltype": "textBlockItemType" }, "us-gaap_ConcentrationRiskLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Concentration Risk [Line Items]", "terseLabel": "Concentration Risk [Line Items]" } } }, "localname": "ConcentrationRiskLineItems", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGeographicConcentrationsAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ConcentrationRiskPercentage1": { "auth_ref": [ "r168", "r169", "r209", "r521", "r522" ], "lang": { "en-us": { "role": { "documentation": "For an entity that discloses a concentration risk in relation to quantitative amount, which serves as the \"benchmark\" (or denominator) in the equation, this concept represents the concentration percentage derived from the division.", "label": "Concentration Risk Percentage1", "terseLabel": "Concentration percentage" } } }, "localname": "ConcentrationRiskPercentage1", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGeographicConcentrationsAdditionalInformationDetails" ], "xbrltype": "percentItemType" }, "us-gaap_ConcentrationRiskTable": { "auth_ref": [ "r165", "r168", "r169", "r170", "r521", "r523" ], "lang": { "en-us": { "role": { "documentation": "Describes the nature of a concentration, a benchmark to which it is compared, and the percentage that the risk is to the benchmark.", "label": "Concentration Risk [Table]", "terseLabel": "Concentration Risk [Table]" } } }, "localname": "ConcentrationRiskTable", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGeographicConcentrationsAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ConcentrationRiskTypeDomain": { "auth_ref": [ "r168", "r169", "r209", "r521", "r522" ], "lang": { "en-us": { "role": { "documentation": "For an entity that discloses a concentration risk as a percentage of some financial balance or benchmark, identifies the type (for example, asset, liability, net assets, geographic, customer, employees, supplier, lender) of the concentration.", "label": "Concentration Risk Type [Domain]", "terseLabel": "Concentration Risk Type" } } }, "localname": "ConcentrationRiskTypeDomain", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGeographicConcentrationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ConsolidationPolicyTextBlock": { "auth_ref": [ "r111", "r494" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy regarding (1) the principles it follows in consolidating or combining the separate financial statements, including the principles followed in determining the inclusion or exclusion of subsidiaries or other entities in the consolidated or combined financial statements and (2) its treatment of interests (for example, common stock, a partnership interest or other means of exerting influence) in other entities, for example consolidation or use of the equity or cost methods of accounting. The accounting policy may also address the accounting treatment for intercompany accounts and transactions, noncontrolling interest, and the income statement treatment in consolidation for issuances of stock by a subsidiary.", "label": "Consolidation Policy [Text Block]", "terseLabel": "Principles of Consolidation" } } }, "localname": "ConsolidationPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_ContractWithCustomerAssetAccumulatedAllowanceForCreditLoss": { "auth_ref": [ "r237", "r238", "r241", "r312" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of allowance for credit loss for right to consideration in exchange for good or service transferred to customer when right is conditioned on something other than passage of time.", "label": "Contract With Customer Asset Accumulated Allowance For Credit Loss", "negatedPeriodEndLabel": "Balance, end of period", "negatedPeriodStartLabel": "Balance, beginning of period" } } }, "localname": "ContractWithCustomerAssetAccumulatedAllowanceForCreditLoss", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfChangesInAllowanceForCreditLossesForContractAssetsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ContractWithCustomerAssetAccumulatedAllowanceForCreditLossCurrent": { "auth_ref": [ "r237", "r312" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfContractAssetsNetDetails": { "order": 10020.0, "parentTag": "us-gaap_ContractWithCustomerAssetNetCurrent", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of allowance for credit loss for right to consideration in exchange for good or service transferred to customer when right is conditioned on something other than passage of time, classified as current.", "label": "Contract With Customer Asset Accumulated Allowance For Credit Loss Current", "negatedLabel": "Allowance for credit losses" } } }, "localname": "ContractWithCustomerAssetAccumulatedAllowanceForCreditLossCurrent", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfContractAssetsNetDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ContractWithCustomerAssetAllowanceForCreditLossTableTextBlock": { "auth_ref": [ "r242" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of allowance for credit loss on right to consideration in exchange for good or service transferred to customer when right is conditioned on something other than passage of time.", "label": "Contract With Customer Asset Allowance For Credit Loss Table [Text Block]", "terseLabel": "Schedule of Changes in Allowance for Credit Losses for Contract Assets" } } }, "localname": "ContractWithCustomerAssetAllowanceForCreditLossTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ContractWithCustomerAssetAndLiabilityTableTextBlock": { "auth_ref": [ "r313" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of receivable, contract asset, and contract liability from contract with customer. Includes, but is not limited to, change in contract asset and contract liability.", "label": "Contract With Customer Asset And Liability Table [Text Block]", "terseLabel": "Schedule of Contract Assets, Net" } } }, "localname": "ContractWithCustomerAssetAndLiabilityTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ContractWithCustomerAssetGrossCurrent": { "auth_ref": [ "r310", "r312" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfContractAssetsNetDetails": { "order": 10010.0, "parentTag": "us-gaap_ContractWithCustomerAssetNetCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, before allowance for credit loss, of right to consideration in exchange for good or service transferred to customer when right is conditioned on something other than passage of time, classified as current.", "label": "Contract With Customer Asset Gross Current", "terseLabel": "Contract asset amortized cost" } } }, "localname": "ContractWithCustomerAssetGrossCurrent", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfContractAssetsNetDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ContractWithCustomerAssetNetCurrent": { "auth_ref": [ "r310", "r312", "r333" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfContractAssetsNetDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, after allowance for credit loss, of right to consideration in exchange for good or service transferred to customer when right is conditioned on something other than passage of time, classified as current.", "label": "Contract With Customer Asset Net Current", "totalLabel": "Net contract asset" } } }, "localname": "ContractWithCustomerAssetNetCurrent", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfContractAssetsNetDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ContractWithCustomerLiability": { "auth_ref": [ "r310", "r311", "r333" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of obligation to transfer good or service to customer for which consideration has been received or is receivable.", "label": "Contract With Customer Liability", "terseLabel": "Deferred revenue (current and non-current)" } } }, "localname": "ContractWithCustomerLiability", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfImpactOfAdoptionOfNewRevenueStandardOnConsolidatedBalanceSheetDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_ContractWithCustomerLiabilityCurrent": { "auth_ref": [ "r310", "r311", "r333" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10170.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of obligation to transfer good or service to customer for which consideration has been received or is receivable, classified as current.", "label": "Contract With Customer Liability Current", "terseLabel": "Deferred revenue" } } }, "localname": "ContractWithCustomerLiabilityCurrent", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_ContractWithCustomerLiabilityNoncurrent": { "auth_ref": [ "r310", "r311", "r333" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10100.0, "parentTag": "us-gaap_Liabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of obligation to transfer good or service to customer for which consideration has been received or is receivable, classified as noncurrent.", "label": "Contract With Customer Liability Noncurrent", "terseLabel": "Deferred revenue, noncurrent" } } }, "localname": "ContractWithCustomerLiabilityNoncurrent", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_ContractWithCustomerLiabilityRevenueRecognized": { "auth_ref": [ "r334" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of revenue recognized that was previously included in balance of obligation to transfer good or service to customer for which consideration from customer has been received or is due.", "label": "Contract With Customer Liability Revenue Recognized", "terseLabel": "Revenue recognized" } } }, "localname": "ContractWithCustomerLiabilityRevenueRecognized", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ConvertibleDebtFairValueDisclosures": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Fair value portion of borrowing which can be exchanged for a specified number of another security at the option of the issuer or the holder, for example, but not limited to, the entity's common stock.", "label": "Convertible Debt Fair Value Disclosures", "terseLabel": "Fair value of convertible senior notes" } } }, "localname": "ConvertibleDebtFairValueDisclosures", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ConvertibleDebtNoncurrent": { "auth_ref": [ "r43" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10110.0, "parentTag": "us-gaap_Liabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Carrying amount of long-term convertible debt as of the balance sheet date, net of the amount due in the next twelve months or greater than the normal operating cycle, if longer. The debt is convertible into another form of financial instrument, typically the entity's common stock.", "label": "Convertible Debt Noncurrent", "terseLabel": "Convertible senior notes", "verboseLabel": "Carrying value of convertible senior notes" } } }, "localname": "ConvertibleDebtNoncurrent", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_ConvertibleDebtSecuritiesMember": { "auth_ref": [ "r351" ], "lang": { "en-us": { "role": { "documentation": "Debt securities that can be exchanged for equity of the debt issuer at the option of the issuer or the holder.", "label": "Convertible Debt Securities [Member]", "terseLabel": "Convertible Senior Notes" } } }, "localname": "ConvertibleDebtSecuritiesMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBasicAndDilutedNetLossPerShareScheduleOfCommonEquivalentSharesWereExcludedFromDilutedNetLossPerShareCalculationBecauseTheirInclusionWouldHaveBeenAntiDilutiveDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ConvertibleDebtTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of borrowings which can be exchanged for a specified number of another security at the option of the issuer or the holder. Disclosures include, but are not limited to, principal amount, amortized premium or discount, and amount of liability and equity components.", "label": "Convertible Debt Table [Text Block]", "terseLabel": "Schedule of Components of Convertible Senior Notes" } } }, "localname": "ConvertibleDebtTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ConvertibleNotesPayable": { "auth_ref": [ "r18", "r593", "r611", "r646" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesScheduleOfComponentsOfConvertibleSeniorNotesDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Including the current and noncurrent portions, carrying value as of the balance sheet date of a written promise to pay a note, initially due after one year or beyond the operating cycle if longer, which can be exchanged for a specified amount of one or more securities (typically common stock), at the option of the issuer or the holder.", "label": "Convertible Notes Payable", "totalLabel": "Net carrying amount" } } }, "localname": "ConvertibleNotesPayable", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesScheduleOfComponentsOfConvertibleSeniorNotesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CostOfRevenue": { "auth_ref": [ "r73", "r114", "r225", "r524" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10180.0, "parentTag": "us-gaap_GrossProfit", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The aggregate cost of goods produced and sold and services rendered during the reporting period.", "label": "Cost Of Revenue", "terseLabel": "Cost of revenue" } } }, "localname": "CostOfRevenue", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_CostOfSalesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Primary financial statement caption encompassing cost of sales.", "label": "Cost Of Sales [Member]", "terseLabel": "Cost of Revenue" } } }, "localname": "CostOfSalesMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationSummaryOfStockBasedCompensationExpenseDetails" ], "xbrltype": "domainItemType" }, "us-gaap_CurrentFederalTaxExpenseBenefit": { "auth_ref": [ "r115", "r443", "r455" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfProvisionForBenefitFromIncomeTaxesDetails": { "order": 10070.0, "parentTag": "us-gaap_CurrentIncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of current federal tax expense (benefit) pertaining to income (loss) from continuing operations.", "label": "Current Federal Tax Expense Benefit", "terseLabel": "Federal" } } }, "localname": "CurrentFederalTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfProvisionForBenefitFromIncomeTaxesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CurrentForeignTaxExpenseBenefit": { "auth_ref": [ "r118", "r443" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfProvisionForBenefitFromIncomeTaxesDetails": { "order": 10090.0, "parentTag": "us-gaap_CurrentIncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of current foreign income tax expense (benefit) pertaining to income (loss) from continuing operations.", "label": "Current Foreign Tax Expense Benefit", "terseLabel": "Foreign" } } }, "localname": "CurrentForeignTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfProvisionForBenefitFromIncomeTaxesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CurrentIncomeTaxExpenseBenefit": { "auth_ref": [ "r115", "r443", "r455", "r457" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfProvisionForBenefitFromIncomeTaxesDetails": { "order": 10010.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of current income tax expense (benefit) pertaining to taxable income (loss) from continuing operations.", "label": "Current Income Tax Expense Benefit", "totalLabel": "Current income tax expense (benefit), Total" } } }, "localname": "CurrentIncomeTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfProvisionForBenefitFromIncomeTaxesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CurrentIncomeTaxExpenseBenefitContinuingOperationsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Current Income Tax Expense Benefit Continuing Operations [Abstract]", "terseLabel": "Current:" } } }, "localname": "CurrentIncomeTaxExpenseBenefitContinuingOperationsAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfProvisionForBenefitFromIncomeTaxesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_CurrentStateAndLocalTaxExpenseBenefit": { "auth_ref": [ "r115", "r443", "r455" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfProvisionForBenefitFromIncomeTaxesDetails": { "order": 10080.0, "parentTag": "us-gaap_CurrentIncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of current state and local tax expense (benefit) pertaining to income (loss) from continuing operations.", "label": "Current State And Local Tax Expense Benefit", "terseLabel": "State" } } }, "localname": "CurrentStateAndLocalTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfProvisionForBenefitFromIncomeTaxesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CustomerConcentrationRiskMember": { "auth_ref": [ "r166", "r209" ], "lang": { "en-us": { "role": { "documentation": "Reflects the percentage that revenues in the period from one or more significant customers is to net revenues, as defined by the entity, such as total net revenues, product line revenues, segment revenues. The risk is the materially adverse effects of loss of a significant customer.", "label": "Customer Concentration Risk [Member]", "terseLabel": "Customer Concentration Risk" } } }, "localname": "CustomerConcentrationRiskMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_CustomerRelationshipsMember": { "auth_ref": [ "r477" ], "lang": { "en-us": { "role": { "documentation": "Customer relationship that exists between an entity and its customer, for example, but not limited to, tenant relationships.", "label": "Customer Relationships [Member]", "terseLabel": "Customer Relationships" } } }, "localname": "CustomerRelationshipsMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfIntangibleAssetsDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_DebtConversionConvertedInstrumentAmount1": { "auth_ref": [ "r105", "r107" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The value of the financial instrument(s) that the original debt is being converted into in a noncash (or part noncash) transaction. \"Part noncash\" refers to that portion of the transaction not resulting in cash receipts or cash payments in the period.", "label": "Debt Conversion Converted Instrument Amount1", "terseLabel": "Conversion of aggregate principal amount of notes" } } }, "localname": "DebtConversionConvertedInstrumentAmount1", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSubsequentEventsAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtConversionConvertedInstrumentIssuanceDateMonthAndYear": { "auth_ref": [ "r105", "r107" ], "lang": { "en-us": { "role": { "documentation": "The month and year (YYYY-MM) the financial instrument was issued in exchange for the original debt being converted in a noncash (or part noncash) transaction. \"Part noncash\" refers to that portion of the transaction not resulting in cash receipts or cash payments in the period.", "label": "Debt Conversion Converted Instrument Issuance Date Month And Year", "terseLabel": "Convertible debt Instrument, Issuance date, month and year" } } }, "localname": "DebtConversionConvertedInstrumentIssuanceDateMonthAndYear", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBasicAndDilutedNetLossPerShareAdditionalInformationDetails" ], "xbrltype": "gYearMonthItemType" }, "us-gaap_DebtConversionConvertedInstrumentSharesIssued1": { "auth_ref": [ "r105", "r107" ], "lang": { "en-us": { "role": { "documentation": "The number of shares issued in exchange for the original debt being converted in a noncash (or part noncash) transaction. \"Part noncash\" refers to that portion of the transaction not resulting in cash receipts or payments in the period.", "label": "Debt Conversion Converted Instrument Shares Issued1", "terseLabel": "Shares issuable upon conversion of debt", "verboseLabel": "Common stock issued upon conversion of notes" } } }, "localname": "DebtConversionConvertedInstrumentSharesIssued1", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSubsequentEventsAdditionalInformationDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_DebtDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Debt Disclosure [Abstract]" } } }, "localname": "DebtDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_DebtInstrumentAxis": { "auth_ref": [ "r16", "r17", "r18", "r591", "r593", "r609" ], "lang": { "en-us": { "role": { "documentation": "Information by type of debt instrument, including, but not limited to, draws against credit facilities.", "label": "Debt Instrument [Axis]", "terseLabel": "Debt Instrument" } } }, "localname": "DebtInstrumentAxis", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBasicAndDilutedNetLossPerShareAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesScheduleOfComponentsOfConvertibleSeniorNotesDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesScheduleOfComponentsOfConvertibleSeniorNotesParentheticalDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfDebtObligationsDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfFairValueAndCarryingValueOfConvertibleSeniorNotesDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesParentheticalDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesTables", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSubsequentEventsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "stringItemType" }, "us-gaap_DebtInstrumentCarryingAmount": { "auth_ref": [ "r18", "r295", "r593", "r609" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount, before unamortized (discount) premium and debt issuance costs, of long-term debt. Includes, but is not limited to, notes payable, bonds payable, commercial loans, mortgage loans, convertible debt, subordinated debt and other types of debt.", "label": "Debt Instrument Carrying Amount", "terseLabel": "Principal balance outstanding" } } }, "localname": "DebtInstrumentCarryingAmount", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesScheduleOfComponentsOfConvertibleSeniorNotesParentheticalDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtInstrumentConvertibleCarryingAmountOfTheEquityComponent": { "auth_ref": [ "r294" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The carrying amount of the equity component of convertible debt which may be settled in cash upon conversion.", "label": "Debt Instrument Convertible Carrying Amount Of The Equity Component", "terseLabel": "Equity component" } } }, "localname": "DebtInstrumentConvertibleCarryingAmountOfTheEquityComponent", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesScheduleOfComponentsOfConvertibleSeniorNotesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtInstrumentConvertibleConversionPrice1": { "auth_ref": [ "r298" ], "lang": { "en-us": { "role": { "documentation": "The price per share of the conversion feature embedded in the debt instrument.", "label": "Debt Instrument Convertible Conversion Price1", "terseLabel": "Conversion price per share" } } }, "localname": "DebtInstrumentConvertibleConversionPrice1", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_DebtInstrumentConvertibleStockPriceTrigger": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Price of the entity's common stock which would be required to be attained for the conversion feature embedded in the debt instrument to become effective.", "label": "Debt Instrument Convertible Stock Price Trigger", "terseLabel": "Initial strike price of capped call options" } } }, "localname": "DebtInstrumentConvertibleStockPriceTrigger", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_DebtInstrumentConvertibleThresholdConsecutiveTradingDays1": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Threshold period of specified consecutive trading days within which common stock price to conversion price of convertible debt instrument must exceed threshold percentage for specified number of trading days to trigger conversion feature.", "label": "Debt Instrument Convertible Threshold Consecutive Trading Days1", "terseLabel": "Number of consecutive trading days" } } }, "localname": "DebtInstrumentConvertibleThresholdConsecutiveTradingDays1", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "integerItemType" }, "us-gaap_DebtInstrumentConvertibleThresholdPercentageOfStockPriceTrigger": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Minimum percentage of common stock price to conversion price of convertible debt instruments to determine eligibility of conversion.", "label": "Debt Instrument Convertible Threshold Percentage Of Stock Price Trigger", "terseLabel": "Percentage of last reported sale price to conversion price on each applicable trading day" } } }, "localname": "DebtInstrumentConvertibleThresholdPercentageOfStockPriceTrigger", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "percentItemType" }, "us-gaap_DebtInstrumentConvertibleThresholdTradingDays": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Threshold number of specified trading days that common stock price to conversion price of convertible debt instruments must exceed threshold percentage within a specified consecutive trading period to trigger conversion feature.", "label": "Debt Instrument Convertible Threshold Trading Days", "terseLabel": "Number of trading days" } } }, "localname": "DebtInstrumentConvertibleThresholdTradingDays", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "integerItemType" }, "us-gaap_DebtInstrumentDateOfFirstRequiredPayment1": { "auth_ref": [ "r43", "r603" ], "lang": { "en-us": { "role": { "documentation": "Date the debt agreement requires the first payment to be made, in CCYY-MM-DD format.", "label": "Debt Instrument Date Of First Required Payment1", "terseLabel": "Interest payment commencing date" } } }, "localname": "DebtInstrumentDateOfFirstRequiredPayment1", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "dateItemType" }, "us-gaap_DebtInstrumentFaceAmount": { "auth_ref": [ "r538", "r540" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesScheduleOfComponentsOfConvertibleSeniorNotesDetails": { "order": 10010.0, "parentTag": "us-gaap_ConvertibleNotesPayable", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Face (par) amount of debt instrument at time of issuance.", "label": "Debt Instrument Face Amount", "terseLabel": "Aggregate principal amount", "verboseLabel": "Principal" } } }, "localname": "DebtInstrumentFaceAmount", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesScheduleOfComponentsOfConvertibleSeniorNotesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtInstrumentFairValue": { "auth_ref": [ "r518" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Fair value portion of debt instrument payable, including, but not limited to, notes payable and loans payable.", "label": "Debt Instrument Fair Value", "terseLabel": "Debt instrument, fair value" } } }, "localname": "DebtInstrumentFairValue", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtInstrumentInterestRateEffectivePercentage": { "auth_ref": [ "r41", "r299", "r538" ], "lang": { "en-us": { "role": { "documentation": "Effective interest rate for the funds borrowed under the debt agreement considering interest compounding and original issue discount or premium.", "label": "Debt Instrument Interest Rate Effective Percentage", "terseLabel": "Implied interest rate" } } }, "localname": "DebtInstrumentInterestRateEffectivePercentage", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "percentItemType" }, "us-gaap_DebtInstrumentInterestRateStatedPercentage": { "auth_ref": [ "r41" ], "lang": { "en-us": { "role": { "documentation": "Contractual interest rate for funds borrowed, under the debt agreement.", "label": "Debt Instrument Interest Rate Stated Percentage", "terseLabel": "Debt instrument, interest rate", "verboseLabel": "Debt instrument, interest rate" } } }, "localname": "DebtInstrumentInterestRateStatedPercentage", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesParentheticalDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsAdditionalInformationDetails" ], "xbrltype": "percentItemType" }, "us-gaap_DebtInstrumentInterestRateTerms": { "auth_ref": [ "r41" ], "lang": { "en-us": { "role": { "documentation": "Description of the interest rate as being fixed or variable, and, if variable, identification of the index or rate on which the interest rate is based and the number of points or percentage added to that index or rate to set the rate, and other pertinent information, such as frequency of rate resets.", "label": "Debt Instrument Interest Rate Terms", "terseLabel": "Debt instrument, interest rate terms" } } }, "localname": "DebtInstrumentInterestRateTerms", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_DebtInstrumentLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Debt Instrument [Line Items]", "terseLabel": "Debt Instrument [Line Items]" } } }, "localname": "DebtInstrumentLineItems", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesScheduleOfComponentsOfConvertibleSeniorNotesDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesScheduleOfComponentsOfConvertibleSeniorNotesParentheticalDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfDebtObligationsDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfFairValueAndCarryingValueOfConvertibleSeniorNotesDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesParentheticalDetails" ], "xbrltype": "stringItemType" }, "us-gaap_DebtInstrumentMaturityDate": { "auth_ref": [ "r42", "r508" ], "lang": { "en-us": { "role": { "documentation": "Date when the debt instrument is scheduled to be fully repaid, in CCYY-MM-DD format.", "label": "Debt Instrument Maturity Date", "terseLabel": "Debt instrument, maturity date" } } }, "localname": "DebtInstrumentMaturityDate", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "dateItemType" }, "us-gaap_DebtInstrumentNameDomain": { "auth_ref": [ "r43" ], "lang": { "en-us": { "role": { "documentation": "The name for the particular debt instrument or borrowing that distinguishes it from other debt instruments or borrowings, including draws against credit facilities.", "label": "Debt Instrument Name [Domain]", "terseLabel": "Debt Instrument, Name" } } }, "localname": "DebtInstrumentNameDomain", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBasicAndDilutedNetLossPerShareAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesScheduleOfComponentsOfConvertibleSeniorNotesDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesScheduleOfComponentsOfConvertibleSeniorNotesParentheticalDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfDebtObligationsDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfFairValueAndCarryingValueOfConvertibleSeniorNotesDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesParentheticalDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesTables", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSubsequentEventsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "domainItemType" }, "us-gaap_DebtInstrumentRedemptionPricePercentage": { "auth_ref": [ "r604" ], "lang": { "en-us": { "role": { "documentation": "Percentage price of original principal amount of debt at which debt can be redeemed by the issuer.", "label": "Debt Instrument Redemption Price Percentage", "terseLabel": "Redemption price, percentage" } } }, "localname": "DebtInstrumentRedemptionPricePercentage", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "percentItemType" }, "us-gaap_DebtInstrumentRepurchasedFaceAmount": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Face (par) amount of the original debt instrument that was repurchased.", "label": "Debt Instrument Repurchased Face Amount", "terseLabel": "Repurchase of aggregate principal amount" } } }, "localname": "DebtInstrumentRepurchasedFaceAmount", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtInstrumentTable": { "auth_ref": [ "r43", "r116", "r304", "r305", "r306", "r307", "r537", "r538", "r540", "r605" ], "lang": { "en-us": { "role": { "documentation": "A table or schedule providing information pertaining to long-term debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the company, if longer.", "label": "Debt Instrument [Table]", "terseLabel": "Debt Instrument [Table]" } } }, "localname": "DebtInstrumentTable", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesScheduleOfComponentsOfConvertibleSeniorNotesDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesScheduleOfComponentsOfConvertibleSeniorNotesParentheticalDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfDebtObligationsDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfFairValueAndCarryingValueOfConvertibleSeniorNotesDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesParentheticalDetails" ], "xbrltype": "stringItemType" }, "us-gaap_DebtInstrumentUnamortizedDiscount": { "auth_ref": [ "r537", "r540" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesScheduleOfComponentsOfConvertibleSeniorNotesDetails": { "order": 10020.0, "parentTag": "us-gaap_ConvertibleNotesPayable", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, after accumulated amortization, of debt discount.", "label": "Debt Instrument Unamortized Discount", "negatedLabel": "Less: debt discount, net of amortization", "terseLabel": "Debt issuance cost" } } }, "localname": "DebtInstrumentUnamortizedDiscount", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesScheduleOfComponentsOfConvertibleSeniorNotesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtInstrumentUnamortizedDiscountPremiumAndDebtIssuanceCostsNet": { "auth_ref": [ "r296", "r539" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of unamortized debt discount (premium) and debt issuance costs.", "label": "Debt Instrument Unamortized Discount Premium And Debt Issuance Costs Net", "terseLabel": "Debt instrument, market premium excess of fair value" } } }, "localname": "DebtInstrumentUnamortizedDiscountPremiumAndDebtIssuanceCostsNet", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesScheduleOfComponentsOfConvertibleSeniorNotesParentheticalDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtPolicyTextBlock": { "auth_ref": [ "r111", "r292" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy related to debt. Includes, but is not limited to, debt issuance costs, the effects of refinancings, method of amortizing debt issuance costs and original issue discount, and classifications of debt.", "label": "Debt Policy [Text Block]", "terseLabel": "Debt Issuance Costs" } } }, "localname": "DebtPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_DeferredChargesPolicyTextBlock": { "auth_ref": [ "r35", "r111" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for deferral and amortization of significant deferred charges.", "label": "Deferred Charges Policy [Text Block]", "terseLabel": "Deferred Offering Costs" } } }, "localname": "DeferredChargesPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_DeferredFederalIncomeTaxExpenseBenefit": { "auth_ref": [ "r115", "r444", "r455" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfProvisionForBenefitFromIncomeTaxesDetails": { "order": 10040.0, "parentTag": "us-gaap_DeferredIncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred federal income tax expense (benefit) pertaining to income (loss) from continuing operations.", "label": "Deferred Federal Income Tax Expense Benefit", "terseLabel": "Federal" } } }, "localname": "DeferredFederalIncomeTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfProvisionForBenefitFromIncomeTaxesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredForeignIncomeTaxExpenseBenefit": { "auth_ref": [ "r115", "r444", "r455" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfProvisionForBenefitFromIncomeTaxesDetails": { "order": 10060.0, "parentTag": "us-gaap_DeferredIncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred foreign income tax expense (benefit) pertaining to income (loss) from continuing operations.", "label": "Deferred Foreign Income Tax Expense Benefit", "terseLabel": "Foreign" } } }, "localname": "DeferredForeignIncomeTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfProvisionForBenefitFromIncomeTaxesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredIncomeTaxExpenseBenefit": { "auth_ref": [ "r100", "r115", "r444", "r455", "r456", "r457" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfProvisionForBenefitFromIncomeTaxesDetails": { "order": 10020.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred income tax expense (benefit) pertaining to income (loss) from continuing operations.", "label": "Deferred Income Tax Expense Benefit", "totalLabel": "Deferred income tax expense (benefit), Total" } } }, "localname": "DeferredIncomeTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfProvisionForBenefitFromIncomeTaxesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredIncomeTaxExpenseBenefitContinuingOperationsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Deferred Income Tax Expense Benefit Continuing Operations [Abstract]", "terseLabel": "Deferred:" } } }, "localname": "DeferredIncomeTaxExpenseBenefitContinuingOperationsAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfProvisionForBenefitFromIncomeTaxesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_DeferredIncomeTaxLiabilities": { "auth_ref": [ "r19", "r20", "r435", "r592", "r608" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails": { "order": 10020.0, "parentTag": "us-gaap_DeferredTaxLiabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred tax liability attributable to taxable temporary differences.", "label": "Deferred Income Tax Liabilities", "negatedTotalLabel": "Total deferred tax liabilities" } } }, "localname": "DeferredIncomeTaxLiabilities", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredIncomeTaxLiabilitiesNet": { "auth_ref": [ "r422", "r423" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10120.0, "parentTag": "us-gaap_Liabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount, after deferred tax asset, of deferred tax liability attributable to taxable differences with jurisdictional netting.", "label": "Deferred Income Tax Liabilities Net", "terseLabel": "Deferred tax liabilities" } } }, "localname": "DeferredIncomeTaxLiabilitiesNet", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredStateAndLocalIncomeTaxExpenseBenefit": { "auth_ref": [ "r115", "r444", "r455" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfProvisionForBenefitFromIncomeTaxesDetails": { "order": 10050.0, "parentTag": "us-gaap_DeferredIncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred state and local tax expense (benefit) pertaining to income (loss) from continuing operations.", "label": "Deferred State And Local Income Tax Expense Benefit", "terseLabel": "State" } } }, "localname": "DeferredStateAndLocalIncomeTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfProvisionForBenefitFromIncomeTaxesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsDeferredIncome": { "auth_ref": [ "r441", "r442" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails": { "order": 10140.0, "parentTag": "us-gaap_DeferredTaxAssetsNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences from deferred income.", "label": "Deferred Tax Assets Deferred Income", "terseLabel": "Deferred revenue" } } }, "localname": "DeferredTaxAssetsDeferredIncome", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsGoodwillAndIntangibleAssets": { "auth_ref": [], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails": { "order": 10170.0, "parentTag": "us-gaap_DeferredTaxAssetsNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences from intangible assets including goodwill.", "label": "Deferred Tax Assets Goodwill And Intangible Assets", "terseLabel": "Intangible assets" } } }, "localname": "DeferredTaxAssetsGoodwillAndIntangibleAssets", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsNet": { "auth_ref": [ "r437" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails": { "order": 10010.0, "parentTag": "us-gaap_DeferredTaxLiabilities", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount after allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences and carryforwards.", "label": "Deferred Tax Assets Net", "totalLabel": "Total net deferred tax assets" } } }, "localname": "DeferredTaxAssetsNet", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsNetAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Deferred Tax Assets Net [Abstract]", "terseLabel": "Deferred tax assets" } } }, "localname": "DeferredTaxAssetsNetAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_DeferredTaxAssetsOperatingLossCarryforwards": { "auth_ref": [ "r441", "r442" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails": { "order": 10150.0, "parentTag": "us-gaap_DeferredTaxAssetsNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before allocation of valuation allowances of deferred tax asset attributable to deductible operating loss carryforwards.", "label": "Deferred Tax Assets Operating Loss Carryforwards", "terseLabel": "Net operating loss carryforward" } } }, "localname": "DeferredTaxAssetsOperatingLossCarryforwards", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsOther": { "auth_ref": [ "r441", "r442" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails": { "order": 10160.0, "parentTag": "us-gaap_DeferredTaxAssetsNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, before allocation of valuation allowance, of deferred tax asset attributable to deductible temporary differences, classified as other.", "label": "Deferred Tax Assets Other", "terseLabel": "Other assets" } } }, "localname": "DeferredTaxAssetsOther", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsTaxCreditCarryforwardsAlternativeMinimumTax": { "auth_ref": [ "r440", "r441", "r442" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails": { "order": 10120.0, "parentTag": "us-gaap_DeferredTaxAssetsNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before allocation of valuation allowances of deferred tax asset attributable to deductible alternative minimum tax credit carryforwards.", "label": "Deferred Tax Assets Tax Credit Carryforwards Alternative Minimum Tax", "terseLabel": "AMT credit" } } }, "localname": "DeferredTaxAssetsTaxCreditCarryforwardsAlternativeMinimumTax", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsTaxDeferredExpenseReservesAndAccruals": { "auth_ref": [ "r441", "r442" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails": { "order": 10130.0, "parentTag": "us-gaap_DeferredTaxAssetsNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences from reserves and accruals.", "label": "Deferred Tax Assets Tax Deferred Expense Reserves And Accruals", "terseLabel": "Accrued expenses" } } }, "localname": "DeferredTaxAssetsTaxDeferredExpenseReservesAndAccruals", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsValuationAllowance": { "auth_ref": [ "r436" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails": { "order": 10180.0, "parentTag": "us-gaap_DeferredTaxAssetsNet", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred tax assets for which it is more likely than not that a tax benefit will not be realized.", "label": "Deferred Tax Assets Valuation Allowance", "negatedLabel": "Valuation allowance", "terseLabel": "Valuation allowance" } } }, "localname": "DeferredTaxAssetsValuationAllowance", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxLiabilities": { "auth_ref": [ "r423", "r437" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount, after deferred tax asset, of deferred tax liability attributable to taxable differences without jurisdictional netting.", "label": "Deferred Tax Liabilities", "negatedTotalLabel": "Total non-current deferred income tax liabilities" } } }, "localname": "DeferredTaxLiabilities", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxLiabilitiesDeferredExpense": { "auth_ref": [ "r441", "r442" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails": { "order": 10030.0, "parentTag": "us-gaap_DeferredIncomeTaxLiabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred tax liability attributable to taxable temporary differences from capitalized costs.", "label": "Deferred Tax Liabilities Deferred Expense", "negatedLabel": "Deferred commissions" } } }, "localname": "DeferredTaxLiabilitiesDeferredExpense", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxLiabilitiesGoodwillAndIntangibleAssetsIntangibleAssets": { "auth_ref": [ "r441", "r442" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails": { "order": 10050.0, "parentTag": "us-gaap_DeferredIncomeTaxLiabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred tax liability attributable to taxable temporary differences from intangible assets other than goodwill.", "label": "Deferred Tax Liabilities Goodwill And Intangible Assets Intangible Assets", "negatedLabel": "Intangible assets" } } }, "localname": "DeferredTaxLiabilitiesGoodwillAndIntangibleAssetsIntangibleAssets", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxLiabilitiesNetAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Deferred Tax Liabilities Net [Abstract]", "terseLabel": "Deferred tax liabilities" } } }, "localname": "DeferredTaxLiabilitiesNetAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_DeferredTaxLiabilitiesOther": { "auth_ref": [ "r441", "r442" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails": { "order": 10100.0, "parentTag": "us-gaap_DeferredIncomeTaxLiabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred tax liability attributable to taxable temporary differences classified as other.", "label": "Deferred Tax Liabilities Other", "negatedLabel": "Other" } } }, "localname": "DeferredTaxLiabilitiesOther", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxLiabilitiesPropertyPlantAndEquipment": { "auth_ref": [ "r441", "r442" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails": { "order": 10060.0, "parentTag": "us-gaap_DeferredIncomeTaxLiabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred tax liability attributable to taxable temporary differences from property, plant, and equipment.", "label": "Deferred Tax Liabilities Property Plant And Equipment", "negatedLabel": "Property and equipment" } } }, "localname": "DeferredTaxLiabilitiesPropertyPlantAndEquipment", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxLiabilitiesTaxDeferredIncome": { "auth_ref": [ "r441", "r442" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails": { "order": 10040.0, "parentTag": "us-gaap_DeferredIncomeTaxLiabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred tax liability attributable to taxable temporary differences from tax deferred revenue or income classified as other.", "label": "Deferred Tax Liabilities Tax Deferred Income", "negatedLabel": "Deferred revenue" } } }, "localname": "DeferredTaxLiabilitiesTaxDeferredIncome", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfNetDeferredTaxAssetsLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DefinedContributionPlanCostRecognized": { "auth_ref": [ "r359" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cost for defined contribution plan.", "label": "Defined Contribution Plan Cost Recognized", "terseLabel": "Contribution expense recognized" } } }, "localname": "DefinedContributionPlanCostRecognized", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureEmployeeBenefitPlanAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DefinedContributionPlanEmployerDiscretionaryContributionAmount": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of discretionary contributions made by an employer to a defined contribution plan.", "label": "Defined Contribution Plan Employer Discretionary Contribution Amount", "terseLabel": "Cash contributions made by company" } } }, "localname": "DefinedContributionPlanEmployerDiscretionaryContributionAmount", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureEmployeeBenefitPlanAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DepreciationAndAmortization": { "auth_ref": [ "r100", "r275" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The current period expense charged against earnings on long-lived, physical assets not used in production, and which are not intended for resale, to allocate or recognize the cost of such assets over their useful lives; or to record the reduction in book value of an intangible asset over the benefit period of such asset; or to reflect consumption during the period of an asset that is not used in production.", "label": "Depreciation And Amortization", "terseLabel": "Depreciation and amortization expense" } } }, "localname": "DepreciationAndAmortization", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DepreciationDepletionAndAmortization": { "auth_ref": [ "r100", "r183" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10240.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The aggregate expense recognized in the current period that allocates the cost of tangible assets, intangible assets, or depleting assets to periods that benefit from use of the assets.", "label": "Depreciation Depletion And Amortization", "terseLabel": "Depreciation and amortization" } } }, "localname": "DepreciationDepletionAndAmortization", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_DevelopedTechnologyRightsMember": { "auth_ref": [ "r478" ], "lang": { "en-us": { "role": { "documentation": "Rights to developed technology, which can include the right to develop, use, market, sell, or offer for sale products, compounds, or intellectual property.", "label": "Developed Technology Rights [Member]", "terseLabel": "Technology", "verboseLabel": "Developed Technology" } } }, "localname": "DevelopedTechnologyRightsMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfIntangibleAssetsDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_DifferenceBetweenRevenueGuidanceInEffectBeforeAndAfterTopic606Member": { "auth_ref": [ "r345" ], "lang": { "en-us": { "role": { "documentation": "Effect in current period from application of guidance for revenue from contract with customer compared with guidance for revenue recognition applicable prior to change when using transition method for cumulative effect in period including initial date of application.", "label": "Difference Between Revenue Guidance In Effect Before And After Topic606 [Member]", "terseLabel": "Adjustments Due to ASC 606" } } }, "localname": "DifferenceBetweenRevenueGuidanceInEffectBeforeAndAfterTopic606Member", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfImpactOfAdoptionOfNewRevenueStandardOnConsolidatedBalanceSheetDetail" ], "xbrltype": "domainItemType" }, "us-gaap_DisaggregationOfRevenueAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Disaggregation Of Revenue [Abstract]" } } }, "localname": "DisaggregationOfRevenueAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_DisaggregationOfRevenueLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Disaggregation Of Revenue [Line Items]", "terseLabel": "Disaggregation Of Revenue [Line Items]" } } }, "localname": "DisaggregationOfRevenueLineItems", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionRemainingPerformanceObligationsAdditionalInformationDetails1", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfRevenuesDisaggregatedByGeographyDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfRevenuesDisaggregatedByRevenueSourceDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionTables" ], "xbrltype": "stringItemType" }, "us-gaap_DisaggregationOfRevenueTable": { "auth_ref": [ "r332", "r336", "r337", "r338", "r339", "r340", "r341", "r342" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about disaggregation of revenue into categories depicting how nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factor.", "label": "Disaggregation Of Revenue [Table]", "terseLabel": "Disaggregation Of Revenue [Table]" } } }, "localname": "DisaggregationOfRevenueTable", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionRemainingPerformanceObligationsAdditionalInformationDetails1", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfRevenuesDisaggregatedByGeographyDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfRevenuesDisaggregatedByRevenueSourceDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionTables" ], "xbrltype": "stringItemType" }, "us-gaap_DisaggregationOfRevenueTableTextBlock": { "auth_ref": [ "r332" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of disaggregation of revenue into categories depicting how nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factor.", "label": "Disaggregation Of Revenue Table [Text Block]", "terseLabel": "Summary of Disaggregates Revenue" } } }, "localname": "DisaggregationOfRevenueTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock": { "auth_ref": [ "r413" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for share-based payment arrangement.", "label": "Disclosure Of Compensation Related Costs Share Based Payments [Text Block]", "terseLabel": "Stock Plans and Stock-Based Compensation" } } }, "localname": "DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensation" ], "xbrltype": "textBlockItemType" }, "us-gaap_DisclosureOfCompensationRelatedCostsSharebasedPaymentsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]" } } }, "localname": "DisclosureOfCompensationRelatedCostsSharebasedPaymentsAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_DomesticCountryMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Designated tax department of the government that is entitled to levy and collect income taxes from the entity in its country of domicile.", "label": "Domestic Country [Member]", "terseLabel": "Federal" } } }, "localname": "DomesticCountryMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_EarningsPerShareAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Earnings Per Share [Abstract]", "terseLabel": "Net loss per share attributable to common stockholders:" } } }, "localname": "EarningsPerShareAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "stringItemType" }, "us-gaap_EarningsPerShareBasic": { "auth_ref": [ "r69", "r132", "r133", "r134", "r135", "r136", "r141", "r143", "r145", "r146", "r147", "r151", "r152", "r600", "r621" ], "lang": { "en-us": { "role": { "documentation": "The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.", "label": "Earnings Per Share Basic", "terseLabel": "Basic" } } }, "localname": "EarningsPerShareBasic", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "perShareItemType" }, "us-gaap_EarningsPerShareDiluted": { "auth_ref": [ "r69", "r132", "r133", "r134", "r135", "r136", "r143", "r145", "r146", "r147", "r151", "r152", "r600", "r621" ], "lang": { "en-us": { "role": { "documentation": "The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.", "label": "Earnings Per Share Diluted", "terseLabel": "Diluted" } } }, "localname": "EarningsPerShareDiluted", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "perShareItemType" }, "us-gaap_EarningsPerSharePolicyTextBlock": { "auth_ref": [ "r111", "r148", "r149" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for computing basic and diluted earnings or loss per share for each class of common stock and participating security. Addresses all significant policy factors, including any antidilutive items that have been excluded from the computation and takes into account stock dividends, splits and reverse splits that occur after the balance sheet date of the latest reporting period but before the issuance of the financial statements.", "label": "Earnings Per Share Policy [Text Block]", "terseLabel": "Net Loss Per Share Attributable to Common Stockholders" } } }, "localname": "EarningsPerSharePolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_EarningsPerShareTextBlock": { "auth_ref": [ "r148", "r149", "r150", "r155" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for earnings per share.", "label": "Earnings Per Share [Text Block]", "terseLabel": "Basic and Diluted Net Loss Per Share" } } }, "localname": "EarningsPerShareTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBasicAndDilutedNetLossPerShare" ], "xbrltype": "textBlockItemType" }, "us-gaap_EffectOfExchangeRateOnCashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents": { "auth_ref": [ "r526" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10040.0, "parentTag": "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseIncludingExchangeRateEffect", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) from effect of exchange rate changes on cash and cash equivalents, and cash and cash equivalents restricted to withdrawal or usage; held in foreign currencies. Excludes amounts for disposal group and discontinued operations. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits. Cash equivalents include, but are not limited to, short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates.", "label": "Effect Of Exchange Rate On Cash Cash Equivalents Restricted Cash And Restricted Cash Equivalents", "terseLabel": "Effect of exchange rates on cash, cash equivalents and restricted cash" } } }, "localname": "EffectOfExchangeRateOnCashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_EffectiveIncomeTaxRateContinuingOperations": { "auth_ref": [ "r425" ], "lang": { "en-us": { "role": { "documentation": "Percentage of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.", "label": "Effective Income Tax Rate Continuing Operations", "terseLabel": "Effective income tax rates" } } }, "localname": "EffectiveIncomeTaxRateContinuingOperations", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesAdditionalInformationDetails" ], "xbrltype": "percentItemType" }, "us-gaap_EmployeeRelatedLiabilitiesCurrent": { "auth_ref": [ "r39" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10150.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Total of the carrying values as of the balance sheet date of obligations incurred through that date and payable for obligations related to services received from employees, such as accrued salaries and bonuses, payroll taxes and fringe benefits. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).", "label": "Employee Related Liabilities Current", "terseLabel": "Accrued payroll and employee related liabilities" } } }, "localname": "EmployeeRelatedLiabilitiesCurrent", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_EmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsCapitalizedAmount": { "auth_ref": [ "r397" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cost capitalized for award under share-based payment arrangement.", "label": "Employee Service Share Based Compensation Allocation Of Recognized Period Costs Capitalized Amount", "terseLabel": "Stock-based compensation capitalized for software development" } } }, "localname": "EmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsCapitalizedAmount", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_EmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]", "terseLabel": "Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]" } } }, "localname": "EmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsLineItems", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationSummaryOfStockBasedCompensationExpenseDetails" ], "xbrltype": "stringItemType" }, "us-gaap_EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognized": { "auth_ref": [ "r398" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cost not yet recognized for nonvested award under share-based payment arrangement.", "label": "Employee Service Share Based Compensation Nonvested Awards Total Compensation Cost Not Yet Recognized", "terseLabel": "Unrecognized compensation expense" } } }, "localname": "EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognized", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationMarketBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationPerformanceBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationRestrictedStockUnitsAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognizedPeriodForRecognition1": { "auth_ref": [ "r398" ], "lang": { "en-us": { "role": { "documentation": "Weighted-average period over which cost not yet recognized is expected to be recognized for award under share-based payment arrangement, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.", "label": "Employee Service Share Based Compensation Nonvested Awards Total Compensation Cost Not Yet Recognized Period For Recognition1", "terseLabel": "Weighted-average amortization period" } } }, "localname": "EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognizedPeriodForRecognition1", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationPerformanceBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationStockOptionsAdditionalInformationDetails" ], "xbrltype": "durationItemType" }, "us-gaap_EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognizedShareBasedAwardsOtherThanOptions": { "auth_ref": [ "r398" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cost to be recognized for nonvested award under share-based payment arrangement. Excludes share and unit options.", "label": "Employee Service Share Based Compensation Nonvested Awards Total Compensation Cost Not Yet Recognized Share Based Awards Other Than Options", "terseLabel": "Unrecognized compensation cost" } } }, "localname": "EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognizedShareBasedAwardsOtherThanOptions", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensation2016EmployeeStockPurchasePlanAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognizedStockOptions": { "auth_ref": [ "r398" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cost to be recognized for option under share-based payment arrangement.", "label": "Employee Service Share Based Compensation Nonvested Awards Total Compensation Cost Not Yet Recognized Stock Options", "verboseLabel": "Total unrecognized compensation cost" } } }, "localname": "EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognizedStockOptions", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationStockOptionsAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_EmployeeStockOptionMember": { "auth_ref": [ "r394" ], "lang": { "en-us": { "role": { "documentation": "Share-based payment arrangement granting right, subject to vesting and other restrictions, to purchase or sell certain number of shares at predetermined price for specified period of time.", "label": "Employee Stock Option [Member]", "terseLabel": "Stock Options", "verboseLabel": "Employee Stock Options" } } }, "localname": "EmployeeStockOptionMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfAssumptionsUsedInDeterminingFairValueOfStockOptionGrantsAndSharesIssuableDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationStockOptionsAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_EquityAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Equity [Abstract]" } } }, "localname": "EquityAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_EquityComponentDomain": { "auth_ref": [ "r122", "r123", "r124", "r128", "r137", "r139", "r158", "r233", "r303", "r308", "r405", "r406", "r407", "r450", "r451", "r527", "r528", "r529", "r530", "r531", "r533", "r633", "r634", "r635" ], "lang": { "en-us": { "role": { "documentation": "Components of equity are the parts of the total Equity balance including that which is allocated to common, preferred, treasury stock, retained earnings, etc.", "label": "Equity Component [Domain]", "terseLabel": "Equity Component" } } }, "localname": "EquityComponentDomain", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensation2016EmployeeStockPurchasePlanAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "domainItemType" }, "us-gaap_EstimateOfFairValueFairValueDisclosureMember": { "auth_ref": [ "r518" ], "lang": { "en-us": { "role": { "documentation": "Measured as an estimate of fair value.", "label": "Estimate Of Fair Value Fair Value Disclosure [Member]", "terseLabel": "Fair Value" } } }, "localname": "EstimateOfFairValueFairValueDisclosureMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfFairValueAndCarryingValueOfConvertibleSeniorNotesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueAssetsAndLiabilitiesMeasuredOnRecurringAndNonrecurringBasisLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]", "terseLabel": "Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]" } } }, "localname": "FairValueAssetsAndLiabilitiesMeasuredOnRecurringAndNonrecurringBasisLineItems", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueAssetsAndLiabilitiesMeasuredOnRecurringAndNonrecurringBasisTable": { "auth_ref": [ "r504", "r505", "r506", "r513" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about asset and liability measured at fair value on recurring and nonrecurring basis.", "label": "Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Table]", "terseLabel": "Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Table]" } } }, "localname": "FairValueAssetsAndLiabilitiesMeasuredOnRecurringAndNonrecurringBasisTable", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueAssetsMeasuredOnRecurringBasisUnobservableInputReconciliationByAssetClassDomain": { "auth_ref": [ "r509" ], "lang": { "en-us": { "role": { "documentation": "Class of asset.", "label": "Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation By Asset Class [Domain]", "terseLabel": "Asset Class" } } }, "localname": "FairValueAssetsMeasuredOnRecurringBasisUnobservableInputReconciliationByAssetClassDomain", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueByAssetClassAxis": { "auth_ref": [ "r504", "r513" ], "lang": { "en-us": { "role": { "documentation": "Information by class of asset.", "label": "Fair Value By Asset Class [Axis]", "terseLabel": "Asset Class" } } }, "localname": "FairValueByAssetClassAxis", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueByFairValueHierarchyLevelAxis": { "auth_ref": [ "r351", "r352", "r353", "r354", "r355", "r356", "r357", "r358", "r505", "r572", "r573", "r574" ], "lang": { "en-us": { "role": { "documentation": "Information by level within fair value hierarchy and fair value measured at net asset value per share as practical expedient.", "label": "Fair Value By Fair Value Hierarchy Level [Axis]", "terseLabel": "Significant Unobservable Inputs (Level 3)" } } }, "localname": "FairValueByFairValueHierarchyLevelAxis", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueByMeasurementBasisAxis": { "auth_ref": [ "r504", "r514" ], "lang": { "en-us": { "role": { "documentation": "Information by measurement basis.", "label": "Fair Value By Measurement Basis [Axis]", "terseLabel": "Measurement Basis" } } }, "localname": "FairValueByMeasurementBasisAxis", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfFairValueAndCarryingValueOfConvertibleSeniorNotesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueByMeasurementFrequencyAxis": { "auth_ref": [ "r504", "r505", "r507", "r508", "r515" ], "lang": { "en-us": { "role": { "documentation": "Information by measurement frequency.", "label": "Fair Value By Measurement Frequency [Axis]", "terseLabel": "Measurement Frequency" } } }, "localname": "FairValueByMeasurementFrequencyAxis", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueDisclosureItemAmountsDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Measurement basis, for example, but not limited to, reported value, fair value, portion at fair value, portion at other than fair value.", "label": "Fair Value Disclosure Item Amounts [Domain]", "terseLabel": "Fair Value Measurement" } } }, "localname": "FairValueDisclosureItemAmountsDomain", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfFairValueAndCarryingValueOfConvertibleSeniorNotesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueDisclosuresAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Fair Value Disclosures [Abstract]" } } }, "localname": "FairValueDisclosuresAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_FairValueDisclosuresTextBlock": { "auth_ref": [ "r512" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.", "label": "Fair Value Disclosures [Text Block]", "terseLabel": "Fair Value Measurements" } } }, "localname": "FairValueDisclosuresTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurements" ], "xbrltype": "textBlockItemType" }, "us-gaap_FairValueInputsLevel1Member": { "auth_ref": [ "r351", "r352", "r357", "r358", "r505", "r572" ], "lang": { "en-us": { "role": { "documentation": "Quoted prices in active markets for identical assets or liabilities that the reporting entity can access at the measurement date.", "label": "Fair Value Inputs Level1 [Member]", "terseLabel": "Quoted Prices in Active Markets (Level 1)" } } }, "localname": "FairValueInputsLevel1Member", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueInputsLevel2Member": { "auth_ref": [ "r351", "r352", "r357", "r358", "r505", "r573" ], "lang": { "en-us": { "role": { "documentation": "Inputs other than quoted prices included within level 1 that are observable for an asset or liability, either directly or indirectly, including, but not limited to, quoted prices for similar assets or liabilities in active markets, or quoted prices for identical or similar assets or liabilities in inactive markets.", "label": "Fair Value Inputs Level2 [Member]", "terseLabel": "Significant Other Observable Inputs (Level 2)" } } }, "localname": "FairValueInputsLevel2Member", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueInputsLevel3Member": { "auth_ref": [ "r351", "r352", "r353", "r354", "r355", "r356", "r357", "r358", "r505", "r574" ], "lang": { "en-us": { "role": { "documentation": "Unobservable inputs that reflect the entity's own assumption about the assumptions market participants would use in pricing.", "label": "Fair Value Inputs Level3 [Member]", "terseLabel": "Significant Unobservable Inputs (Level 3)" } } }, "localname": "FairValueInputsLevel3Member", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueLiabilitiesMeasuredOnRecurringBasisUnobservableInputReconciliationLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]", "terseLabel": "Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]" } } }, "localname": "FairValueLiabilitiesMeasuredOnRecurringBasisUnobservableInputReconciliationLineItems", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfChangesInLevel3FinancialInstrumentsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueLiabilitiesMeasuredOnRecurringBasisUnobservableInputReconciliationTable": { "auth_ref": [ "r509", "r513" ], "lang": { "en-us": { "role": { "documentation": "Schedule of information required and determined to be provided for purposes of reconciling beginning and ending balances of fair value measurements of liabilities using significant unobservable inputs (level 3). Separately presenting changes during the period, attributable to: (1) total gains or losses for the period (realized and unrealized) and location reported in the statement of income (or activities); (2) purchases, sales, issuances, and settlements (net); (3) transfers in and/or out of Level 3.", "label": "Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Table]", "terseLabel": "Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Table]" } } }, "localname": "FairValueLiabilitiesMeasuredOnRecurringBasisUnobservableInputReconciliationTable", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfChangesInLevel3FinancialInstrumentsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueLiabilitiesMeasuredOnRecurringBasisUnobservableInputReconciliationTextBlock": { "auth_ref": [ "r509", "r513" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the fair value measurement of liabilities using significant unobservable inputs (Level 3), a reconciliation of the beginning and ending balances, separately presenting changes attributable to the following: (1) total gains or losses for the period (realized and unrealized), segregating those gains or losses included in earnings (or changes in net assets), and gains or losses recognized in other comprehensive income (loss) and a description of where those gains or losses included in earnings (or changes in net assets) are reported in the statement of income (or activities); (2) purchases, sales, issues, and settlements (each type disclosed separately); and (3) transfers in and transfers out of Level 3 (for example, transfers due to changes in the observability of significant inputs) by class of liability.", "label": "Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Text Block]", "terseLabel": "Summary of Changes in Level 3 Financial Instruments" } } }, "localname": "FairValueLiabilitiesMeasuredOnRecurringBasisUnobservableInputReconciliationTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_FairValueMeasurementFrequencyDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Measurement frequency.", "label": "Fair Value Measurement Frequency [Domain]", "terseLabel": "Measurement Frequency" } } }, "localname": "FairValueMeasurementFrequencyDomain", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueMeasurementPolicyPolicyTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for fair value measurements of financial and non-financial assets, liabilities and instruments classified in shareholders' equity. Disclosures include, but are not limited to, how an entity that manages a group of financial assets and liabilities on the basis of its net exposure measures the fair value of those assets and liabilities.", "label": "Fair Value Measurement Policy Policy [Text Block]", "terseLabel": "Fair Value Measurements" } } }, "localname": "FairValueMeasurementPolicyPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_FairValueMeasurementWithUnobservableInputsReconciliationRecurringBasisLiabilityPurchases": { "auth_ref": [ "r510" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of purchases of financial instrument classified as a liability measured using unobservable inputs that reflect the entity's own assumption about the assumptions market participants would use in pricing.", "label": "Fair Value Measurement With Unobservable Inputs Reconciliation Recurring Basis Liability Purchases", "terseLabel": "Contingent consideration from acquisition" } } }, "localname": "FairValueMeasurementWithUnobservableInputsReconciliationRecurringBasisLiabilityPurchases", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfChangesInLevel3FinancialInstrumentsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FairValueMeasurementWithUnobservableInputsReconciliationsRecurringBasisLiabilityValue": { "auth_ref": [ "r509" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Fair value of financial instrument classified as a liability measured using unobservable inputs that reflect the entity's own assumption about the assumptions market participants would use in pricing.", "label": "Fair Value Measurement With Unobservable Inputs Reconciliations Recurring Basis Liability Value", "periodEndLabel": "Ending balance, fair value", "periodStartLabel": "Beginning balance, fair value" } } }, "localname": "FairValueMeasurementWithUnobservableInputsReconciliationsRecurringBasisLiabilityValue", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfChangesInLevel3FinancialInstrumentsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FairValueMeasurementsFairValueHierarchyDomain": { "auth_ref": [ "r351", "r352", "r353", "r354", "r355", "r356", "r357", "r358", "r572", "r573", "r574" ], "lang": { "en-us": { "role": { "documentation": "Categories used to prioritize the inputs to valuation techniques to measure fair value.", "label": "Fair Value Measurements Fair Value Hierarchy [Domain]", "terseLabel": "Fair Value Hierarchy and NAV" } } }, "localname": "FairValueMeasurementsFairValueHierarchyDomain", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueMeasurementsNonrecurringMember": { "auth_ref": [ "r504", "r505", "r507", "r508", "r511", "r515" ], "lang": { "en-us": { "role": { "documentation": "Infrequent fair value measurement. Includes, but is not limited to, fair value adjustment for impairment of asset, liability or equity, not frequently measured at fair value.", "label": "Fair Value Measurements Nonrecurring [Member]", "terseLabel": "Fair Value Measurements, Nonrecurring" } } }, "localname": "FairValueMeasurementsNonrecurringMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueMeasurementsRecurringMember": { "auth_ref": [ "r512", "r515" ], "lang": { "en-us": { "role": { "documentation": "Frequent fair value measurement. Includes, but is not limited to, fair value adjustment for impairment of asset, liability or equity, frequently measured at fair value.", "label": "Fair Value Measurements Recurring [Member]", "terseLabel": "Fair Value Measurements, Recurring" } } }, "localname": "FairValueMeasurementsRecurringMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FiniteLivedIntangibleAssetUsefulLife": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Useful life of finite-lived intangible assets, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.", "label": "Finite Lived Intangible Asset Useful Life", "terseLabel": "Weighted- average life (years)", "verboseLabel": "Estimated useful life" } } }, "localname": "FiniteLivedIntangibleAssetUsefulLife", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfIntangibleAssetsDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "durationItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAccumulatedAmortization": { "auth_ref": [ "r262" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfIntangibleAssetsDetails": { "order": 10020.0, "parentTag": "us-gaap_FiniteLivedIntangibleAssetsNet", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Accumulated amount of amortization of assets, excluding financial assets and goodwill, lacking physical substance with a finite life.", "label": "Finite Lived Intangible Assets Accumulated Amortization", "negatedLabel": "Accumulated amortization" } } }, "localname": "FiniteLivedIntangibleAssetsAccumulatedAmortization", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfIntangibleAssetsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseAfterYearFive": { "auth_ref": [], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfExpectedAmortizationOfIntangibleAssetsDetails": { "order": 10060.0, "parentTag": "us-gaap_FiniteLivedIntangibleAssetsNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization for asset, excluding financial asset and goodwill, lacking physical substance with finite life expected to be recognized after fifth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Finite Lived Intangible Assets Amortization Expense After Year Five", "terseLabel": "Thereafter" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseAfterYearFive", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfExpectedAmortizationOfIntangibleAssetsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseNextTwelveMonths": { "auth_ref": [ "r264" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfExpectedAmortizationOfIntangibleAssetsDetails": { "order": 10010.0, "parentTag": "us-gaap_FiniteLivedIntangibleAssetsNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in next fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Finite Lived Intangible Assets Amortization Expense Next Twelve Months", "terseLabel": "2021" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseNextTwelveMonths", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfExpectedAmortizationOfIntangibleAssetsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseYearFive": { "auth_ref": [ "r264" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfExpectedAmortizationOfIntangibleAssetsDetails": { "order": 10050.0, "parentTag": "us-gaap_FiniteLivedIntangibleAssetsNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in fifth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Finite Lived Intangible Assets Amortization Expense Year Five", "terseLabel": "2025" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseYearFive", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfExpectedAmortizationOfIntangibleAssetsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseYearFour": { "auth_ref": [ "r264" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfExpectedAmortizationOfIntangibleAssetsDetails": { "order": 10040.0, "parentTag": "us-gaap_FiniteLivedIntangibleAssetsNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in fourth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Finite Lived Intangible Assets Amortization Expense Year Four", "terseLabel": "2024" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseYearFour", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfExpectedAmortizationOfIntangibleAssetsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseYearThree": { "auth_ref": [ "r264" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfExpectedAmortizationOfIntangibleAssetsDetails": { "order": 10030.0, "parentTag": "us-gaap_FiniteLivedIntangibleAssetsNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in third fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Finite Lived Intangible Assets Amortization Expense Year Three", "terseLabel": "2023" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseYearThree", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfExpectedAmortizationOfIntangibleAssetsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseYearTwo": { "auth_ref": [ "r264" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfExpectedAmortizationOfIntangibleAssetsDetails": { "order": 10020.0, "parentTag": "us-gaap_FiniteLivedIntangibleAssetsNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in second fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Finite Lived Intangible Assets Amortization Expense Year Two", "terseLabel": "2022" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseYearTwo", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfExpectedAmortizationOfIntangibleAssetsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsByMajorClassAxis": { "auth_ref": [ "r257", "r260", "r262", "r265", "r583", "r587" ], "lang": { "en-us": { "role": { "documentation": "Information by major type or class of finite-lived intangible assets.", "label": "Finite Lived Intangible Assets By Major Class [Axis]", "terseLabel": "Finite-Lived Intangible Assets by Major Class" } } }, "localname": "FiniteLivedIntangibleAssetsByMajorClassAxis", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfIntangibleAssetsDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FiniteLivedIntangibleAssetsGross": { "auth_ref": [ "r262", "r587" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfIntangibleAssetsDetails": { "order": 10010.0, "parentTag": "us-gaap_FiniteLivedIntangibleAssetsNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before amortization of assets, excluding financial assets and goodwill, lacking physical substance with a finite life.", "label": "Finite Lived Intangible Assets Gross", "terseLabel": "Gross carrying amount" } } }, "localname": "FiniteLivedIntangibleAssetsGross", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfIntangibleAssetsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Finite Lived Intangible Assets [Line Items]", "terseLabel": "Finite Lived Intangible Assets [Line Items]" } } }, "localname": "FiniteLivedIntangibleAssetsLineItems", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfIntangibleAssetsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FiniteLivedIntangibleAssetsMajorClassNameDomain": { "auth_ref": [ "r257", "r261" ], "lang": { "en-us": { "role": { "documentation": "The major class of finite-lived intangible asset (for example, patents, trademarks, copyrights, etc.) A major class is composed of intangible assets that can be grouped together because they are similar, either by their nature or by their use in the operations of a company.", "label": "Finite Lived Intangible Assets Major Class Name [Domain]", "terseLabel": "Finite-Lived Intangible Assets, Major Class Name" } } }, "localname": "FiniteLivedIntangibleAssetsMajorClassNameDomain", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfIntangibleAssetsDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FiniteLivedIntangibleAssetsNet": { "auth_ref": [ "r262", "r583" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfExpectedAmortizationOfIntangibleAssetsDetails": { "order": null, "parentTag": null, "root": true, "weight": null }, "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfIntangibleAssetsDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount after amortization of assets, excluding financial assets and goodwill, lacking physical substance with a finite life.", "label": "Finite Lived Intangible Assets Net", "totalLabel": "Net carrying amount" } } }, "localname": "FiniteLivedIntangibleAssetsNet", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfExpectedAmortizationOfIntangibleAssetsDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfIntangibleAssetsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FinitelivedIntangibleAssetsAcquired1": { "auth_ref": [ "r258" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of increase in assets, excluding financial assets, lacking physical substance with a definite life, from an acquisition.", "label": "Finitelived Intangible Assets Acquired1", "terseLabel": "Asset acquisition, developed technology" } } }, "localname": "FinitelivedIntangibleAssetsAcquired1", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ForeignCountryMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Designated tax departments of governments entitled to levy and collect income taxes from the entity outside the entity's country of domicile.", "label": "Foreign Country [Member]", "terseLabel": "Foreign" } } }, "localname": "ForeignCountryMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ForeignCurrencyTransactionsAndTranslationsPolicyTextBlock": { "auth_ref": [ "r111", "r535" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for (1) transactions denominated in a currency other than the reporting enterprise's functional currency, (2) translating foreign currency financial statements that are incorporated into the financial statements of the reporting enterprise by consolidation, combination, or the equity method of accounting, and (3) remeasurement of the financial statements of a foreign reporting enterprise in a hyperinflationary economy.", "label": "Foreign Currency Transactions And Translations Policy [Text Block]", "terseLabel": "Foreign Currency Translation" } } }, "localname": "ForeignCurrencyTransactionsAndTranslationsPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_FurnitureAndFixturesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Equipment commonly used in offices and stores that have no permanent connection to the structure of a building or utilities. Examples include, but are not limited to, desks, chairs, tables, and bookcases.", "label": "Furniture And Fixtures [Member]", "terseLabel": "Furniture and Equipment" } } }, "localname": "FurnitureAndFixturesMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_GainsLossesOnExtinguishmentOfDebt": { "auth_ref": [ "r100", "r301", "r302" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10280.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 }, "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10100.0, "parentTag": "us-gaap_NonoperatingIncomeExpense", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Difference between the fair value of payments made and the carrying amount of debt which is extinguished prior to maturity.", "label": "Gains Losses On Extinguishment Of Debt", "negatedLabel": "Loss on extinguishment of convertible notes", "terseLabel": "Loss on extinguishment of convertible notes" } } }, "localname": "GainsLossesOnExtinguishmentOfDebt", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_GeneralAndAdministrativeExpense": { "auth_ref": [ "r75" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10160.0, "parentTag": "us-gaap_OperatingExpenses", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The aggregate total of expenses of managing and administering the affairs of an entity, including affiliates of the reporting entity, which are not directly or indirectly associated with the manufacture, sale or creation of a product or product line.", "label": "General And Administrative Expense", "terseLabel": "General and administrative" } } }, "localname": "GeneralAndAdministrativeExpense", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_GeneralAndAdministrativeExpenseMember": { "auth_ref": [ "r70" ], "lang": { "en-us": { "role": { "documentation": "Primary financial statement caption encompassing general and administrative expense.", "label": "General And Administrative Expense [Member]", "terseLabel": "General and Administrative Expenses", "verboseLabel": "General and Administrative Expenses" } } }, "localname": "GeneralAndAdministrativeExpenseMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationSummaryOfStockBasedCompensationExpenseDetails" ], "xbrltype": "domainItemType" }, "us-gaap_GeographicConcentrationRiskMember": { "auth_ref": [ "r167" ], "lang": { "en-us": { "role": { "documentation": "Reflects the percentage that a specified dollar value on the balance sheet or income statement in the period from one or more specified geographic areas is to a corresponding consolidated, segment, or product line amount. Risk is the materially adverse effects of economic decline or antagonistic political actions resulting in loss of assets, sales volume, labor supply, or source of materials and supplies in a US state or a specified country, continent, or region such as EMEA (Europe, Middle East, Africa).", "label": "Geographic Concentration Risk [Member]", "terseLabel": "Geographic Concentration Risk" } } }, "localname": "GeographicConcentrationRiskMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGeographicConcentrationsAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_Goodwill": { "auth_ref": [ "r247", "r249", "r589" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails": { "order": 10150.0, "parentTag": "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedAssets", "weight": 1.0 }, "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10230.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.", "label": "Goodwill", "periodEndLabel": "Goodwill, ending balance", "periodStartLabel": "Goodwill, beginning balance", "terseLabel": "Goodwill" } } }, "localname": "Goodwill", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfChangesInGrossCarryingAmountOfGoodwillDetails", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_GoodwillAcquiredDuringPeriod": { "auth_ref": [ "r250" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of increase in asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized resulting from a business combination.", "label": "Goodwill Acquired During Period", "terseLabel": "Change due to acquisitions" } } }, "localname": "GoodwillAcquiredDuringPeriod", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfChangesInGrossCarryingAmountOfGoodwillDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_GoodwillAndIntangibleAssetsDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Goodwill And Intangible Assets Disclosure [Abstract]" } } }, "localname": "GoodwillAndIntangibleAssetsDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_GoodwillAndIntangibleAssetsDisclosureTextBlock": { "auth_ref": [ "r272" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for goodwill and intangible assets.", "label": "Goodwill And Intangible Assets Disclosure [Text Block]", "terseLabel": "Goodwill and Intangible Assets" } } }, "localname": "GoodwillAndIntangibleAssetsDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssets" ], "xbrltype": "textBlockItemType" }, "us-gaap_GoodwillAndIntangibleAssetsGoodwillPolicy": { "auth_ref": [ "r111", "r253" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for goodwill. This accounting policy also may address how an entity assesses and measures impairment of goodwill, how reporting units are determined, how goodwill is allocated to such units, and how the fair values of the reporting units are determined.", "label": "Goodwill And Intangible Assets Goodwill Policy", "terseLabel": "Goodwill" } } }, "localname": "GoodwillAndIntangibleAssetsGoodwillPolicy", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_GoodwillForeignCurrencyTranslationGainLoss": { "auth_ref": [ "r252" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of foreign currency translation gain (loss) which increases (decreases) an asset representing future economic benefits from other assets acquired in a business combination that are not individually identified and separately recognized.", "label": "Goodwill Foreign Currency Translation Gain Loss", "terseLabel": "Foreign currency translation" } } }, "localname": "GoodwillForeignCurrencyTranslationGainLoss", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfChangesInGrossCarryingAmountOfGoodwillDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_GoodwillImpairmentLoss": { "auth_ref": [ "r100", "r248", "r251", "r254" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of loss from the write-down of an asset representing the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.", "label": "Goodwill Impairment Loss", "terseLabel": "Impairment of goodwill" } } }, "localname": "GoodwillImpairmentLoss", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_GrossProfit": { "auth_ref": [ "r72", "r114", "r185", "r194", "r197", "r200", "r203", "r225", "r524" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10120.0, "parentTag": "us-gaap_OperatingIncomeLoss", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Aggregate revenue less cost of goods and services sold or operating expenses directly attributable to the revenue generation activity.", "label": "Gross Profit", "totalLabel": "Gross profit" } } }, "localname": "GrossProfit", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_HeldToMaturitySecuritiesCurrent": { "auth_ref": [ "r223" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of investment in debt security measured at amortized cost (held-to-maturity), classified as current.", "label": "Held To Maturity Securities Current", "terseLabel": "Short-term investments" } } }, "localname": "HeldToMaturitySecuritiesCurrent", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ImpairmentOrDisposalOfLongLivedAssetsPolicyTextBlock": { "auth_ref": [ "r111", "r273", "r280" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for recognizing and measuring the impairment of long-lived assets. An entity also may disclose its accounting policy for long-lived assets to be sold. This policy excludes goodwill and intangible assets.", "label": "Impairment Or Disposal Of Long Lived Assets Policy [Text Block]", "terseLabel": "Long Lived Assets" } } }, "localname": "ImpairmentOrDisposalOfLongLivedAssetsPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesDomestic": { "auth_ref": [ "r117", "r458" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesComponentsOfLossBeforeIncomeTaxesDetails": { "order": 10010.0, "parentTag": "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The portion of earnings or loss from continuing operations before income taxes that is attributable to domestic operations.", "label": "Income Loss From Continuing Operations Before Income Taxes Domestic", "terseLabel": "Domestic" } } }, "localname": "IncomeLossFromContinuingOperationsBeforeIncomeTaxesDomestic", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesComponentsOfLossBeforeIncomeTaxesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest": { "auth_ref": [ "r65", "r185", "r194", "r197", "r200", "r203", "r588", "r596", "r602", "r623" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesComponentsOfLossBeforeIncomeTaxesDetails": { "order": null, "parentTag": null, "root": true, "weight": null }, "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10040.0, "parentTag": "us-gaap_NetIncomeLoss", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of income (loss) from continuing operations, including income (loss) from equity method investments, before deduction of income tax expense (benefit), and income (loss) attributable to noncontrolling interest.", "label": "Income Loss From Continuing Operations Before Income Taxes Extraordinary Items Noncontrolling Interest", "totalLabel": "Loss before income taxes" } } }, "localname": "IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesComponentsOfLossBeforeIncomeTaxesDetails", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesForeign": { "auth_ref": [ "r117", "r458" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesComponentsOfLossBeforeIncomeTaxesDetails": { "order": 10020.0, "parentTag": "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The portion of earnings or loss from continuing operations before income taxes that is attributable to foreign operations, which is defined as Income or Loss generated from operations located outside the entity's country of domicile.", "label": "Income Loss From Continuing Operations Before Income Taxes Foreign", "terseLabel": "Foreign" } } }, "localname": "IncomeLossFromContinuingOperationsBeforeIncomeTaxesForeign", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesComponentsOfLossBeforeIncomeTaxesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeStatementLocationAxis": { "auth_ref": [ "r279" ], "lang": { "en-us": { "role": { "documentation": "Information by location in the income statement.", "label": "Income Statement Location [Axis]", "terseLabel": "Income Statement Location" } } }, "localname": "IncomeStatementLocationAxis", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationSummaryOfStockBasedCompensationExpenseDetails" ], "xbrltype": "stringItemType" }, "us-gaap_IncomeStatementLocationDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Location in the income statement.", "label": "Income Statement Location [Domain]", "terseLabel": "Income Statement Location" } } }, "localname": "IncomeStatementLocationDomain", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationSummaryOfStockBasedCompensationExpenseDetails" ], "xbrltype": "domainItemType" }, "us-gaap_IncomeTaxAuthorityAxis": { "auth_ref": [ "r428" ], "lang": { "en-us": { "role": { "documentation": "Information by tax jurisdiction.", "label": "Income Tax Authority [Axis]", "terseLabel": "Income Tax Authority" } } }, "localname": "IncomeTaxAuthorityAxis", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_IncomeTaxAuthorityDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Agency, division or body classification that levies income taxes, examines tax returns for compliance, or grants exemptions from or makes other decisions pertaining to income taxes.", "label": "Income Tax Authority [Domain]", "terseLabel": "Income Tax Authority" } } }, "localname": "IncomeTaxAuthorityDomain", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_IncomeTaxDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Income Tax Disclosure [Abstract]" } } }, "localname": "IncomeTaxDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_IncomeTaxDisclosureTextBlock": { "auth_ref": [ "r426", "r433", "r439", "r453", "r459", "r461", "r462", "r464" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.", "label": "Income Tax Disclosure [Text Block]", "terseLabel": "Income Taxes" } } }, "localname": "IncomeTaxDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxes" ], "xbrltype": "textBlockItemType" }, "us-gaap_IncomeTaxExpenseBenefit": { "auth_ref": [ "r115", "r138", "r139", "r184", "r424", "r454", "r460", "r624" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesReconciliationOfProvisionForIncomeTaxesAtStatutoryRateAndProvisionBenefitForIncomeTaxesAtEffectiveTaxRateDetails": { "order": null, "parentTag": null, "root": true, "weight": null }, "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfProvisionForBenefitFromIncomeTaxesDetails": { "order": null, "parentTag": null, "root": true, "weight": null }, "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10050.0, "parentTag": "us-gaap_NetIncomeLoss", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.", "label": "Income Tax Expense Benefit", "negatedLabel": "Benefit from (provision for) income taxes", "totalLabel": "Total" } } }, "localname": "IncomeTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesReconciliationOfProvisionForIncomeTaxesAtStatutoryRateAndProvisionBenefitForIncomeTaxesAtEffectiveTaxRateDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfProvisionForBenefitFromIncomeTaxesDetails", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxExpenseBenefitContinuingOperationsIncomeTaxReconciliationAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Income Tax Expense Benefit Continuing Operations Income Tax Reconciliation [Abstract]", "terseLabel": "Increase (decrease) in tax resulting from:" } } }, "localname": "IncomeTaxExpenseBenefitContinuingOperationsIncomeTaxReconciliationAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesReconciliationOfProvisionForIncomeTaxesAtStatutoryRateAndProvisionBenefitForIncomeTaxesAtEffectiveTaxRateDetails" ], "xbrltype": "stringItemType" }, "us-gaap_IncomeTaxPolicyTextBlock": { "auth_ref": [ "r62", "r111", "r420", "r421", "r433", "r434", "r438", "r445", "r649" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for income taxes, which may include its accounting policies for recognizing and measuring deferred tax assets and liabilities and related valuation allowances, recognizing investment tax credits, operating loss carryforwards, tax credit carryforwards, and other carryforwards, methodologies for determining its effective income tax rate and the characterization of interest and penalties in the financial statements.", "label": "Income Tax Policy [Text Block]", "terseLabel": "Income Taxes" } } }, "localname": "IncomeTaxPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_IncomeTaxReconciliationChangeInDeferredTaxAssetsValuationAllowance": { "auth_ref": [ "r425" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesReconciliationOfProvisionForIncomeTaxesAtStatutoryRateAndProvisionBenefitForIncomeTaxesAtEffectiveTaxRateDetails": { "order": 10080.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to increase (decrease) in the valuation allowance for deferred tax assets.", "label": "Income Tax Reconciliation Change In Deferred Tax Assets Valuation Allowance", "terseLabel": "Change in valuation allowance" } } }, "localname": "IncomeTaxReconciliationChangeInDeferredTaxAssetsValuationAllowance", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesReconciliationOfProvisionForIncomeTaxesAtStatutoryRateAndProvisionBenefitForIncomeTaxesAtEffectiveTaxRateDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxReconciliationChangeInEnactedTaxRate": { "auth_ref": [ "r419", "r425" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesReconciliationOfProvisionForIncomeTaxesAtStatutoryRateAndProvisionBenefitForIncomeTaxesAtEffectiveTaxRateDetails": { "order": 10060.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations, attributable to increase (decrease) in the income tax rates.", "label": "Income Tax Reconciliation Change In Enacted Tax Rate", "terseLabel": "Tax rate change" } } }, "localname": "IncomeTaxReconciliationChangeInEnactedTaxRate", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesReconciliationOfProvisionForIncomeTaxesAtStatutoryRateAndProvisionBenefitForIncomeTaxesAtEffectiveTaxRateDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxReconciliationForeignIncomeTaxRateDifferential": { "auth_ref": [ "r425" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesReconciliationOfProvisionForIncomeTaxesAtStatutoryRateAndProvisionBenefitForIncomeTaxesAtEffectiveTaxRateDetails": { "order": 10050.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to foreign income tax expense (benefit).", "label": "Income Tax Reconciliation Foreign Income Tax Rate Differential", "terseLabel": "Foreign rate differential" } } }, "localname": "IncomeTaxReconciliationForeignIncomeTaxRateDifferential", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesReconciliationOfProvisionForIncomeTaxesAtStatutoryRateAndProvisionBenefitForIncomeTaxesAtEffectiveTaxRateDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxReconciliationIncomeTaxExpenseBenefitAtFederalStatutoryIncomeTaxRate": { "auth_ref": [ "r425" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesReconciliationOfProvisionForIncomeTaxesAtStatutoryRateAndProvisionBenefitForIncomeTaxesAtEffectiveTaxRateDetails": { "order": 10010.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The amount of income tax expense or benefit for the period computed by applying the domestic federal statutory tax rates to pretax income from continuing operations.", "label": "Income Tax Reconciliation Income Tax Expense Benefit At Federal Statutory Income Tax Rate", "terseLabel": "Income tax at federal statutory rate" } } }, "localname": "IncomeTaxReconciliationIncomeTaxExpenseBenefitAtFederalStatutoryIncomeTaxRate", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesReconciliationOfProvisionForIncomeTaxesAtStatutoryRateAndProvisionBenefitForIncomeTaxesAtEffectiveTaxRateDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxReconciliationNondeductibleExpense": { "auth_ref": [ "r425" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesReconciliationOfProvisionForIncomeTaxesAtStatutoryRateAndProvisionBenefitForIncomeTaxesAtEffectiveTaxRateDetails": { "order": 10030.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to nondeductible expenses.", "label": "Income Tax Reconciliation Nondeductible Expense", "terseLabel": "Nondeductible permanent items" } } }, "localname": "IncomeTaxReconciliationNondeductibleExpense", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesReconciliationOfProvisionForIncomeTaxesAtStatutoryRateAndProvisionBenefitForIncomeTaxesAtEffectiveTaxRateDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxReconciliationNondeductibleExpenseShareBasedCompensationCost": { "auth_ref": [ "r425" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesReconciliationOfProvisionForIncomeTaxesAtStatutoryRateAndProvisionBenefitForIncomeTaxesAtEffectiveTaxRateDetails": { "order": 10100.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of reported income tax expense (benefit) in excess of (less than) expected income tax expense (benefit) computed by applying domestic federal statutory income tax rate to pretax income (loss) from continuing operation, attributable to nondeductible expense for award under share-based payment arrangement. Includes, but is not limited to, expense determined to be nondeductible upon grant or after for award under share-based payment arrangement.", "label": "Income Tax Reconciliation Nondeductible Expense Share Based Compensation Cost", "terseLabel": "Nonqualified stock option and performance award windfall upon exercise" } } }, "localname": "IncomeTaxReconciliationNondeductibleExpenseShareBasedCompensationCost", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesReconciliationOfProvisionForIncomeTaxesAtStatutoryRateAndProvisionBenefitForIncomeTaxesAtEffectiveTaxRateDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxReconciliationOtherAdjustments": { "auth_ref": [ "r425" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesReconciliationOfProvisionForIncomeTaxesAtStatutoryRateAndProvisionBenefitForIncomeTaxesAtEffectiveTaxRateDetails": { "order": 10070.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to other adjustments.", "label": "Income Tax Reconciliation Other Adjustments", "terseLabel": "Adjustment to deferred taxes" } } }, "localname": "IncomeTaxReconciliationOtherAdjustments", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesReconciliationOfProvisionForIncomeTaxesAtStatutoryRateAndProvisionBenefitForIncomeTaxesAtEffectiveTaxRateDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxReconciliationOtherReconcilingItems": { "auth_ref": [ "r425" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesReconciliationOfProvisionForIncomeTaxesAtStatutoryRateAndProvisionBenefitForIncomeTaxesAtEffectiveTaxRateDetails": { "order": 10110.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to tax exempt income, equity in earnings (loss) of an unconsolidated subsidiary, minority noncontrolling interest income (loss), tax holiday, disposition of a business, disposition of an asset, repatriation of foreign earnings, repatriation of foreign earnings jobs creation act of 2004, increase (decrease) in enacted tax rate, prior year income taxes, increase (decrease) in deferred tax asset valuation allowance, and other adjustments.", "label": "Income Tax Reconciliation Other Reconciling Items", "terseLabel": "Other" } } }, "localname": "IncomeTaxReconciliationOtherReconcilingItems", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesReconciliationOfProvisionForIncomeTaxesAtStatutoryRateAndProvisionBenefitForIncomeTaxesAtEffectiveTaxRateDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxReconciliationStateAndLocalIncomeTaxes": { "auth_ref": [ "r425" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesReconciliationOfProvisionForIncomeTaxesAtStatutoryRateAndProvisionBenefitForIncomeTaxesAtEffectiveTaxRateDetails": { "order": 10020.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to state and local income tax expense (benefit).", "label": "Income Tax Reconciliation State And Local Income Taxes", "terseLabel": "State income tax expense, net of federal tax effect" } } }, "localname": "IncomeTaxReconciliationStateAndLocalIncomeTaxes", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesReconciliationOfProvisionForIncomeTaxesAtStatutoryRateAndProvisionBenefitForIncomeTaxesAtEffectiveTaxRateDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxReconciliationTaxContingencies": { "auth_ref": [ "r425" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesReconciliationOfProvisionForIncomeTaxesAtStatutoryRateAndProvisionBenefitForIncomeTaxesAtEffectiveTaxRateDetails": { "order": 10090.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to increase (decrease) in income tax contingencies. Including, but not limited to, domestic tax contingency, foreign tax contingency, state and local tax contingency, and other contingencies.", "label": "Income Tax Reconciliation Tax Contingencies", "terseLabel": "Uncertain tax positions" } } }, "localname": "IncomeTaxReconciliationTaxContingencies", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesReconciliationOfProvisionForIncomeTaxesAtStatutoryRateAndProvisionBenefitForIncomeTaxesAtEffectiveTaxRateDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxesPaidNet": { "auth_ref": [ "r104" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The amount of cash paid during the current period to foreign, federal, state, and local authorities as taxes on income, net of any cash received during the current period as refunds for the overpayment of taxes.", "label": "Income Taxes Paid Net", "terseLabel": "Taxes, net of refunds received" } } }, "localname": "IncomeTaxesPaidNet", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInAccountsPayable": { "auth_ref": [ "r99" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10370.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The increase (decrease) during the reporting period in the aggregate amount of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business.", "label": "Increase Decrease In Accounts Payable", "terseLabel": "Accounts payable" } } }, "localname": "IncreaseDecreaseInAccountsPayable", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInAccountsReceivable": { "auth_ref": [ "r99" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10330.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The increase (decrease) during the reporting period in amount due within one year (or one business cycle) from customers for the credit sale of goods and services.", "label": "Increase Decrease In Accounts Receivable", "negatedLabel": "Accounts receivable" } } }, "localname": "IncreaseDecreaseInAccountsReceivable", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInAccruedLiabilities": { "auth_ref": [ "r99" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10390.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The increase (decrease) during the reporting period in the aggregate amount of expenses incurred but not yet paid.", "label": "Increase Decrease In Accrued Liabilities", "terseLabel": "Accrued expenses" } } }, "localname": "IncreaseDecreaseInAccruedLiabilities", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInContractWithCustomerLiability": { "auth_ref": [ "r99" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10400.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) in obligation to transfer good or service to customer for which consideration has been received or is receivable.", "label": "Increase Decrease In Contract With Customer Liability", "terseLabel": "Deferred revenue" } } }, "localname": "IncreaseDecreaseInContractWithCustomerLiability", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInDeferredCharges": { "auth_ref": [ "r99" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10350.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The increase (decrease) during the reporting period in the value of expenditures made during the current reporting period for benefits that will be received over a period of years. Deferred charges differ from prepaid expenses in that they usually extend over a long period of time and may or may not be regularly recurring costs of operation.", "label": "Increase Decrease In Deferred Charges", "negatedLabel": "Deferred costs" } } }, "localname": "IncreaseDecreaseInDeferredCharges", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInEmployeeRelatedLiabilities": { "auth_ref": [ "r99" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10380.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The increase (decrease) during the reporting period in the aggregate amount of obligations related to services received from employees, such as accrued salaries and bonuses, payroll taxes and fringe benefits.", "label": "Increase Decrease In Employee Related Liabilities", "terseLabel": "Accrued payroll and employee related liabilities" } } }, "localname": "IncreaseDecreaseInEmployeeRelatedLiabilities", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInOperatingCapitalAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Increase Decrease In Operating Capital [Abstract]", "terseLabel": "Change in operating assets and liabilities:" } } }, "localname": "IncreaseDecreaseInOperatingCapitalAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "stringItemType" }, "us-gaap_IncreaseDecreaseInOtherOperatingAssets": { "auth_ref": [ "r99" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10360.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) in operating assets classified as other.", "label": "Increase Decrease In Other Operating Assets", "negatedLabel": "Other assets" } } }, "localname": "IncreaseDecreaseInOtherOperatingAssets", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInOtherOperatingLiabilities": { "auth_ref": [ "r99" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10410.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) in operating liabilities classified as other.", "label": "Increase Decrease In Other Operating Liabilities", "terseLabel": "Other liabilities" } } }, "localname": "IncreaseDecreaseInOtherOperatingLiabilities", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInPrepaidExpense": { "auth_ref": [ "r99" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10340.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The increase (decrease) during the reporting period in the amount of outstanding money paid in advance for goods or services that bring economic benefits for future periods.", "label": "Increase Decrease In Prepaid Expense", "negatedLabel": "Prepaid expenses" } } }, "localname": "IncreaseDecreaseInPrepaidExpense", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_InitialApplicationPeriodCumulativeEffectTransitionAxis": { "auth_ref": [ "r345" ], "lang": { "en-us": { "role": { "documentation": "Information about effect of transition method for cumulative effect in initial period of application.", "label": "Initial Application Period Cumulative Effect Transition [Axis]", "terseLabel": "Initial Application Period Cumulative Effect Transition" } } }, "localname": "InitialApplicationPeriodCumulativeEffectTransitionAxis", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfImpactOfAdoptionOfNewRevenueStandardOnConsolidatedBalanceSheetDetail" ], "xbrltype": "stringItemType" }, "us-gaap_InitialApplicationPeriodCumulativeEffectTransitionDomain": { "auth_ref": [ "r345" ], "lang": { "en-us": { "role": { "documentation": "Effect of transition method for cumulative effect in initial period of application.", "label": "Initial Application Period Cumulative Effect Transition [Domain]", "terseLabel": "Initial Application Period Cumulative Effect Transition" } } }, "localname": "InitialApplicationPeriodCumulativeEffectTransitionDomain", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfImpactOfAdoptionOfNewRevenueStandardOnConsolidatedBalanceSheetDetail" ], "xbrltype": "domainItemType" }, "us-gaap_IntangibleAssetsGrossExcludingGoodwill": { "auth_ref": [], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10240.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before accumulated amortization of intangible assets, excluding goodwill.", "label": "Intangible Assets Gross Excluding Goodwill", "terseLabel": "Intangible assets, net" } } }, "localname": "IntangibleAssetsGrossExcludingGoodwill", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_InterestExpense": { "auth_ref": [ "r64", "r182", "r536", "r539", "r601" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10090.0, "parentTag": "us-gaap_NonoperatingIncomeExpense", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of the cost of borrowed funds accounted for as interest expense.", "label": "Interest Expense", "negatedLabel": "Interest expense" } } }, "localname": "InterestExpense", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_InterestExpenseDebt": { "auth_ref": [ "r78", "r300" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of the cost of borrowed funds accounted for as interest expense for debt.", "label": "Interest Expense Debt", "totalLabel": "Total interest expense" } } }, "localname": "InterestExpenseDebt", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_InterestExpenseDebtExcludingAmortization": { "auth_ref": [ "r80" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesDetails": { "order": 10010.0, "parentTag": "us-gaap_InterestExpenseDebt", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Represents the portion of interest incurred in the period on debt arrangements that was charged against earnings, excluding amortization of debt discount (premium) and financing costs.", "label": "Interest Expense Debt Excluding Amortization", "terseLabel": "Interest expense" } } }, "localname": "InterestExpenseDebtExcludingAmortization", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_InterestIncomeAndInterestExpenseDisclosureTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of interest income and expense, including, but not limited to, interest income and expense from investments, loans, and securities.", "label": "Interest Income And Interest Expense Disclosure Table [Text Block]", "terseLabel": "Summary of Total Interest Expense Recognized Related To Convertible Senior Notes" } } }, "localname": "InterestIncomeAndInterestExpenseDisclosureTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_InterestPaidNet": { "auth_ref": [ "r93", "r96", "r104" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of cash paid for interest, excluding capitalized interest, classified as operating activity. Includes, but is not limited to, payment to settle zero-coupon bond for accreted interest of debt discount and debt instrument with insignificant coupon interest rate in relation to effective interest rate of borrowing attributable to accreted interest of debt discount.", "label": "Interest Paid Net", "terseLabel": "Interest" } } }, "localname": "InterestPaidNet", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_InternalUseSoftwarePolicy": { "auth_ref": [ "r111", "r266", "r271" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for costs incurred when both (1) the software is acquired, internally developed, or modified solely to meet the entity's internal needs, and (2) during the software's development or modification, no substantive plan exists or is being developed to market the software externally.", "label": "Internal Use Software Policy", "terseLabel": "Capitalized Software Development Costs" } } }, "localname": "InternalUseSoftwarePolicy", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_InvestmentIncomeInterest": { "auth_ref": [ "r76", "r181" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10080.0, "parentTag": "us-gaap_NonoperatingIncomeExpense", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount before accretion (amortization) of purchase discount (premium) of interest income on nonoperating securities.", "label": "Investment Income Interest", "terseLabel": "Interest income" } } }, "localname": "InvestmentIncomeInterest", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_InvestmentPolicyTextBlock": { "auth_ref": [ "r224", "r622" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for investment in financial asset.", "label": "Investment Policy [Text Block]", "terseLabel": "Short-Term Investments" } } }, "localname": "InvestmentPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_LeaseCost": { "auth_ref": [ "r562", "r564" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfComponentsOfLeaseExpenseDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of lease cost recognized by lessee for lease contract.", "label": "Lease Cost", "totalLabel": "Total lease expense" } } }, "localname": "LeaseCost", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfComponentsOfLeaseExpenseDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LeaseCostAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Lease Cost [Abstract]" } } }, "localname": "LeaseCostAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_LeaseCostTableTextBlock": { "auth_ref": [ "r562" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of lessee's lease cost. Includes, but is not limited to, interest expense for finance lease, amortization of right-of-use asset for finance lease, operating lease cost, short-term lease cost, variable lease cost and sublease income.", "label": "Lease Cost Table [Text Block]", "terseLabel": "Schedule of Components of Lease Expense" } } }, "localname": "LeaseCostTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_LeaseholdImprovementsMember": { "auth_ref": [ "r276" ], "lang": { "en-us": { "role": { "documentation": "Additions or improvements to assets held under a lease arrangement.", "label": "Leasehold Improvements [Member]", "terseLabel": "Leasehold Improvements" } } }, "localname": "LeaseholdImprovementsMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentParentheticalDetails" ], "xbrltype": "domainItemType" }, "us-gaap_LeasesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Leases [Abstract]" } } }, "localname": "LeasesAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_LesseeOperatingLeaseExistenceOfOptionToExtend": { "auth_ref": [ "r553" ], "lang": { "en-us": { "role": { "documentation": "Indicates (true false) whether lessee has option to extend operating lease.", "label": "Lessee Operating Lease Existence Of Option To Extend", "terseLabel": "Option to extend" } } }, "localname": "LesseeOperatingLeaseExistenceOfOptionToExtend", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesAdditionalInformationDetails" ], "xbrltype": "booleanItemType" }, "us-gaap_LesseeOperatingLeaseLeaseNotYetCommencedDescription": { "auth_ref": [ "r554" ], "lang": { "en-us": { "role": { "documentation": "Description of lessee's operating lease that has not yet commenced. Including, but not limited to, nature of involvement with construction or design of underlying asset for lease.", "label": "Lessee Operating Lease Lease Not Yet Commenced Description", "terseLabel": "Operating lease, not yet commenced, description" } } }, "localname": "LesseeOperatingLeaseLeaseNotYetCommencedDescription", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityMaturityTableTextBlock": { "auth_ref": [ "r563" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of undiscounted cash flows of lessee's operating lease liability. Includes, but is not limited to, reconciliation of undiscounted cash flows to operating lease liability recognized in statement of financial position.", "label": "Lessee Operating Lease Liability Maturity Table [Text Block]", "terseLabel": "Schedule of Maturities of Lease Liabilities" } } }, "localname": "LesseeOperatingLeaseLiabilityMaturityTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue": { "auth_ref": [ "r563" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails": { "order": null, "parentTag": null, "root": true, "weight": null }, "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails2": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payment for operating lease.", "label": "Lessee Operating Lease Liability Payments Due", "totalLabel": "Total undiscounted lease payments" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDue", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDueAfterYearFive": { "auth_ref": [ "r563" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails": { "order": 10060.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payment for operating lease due after fifth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Lessee Operating Lease Liability Payments Due After Year Five", "terseLabel": "Thereafter" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDueAfterYearFive", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDueNextTwelveMonths": { "auth_ref": [ "r563" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails": { "order": 10010.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payment for operating lease to be paid in next fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Lessee Operating Lease Liability Payments Due Next Twelve Months", "terseLabel": "2021" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDueNextTwelveMonths", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDueYearFive": { "auth_ref": [ "r563" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails": { "order": 10050.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payment for operating lease to be paid in fifth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Lessee Operating Lease Liability Payments Due Year Five", "terseLabel": "2025" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDueYearFive", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDueYearFour": { "auth_ref": [ "r563" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails": { "order": 10040.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payment for operating lease to be paid in fourth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Lessee Operating Lease Liability Payments Due Year Four", "terseLabel": "2024" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDueYearFour", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDueYearThree": { "auth_ref": [ "r563" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails": { "order": 10030.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payment for operating lease to be paid in third fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Lessee Operating Lease Liability Payments Due Year Three", "terseLabel": "2023" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDueYearThree", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDueYearTwo": { "auth_ref": [ "r563" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails": { "order": 10020.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payment for operating lease to be paid in second fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Lessee Operating Lease Liability Payments Due Year Two", "terseLabel": "2022" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDueYearTwo", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityUndiscountedExcessAmount": { "auth_ref": [ "r563" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails2": { "order": 10010.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payments in excess of discounted obligation for lease payments for operating lease.", "label": "Lessee Operating Lease Liability Undiscounted Excess Amount", "negatedLabel": "Less: imputed interest" } } }, "localname": "LesseeOperatingLeaseLiabilityUndiscountedExcessAmount", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseTermOfContract": { "auth_ref": [ "r553" ], "lang": { "en-us": { "role": { "documentation": "Term of lessee's operating lease, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.", "label": "Lessee Operating Lease Term Of Contract", "terseLabel": "Lease term" } } }, "localname": "LesseeOperatingLeaseTermOfContract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentParentheticalDetails" ], "xbrltype": "durationItemType" }, "us-gaap_LesseeOperatingLeasesTextBlock": { "auth_ref": [ "r565" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for operating leases of lessee. Includes, but is not limited to, description of operating lease and maturity analysis of operating lease liability.", "label": "Lessee Operating Leases [Text Block]", "terseLabel": "Leases" } } }, "localname": "LesseeOperatingLeasesTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeases" ], "xbrltype": "textBlockItemType" }, "us-gaap_Liabilities": { "auth_ref": [ "r38", "r114", "r196", "r225", "r493", "r498", "r499", "r524" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10010.0, "parentTag": "us-gaap_LiabilitiesAndStockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Sum of the carrying amounts as of the balance sheet date of all liabilities that are recognized. Liabilities are probable future sacrifices of economic benefits arising from present obligations of an entity to transfer assets or provide services to other entities in the future.", "label": "Liabilities", "totalLabel": "Total liabilities" } } }, "localname": "Liabilities", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_LiabilitiesAndStockholdersEquity": { "auth_ref": [ "r29", "r114", "r225", "r524", "r594", "r615" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of liabilities and equity items, including the portion of equity attributable to noncontrolling interests, if any.", "label": "Liabilities And Stockholders Equity", "totalLabel": "Total liabilities and stockholders\u2019 equity" } } }, "localname": "LiabilitiesAndStockholdersEquity", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_LiabilitiesAndStockholdersEquityAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Liabilities And Stockholders Equity [Abstract]", "terseLabel": "Liabilities and Stockholders\u2019 Equity" } } }, "localname": "LiabilitiesAndStockholdersEquityAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "stringItemType" }, "us-gaap_LiabilitiesCurrent": { "auth_ref": [ "r40", "r114", "r225", "r493", "r498", "r499", "r524" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10090.0, "parentTag": "us-gaap_Liabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Total obligations incurred as part of normal operations that are expected to be paid during the following twelve months or within one business cycle, if longer.", "label": "Liabilities Current", "totalLabel": "Total current liabilities" } } }, "localname": "LiabilitiesCurrent", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_LiabilitiesCurrentAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Liabilities Current [Abstract]", "terseLabel": "Current liabilities:" } } }, "localname": "LiabilitiesCurrentAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "stringItemType" }, "us-gaap_LiabilitiesFairValueDisclosure": { "auth_ref": [ "r504" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Fair value of financial and nonfinancial obligations.", "label": "Liabilities Fair Value Disclosure", "totalLabel": "Total financial liabilities" } } }, "localname": "LiabilitiesFairValueDisclosure", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LiabilitiesNoncurrentAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Liabilities Noncurrent [Abstract]", "terseLabel": "Long-term liabilities:" } } }, "localname": "LiabilitiesNoncurrentAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "stringItemType" }, "us-gaap_LongTermDebt": { "auth_ref": [ "r18", "r297", "r593", "r612" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfDebtObligationsDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount, after unamortized (discount) premium and debt issuance costs, of long-term debt. Includes, but not limited to, notes payable, bonds payable, debentures, mortgage loans and commercial paper. Excludes capital lease obligations.", "label": "Long Term Debt", "totalLabel": "Debt obligations, Total" } } }, "localname": "LongTermDebt", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfDebtObligationsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LongTermDebtMaturingInYearsFourAndFive": { "auth_ref": [ "r292" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfDebtObligationsDetails": { "order": 10030.0, "parentTag": "us-gaap_LongTermDebt", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of long-term debt payable, sinking fund requirement, and other securities issued that are redeemable by holder at fixed or determinable price and date, maturing in fourth and fifth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Long Term Debt Maturing In Years Four And Five", "terseLabel": "Debt obligations, 3 to 5 Years" } } }, "localname": "LongTermDebtMaturingInYearsFourAndFive", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfDebtObligationsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LongTermDebtMaturingInYearsTwoAndThree": { "auth_ref": [ "r292" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfDebtObligationsDetails": { "order": 10020.0, "parentTag": "us-gaap_LongTermDebt", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of long-term debt payable, sinking fund requirement, and other securities issued that are redeemable by holder at fixed or determinable price and date, maturing in second and third fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Long Term Debt Maturing In Years Two And Three", "terseLabel": "Debt obligations, 1 to 3 Years" } } }, "localname": "LongTermDebtMaturingInYearsTwoAndThree", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfDebtObligationsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LongTermDebtMaturitiesRepaymentsOfPrincipalAfterYearFive": { "auth_ref": [ "r120", "r292" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfDebtObligationsDetails": { "order": 10040.0, "parentTag": "us-gaap_LongTermDebt", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of long-term debt payable, sinking fund requirement, and other securities issued that are redeemable by holder at fixed or determinable price and date, maturing after fifth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Long Term Debt Maturities Repayments Of Principal After Year Five", "terseLabel": "Debt obligations, More than 5 Years" } } }, "localname": "LongTermDebtMaturitiesRepaymentsOfPrincipalAfterYearFive", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfDebtObligationsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LongTermDebtMaturitiesRepaymentsOfPrincipalInNextTwelveMonths": { "auth_ref": [ "r120", "r292" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfDebtObligationsDetails": { "order": 10010.0, "parentTag": "us-gaap_LongTermDebt", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of long-term debt payable, sinking fund requirement, and other securities issued that are redeemable by holder at fixed or determinable price and date, maturing in next fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Long Term Debt Maturities Repayments Of Principal In Next Twelve Months", "terseLabel": "Debt obligations, Less than 1 Year" } } }, "localname": "LongTermDebtMaturitiesRepaymentsOfPrincipalInNextTwelveMonths", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfDebtObligationsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_MoneyMarketFundsMember": { "auth_ref": [ "r351" ], "lang": { "en-us": { "role": { "documentation": "Fund that invests in short-term money-market instruments, for example, but not limited to, commercial paper, banker's acceptances, repurchase agreements, government securities, certificates of deposit, and other highly liquid securities.", "label": "Money Market Funds [Member]", "terseLabel": "Money Market Funds" } } }, "localname": "MoneyMarketFundsMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsSummaryOfFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetails" ], "xbrltype": "domainItemType" }, "us-gaap_NatureOfOperations": { "auth_ref": [ "r159", "r174" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for the nature of an entity's business, major products or services, principal markets including location, and the relative importance of its operations in each business and the basis for the determination, including but not limited to, assets, revenues, or earnings. For an entity that has not commenced principal operations, disclosures about the risks and uncertainties related to the activities in which the entity is currently engaged and an understanding of what those activities are being directed toward.", "label": "Nature Of Operations", "terseLabel": "Business and Nature of Operations" } } }, "localname": "NatureOfOperations", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessAndNatureOfOperations" ], "xbrltype": "textBlockItemType" }, "us-gaap_NetCashProvidedByUsedInFinancingActivities": { "auth_ref": [ "r95" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10030.0, "parentTag": "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseIncludingExchangeRateEffect", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash inflow (outflow) from financing activities, including discontinued operations. Financing activity cash flows include obtaining resources from owners and providing them with a return on, and a return of, their investment; borrowing money and repaying amounts borrowed, or settling the obligation; and obtaining and paying for other resources obtained from creditors on long-term credit.", "label": "Net Cash Provided By Used In Financing Activities", "totalLabel": "Net cash provided by financing activities" } } }, "localname": "NetCashProvidedByUsedInFinancingActivities", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_NetCashProvidedByUsedInFinancingActivitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Net Cash Provided By Used In Financing Activities [Abstract]", "terseLabel": "Cash flows from financing activities:" } } }, "localname": "NetCashProvidedByUsedInFinancingActivitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "stringItemType" }, "us-gaap_NetCashProvidedByUsedInInvestingActivities": { "auth_ref": [ "r95" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10020.0, "parentTag": "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseIncludingExchangeRateEffect", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash inflow (outflow) from investing activities, including discontinued operations. Investing activity cash flows include making and collecting loans and acquiring and disposing of debt or equity instruments and property, plant, and equipment and other productive assets.", "label": "Net Cash Provided By Used In Investing Activities", "totalLabel": "Net cash used in investing activities" } } }, "localname": "NetCashProvidedByUsedInInvestingActivities", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_NetCashProvidedByUsedInInvestingActivitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Net Cash Provided By Used In Investing Activities [Abstract]", "terseLabel": "Cash flows from investing activities:" } } }, "localname": "NetCashProvidedByUsedInInvestingActivitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "stringItemType" }, "us-gaap_NetCashProvidedByUsedInOperatingActivities": { "auth_ref": [ "r95", "r97", "r101" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10010.0, "parentTag": "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseIncludingExchangeRateEffect", "weight": 1.0 } }, "lang": { "en-us": { "role": { "documentation": "Amount of cash inflow (outflow) from operating activities, including discontinued operations. Operating activity cash flows include transactions, adjustments, and changes in value not defined as investing or financing activities.", "label": "Net Cash Provided By Used In Operating Activities", "totalLabel": "Net cash provided by operating activities" } } }, "localname": "NetCashProvidedByUsedInOperatingActivities", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_NetCashProvidedByUsedInOperatingActivitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Net Cash Provided By Used In Operating Activities [Abstract]", "terseLabel": "Cash flows from operating activities:" } } }, "localname": "NetCashProvidedByUsedInOperatingActivitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "stringItemType" }, "us-gaap_NetIncomeLoss": { "auth_ref": [ "r2", "r56", "r59", "r66", "r101", "r114", "r127", "r132", "r133", "r134", "r135", "r138", "r139", "r144", "r185", "r194", "r197", "r200", "r203", "r225", "r524", "r597", "r618" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10010.0, "parentTag": "us-gaap_ComprehensiveIncomeNetOfTax", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.", "label": "Net Income Loss", "totalLabel": "Net loss", "verboseLabel": "Net loss" } } }, "localname": "NetIncomeLoss", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "us-gaap_NewAccountingPronouncementsPolicyPolicyTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy pertaining to new accounting pronouncements that may impact the entity's financial reporting. Includes, but is not limited to, quantification of the expected or actual impact.", "label": "New Accounting Pronouncements Policy Policy [Text Block]", "terseLabel": "Recently Adopted Accounting Pronouncements" } } }, "localname": "NewAccountingPronouncementsPolicyPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_NonUsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Countries excluding the United States of America (US).", "label": "Non Us [Member]", "terseLabel": "International" } } }, "localname": "NonUsMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfRevenuesDisaggregatedByGeographyDetails" ], "xbrltype": "domainItemType" }, "us-gaap_NonoperatingIncomeExpense": { "auth_ref": [ "r77" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10070.0, "parentTag": "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The aggregate amount of income or expense from ancillary business-related activities (that is to say, excluding major activities considered part of the normal operations of the business).", "label": "Nonoperating Income Expense", "totalLabel": "Total other expense, net" } } }, "localname": "NonoperatingIncomeExpense", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_NonoperatingIncomeExpenseAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Nonoperating Income Expense [Abstract]", "terseLabel": "Other expense, net:" } } }, "localname": "NonoperatingIncomeExpenseAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "stringItemType" }, "us-gaap_NotesPayableFairValueDisclosure": { "auth_ref": [ "r37" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Fair value portion of notes payable.", "label": "Notes Payable Fair Value Disclosure", "terseLabel": "Convertible senior notes" } } }, "localname": "NotesPayableFairValueDisclosure", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfFairValueAndCarryingValueOfConvertibleSeniorNotesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_NumberOfOperatingSegments": { "auth_ref": [ "r176" ], "lang": { "en-us": { "role": { "documentation": "Number of operating segments. An operating segment is a component of an enterprise: (a) that engages in business activities from which it may earn revenues and incur expenses (including revenues and expenses relating to transactions with other components of the same enterprise), (b) whose operating results are regularly reviewed by the enterprise's chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance, and (c) for which discrete financial information is available. An operating segment may engage in business activities for which it has yet to earn revenues, for example, start-up operations may be operating segments before earning revenues.", "label": "Number Of Operating Segments", "terseLabel": "Number of operating segment" } } }, "localname": "NumberOfOperatingSegments", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSegmentInformationAdditionalInformationDetails" ], "xbrltype": "integerItemType" }, "us-gaap_OfficeEquipmentMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Tangible personal property used in an office setting. Examples include, but are not limited to, computers, copiers and fax machine.", "label": "Office Equipment [Member]", "terseLabel": "Office Computers" } } }, "localname": "OfficeEquipmentMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_OffsettingAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Offsetting [Abstract]" } } }, "localname": "OffsettingAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_OperatingExpenses": { "auth_ref": [], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10130.0, "parentTag": "us-gaap_OperatingIncomeLoss", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Generally recurring costs associated with normal operations except for the portion of these expenses which can be clearly related to production and included in cost of sales or services. Includes selling, general and administrative expense.", "label": "Operating Expenses", "totalLabel": "Total operating expenses" } } }, "localname": "OperatingExpenses", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingExpensesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Operating Expenses [Abstract]", "terseLabel": "Operating expenses:" } } }, "localname": "OperatingExpensesAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "stringItemType" }, "us-gaap_OperatingIncomeLoss": { "auth_ref": [ "r185", "r194", "r197", "r200", "r203" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10060.0, "parentTag": "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The net result for the period of deducting operating expenses from operating revenues.", "label": "Operating Income Loss", "totalLabel": "Operating loss" } } }, "localname": "OperatingIncomeLoss", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseCost": { "auth_ref": [ "r555", "r564" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfComponentsOfLeaseExpenseDetails": { "order": 10030.0, "parentTag": "us-gaap_OperatingLeaseExpense", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of single lease cost, calculated by allocation of remaining cost of lease over remaining lease term. Includes, but is not limited to, single lease cost, after impairment of right-of-use asset, calculated by amortization of remaining right-of-use asset and accretion of lease liability.", "label": "Operating Lease Cost", "terseLabel": "Operating lease expense" } } }, "localname": "OperatingLeaseCost", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfComponentsOfLeaseExpenseDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseExpense": { "auth_ref": [ "r551" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfComponentsOfLeaseExpenseDetails": { "order": 10010.0, "parentTag": "us-gaap_LeaseCost", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of operating lease expense. Excludes sublease income.", "label": "Operating Lease Expense", "terseLabel": "Operating lease expense", "totalLabel": "Total" } } }, "localname": "OperatingLeaseExpense", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfComponentsOfLeaseExpenseDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseLiabilitiesPaymentsDueAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Operating Lease Liabilities Payments Due [Abstract]" } } }, "localname": "OperatingLeaseLiabilitiesPaymentsDueAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_OperatingLeaseLiability": { "auth_ref": [ "r549" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails2": { "order": 10020.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 }, "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesSummaryOfAdditionalInformationRelatedToLeasesDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Present value of lessee's discounted obligation for lease payments from operating lease.", "label": "Operating Lease Liability", "terseLabel": "Lease, liability", "totalLabel": "Total lease liabilities", "verboseLabel": "Total lease liabilities" } } }, "localname": "OperatingLeaseLiability", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesSummaryOfAdditionalInformationRelatedToLeasesDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseLiabilityCurrent": { "auth_ref": [ "r549" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesSummaryOfAdditionalInformationRelatedToLeasesDetails": { "order": 10010.0, "parentTag": "us-gaap_OperatingLeaseLiability", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Present value of lessee's discounted obligation for lease payments from operating lease, classified as current.", "label": "Operating Lease Liability Current", "terseLabel": "Lease liabilities, current" } } }, "localname": "OperatingLeaseLiabilityCurrent", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesSummaryOfAdditionalInformationRelatedToLeasesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseLiabilityCurrentStatementOfFinancialPositionExtensibleList": { "auth_ref": [ "r550" ], "lang": { "en-us": { "role": { "documentation": "Indicates line item in statement of financial position that includes current operating lease liability.", "label": "Operating Lease Liability Current Statement Of Financial Position Extensible List", "terseLabel": "Operating Lease, Liability, Current, Statement of Financial Position [Extensible List]" } } }, "localname": "OperatingLeaseLiabilityCurrentStatementOfFinancialPositionExtensibleList", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesSummaryOfAdditionalInformationRelatedToLeasesDetails" ], "xbrltype": "extensibleListItemType" }, "us-gaap_OperatingLeaseLiabilityNoncurrent": { "auth_ref": [ "r549" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesSummaryOfAdditionalInformationRelatedToLeasesDetails": { "order": 10020.0, "parentTag": "us-gaap_OperatingLeaseLiability", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Present value of lessee's discounted obligation for lease payments from operating lease, classified as noncurrent.", "label": "Operating Lease Liability Noncurrent", "terseLabel": "Lease liabilities, non-current" } } }, "localname": "OperatingLeaseLiabilityNoncurrent", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesSummaryOfAdditionalInformationRelatedToLeasesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseLiabilityNoncurrentStatementOfFinancialPositionExtensibleList": { "auth_ref": [ "r550" ], "lang": { "en-us": { "role": { "documentation": "Indicates line item in statement of financial position that includes noncurrent operating lease liability.", "label": "Operating Lease Liability Noncurrent Statement Of Financial Position Extensible List", "terseLabel": "Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List]" } } }, "localname": "OperatingLeaseLiabilityNoncurrentStatementOfFinancialPositionExtensibleList", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesSummaryOfAdditionalInformationRelatedToLeasesDetails" ], "xbrltype": "extensibleListItemType" }, "us-gaap_OperatingLeasePayments": { "auth_ref": [ "r552", "r558" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of cash outflow from operating lease, excluding payments to bring another asset to condition and location necessary for its intended use.", "label": "Operating Lease Payments", "terseLabel": "Cash paid for amounts included in lease liabilities" } } }, "localname": "OperatingLeasePayments", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesSummaryOfAdditionalInformationRelatedToLeasesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseRightOfUseAsset": { "auth_ref": [ "r548" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's right to use underlying asset under operating lease.", "label": "Operating Lease Right Of Use Asset", "terseLabel": "ROU assets", "verboseLabel": "ROU assets" } } }, "localname": "OperatingLeaseRightOfUseAsset", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesSummaryOfAdditionalInformationRelatedToLeasesDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseWeightedAverageDiscountRatePercent": { "auth_ref": [ "r561", "r564" ], "lang": { "en-us": { "role": { "documentation": "Weighted average discount rate for operating lease calculated at point in time.", "label": "Operating Lease Weighted Average Discount Rate Percent", "terseLabel": "Weighted average discount rate" } } }, "localname": "OperatingLeaseWeightedAverageDiscountRatePercent", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesSummaryOfAdditionalInformationRelatedToLeasesDetails" ], "xbrltype": "percentItemType" }, "us-gaap_OperatingLeaseWeightedAverageRemainingLeaseTerm1": { "auth_ref": [ "r560", "r564" ], "lang": { "en-us": { "role": { "documentation": "Weighted average remaining lease term for operating lease, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.", "label": "Operating Lease Weighted Average Remaining Lease Term1", "terseLabel": "Weighted average remaining lease term" } } }, "localname": "OperatingLeaseWeightedAverageRemainingLeaseTerm1", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesSummaryOfAdditionalInformationRelatedToLeasesDetails" ], "xbrltype": "durationItemType" }, "us-gaap_OperatingLossCarryforwards": { "auth_ref": [ "r440" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of operating loss carryforward, before tax effects, available to reduce future taxable income under enacted tax laws.", "label": "Operating Loss Carryforwards", "terseLabel": "Net operating loss carryforwards" } } }, "localname": "OperatingLossCarryforwards", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLossCarryforwardsValuationAllowance": { "auth_ref": [ "r436" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The portion of the valuation allowance pertaining to the deferred tax asset representing potential future taxable deductions from net operating loss carryforwards for which it is more likely than not that a tax benefit will not be realized.", "label": "Operating Loss Carryforwards Valuation Allowance", "terseLabel": "Operating loss carryforwards, valuation allowance" } } }, "localname": "OperatingLossCarryforwardsValuationAllowance", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OrganizationConsolidationAndPresentationOfFinancialStatementsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Organization Consolidation And Presentation Of Financial Statements [Abstract]" } } }, "localname": "OrganizationConsolidationAndPresentationOfFinancialStatementsAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_OtherComprehensiveIncomeLossForeignCurrencyTransactionAndTranslationAdjustmentNetOfTax": { "auth_ref": [ "r50" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10030.0, "parentTag": "us-gaap_OtherComprehensiveIncomeLossNetOfTax", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount after tax and reclassification adjustments of gain (loss) on foreign currency translation adjustments, foreign currency transactions designated and effective as economic hedges of a net investment in a foreign entity and intra-entity foreign currency transactions that are of a long-term-investment nature.", "label": "Other Comprehensive Income Loss Foreign Currency Transaction And Translation Adjustment Net Of Tax", "terseLabel": "Foreign currency translation adjustment" } } }, "localname": "OtherComprehensiveIncomeLossForeignCurrencyTransactionAndTranslationAdjustmentNetOfTax", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherComprehensiveIncomeLossNetOfTax": { "auth_ref": [ "r57", "r60", "r63", "r67", "r303", "r527", "r532", "r533", "r598", "r619" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10020.0, "parentTag": "us-gaap_ComprehensiveIncomeNetOfTax", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount after tax and reclassification adjustments of other comprehensive income (loss).", "label": "Other Comprehensive Income Loss Net Of Tax", "totalLabel": "Total other comprehensive income (loss)", "verboseLabel": "Other comprehensive income (loss)" } } }, "localname": "OtherComprehensiveIncomeLossNetOfTax", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherComprehensiveIncomeLossNetOfTaxPortionAttributableToParentAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Other Comprehensive Income Loss Net Of Tax Portion Attributable To Parent [Abstract]", "terseLabel": "Other comprehensive income (loss):" } } }, "localname": "OtherComprehensiveIncomeLossNetOfTaxPortionAttributableToParentAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "stringItemType" }, "us-gaap_OtherLiabilitiesCurrent": { "auth_ref": [ "r10", "r11", "r39" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10190.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of liabilities classified as other, due within one year or the normal operating cycle, if longer.", "label": "Other Liabilities Current", "terseLabel": "Other current liabilities" } } }, "localname": "OtherLiabilitiesCurrent", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfImpactOfAdoptionOfNewRevenueStandardOnConsolidatedBalanceSheetDetail", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherLiabilitiesNoncurrent": { "auth_ref": [ "r44" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10130.0, "parentTag": "us-gaap_Liabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of liabilities classified as other, due after one year or the normal operating cycle, if longer.", "label": "Other Liabilities Noncurrent", "terseLabel": "Other long term liabilities" } } }, "localname": "OtherLiabilitiesNoncurrent", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherNoncashIncomeExpense": { "auth_ref": [ "r101" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10320.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of income (expense) included in net income that results in no cash inflow (outflow), classified as other.", "label": "Other Noncash Income Expense", "negatedLabel": "Other non-cash adjustments" } } }, "localname": "OtherNoncashIncomeExpense", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherNonoperatingIncomeExpense": { "auth_ref": [ "r79" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10110.0, "parentTag": "us-gaap_NonoperatingIncomeExpense", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of income (expense) related to nonoperating activities, classified as other.", "label": "Other Nonoperating Income Expense", "terseLabel": "Other expenses, net" } } }, "localname": "OtherNonoperatingIncomeExpense", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherNonoperatingIncomeExpenseMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Primary financial statement caption encompassing other nonoperating income (expense).", "label": "Other Nonoperating Income Expense [Member]", "terseLabel": "Other Expense, Net" } } }, "localname": "OtherNonoperatingIncomeExpenseMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_OverAllotmentOptionMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Right given to the underwriter to sell additional shares over the initial allotment.", "label": "Over Allotment Option [Member]", "verboseLabel": "Option to Purchase" } } }, "localname": "OverAllotmentOptionMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_PaymentForContingentConsiderationLiabilityFinancingActivities": { "auth_ref": [ "r91" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10120.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of cash outflow, not made soon after acquisition date of business combination, to settle contingent consideration liability up to amount recognized at acquisition date, including, but not limited to, measurement period adjustment and less amount paid soon after acquisition date.", "label": "Payment For Contingent Consideration Liability Financing Activities", "negatedLabel": "Payments of contingent consideration obligation" } } }, "localname": "PaymentForContingentConsiderationLiabilityFinancingActivities", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsForHedgeFinancingActivities": { "auth_ref": [ "r92", "r98" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10080.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cash outflow for a financial contract that meets the hedge criteria as either cash flow hedge, fair value hedge or hedge of net investment in foreign operations.", "label": "Payments For Hedge Financing Activities", "negatedLabel": "Purchase of convertible notes capped call hedge" } } }, "localname": "PaymentsForHedgeFinancingActivities", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsForProceedsFromTenantAllowance": { "auth_ref": [ "r81", "r84" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10170.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Net cash outflow or inflow from monetary allowance granted by the landlord to a tenant to entice tenant to move into landlords building which will enable the tenant to prepare the leased premises for tenants occupancy.", "label": "Payments For Proceeds From Tenant Allowance", "negatedLabel": "Proceeds from landlord reimbursement" } } }, "localname": "PaymentsForProceedsFromTenantAllowance", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsOfDebtIssuanceCosts": { "auth_ref": [ "r90" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10070.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cash outflow paid to third parties in connection with debt origination, which will be amortized over the remaining maturity period of the associated long-term debt.", "label": "Payments Of Debt Issuance Costs", "negatedLabel": "Payments of debt issuance costs" } } }, "localname": "PaymentsOfDebtIssuanceCosts", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsRelatedToTaxWithholdingForShareBasedCompensation": { "auth_ref": [ "r88" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10110.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of cash outflow to satisfy grantee's tax withholding obligation for award under share-based payment arrangement.", "label": "Payments Related To Tax Withholding For Share Based Compensation", "negatedLabel": "Restricted stock units withheld to settle employee tax withholding liability" } } }, "localname": "PaymentsRelatedToTaxWithholdingForShareBasedCompensation", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsToAcquireBusinessesGross": { "auth_ref": [ "r82", "r485" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cash outflow associated with the acquisition of business during the period. The cash portion only of the acquisition price.", "label": "Payments To Acquire Businesses Gross", "positiveLabel": "Total purchase price net of cash acquired", "verboseLabel": "Cash paid" } } }, "localname": "PaymentsToAcquireBusinessesGross", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSubsequentEventsAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsToAcquireBusinessesNetOfCashAcquired": { "auth_ref": [ "r82" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10180.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cash outflow associated with the acquisition of a business, net of the cash acquired from the purchase.", "label": "Payments To Acquire Businesses Net Of Cash Acquired", "negatedLabel": "Payments for acquisition of business, net of acquired cash", "positiveLabel": "Cash paid net of cash acquired", "terseLabel": "Cash consideration, net of cash acquired" } } }, "localname": "PaymentsToAcquireBusinessesNetOfCashAcquired", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSubsequentEventsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsToAcquireIntangibleAssets": { "auth_ref": [ "r83" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10220.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cash outflow to acquire asset without physical form usually arising from contractual or other legal rights, excluding goodwill.", "label": "Payments To Acquire Intangible Assets", "negatedLabel": "Purchase of intangibles" } } }, "localname": "PaymentsToAcquireIntangibleAssets", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsToAcquireShortTermInvestments": { "auth_ref": [ "r84" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10200.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cash outflow for securities or other assets acquired, which qualify for treatment as an investing activity and are to be liquidated, if necessary, within the current operating cycle. Includes cash flows from securities classified as trading securities that were acquired for reasons other than sale in the short-term.", "label": "Payments To Acquire Short Term Investments", "negatedLabel": "Purchase of short-term investments" } } }, "localname": "PaymentsToAcquireShortTermInvestments", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsToDevelopSoftware": { "auth_ref": [ "r83" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10190.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cash outflow associated with the development or modification of software programs or applications for internal use (that is, not to be sold, leased or otherwise marketed to others) that qualify for capitalization.", "label": "Payments To Develop Software", "negatedLabel": "Additions to capitalized software development costs" } } }, "localname": "PaymentsToDevelopSoftware", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_PlanNameAxis": { "auth_ref": [ "r369", "r399" ], "lang": { "en-us": { "role": { "documentation": "Information by plan name for share-based payment arrangement.", "label": "Plan Name [Axis]", "terseLabel": "Plan Name" } } }, "localname": "PlanNameAxis", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensation2016EmployeeStockPurchasePlanAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfAssumptionsUsedInDeterminingFairValueOfStockOptionGrantsAndSharesIssuableDetails" ], "xbrltype": "stringItemType" }, "us-gaap_PlanNameDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Plan name for share-based payment arrangement.", "label": "Plan Name [Domain]", "terseLabel": "Plan Name" } } }, "localname": "PlanNameDomain", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensation2016EmployeeStockPurchasePlanAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfAssumptionsUsedInDeterminingFairValueOfStockOptionGrantsAndSharesIssuableDetails" ], "xbrltype": "domainItemType" }, "us-gaap_PortionAtFairValueFairValueDisclosureMember": { "auth_ref": [ "r517" ], "lang": { "en-us": { "role": { "documentation": "Measured at fair value for financial reporting purposes.", "label": "Portion At Fair Value Fair Value Disclosure [Member]", "terseLabel": "Fair Value Disclosure Item Amounts [Default]" } } }, "localname": "PortionAtFairValueFairValueDisclosureMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfFairValueAndCarryingValueOfConvertibleSeniorNotesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_PostemploymentBenefitsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Postemployment Benefits [Abstract]" } } }, "localname": "PostemploymentBenefitsAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_PreferredStockParOrStatedValuePerShare": { "auth_ref": [ "r21" ], "lang": { "en-us": { "role": { "documentation": "Face amount or stated value per share of preferred stock nonredeemable or redeemable solely at the option of the issuer.", "label": "Preferred Stock Par Or Stated Value Per Share", "terseLabel": "Preferred stock, par value" } } }, "localname": "PreferredStockParOrStatedValuePerShare", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockholdersEquityAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical" ], "xbrltype": "perShareItemType" }, "us-gaap_PreferredStockSharesAuthorized": { "auth_ref": [ "r21" ], "lang": { "en-us": { "role": { "documentation": "The maximum number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) permitted to be issued by an entity's charter and bylaws.", "label": "Preferred Stock Shares Authorized", "terseLabel": "Preferred stock, shares authorized" } } }, "localname": "PreferredStockSharesAuthorized", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockholdersEquityAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical" ], "xbrltype": "sharesItemType" }, "us-gaap_PreferredStockSharesIssued": { "auth_ref": [ "r21" ], "lang": { "en-us": { "role": { "documentation": "Total number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) issued to shareholders (includes related preferred shares that were issued, repurchased, and remain in the treasury). May be all or portion of the number of preferred shares authorized. Excludes preferred shares that are classified as debt.", "label": "Preferred Stock Shares Issued", "terseLabel": "Preferred stock, shares issued" } } }, "localname": "PreferredStockSharesIssued", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical" ], "xbrltype": "sharesItemType" }, "us-gaap_PreferredStockSharesOutstanding": { "auth_ref": [ "r21" ], "lang": { "en-us": { "role": { "documentation": "Aggregate share number for all nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer) held by stockholders. Does not include preferred shares that have been repurchased.", "label": "Preferred Stock Shares Outstanding", "terseLabel": "Preferred stock, shares outstanding" } } }, "localname": "PreferredStockSharesOutstanding", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockholdersEquityAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheetsParenthetical" ], "xbrltype": "sharesItemType" }, "us-gaap_PreferredStockValue": { "auth_ref": [ "r21" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10040.0, "parentTag": "us-gaap_StockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Aggregate par or stated value of issued nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable preferred shares, par value and other disclosure concepts are in another section within stockholders' equity.", "label": "Preferred Stock Value", "terseLabel": "Preferred stock, par value $0.001, 10,000,000 shares authorized, no shares issued or outstanding as of December 31, 2020 and December 31, 2019, respectively" } } }, "localname": "PreferredStockValue", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_PrepaidExpenseCurrent": { "auth_ref": [ "r5", "r7", "r243", "r244" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10310.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of asset related to consideration paid in advance for costs that provide economic benefits within a future period of one year or the normal operating cycle, if longer.", "label": "Prepaid Expense Current", "terseLabel": "Prepaid expenses" } } }, "localname": "PrepaidExpenseCurrent", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_PrepaidExpenseNoncurrent": { "auth_ref": [ "r35" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10260.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Sum of the carrying amounts as of the balance sheet date of amounts paid in advance for expenses which will be charged against earnings in periods after one year or beyond the operating cycle, if longer.", "label": "Prepaid Expense Noncurrent", "terseLabel": "Prepaid expenses" } } }, "localname": "PrepaidExpenseNoncurrent", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsAndExcessTaxBenefitFromSharebasedCompensation": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The aggregate cash inflow comprised of the amount received from (a) employees to acquire the entity's shares under incentive awards, including stock option exercises and restricted stock arrangements, and (b) the excess tax benefit arising from such transactions.", "label": "Proceeds And Excess Tax Benefit From Sharebased Compensation", "terseLabel": "Excess tax benefits realized from stock options exercised" } } }, "localname": "ProceedsAndExcessTaxBenefitFromSharebasedCompensation", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationStockOptionsAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromHedgeFinancingActivities": { "auth_ref": [ "r87", "r98" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10100.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The cash inflow from a financial contract that meets the hedge criteria as either cash flow hedge, fair value hedge or hedge of net investment in foreign operations.", "label": "Proceeds From Hedge Financing Activities", "terseLabel": "Proceeds from termination of convertible notes capped call hedge" } } }, "localname": "ProceedsFromHedgeFinancingActivities", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromMaturitiesPrepaymentsAndCallsOfShorttermInvestments": { "auth_ref": [ "r81", "r84" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10210.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The cash inflow from maturities, prepayments, calls and collections of all investments, including securities and other assets, having ready marketability and intended by management to be liquidated, if necessary, within the current operating cycle. Includes cash flows from securities classified as trading securities that were acquired for reasons other than sale in the short-term.", "label": "Proceeds From Maturities Prepayments And Calls Of Shortterm Investments", "terseLabel": "Maturities of short-term investments" } } }, "localname": "ProceedsFromMaturitiesPrepaymentsAndCallsOfShorttermInvestments", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromNotesPayable": { "auth_ref": [ "r86" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10060.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The cash inflow from a borrowing supported by a written promise to pay an obligation.", "label": "Proceeds From Notes Payable", "terseLabel": "Proceeds from issuance of convertible notes" } } }, "localname": "ProceedsFromNotesPayable", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromPaymentsForOtherFinancingActivities": { "auth_ref": [ "r87", "r92", "r119" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10150.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash inflow (outflow) from financing activities classified as other.", "label": "Proceeds From Payments For Other Financing Activities", "terseLabel": "Other" } } }, "localname": "ProceedsFromPaymentsForOtherFinancingActivities", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromStockOptionsExercised": { "auth_ref": [ "r85", "r400" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10140.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash inflow from exercise of option under share-based payment arrangement.", "label": "Proceeds From Stock Options Exercised", "terseLabel": "Proceeds from stock option exercises", "verboseLabel": "Proceeds from option exercises" } } }, "localname": "ProceedsFromStockOptionsExercised", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationStockOptionsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromStockPlans": { "auth_ref": [ "r85" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10130.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The cash inflow associated with the amount received from the stock plan during the period.", "label": "Proceeds From Stock Plans", "terseLabel": "Proceeds from employee stock purchase plan" } } }, "localname": "ProceedsFromStockPlans", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProfitLoss": { "auth_ref": [ "r2", "r56", "r59", "r94", "r114", "r127", "r138", "r139", "r185", "r194", "r197", "r200", "r203", "r225", "r491", "r495", "r496", "r500", "r501", "r524", "r602" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10230.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.", "label": "Profit Loss", "terseLabel": "Net loss" } } }, "localname": "ProfitLoss", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_PropertyPlantAndEquipmentAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Property Plant And Equipment [Abstract]" } } }, "localname": "PropertyPlantAndEquipmentAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_PropertyPlantAndEquipmentByTypeAxis": { "auth_ref": [ "r34", "r278" ], "lang": { "en-us": { "role": { "documentation": "Information by type of long-lived, physical assets used to produce goods and services and not intended for resale.", "label": "Property Plant And Equipment By Type [Axis]", "terseLabel": "Long-Lived Tangible Asset" } } }, "localname": "PropertyPlantAndEquipmentByTypeAxis", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsSummaryOfCapitalizedSoftwareDevelopmentCostsDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentParentheticalDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_PropertyPlantAndEquipmentDisclosureTextBlock": { "auth_ref": [ "r281", "r651", "r652", "r653" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for long-lived, physical asset used in normal conduct of business and not intended for resale. Includes, but is not limited to, work of art, historical treasure, and similar asset classified as collections.", "label": "Property Plant And Equipment Disclosure [Text Block]", "terseLabel": "Property and Equipment" } } }, "localname": "PropertyPlantAndEquipmentDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipment" ], "xbrltype": "textBlockItemType" }, "us-gaap_PropertyPlantAndEquipmentGross": { "auth_ref": [ "r33", "r276" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentDetails": { "order": 10010.0, "parentTag": "us-gaap_PropertyPlantAndEquipmentNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before accumulated depreciation, depletion and amortization of physical assets used in the normal conduct of business and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, and furniture and fixtures.", "label": "Property Plant And Equipment Gross", "terseLabel": "Property and equipment, gross" } } }, "localname": "PropertyPlantAndEquipmentGross", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_PropertyPlantAndEquipmentLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Property Plant And Equipment [Line Items]", "terseLabel": "Property Plant And Equipment [Line Items]" } } }, "localname": "PropertyPlantAndEquipmentLineItems", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentParentheticalDetails" ], "xbrltype": "stringItemType" }, "us-gaap_PropertyPlantAndEquipmentMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Physical assets used in the normal conduct of business to produce goods and services and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, and furniture and fixtures.", "label": "Property Plant And Equipment [Member]", "terseLabel": "Property and Equipment" } } }, "localname": "PropertyPlantAndEquipmentMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGeographicConcentrationsAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_PropertyPlantAndEquipmentNet": { "auth_ref": [ "r13", "r14", "r278", "r616" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentDetails": { "order": null, "parentTag": null, "root": true, "weight": null }, "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10210.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount after accumulated depreciation, depletion and amortization of physical assets used in the normal conduct of business to produce goods and services and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, and furniture and fixtures.", "label": "Property Plant And Equipment Net", "terseLabel": "Property and equipment, net", "totalLabel": "Property and equipment, net" } } }, "localname": "PropertyPlantAndEquipmentNet", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentDetails", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_PropertyPlantAndEquipmentPolicyTextBlock": { "auth_ref": [ "r32", "r111", "r278", "r651", "r652" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for long-lived, physical asset used in normal conduct of business and not intended for resale. Includes, but is not limited to, work of art, historical treasure, and similar asset classified as collections.", "label": "Property Plant And Equipment Policy [Text Block]", "terseLabel": "Property and Equipment, Net" } } }, "localname": "PropertyPlantAndEquipmentPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_PropertyPlantAndEquipmentTextBlock": { "auth_ref": [ "r13", "r278" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, balances by class of assets, depreciation and depletion expense and method used, including composite depreciation, and accumulated deprecation.", "label": "Property Plant And Equipment [Text Block]", "terseLabel": "Schedule of Property and Equipment, Net" } } }, "localname": "PropertyPlantAndEquipmentTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_PropertyPlantAndEquipmentTypeDomain": { "auth_ref": [ "r13", "r276" ], "lang": { "en-us": { "role": { "documentation": "Listing of long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale. Examples include land, buildings, machinery and equipment, and other types of furniture and equipment including, but not limited to, office equipment, furniture and fixtures, and computer equipment and software.", "label": "Property Plant And Equipment Type [Domain]", "terseLabel": "Long-Lived Tangible Asset" } } }, "localname": "PropertyPlantAndEquipmentTypeDomain", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsSummaryOfCapitalizedSoftwareDevelopmentCostsDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentParentheticalDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_PropertyPlantAndEquipmentUsefulLife": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Useful life of long lived, physical assets used in the normal conduct of business and not intended for resale, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. Examples include, but not limited to, land, buildings, machinery and equipment, office equipment, furniture and fixtures, and computer equipment.", "label": "Property Plant And Equipment Useful Life", "terseLabel": "Property and equipment, useful life in years" } } }, "localname": "PropertyPlantAndEquipmentUsefulLife", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentParentheticalDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "durationItemType" }, "us-gaap_ProvisionForDoubtfulAccounts": { "auth_ref": [ "r71", "r239" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of expense (reversal of expense) for expected credit loss on accounts receivable.", "label": "Provision For Doubtful Accounts", "negatedLabel": "Provision for expected credit losses", "terseLabel": "Credit loss expense" } } }, "localname": "ProvisionForDoubtfulAccounts", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetScheduleOfChangesInAllowanceForCreditLossesForAccountsReceivableDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ReceivableTypeDomain": { "auth_ref": [ "r48" ], "lang": { "en-us": { "role": { "documentation": "Financing arrangement representing a contractual right to receive money either on demand or on fixed and determinable dates.", "label": "Receivable Type [Domain]", "terseLabel": "Receivable" } } }, "localname": "ReceivableTypeDomain", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ReceivablesPolicyTextBlock": { "auth_ref": [ "r111", "r216", "r220", "r221", "r222" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for receivable. Includes, but is not limited to, accounts receivable and financing receivable.", "label": "Receivables Policy [Text Block]", "terseLabel": "Accounts Receivable" } } }, "localname": "ReceivablesPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_ReconciliationOfUnrecognizedTaxBenefitsExcludingAmountsPertainingToExaminedTaxReturnsRollForward": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "A roll forward is a reconciliation of a concept from the beginning of a period to the end of a period.", "label": "Reconciliation Of Unrecognized Tax Benefits Excluding Amounts Pertaining To Examined Tax Returns Roll Forward", "terseLabel": "Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]" } } }, "localname": "ReconciliationOfUnrecognizedTaxBenefitsExcludingAmountsPertainingToExaminedTaxReturnsRollForward", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfChangesInUnrecognizedTaxBenefitsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_RepaymentsOfConvertibleDebt": { "auth_ref": [ "r89" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10090.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cash outflow from the repayment of a long-term debt instrument which can be exchanged for a specified amount of another security, typically the entity's common stock, at the option of the issuer or the holder.", "label": "Repayments Of Convertible Debt", "negatedLabel": "Repurchase of convertible notes" } } }, "localname": "RepaymentsOfConvertibleDebt", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_RepaymentsOfDebt": { "auth_ref": [ "r89" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cash outflow during the period from the repayment of aggregate short-term and long-term debt. Excludes payment of capital lease obligations.", "label": "Repayments Of Debt", "terseLabel": "Repayments of debt" } } }, "localname": "RepaymentsOfDebt", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ResearchAndDevelopmentAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Research And Development [Abstract]" } } }, "localname": "ResearchAndDevelopmentAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_ResearchAndDevelopmentExpense": { "auth_ref": [ "r416", "r665" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10150.0, "parentTag": "us-gaap_OperatingExpenses", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The aggregate costs incurred (1) in a planned search or critical investigation aimed at discovery of new knowledge with the hope that such knowledge will be useful in developing a new product or service, a new process or technique, or in bringing about a significant improvement to an existing product or process; or (2) to translate research findings or other knowledge into a plan or design for a new product or process or for a significant improvement to an existing product or process whether intended for sale or the entity's use, during the reporting period charged to research and development projects, including the costs of developing computer software up to the point in time of achieving technological feasibility, and costs allocated in accounting for a business combination to in-process projects deemed to have no alternative future use.", "label": "Research And Development Expense", "terseLabel": "Research and development" } } }, "localname": "ResearchAndDevelopmentExpense", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_ResearchAndDevelopmentExpenseMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Primary financial statement caption in which the reported facts about research and development expense have been included.", "label": "Research And Development Expense [Member]", "terseLabel": "Research and Development" } } }, "localname": "ResearchAndDevelopmentExpenseMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationSummaryOfStockBasedCompensationExpenseDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ResearchAndDevelopmentExpensePolicy": { "auth_ref": [ "r111", "r416" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for costs it has incurred (1) in a planned search or critical investigation aimed at discovery of new knowledge with the hope that such knowledge will be useful in developing a new product or service, a new process or technique, or in bringing about a significant improvement to an existing product or process; or (2) to translate research findings or other knowledge into a plan or design for a new product or process or for a significant improvement to an existing product or process.", "label": "Research And Development Expense Policy", "terseLabel": "Research and Development" } } }, "localname": "ResearchAndDevelopmentExpensePolicy", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_ResearchDevelopmentAndComputerSoftwareDisclosureTextBlock": { "auth_ref": [ "r667" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for research, development, and computer software activities, including contracts and arrangements to be performed for others and with federal government. Includes costs incurred (1) in a planned search or critical investigation aimed at discovery of new knowledge with the hope that such knowledge will be useful in developing a new product or service, a new process or technique, or in bringing about a significant improvement to an existing product or process; or (2) to translate research findings or other knowledge into a plan or design for a new product or process or for a significant improvement to an existing product or process whether intended for sale or the entity's use, during the reporting period charged to research and development projects, including the costs of developing computer software up to the point in time of achieving technological feasibility and in-process research and development acquired in a business combination consummated during the period.", "label": "Research Development And Computer Software Disclosure [Text Block]", "terseLabel": "Capitalized Software Development Costs" } } }, "localname": "ResearchDevelopmentAndComputerSoftwareDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCosts" ], "xbrltype": "textBlockItemType" }, "us-gaap_RestrictedCashCurrent": { "auth_ref": [ "r3", "r12", "r108" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10290.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash restricted as to withdrawal or usage, classified as current. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits.", "label": "Restricted Cash Current", "terseLabel": "Restricted cash" } } }, "localname": "RestrictedCashCurrent", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_RestrictedCashNoncurrent": { "auth_ref": [ "r9", "r15", "r108", "r648" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10250.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash restricted as to withdrawal or usage, classified as noncurrent. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits.", "label": "Restricted Cash Noncurrent", "terseLabel": "Restricted cash" } } }, "localname": "RestrictedCashNoncurrent", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_RestrictedStockMember": { "auth_ref": [ "r148" ], "lang": { "en-us": { "role": { "documentation": "Stock including a provision that prohibits sale or substantive sale of an equity instrument for a specified period of time or until specified performance conditions are met.", "label": "Restricted Stock [Member]", "terseLabel": "Restricted Stock Units" } } }, "localname": "RestrictedStockMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationRestrictedStockUnitsAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_RetainedEarningsAccumulatedDeficit": { "auth_ref": [ "r25", "r308", "r408", "r614", "r637", "r642" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10070.0, "parentTag": "us-gaap_StockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cumulative amount of the reporting entity's undistributed earnings or deficit.", "label": "Retained Earnings Accumulated Deficit", "terseLabel": "Accumulated deficit" } } }, "localname": "RetainedEarningsAccumulatedDeficit", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfImpactOfAdoptionOfNewRevenueStandardOnConsolidatedBalanceSheetDetail", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_RetainedEarningsMember": { "auth_ref": [ "r122", "r123", "r124", "r128", "r137", "r139", "r233", "r405", "r406", "r407", "r450", "r451", "r633", "r635" ], "lang": { "en-us": { "role": { "documentation": "The cumulative amount of the reporting entity's undistributed earnings or deficit.", "label": "Retained Earnings [Member]", "terseLabel": "Accumulated Deficit" } } }, "localname": "RetainedEarningsMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "domainItemType" }, "us-gaap_RevenueFromContractWithCustomerAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Revenue From Contract With Customer [Abstract]" } } }, "localname": "RevenueFromContractWithCustomerAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_RevenueFromContractWithCustomerExcludingAssessedTax": { "auth_ref": [ "r179", "r180", "r193", "r198", "r199", "r205", "r206", "r209", "r331", "r332", "r582" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10170.0, "parentTag": "us-gaap_GrossProfit", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.", "label": "Revenue From Contract With Customer Excluding Assessed Tax", "terseLabel": "Revenue" } } }, "localname": "RevenueFromContractWithCustomerExcludingAssessedTax", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfRevenuesDisaggregatedByGeographyDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfRevenuesDisaggregatedByRevenueSourceDetails", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_RevenueFromContractWithCustomerMember": { "auth_ref": [ "r168", "r209" ], "lang": { "en-us": { "role": { "documentation": "Revenue from satisfaction of performance obligation by transferring promised product and service to customer, when it serves as benchmark in concentration of risk calculation.", "label": "Revenue From Contract With Customer [Member]", "terseLabel": "Revenue" } } }, "localname": "RevenueFromContractWithCustomerMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_RevenueFromContractWithCustomerPolicyTextBlock": { "auth_ref": [ "r112", "r323", "r324", "r325", "r326", "r327", "r328", "r329", "r330", "r347" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for revenue from contract with customer.", "label": "Revenue From Contract With Customer Policy [Text Block]", "terseLabel": "Revenue Recognition" } } }, "localname": "RevenueFromContractWithCustomerPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_RevenueFromContractWithCustomerTextBlock": { "auth_ref": [ "r313", "r314", "r315", "r316", "r317", "r318", "r321", "r322", "r335", "r347" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.", "label": "Revenue From Contract With Customer [Text Block]", "terseLabel": "Revenue Recognition" } } }, "localname": "RevenueFromContractWithCustomerTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognition" ], "xbrltype": "textBlockItemType" }, "us-gaap_RevenueInitialApplicationPeriodCumulativeEffectTransitionLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Revenue Initial Application Period Cumulative Effect Transition [Line Items]", "terseLabel": "Revenue Initial Application Period Cumulative Effect Transition [Line Items]" } } }, "localname": "RevenueInitialApplicationPeriodCumulativeEffectTransitionLineItems", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfImpactOfAdoptionOfNewRevenueStandardOnConsolidatedBalanceSheetDetail" ], "xbrltype": "stringItemType" }, "us-gaap_RevenueInitialApplicationPeriodCumulativeEffectTransitionTable": { "auth_ref": [ "r345" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of information when using transition method for cumulative effect in initial period of application for revenue from contract with customer.", "label": "Revenue Initial Application Period Cumulative Effect Transition [Table]", "terseLabel": "Revenue Initial Application Period Cumulative Effect Transition [Table]" } } }, "localname": "RevenueInitialApplicationPeriodCumulativeEffectTransitionTable", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfImpactOfAdoptionOfNewRevenueStandardOnConsolidatedBalanceSheetDetail" ], "xbrltype": "stringItemType" }, "us-gaap_RevenueRecognitionAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Revenue Recognition [Abstract]" } } }, "localname": "RevenueRecognitionAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_RevenueRemainingPerformanceObligation": { "auth_ref": [ "r319" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of transaction price allocated to performance obligation that has not been recognized as revenue.", "label": "Revenue Remaining Performance Obligation", "terseLabel": "Revenue remaining performance obligation" } } }, "localname": "RevenueRemainingPerformanceObligation", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionRemainingPerformanceObligationsAdditionalInformationDetails1" ], "xbrltype": "monetaryItemType" }, "us-gaap_RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionPeriod1": { "auth_ref": [ "r320" ], "lang": { "en-us": { "role": { "documentation": "Period in which remaining performance obligation is expected to be recognized as revenue, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.", "label": "Revenue Remaining Performance Obligation Expected Timing Of Satisfaction Period1", "terseLabel": "Remaining performance obligation recognition period" } } }, "localname": "RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionPeriod1", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionRemainingPerformanceObligationsAdditionalInformationDetails1" ], "xbrltype": "durationItemType" }, "us-gaap_RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionStartDateAxis": { "auth_ref": [ "r320" ], "lang": { "en-us": { "role": { "documentation": "Start date of time band for expected timing of satisfaction of remaining performance obligation, in CCYY-MM-DD format.", "label": "Revenue Remaining Performance Obligation Expected Timing Of Satisfaction Start Date [Axis]", "terseLabel": "Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date" } } }, "localname": "RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionStartDateAxis", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionRemainingPerformanceObligationsAdditionalInformationDetails1" ], "xbrltype": "stringItemType" }, "us-gaap_RightOfUseAssetObtainedInExchangeForOperatingLeaseLiability": { "auth_ref": [ "r559", "r564" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of increase in right-of-use asset obtained in exchange for operating lease liability.", "label": "Right Of Use Asset Obtained In Exchange For Operating Lease Liability", "terseLabel": "ROU assets obtained in exchange for new lease obligations" } } }, "localname": "RightOfUseAssetObtainedInExchangeForOperatingLeaseLiability", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesSummaryOfAdditionalInformationRelatedToLeasesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_RisksAndUncertaintiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Risks And Uncertainties [Abstract]" } } }, "localname": "RisksAndUncertaintiesAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_SaleOfStockNameOfTransactionDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Sale of the entity's stock, including, but not limited to, initial public offering (IPO) and private placement.", "label": "Sale Of Stock Name Of Transaction [Domain]", "terseLabel": "Sale of Stock" } } }, "localname": "SaleOfStockNameOfTransactionDomain", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_SalesRevenueNetMember": { "auth_ref": [ "r168", "r209" ], "lang": { "en-us": { "role": { "documentation": "Revenue from sale of product and rendering of service and other sources of income, when it serves as benchmark in concentration of risk calculation.", "label": "Sales Revenue Net [Member]", "terseLabel": "Revenue" } } }, "localname": "SalesRevenueNetMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGeographicConcentrationsAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ScheduleOfAccountsNotesLoansAndFinancingReceivableTable": { "auth_ref": [ "r48" ], "lang": { "en-us": { "role": { "documentation": "Schedule itemizing specific types of trade accounts and notes receivable, and for each the gross carrying value, allowance, and net carrying value as of the balance sheet date. Presentation is categorized by current, noncurrent and unclassified receivables.", "label": "Schedule Of Accounts Notes Loans And Financing Receivable [Table]", "terseLabel": "Schedule Of Accounts Notes Loans And Financing Receivable [Table]" } } }, "localname": "ScheduleOfAccountsNotesLoansAndFinancingReceivableTable", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfAccountsNotesLoansAndFinancingReceivableTextBlock": { "auth_ref": [ "r48" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the various types of trade accounts and notes receivable and for each the gross carrying value, allowance, and net carrying value as of the balance sheet date. Presentation is categorized by current, noncurrent and unclassified receivables.", "label": "Schedule Of Accounts Notes Loans And Financing Receivable [Text Block]", "terseLabel": "Schedule of Accounts Receivable, Net" } } }, "localname": "ScheduleOfAccountsNotesLoansAndFinancingReceivableTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfAntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareTable": { "auth_ref": [ "r148" ], "lang": { "en-us": { "role": { "documentation": "Schedule for securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) in the future that were not included in the computation of diluted EPS because to do so would increase EPS amounts or decrease loss per share amounts for the period presented, by Antidilutive Securities.", "label": "Schedule Of Antidilutive Securities Excluded From Computation Of Earnings Per Share [Table]", "terseLabel": "Schedule Of Antidilutive Securities Excluded From Computation Of Earnings Per Share [Table]" } } }, "localname": "ScheduleOfAntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareTable", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBasicAndDilutedNetLossPerShareAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBasicAndDilutedNetLossPerShareScheduleOfCommonEquivalentSharesWereExcludedFromDilutedNetLossPerShareCalculationBecauseTheirInclusionWouldHaveBeenAntiDilutiveDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfAntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareTextBlock": { "auth_ref": [ "r148" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) in the future that were not included in the computation of diluted EPS because to do so would increase EPS amounts or decrease loss per share amounts for the period presented, by antidilutive securities.", "label": "Schedule Of Antidilutive Securities Excluded From Computation Of Earnings Per Share [Text Block]", "terseLabel": "Schedule of Common Equivalent Shares were Excluded from Diluted Net Loss Per Share Calculation because their Inclusion would have been Anti-Dilutive" } } }, "localname": "ScheduleOfAntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBasicAndDilutedNetLossPerShareTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfBusinessAcquisitionsByAcquisitionTable": { "auth_ref": [ "r470", "r471" ], "lang": { "en-us": { "role": { "documentation": "Schedule reflecting each material business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities.", "label": "Schedule Of Business Acquisitions By Acquisition [Table]", "terseLabel": "Schedule Of Business Acquisitions By Acquisition [Table]" } } }, "localname": "ScheduleOfBusinessAcquisitionsByAcquisitionTable", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfUnauditedProFormaResultsOfOperationsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfCarryingValuesAndEstimatedFairValuesOfDebtInstrumentsTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of information pertaining to carrying amount and estimated fair value of short-term and long-term debt instruments or arrangements, including but not limited to, identification of terms, features, and collateral requirements.", "label": "Schedule Of Carrying Values And Estimated Fair Values Of Debt Instruments Table [Text Block]", "terseLabel": "Summary of Fair Value and Carrying Value of Convertible Senior Notes" } } }, "localname": "ScheduleOfCarryingValuesAndEstimatedFairValuesOfDebtInstrumentsTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfComponentsOfIncomeTaxExpenseBenefitTableTextBlock": { "auth_ref": [ "r445" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the components of income tax expense attributable to continuing operations for each year presented including, but not limited to: current tax expense (benefit), deferred tax expense (benefit), investment tax credits, government grants, the benefits of operating loss carryforwards, tax expense that results from allocating certain tax benefits either directly to contributed capital or to reduce goodwill or other noncurrent intangible assets of an acquired entity, adjustments of a deferred tax liability or asset for enacted changes in tax laws or rates or a change in the tax status of the entity, and adjustments of the beginning-of-the-year balances of a valuation allowance because of a change in circumstances that causes a change in judgment about the realizability of the related deferred tax asset in future years.", "label": "Schedule Of Components Of Income Tax Expense Benefit Table [Text Block]", "terseLabel": "Schedule of Provision for (Benefit from) Income Taxes" } } }, "localname": "ScheduleOfComponentsOfIncomeTaxExpenseBenefitTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfDeferredTaxAssetsAndLiabilitiesTableTextBlock": { "auth_ref": [ "r437" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the components of net deferred tax asset or liability recognized in an entity's statement of financial position, including the following: the total of all deferred tax liabilities, the total of all deferred tax assets, the total valuation allowance recognized for deferred tax assets.", "label": "Schedule Of Deferred Tax Assets And Liabilities Table [Text Block]", "terseLabel": "Schedule of Net Deferred Tax Assets (Liabilities)" } } }, "localname": "ScheduleOfDeferredTaxAssetsAndLiabilitiesTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfEffectiveIncomeTaxRateReconciliationTableTextBlock": { "auth_ref": [ "r425" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the reconciliation using percentage or dollar amounts of the reported amount of income tax expense attributable to continuing operations for the year to the amount of income tax expense that would result from applying domestic federal statutory tax rates to pretax income from continuing operations.", "label": "Schedule Of Effective Income Tax Rate Reconciliation Table [Text Block]", "terseLabel": "Reconciliation of Provision for Income Taxes at Statutory Rate and Provision (Benefit) for Income Taxes at Effective Tax Rate" } } }, "localname": "ScheduleOfEffectiveIncomeTaxRateReconciliationTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfEmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsTable": { "auth_ref": [ "r368", "r395", "r410" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about amount recognized for award under share-based payment arrangement. Includes, but is not limited to, amount expensed in statement of income or comprehensive income, amount capitalized in statement of financial position, and corresponding reporting line item in financial statements.", "label": "Schedule Of Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Table]", "terseLabel": "Schedule Of Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Table]" } } }, "localname": "ScheduleOfEmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsTable", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationSummaryOfStockBasedCompensationExpenseDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfEmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsTextBlock": { "auth_ref": [ "r368", "r395", "r410" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of allocation of amount expensed and capitalized for award under share-based payment arrangement to statement of income or comprehensive income and statement of financial position. Includes, but is not limited to, corresponding line item in financial statement.", "label": "Schedule Of Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Text Block]", "terseLabel": "Summary of Stock-Based Compensation Expense" } } }, "localname": "ScheduleOfEmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfFairValueAssetsAndLiabilitiesMeasuredOnRecurringBasisTableTextBlock": { "auth_ref": [ "r504", "r505" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of assets and liabilities, including [financial] instruments measured at fair value that are classified in stockholders' equity, if any, that are measured at fair value on a recurring basis. The disclosures contemplated herein include the fair value measurements at the reporting date by the level within the fair value hierarchy in which the fair value measurements in their entirety fall, segregating fair value measurements using quoted prices in active markets for identical assets (Level 1), significant other observable inputs (Level 2), and significant unobservable inputs (Level 3).", "label": "Schedule Of Fair Value Assets And Liabilities Measured On Recurring Basis Table [Text Block]", "terseLabel": "Summary of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis" } } }, "localname": "ScheduleOfFairValueAssetsAndLiabilitiesMeasuredOnRecurringBasisTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureFairValueMeasurementsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfFiniteLivedIntangibleAssetsTable": { "auth_ref": [ "r257", "r261", "r583" ], "lang": { "en-us": { "role": { "documentation": "Schedule of assets, excluding financial assets and goodwill, lacking physical substance with a finite life.", "label": "Schedule Of Finite Lived Intangible Assets [Table]", "terseLabel": "Schedule Of Finite Lived Intangible Assets [Table]" } } }, "localname": "ScheduleOfFiniteLivedIntangibleAssetsTable", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfIntangibleAssetsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfFiniteLivedIntangibleAssetsTableTextBlock": { "auth_ref": [ "r257", "r261" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of assets, excluding financial assets and goodwill, lacking physical substance with a finite life, by either major class or business segment.", "label": "Schedule Of Finite Lived Intangible Assets Table [Text Block]", "terseLabel": "Schedule of Intangible Assets" } } }, "localname": "ScheduleOfFiniteLivedIntangibleAssetsTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfGoodwillTextBlock": { "auth_ref": [ "r253", "r255" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.", "label": "Schedule Of Goodwill [Text Block]", "terseLabel": "Schedule of Changes in Gross Carrying Amount of Goodwill" } } }, "localname": "ScheduleOfGoodwillTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfIncomeBeforeIncomeTaxDomesticAndForeignTableTextBlock": { "auth_ref": [ "r117" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of income before income tax between domestic and foreign jurisdictions.", "label": "Schedule Of Income Before Income Tax Domestic And Foreign Table [Text Block]", "terseLabel": "Components of Loss before Income Taxes" } } }, "localname": "ScheduleOfIncomeBeforeIncomeTaxDomesticAndForeignTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfNewAccountingPronouncementsAndChangesInAccountingPrinciplesTextBlock": { "auth_ref": [ "r131", "r134", "r156", "r157" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of changes in accounting principles, including adoption of new accounting pronouncements, that describes the new methods, amount and effects on financial statement line items.", "label": "Schedule Of New Accounting Pronouncements And Changes In Accounting Principles [Text Block]", "terseLabel": "Impact of Adoption of New Accounting Standard on Financial Statements" } } }, "localname": "ScheduleOfNewAccountingPronouncementsAndChangesInAccountingPrinciplesTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfNonvestedRestrictedStockUnitsActivityTableTextBlock": { "auth_ref": [ "r379" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the changes in outstanding nonvested restricted stock units.", "label": "Schedule Of Nonvested Restricted Stock Units Activity Table [Text Block]", "terseLabel": "Summary of RSU and PSU Activity" } } }, "localname": "ScheduleOfNonvestedRestrictedStockUnitsActivityTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfPropertyPlantAndEquipmentTable": { "auth_ref": [ "r34", "r278" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, balances by class of assets, depreciation and depletion expense and method used, including composite depreciation, and accumulated deprecation.", "label": "Schedule Of Property Plant And Equipment [Table]", "terseLabel": "Schedule Of Property Plant And Equipment [Table]" } } }, "localname": "ScheduleOfPropertyPlantAndEquipmentTable", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosurePropertyAndEquipmentScheduleOfPropertyAndEquipmentParentheticalDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfRecognizedIdentifiedAssetsAcquiredAndLiabilitiesAssumedTableTextBlock": { "auth_ref": [ "r474" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the amounts recognized as of the acquisition date for each major class of assets acquired and liabilities assumed. May include but not limited to the following: (a) acquired receivables; (b) contingencies recognized at the acquisition date; and (c) the fair value of noncontrolling interests in the acquiree.", "label": "Schedule Of Recognized Identified Assets Acquired And Liabilities Assumed Table [Text Block]", "terseLabel": "Summary of Allocation of Purchase Consideration and Estimated Values of Assets Acquired and Liabilities Assumed" } } }, "localname": "ScheduleOfRecognizedIdentifiedAssetsAcquiredAndLiabilitiesAssumedTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingTableTextBlock": { "auth_ref": [ "r387" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of number, weighted-average exercise price or conversion ratio, aggregate intrinsic value, and weighted-average remaining contractual term for outstanding options that are fully vested and expected to vest. Includes, but is not limited to, unvested options for which requisite service period has not been rendered but that are expected to vest based on achievement of performance condition, if forfeitures are recognized when they occur.", "label": "Schedule Of Share Based Compensation Arrangement By Share Based Payment Award Options Vested And Expected To Vest Outstanding Table [Text Block]", "terseLabel": "Schedule of Vested and Nonvested Stock Option Activity" } } }, "localname": "ScheduleOfShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfShareBasedCompensationArrangementsByShareBasedPaymentAwardTable": { "auth_ref": [ "r369", "r399" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about share-based payment arrangement.", "label": "Schedule Of Share Based Compensation Arrangements By Share Based Payment Award [Table]", "terseLabel": "Schedule Of Share Based Compensation Arrangements By Share Based Payment Award [Table]" } } }, "localname": "ScheduleOfShareBasedCompensationArrangementsByShareBasedPaymentAwardTable", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensation2016EmployeeStockPurchasePlanAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationMarketBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationPerformanceBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfAssumptionsUsedInDeterminingFairValueOfStockOptionGrantsAndSharesIssuableDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationStockOptionsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationSummaryOfRSUAndPSUActivityDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfShareBasedCompensationStockOptionsActivityTableTextBlock": { "auth_ref": [ "r374", "r383", "r386" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure for stock option plans. Includes, but is not limited to, outstanding awards at beginning and end of year, grants, exercises, forfeitures, and weighted-average grant date fair value.", "label": "Schedule Of Share Based Compensation Stock Options Activity Table [Text Block]", "terseLabel": "Schedule of Stock Option Activity" } } }, "localname": "ScheduleOfShareBasedCompensationStockOptionsActivityTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfShareBasedPaymentAwardStockOptionsValuationAssumptionsTableTextBlock": { "auth_ref": [ "r389" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the significant assumptions used during the year to estimate the fair value of stock options, including, but not limited to: (a) expected term of share options and similar instruments, (b) expected volatility of the entity's shares, (c) expected dividends, (d) risk-free rate(s), and (e) discount for post-vesting restrictions.", "label": "Schedule Of Share Based Payment Award Stock Options Valuation Assumptions Table [Text Block]", "terseLabel": "Schedule of Assumptions Used in Determining Fair Value of Stock Option Grants and Shares Issuable" } } }, "localname": "ScheduleOfShareBasedPaymentAwardStockOptionsValuationAssumptionsTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfUnrecognizedTaxBenefitsRollForwardTableTextBlock": { "auth_ref": [ "r432", "r446" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the change in unrecognized tax benefits.", "label": "Schedule Of Unrecognized Tax Benefits Roll Forward Table [Text Block]", "terseLabel": "Schedule of Changes in Unrecognized Tax Benefits" } } }, "localname": "ScheduleOfUnrecognizedTaxBenefitsRollForwardTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleofFiniteLivedIntangibleAssetsFutureAmortizationExpenseTableTextBlock": { "auth_ref": [ "r261" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the amount of amortization expense expected to be recorded in succeeding fiscal years for finite-lived intangible assets.", "label": "Scheduleof Finite Lived Intangible Assets Future Amortization Expense Table [Text Block]", "terseLabel": "Schedule of Expected Amortization of Intangible Assets" } } }, "localname": "ScheduleofFiniteLivedIntangibleAssetsFutureAmortizationExpenseTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_SegmentReportingAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Segment Reporting [Abstract]" } } }, "localname": "SegmentReportingAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_SegmentReportingDisclosureTextBlock": { "auth_ref": [ "r175", "r177", "r178", "r185", "r186", "r197", "r201", "r202", "r203", "r204", "r205", "r208", "r209", "r210" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.", "label": "Segment Reporting Disclosure [Text Block]", "terseLabel": "Segment Information" } } }, "localname": "SegmentReportingDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSegmentInformation" ], "xbrltype": "textBlockItemType" }, "us-gaap_SegmentReportingPolicyPolicyTextBlock": { "auth_ref": [ "r111", "r187", "r188", "r189", "r190", "r191", "r192", "r206" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for segment reporting.", "label": "Segment Reporting Policy Policy [Text Block]", "terseLabel": "Segment Information" } } }, "localname": "SegmentReportingPolicyPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_SellingAndMarketingExpense": { "auth_ref": [], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss": { "order": 10140.0, "parentTag": "us-gaap_OperatingExpenses", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The aggregate total amount of expenses directly related to the marketing or selling of products or services.", "label": "Selling And Marketing Expense", "terseLabel": "Sales and marketing" } } }, "localname": "SellingAndMarketingExpense", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "monetaryItemType" }, "us-gaap_SellingAndMarketingExpenseMember": { "auth_ref": [ "r70" ], "lang": { "en-us": { "role": { "documentation": "Primary financial statement caption encompassing selling and marketing expense.", "label": "Selling And Marketing Expense [Member]", "terseLabel": "Sales and Marketing" } } }, "localname": "SellingAndMarketingExpenseMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationSummaryOfStockBasedCompensationExpenseDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ShareBasedCompensation": { "auth_ref": [ "r99" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows": { "order": 10300.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of noncash expense for share-based payment arrangement.", "label": "Share Based Compensation", "terseLabel": "Stock-based compensation" } } }, "localname": "ShareBasedCompensation", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardAwardVestingPeriod1": { "auth_ref": [ "r370" ], "lang": { "en-us": { "role": { "documentation": "Period over which grantee's right to exercise award under share-based payment arrangement is no longer contingent on satisfaction of service or performance condition, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days. Includes, but is not limited to, combination of market, performance or service condition.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Award Vesting Period1", "terseLabel": "Stock options vesting period" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardAwardVestingPeriod1", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationStockOptionsAdditionalInformationDetails" ], "xbrltype": "durationItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardDiscountFromMarketPriceOfferingDate": { "auth_ref": [ "r399" ], "lang": { "en-us": { "role": { "documentation": "Discount rate from fair value on offering date that participants pay for shares.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Discount From Market Price Offering Date", "terseLabel": "Purchase price, discount percentage" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardDiscountFromMarketPriceOfferingDate", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensation2016EmployeeStockPurchasePlanAdditionalInformationDetails" ], "xbrltype": "percentItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsForfeitedInPeriod": { "auth_ref": [ "r378" ], "lang": { "en-us": { "role": { "documentation": "The number of equity-based payment instruments, excluding stock (or unit) options, that were forfeited during the reporting period.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Forfeited In Period", "negatedLabel": "Number of Shares, Forfeited" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsForfeitedInPeriod", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationSummaryOfRSUAndPSUActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriod": { "auth_ref": [ "r381" ], "lang": { "en-us": { "role": { "documentation": "The number of grants made during the period on other than stock (or unit) option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, performance target plan).", "label": "Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Grants In Period", "terseLabel": "Share-based compensation, number of stock unit grants in period", "verboseLabel": "Number of Shares, Granted" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriod", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationMarketBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationPerformanceBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationSummaryOfRSUAndPSUActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriodWeightedAverageGrantDateFairValue": { "auth_ref": [ "r381" ], "lang": { "en-us": { "role": { "documentation": "The weighted average fair value at grant date for nonvested equity-based awards issued during the period on other than stock (or unit) option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, performance target plan).", "label": "Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Grants In Period Weighted Average Grant Date Fair Value", "terseLabel": "Weighted-average grant date fair values of units granted" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriodWeightedAverageGrantDateFairValue", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationPerformanceBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationRestrictedStockUnitsAdditionalInformationDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedNumber": { "auth_ref": [ "r380" ], "lang": { "en-us": { "role": { "documentation": "The number of non-vested equity-based payment instruments, excluding stock (or unit) options, that validly exist and are outstanding as of the balance sheet date.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Nonvested Number", "periodEndLabel": "Number of Shares, Outstanding, Ending Balance", "periodStartLabel": "Number of Shares, Outstanding, Beginning Balance" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedNumber", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationSummaryOfRSUAndPSUActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsVestedInPeriod": { "auth_ref": [ "r382" ], "lang": { "en-us": { "role": { "documentation": "The number of equity-based payment instruments, excluding stock (or unit) options, that vested during the reporting period.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Vested In Period", "negatedLabel": "Number of Shares, Vested", "terseLabel": "Number of stock units vested" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsVestedInPeriod", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationPerformanceBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationSummaryOfRSUAndPSUActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsVestedInPeriodTotalFairValue": { "auth_ref": [ "r385" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Fair value of share-based awards for which the grantee gained the right by satisfying service and performance requirements, to receive or retain shares or units, other instruments, or cash.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Vested In Period Total Fair Value", "terseLabel": "Fair values of stock units" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsVestedInPeriodTotalFairValue", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationRestrictedStockUnitsAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedDividendRate": { "auth_ref": [ "r392" ], "lang": { "en-us": { "role": { "documentation": "The estimated dividend rate (a percentage of the share price) to be paid (expected dividends) to holders of the underlying shares over the option's term.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Expected Dividend Rate", "terseLabel": "Dividend rate" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedDividendRate", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationMarketBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfAssumptionsUsedInDeterminingFairValueOfStockOptionGrantsAndSharesIssuableDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfAssumptionsUsedInDeterminingFairValueOfStockOptionGrantsAndSharesIssuableParentheticalDetails" ], "xbrltype": "percentItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedVolatilityRate": { "auth_ref": [ "r391" ], "lang": { "en-us": { "role": { "documentation": "The estimated measure of the percentage by which a share price is expected to fluctuate during a period. Volatility also may be defined as a probability-weighted measure of the dispersion of returns about the mean. The volatility of a share price is the standard deviation of the continuously compounded rates of return on the share over a specified period. That is the same as the standard deviation of the differences in the natural logarithms of the stock prices plus dividends, if any, over the period.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Expected Volatility Rate", "terseLabel": "Expected volatility" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedVolatilityRate", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfAssumptionsUsedInDeterminingFairValueOfStockOptionGrantsAndSharesIssuableDetails" ], "xbrltype": "percentItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedVolatilityRateMaximum": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The estimated measure of the maximum percentage by which a share price is expected to fluctuate during a period. Volatility also may be defined as a probability-weighted measure of the dispersion of returns about the mean. The volatility of a share price is the standard deviation of the continuously compounded rates of return on the share over a specified period. That is the same as the standard deviation of the differences in the natural logarithms of the stock prices plus dividends, if any, over the period.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Expected Volatility Rate Maximum", "terseLabel": "Expected volatility, maximum" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedVolatilityRateMaximum", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationMarketBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfAssumptionsUsedInDeterminingFairValueOfStockOptionGrantsAndSharesIssuableDetails" ], "xbrltype": "percentItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedVolatilityRateMinimum": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The estimated measure of the minimum percentage by which a share price is expected to fluctuate during a period. Volatility also may be defined as a probability-weighted measure of the dispersion of returns about the mean. The volatility of a share price is the standard deviation of the continuously compounded rates of return on the share over a specified period. That is the same as the standard deviation of the differences in the natural logarithms of the stock prices plus dividends, if any, over the period.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Expected Volatility Rate Minimum", "terseLabel": "Expected volatility, minimum" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedVolatilityRateMinimum", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationMarketBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfAssumptionsUsedInDeterminingFairValueOfStockOptionGrantsAndSharesIssuableDetails" ], "xbrltype": "percentItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsRiskFreeInterestRate": { "auth_ref": [ "r393" ], "lang": { "en-us": { "role": { "documentation": "The risk-free interest rate assumption that is used in valuing an option on its own shares.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Risk Free Interest Rate", "terseLabel": "Risk-free interest rate" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsRiskFreeInterestRate", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfAssumptionsUsedInDeterminingFairValueOfStockOptionGrantsAndSharesIssuableDetails" ], "xbrltype": "percentItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsRiskFreeInterestRateMaximum": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The maximum risk-free interest rate assumption that is used in valuing an option on its own shares.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Risk Free Interest Rate Maximum", "terseLabel": "Risk-free interest rate, maximum" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsRiskFreeInterestRateMaximum", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationMarketBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfAssumptionsUsedInDeterminingFairValueOfStockOptionGrantsAndSharesIssuableDetails" ], "xbrltype": "percentItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsRiskFreeInterestRateMinimum": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The minimum risk-free interest rate assumption that is used in valuing an option on its own shares.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Risk Free Interest Rate Minimum", "terseLabel": "Risk-free interest rate, minimum" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsRiskFreeInterestRateMinimum", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationMarketBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfAssumptionsUsedInDeterminingFairValueOfStockOptionGrantsAndSharesIssuableDetails" ], "xbrltype": "percentItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Share Based Compensation Arrangement By Share Based Payment Award [Line Items]", "terseLabel": "Share Based Compensation Arrangement By Share Based Payment Award [Line Items]" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardLineItems", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensation2016EmployeeStockPurchasePlanAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationMarketBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationPerformanceBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfAssumptionsUsedInDeterminingFairValueOfStockOptionGrantsAndSharesIssuableDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationStockOptionsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationSummaryOfRSUAndPSUActivityDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExercisesInPeriodTotalIntrinsicValue": { "auth_ref": [ "r385" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of accumulated difference between fair value of underlying shares on dates of exercise and exercise price on options exercised (or share units converted) into shares.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Options Exercises In Period Total Intrinsic Value", "terseLabel": "Intrinsic value of options exercised" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExercisesInPeriodTotalIntrinsicValue", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationStockOptionsAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsForfeituresInPeriod": { "auth_ref": [ "r378" ], "lang": { "en-us": { "role": { "documentation": "The number of shares under options that were cancelled during the reporting period as a result of occurrence of a terminating event specified in contractual agreements pertaining to the stock option plan.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Options Forfeitures In Period", "negatedLabel": "Stock options outstanding, Forfeited" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsForfeituresInPeriod", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfStockOptionActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriodGross": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Gross number of share options (or share units) granted during the period.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Options Grants In Period Gross", "terseLabel": "Stock options granted" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriodGross", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationStockOptionsAdditionalInformationDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriodWeightedAverageGrantDateFairValue": { "auth_ref": [ "r384" ], "lang": { "en-us": { "role": { "documentation": "The weighted average grant-date fair value of options granted during the reporting period as calculated by applying the disclosed option pricing methodology.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Options Grants In Period Weighted Average Grant Date Fair Value", "terseLabel": "Weighted-average grant-date fair value per share of options granted" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriodWeightedAverageGrantDateFairValue", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationStockOptionsAdditionalInformationDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingIntrinsicValue": { "auth_ref": [ "r399" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount by which the current fair value of the underlying stock exceeds the exercise price of options outstanding.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Options Outstanding Intrinsic Value", "terseLabel": "Intrinsic value of all outstanding options" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingIntrinsicValue", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationStockOptionsAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingNumber": { "auth_ref": [ "r376", "r399" ], "lang": { "en-us": { "role": { "documentation": "Number of options outstanding, including both vested and non-vested options.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Options Outstanding Number", "periodEndLabel": "Stock options outstanding, Ending Balance", "periodStartLabel": "Stock options outstanding, Beginning Balance", "verboseLabel": "Outstanding, Number of shares" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingNumber", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfStockOptionActivityDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfStockOptionsOutstandingVestedAndExpectedToVestAndExercisableDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingWeightedAverageExercisePrice": { "auth_ref": [ "r375" ], "lang": { "en-us": { "role": { "documentation": "Weighted average price at which grantees can acquire the shares reserved for issuance under the stock option plan.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Options Outstanding Weighted Average Exercise Price", "periodEndLabel": "Weighted average exercise price, Ending Balance", "periodStartLabel": "Weighted average exercise price, Beginning Balance", "terseLabel": "Outstanding, Weighted-average exercise price" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfStockOptionActivityDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfStockOptionsOutstandingVestedAndExpectedToVestAndExercisableDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestExercisableNumber": { "auth_ref": [ "r388" ], "lang": { "en-us": { "role": { "documentation": "Number of fully vested and expected to vest exercisable options that may be converted into shares under option plan. Includes, but is not limited to, unvested options for which requisite service period has not been rendered but that are expected to vest based on achievement of performance condition, if forfeitures are recognized when they occur.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Options Vested And Expected To Vest Exercisable Number", "terseLabel": "Exercisable, Number of shares" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestExercisableNumber", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfStockOptionsOutstandingVestedAndExpectedToVestAndExercisableDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestExercisableWeightedAverageExercisePrice": { "auth_ref": [ "r388" ], "lang": { "en-us": { "role": { "documentation": "Weighted-average exercise price, at which grantee can acquire shares reserved for issuance, for fully vested and expected to vest exercisable or convertible options. Includes, but is not limited to, unvested options for which requisite service period has not been rendered but that are expected to vest based on achievement of performance condition, if forfeitures are recognized when they occur.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Options Vested And Expected To Vest Exercisable Weighted Average Exercise Price", "terseLabel": "Exercisable, Weighted-average exercise price" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestExercisableWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfStockOptionsOutstandingVestedAndExpectedToVestAndExercisableDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingAndExercisableTableTextBlock": { "auth_ref": [ "r386" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of number, weighted-average exercise price or conversion ratio, aggregate intrinsic value, and weighted-average remaining contractual term for outstanding and exercisable options that are fully vested and expected to vest. Includes, but is not limited to, unvested options for which requisite service period has not been rendered but that are expected to vest based on achievement of performance condition, if forfeitures are recognized when they occur.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Options Vested And Expected To Vest Outstanding And Exercisable Table [Text Block]", "terseLabel": "Schedule of Stock Options Outstanding, Vested and Expected to Vest and Exercisable" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingAndExercisableTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingNumber": { "auth_ref": [ "r387" ], "lang": { "en-us": { "role": { "documentation": "Number of fully vested and expected to vest options outstanding that can be converted into shares under option plan. Includes, but is not limited to, unvested options for which requisite service period has not been rendered but that are expected to vest based on achievement of performance condition, if forfeitures are recognized when they occur.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Options Vested And Expected To Vest Outstanding Number", "verboseLabel": "Vested and expected to vest, Number of shares" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingNumber", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfStockOptionsOutstandingVestedAndExpectedToVestAndExercisableDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingWeightedAverageExercisePrice": { "auth_ref": [ "r387" ], "lang": { "en-us": { "role": { "documentation": "Weighted-average exercise price, at which grantee can acquire shares reserved for issuance, for fully vested and expected to vest options outstanding. Includes, but is not limited to, unvested options for which requisite service period has not been rendered but that are expected to vest based on achievement of performance condition, if forfeitures are recognized when they occur.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Options Vested And Expected To Vest Outstanding Weighted Average Exercise Price", "verboseLabel": "Vested and expected to vest, Weighted-average exercise price" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfStockOptionsOutstandingVestedAndExpectedToVestAndExercisableDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardPerShareWeightedAveragePriceOfSharesPurchased": { "auth_ref": [ "r367", "r399" ], "lang": { "en-us": { "role": { "documentation": "Per share weighted-average price paid for shares purchased on open market for issuance under share-based payment arrangement.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Per Share Weighted Average Price Of Shares Purchased", "terseLabel": "Share-based compensation, share price on the date of issuance" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardPerShareWeightedAveragePriceOfSharesPurchased", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationMarketBasedRestrictedStockUnitsAdditionalInformationDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardPercentageOfOutstandingStockMaximum": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Maximum number of shares that may be issued in accordance with the plan as a proportion of outstanding capital stock.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Percentage Of Outstanding Stock Maximum", "terseLabel": "Increase in number of shares reserved and available for issuance, percentage" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardPercentageOfOutstandingStockMaximum", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensation2016EmployeeStockPurchasePlanAdditionalInformationDetails" ], "xbrltype": "percentItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardSharesIssuedInPeriod": { "auth_ref": [ "r399" ], "lang": { "en-us": { "role": { "documentation": "Number of shares issued under share-based payment arrangement.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Shares Issued In Period", "verboseLabel": "Shares purchased under the plan" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardSharesIssuedInPeriod", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensation2016EmployeeStockPurchasePlanAdditionalInformationDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementsByShareBasedPaymentAwardAwardTypeAndPlanNameDomain": { "auth_ref": [ "r367", "r372" ], "lang": { "en-us": { "role": { "documentation": "Award under share-based payment arrangement.", "label": "Share Based Compensation Arrangements By Share Based Payment Award Award Type And Plan Name [Domain]", "terseLabel": "Award Type" } } }, "localname": "ShareBasedCompensationArrangementsByShareBasedPaymentAwardAwardTypeAndPlanNameDomain", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationMarketBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationPerformanceBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfAssumptionsUsedInDeterminingFairValueOfStockOptionGrantsAndSharesIssuableDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationStockOptionsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationSummaryOfRSUAndPSUActivityDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsExercisesInPeriodWeightedAverageExercisePrice": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Weighted average price at which option holders acquired shares when converting their stock options into shares.", "label": "Share Based Compensation Arrangements By Share Based Payment Award Options Exercises In Period Weighted Average Exercise Price", "terseLabel": "Weighted average exercise price, Exercised" } } }, "localname": "ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsExercisesInPeriodWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfStockOptionActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsForfeituresInPeriodWeightedAverageExercisePrice": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Weighted average price at which grantees could have acquired the underlying shares with respect to stock options that were terminated.", "label": "Share Based Compensation Arrangements By Share Based Payment Award Options Forfeitures In Period Weighted Average Exercise Price", "terseLabel": "Weighted average exercise price, Forfeited" } } }, "localname": "ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsForfeituresInPeriodWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfStockOptionActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationAwardTrancheOneMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "First portion of award under share-based payment arrangement differentiated by vesting feature, including, but not limited to, performance measure or service period.", "label": "Share Based Compensation Award Tranche One [Member]", "terseLabel": "Tranche One" } } }, "localname": "ShareBasedCompensationAwardTrancheOneMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationPerformanceBasedRestrictedStockUnitsAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ShareBasedCompensationAwardTrancheTwoMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Second portion of award under share-based payment arrangement differentiated by vesting feature, including, but not limited to, performance measure or service period.", "label": "Share Based Compensation Award Tranche Two [Member]", "terseLabel": "Tranche Two" } } }, "localname": "ShareBasedCompensationAwardTrancheTwoMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationPerformanceBasedRestrictedStockUnitsAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ShareBasedCompensationOptionAndIncentivePlansPolicy": { "auth_ref": [ "r111", "r369", "r373" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for award under share-based payment arrangement. Includes, but is not limited to, methodology and assumption used in measuring cost.", "label": "Share Based Compensation Option And Incentive Plans Policy", "terseLabel": "Stock-Based Compensation" } } }, "localname": "ShareBasedCompensationOptionAndIncentivePlansPolicy", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_SharePrice": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Price of a single share of a number of saleable stocks of a company.", "label": "Share Price", "terseLabel": "Share price", "verboseLabel": "Common stock price per share" } } }, "localname": "SharePrice", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationPerformanceBasedRestrictedStockUnitsAdditionalInformationDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardAwardVestingRightsPercentage": { "auth_ref": [ "r370" ], "lang": { "en-us": { "role": { "documentation": "Percentage of vesting of award under share-based payment arrangement.", "label": "Sharebased Compensation Arrangement By Sharebased Payment Award Award Vesting Rights Percentage", "terseLabel": "Share-based compensation, vesting stock percentage" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardAwardVestingRightsPercentage", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationPerformanceBasedRestrictedStockUnitsAdditionalInformationDetails" ], "xbrltype": "percentItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardExpirationPeriod": { "auth_ref": [ "r371" ], "lang": { "en-us": { "role": { "documentation": "Period from grant date that an equity-based award expires, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.", "label": "Sharebased Compensation Arrangement By Sharebased Payment Award Expiration Period", "terseLabel": "Stock options expiration period" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardExpirationPeriod", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationStockOptionsAdditionalInformationDetails" ], "xbrltype": "durationItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardFairValueAssumptionsExpectedTerm1": { "auth_ref": [ "r390", "r409" ], "lang": { "en-us": { "role": { "documentation": "Expected term of award under share-based payment arrangement, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.", "label": "Sharebased Compensation Arrangement By Sharebased Payment Award Fair Value Assumptions Expected Term1", "terseLabel": "Expected term (in years)" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardFairValueAssumptionsExpectedTerm1", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationMarketBasedRestrictedStockUnitsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfAssumptionsUsedInDeterminingFairValueOfStockOptionGrantsAndSharesIssuableDetails" ], "xbrltype": "durationItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsNonvestedNumberOfShares": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Number of non-vested options outstanding.", "label": "Sharebased Compensation Arrangement By Sharebased Payment Award Options Nonvested Number Of Shares", "verboseLabel": "Options outstanding, Nonvested" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsNonvestedNumberOfShares", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfVestedAndNonvestedStockOptionActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsNonvestedWeightedAverageGrantDateFairValue": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Weighted average grant-date fair value of non-vested options outstanding.", "label": "Sharebased Compensation Arrangement By Sharebased Payment Award Options Nonvested Weighted Average Grant Date Fair Value", "terseLabel": "Weighted average exercise price, Nonvested" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsNonvestedWeightedAverageGrantDateFairValue", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfVestedAndNonvestedStockOptionActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsOutstandingWeightedAverageRemainingContractualTerm2": { "auth_ref": [ "r387" ], "lang": { "en-us": { "role": { "documentation": "Weighted average remaining contractual term for option awards outstanding, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.", "label": "Sharebased Compensation Arrangement By Sharebased Payment Award Options Outstanding Weighted Average Remaining Contractual Term2", "terseLabel": "Outstanding, Remaining contractual life (years)" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsOutstandingWeightedAverageRemainingContractualTerm2", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfStockOptionsOutstandingVestedAndExpectedToVestAndExercisableDetails" ], "xbrltype": "durationItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsVestedAndExpectedToVestExercisableWeightedAverageRemainingContractualTerm1": { "auth_ref": [ "r388" ], "lang": { "en-us": { "role": { "documentation": "Weighted average remaining contractual term for fully vested and expected to vest exercisable or convertible options, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. Includes, but is not limited to, unvested options for which requisite service period has not been rendered but that are expected to vest based on achievement of performance condition, if forfeitures are recognized when they occur.", "label": "Sharebased Compensation Arrangement By Sharebased Payment Award Options Vested And Expected To Vest Exercisable Weighted Average Remaining Contractual Term1", "terseLabel": "Exercisable, Remaining contractual life (years)" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsVestedAndExpectedToVestExercisableWeightedAverageRemainingContractualTerm1", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfStockOptionsOutstandingVestedAndExpectedToVestAndExercisableDetails" ], "xbrltype": "durationItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingWeightedAverageRemainingContractualTerm1": { "auth_ref": [ "r387" ], "lang": { "en-us": { "role": { "documentation": "Weighted average remaining contractual term for fully vested and expected to vest options outstanding, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days. Includes, but is not limited to, unvested options for which requisite service period has not been rendered but that are expected to vest based on achievement of performance condition, if forfeitures are recognized when they occur.", "label": "Sharebased Compensation Arrangement By Sharebased Payment Award Options Vested And Expected To Vest Outstanding Weighted Average Remaining Contractual Term1", "terseLabel": "Vested and expected to vest, Remaining contractual life (years)" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingWeightedAverageRemainingContractualTerm1", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfStockOptionsOutstandingVestedAndExpectedToVestAndExercisableDetails" ], "xbrltype": "durationItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsVestedNumberOfShares": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Number of options vested.", "label": "Sharebased Compensation Arrangement By Sharebased Payment Award Options Vested Number Of Shares", "terseLabel": "Options outstanding, Vested" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsVestedNumberOfShares", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfVestedAndNonvestedStockOptionActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsVestedWeightedAverageGrantDateFairValue": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Weighted average grant-date fair value of options vested.", "label": "Sharebased Compensation Arrangement By Sharebased Payment Award Options Vested Weighted Average Grant Date Fair Value", "terseLabel": "Weighted average exercise price, Vested" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsVestedWeightedAverageGrantDateFairValue", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfVestedAndNonvestedStockOptionActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardPurchasePriceOfCommonStockPercent": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Purchase price of common stock expressed as a percentage of its fair value.", "label": "Sharebased Compensation Arrangement By Sharebased Payment Award Purchase Price Of Common Stock Percent", "terseLabel": "Purchase price as percentage of fair market value of common stock" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardPurchasePriceOfCommonStockPercent", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensation2016EmployeeStockPurchasePlanAdditionalInformationDetails" ], "xbrltype": "percentItemType" }, "us-gaap_SharesOutstanding": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Number of shares issued which are neither cancelled nor held in the treasury.", "label": "Shares Outstanding", "periodEndLabel": "Ending Balance, shares", "periodStartLabel": "Beginning Balance, shares" } } }, "localname": "SharesOutstanding", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "sharesItemType" }, "us-gaap_SharesPaidForTaxWithholdingForShareBasedCompensation": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Number of shares used to settle grantee's tax withholding obligation for award under share-based payment arrangement.", "label": "Shares Paid For Tax Withholding For Share Based Compensation", "negatedLabel": "Restricted stock units and performance-based restricted stock units withheld to settle employee tax withholding liability, shares" } } }, "localname": "SharesPaidForTaxWithholdingForShareBasedCompensation", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "sharesItemType" }, "us-gaap_ShortTermLeaseCost": { "auth_ref": [ "r556", "r564" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfComponentsOfLeaseExpenseDetails": { "order": 10040.0, "parentTag": "us-gaap_OperatingLeaseExpense", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of short-term lease cost, excluding expense for lease with term of one month or less.", "label": "Short Term Lease Cost", "terseLabel": "Short-term lease expense" } } }, "localname": "ShortTermLeaseCost", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfComponentsOfLeaseExpenseDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_SignificantAccountingPoliciesTextBlock": { "auth_ref": [ "r121" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for all significant accounting policies of the reporting entity.", "label": "Significant Accounting Policies [Text Block]", "terseLabel": "Summary of Significant Accounting Policies" } } }, "localname": "SignificantAccountingPoliciesTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_SoftwareAndSoftwareDevelopmentCostsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Purchased software applications and internally developed software for sale, licensing or long-term internal use.", "label": "Software And Software Development Costs [Member]", "terseLabel": "Capitalized Software Development costs", "verboseLabel": "Capitalized Software Development Costs" } } }, "localname": "SoftwareAndSoftwareDevelopmentCostsMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureCapitalizedSoftwareDevelopmentCostsSummaryOfCapitalizedSoftwareDevelopmentCostsDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_StateAndLocalJurisdictionMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Designated tax department of a state or local government entitled to levy and collect income taxes from the entity.", "label": "State And Local Jurisdiction [Member]", "terseLabel": "State" } } }, "localname": "StateAndLocalJurisdictionMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_StatementEquityComponentsAxis": { "auth_ref": [ "r47", "r122", "r123", "r124", "r128", "r137", "r139", "r158", "r233", "r303", "r308", "r405", "r406", "r407", "r450", "r451", "r527", "r528", "r529", "r530", "r531", "r533", "r633", "r634", "r635" ], "lang": { "en-us": { "role": { "documentation": "Information by component of equity.", "label": "Statement Equity Components [Axis]", "terseLabel": "Equity Components" } } }, "localname": "StatementEquityComponentsAxis", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensation2016EmployeeStockPurchasePlanAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "stringItemType" }, "us-gaap_StatementLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Statement [Line Items]", "terseLabel": "Statement [Line Items]" } } }, "localname": "StatementLineItems", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsTables", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesTables", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "stringItemType" }, "us-gaap_StatementOfCashFlowsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Statement Of Cash Flows [Abstract]" } } }, "localname": "StatementOfCashFlowsAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_StatementOfFinancialPositionAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Statement Of Financial Position [Abstract]" } } }, "localname": "StatementOfFinancialPositionAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_StatementOfIncomeAndComprehensiveIncomeAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Statement Of Income And Comprehensive Income [Abstract]" } } }, "localname": "StatementOfIncomeAndComprehensiveIncomeAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_StatementOfStockholdersEquityAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Statement Of Stockholders Equity [Abstract]" } } }, "localname": "StatementOfStockholdersEquityAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_StatementTable": { "auth_ref": [ "r122", "r123", "r124", "r158", "r582" ], "lang": { "en-us": { "role": { "documentation": "Schedule reflecting a Statement of Income, Statement of Cash Flows, Statement of Financial Position, Statement of Shareholders' Equity and Other Comprehensive Income, or other statement as needed.", "label": "Statement [Table]", "terseLabel": "Statement [Table]" } } }, "localname": "StatementTable", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsTables", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesTables", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "stringItemType" }, "us-gaap_StockCompensationPlanMember": { "auth_ref": [ "r148" ], "lang": { "en-us": { "role": { "documentation": "Share-based payment arrangement in which award of equity shares are granted. Arrangement includes, but is not limited to, grantor incurring liability for product and service based on price of its shares.", "label": "Stock Compensation Plan [Member]", "terseLabel": "Stock-Based Compensation Grants" } } }, "localname": "StockCompensationPlanMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBasicAndDilutedNetLossPerShareScheduleOfCommonEquivalentSharesWereExcludedFromDilutedNetLossPerShareCalculationBecauseTheirInclusionWouldHaveBeenAntiDilutiveDetails" ], "xbrltype": "domainItemType" }, "us-gaap_StockIssued1": { "auth_ref": [ "r105", "r106", "r107" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The fair value of stock issued in noncash financing activities.", "label": "Stock Issued1", "terseLabel": "Common stock issued in connection with settlement of convertible notes" } } }, "localname": "StockIssued1", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockIssuedDuringPeriodSharesAcquisitions": { "auth_ref": [ "r21", "r22", "r308" ], "lang": { "en-us": { "role": { "documentation": "Number of shares of stock issued during the period pursuant to acquisitions.", "label": "Stock Issued During Period Shares Acquisitions", "terseLabel": "Issuance of common stock in connection with acquisition, shares" } } }, "localname": "StockIssuedDuringPeriodSharesAcquisitions", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodSharesEmployeeStockPurchasePlans": { "auth_ref": [ "r21", "r22", "r303", "r308" ], "lang": { "en-us": { "role": { "documentation": "Number of shares issued during the period as a result of an employee stock purchase plan.", "label": "Stock Issued During Period Shares Employee Stock Purchase Plans", "terseLabel": "Issuance of shares under employee stock purchase plan, shares" } } }, "localname": "StockIssuedDuringPeriodSharesEmployeeStockPurchasePlans", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodSharesNewIssues": { "auth_ref": [ "r21", "r22", "r303", "r308" ], "lang": { "en-us": { "role": { "documentation": "Number of new stock issued during the period.", "label": "Stock Issued During Period Shares New Issues", "terseLabel": "Issuance of common stock, net of cost, shares" } } }, "localname": "StockIssuedDuringPeriodSharesNewIssues", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodSharesShareBasedCompensation": { "auth_ref": [ "r21", "r22", "r303", "r308" ], "lang": { "en-us": { "role": { "documentation": "Number, after forfeiture, of shares or units issued under share-based payment arrangement. Excludes shares or units issued under employee stock ownership plan (ESOP).", "label": "Stock Issued During Period Shares Share Based Compensation", "terseLabel": "Stock-based compensation, shares" } } }, "localname": "StockIssuedDuringPeriodSharesShareBasedCompensation", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodSharesStockOptionsExercised": { "auth_ref": [ "r21", "r22", "r303", "r308", "r377" ], "lang": { "en-us": { "role": { "documentation": "Number of share options (or share units) exercised during the current period.", "label": "Stock Issued During Period Shares Stock Options Exercised", "negatedLabel": "Stock options outstanding, Exercised", "terseLabel": "Exercise of stock options, shares" } } }, "localname": "StockIssuedDuringPeriodSharesStockOptionsExercised", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationScheduleOfStockOptionActivityDetails", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodValueAcquisitions": { "auth_ref": [ "r47", "r303", "r308" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Value of stock issued pursuant to acquisitions during the period.", "label": "Stock Issued During Period Value Acquisitions", "terseLabel": "Issuance of common stock in connection with acquisition" } } }, "localname": "StockIssuedDuringPeriodValueAcquisitions", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockIssuedDuringPeriodValueEmployeeStockPurchasePlan": { "auth_ref": [ "r21", "r22", "r303", "r308" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Aggregate change in value for stock issued during the period as a result of employee stock purchase plan.", "label": "Stock Issued During Period Value Employee Stock Purchase Plan", "terseLabel": "Issuance of shares under employee stock purchase plan" } } }, "localname": "StockIssuedDuringPeriodValueEmployeeStockPurchasePlan", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockIssuedDuringPeriodValueNewIssues": { "auth_ref": [ "r21", "r22", "r303", "r308" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Equity impact of the value of new stock issued during the period. Includes shares issued in an initial public offering or a secondary public offering.", "label": "Stock Issued During Period Value New Issues", "terseLabel": "Issuance of common stock, net of cost" } } }, "localname": "StockIssuedDuringPeriodValueNewIssues", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockIssuedDuringPeriodValueStockOptionsExercised": { "auth_ref": [ "r47", "r303", "r308" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Value of stock issued as a result of the exercise of stock options.", "label": "Stock Issued During Period Value Stock Options Exercised", "terseLabel": "Exercise of stock options" } } }, "localname": "StockIssuedDuringPeriodValueStockOptionsExercised", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockholdersEquity": { "auth_ref": [ "r22", "r27", "r28", "r114", "r219", "r225", "r524" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets": { "order": 10020.0, "parentTag": "us-gaap_LiabilitiesAndStockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity.", "label": "Stockholders Equity", "periodEndLabel": "Balance", "periodStartLabel": "Balance", "totalLabel": "Total stockholders\u2019 equity" } } }, "localname": "StockholdersEquity", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets", "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockholdersEquityAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Stockholders Equity [Abstract]", "terseLabel": "Stockholders\u2019 equity:" } } }, "localname": "StockholdersEquityAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedBalanceSheets" ], "xbrltype": "stringItemType" }, "us-gaap_StockholdersEquityNoteDisclosureTextBlock": { "auth_ref": [ "r113", "r308", "r309" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.", "label": "Stockholders Equity Note Disclosure [Text Block]", "terseLabel": "Stockholders' Equity" } } }, "localname": "StockholdersEquityNoteDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockholdersEquity" ], "xbrltype": "textBlockItemType" }, "us-gaap_SubleaseIncome": { "auth_ref": [ "r557", "r564" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfComponentsOfLeaseExpenseDetails": { "order": 10020.0, "parentTag": "us-gaap_LeaseCost", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of sublease income excluding finance and operating lease expense.", "label": "Sublease Income", "negatedLabel": "Less: Sublease income" } } }, "localname": "SubleaseIncome", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureLeasesScheduleOfComponentsOfLeaseExpenseDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_SubscriptionAndCirculationMember": { "auth_ref": [ "r336" ], "lang": { "en-us": { "role": { "documentation": "Right to receive or access periodic material for specified period of time.", "label": "Subscription And Circulation [Member]", "terseLabel": "Subscription Services" } } }, "localname": "SubscriptionAndCirculationMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfRevenuesDisaggregatedByRevenueSourceDetails" ], "xbrltype": "domainItemType" }, "us-gaap_SubsequentEventLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Detail information of subsequent event by type. User is expected to use existing line items from elsewhere in the taxonomy as the primary line items for this disclosure, which is further associated with dimension and member elements pertaining to a subsequent event.", "label": "Subsequent Event [Line Items]", "terseLabel": "Subsequent Event [Line Items]" } } }, "localname": "SubsequentEventLineItems", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSubsequentEventsAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_SubsequentEventMember": { "auth_ref": [ "r534", "r569" ], "lang": { "en-us": { "role": { "documentation": "Identifies event that occurred after the balance sheet date but before financial statements are issued or available to be issued.", "label": "Subsequent Event [Member]", "terseLabel": "Subsequent Event" } } }, "localname": "SubsequentEventMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSubsequentEventsAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_SubsequentEventTable": { "auth_ref": [ "r534", "r569" ], "lang": { "en-us": { "role": { "documentation": "Discloses pertinent information about one or more significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued.", "label": "Subsequent Event [Table]", "terseLabel": "Subsequent Event [Table]" } } }, "localname": "SubsequentEventTable", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSubsequentEventsAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_SubsequentEventTypeAxis": { "auth_ref": [ "r534", "r569" ], "lang": { "en-us": { "role": { "documentation": "Information by event that occurred after the balance sheet date but before financial statements are issued or available to be issued.", "label": "Subsequent Event Type [Axis]", "terseLabel": "Subsequent Event Type" } } }, "localname": "SubsequentEventTypeAxis", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSubsequentEventsAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_SubsequentEventTypeDomain": { "auth_ref": [ "r534", "r569" ], "lang": { "en-us": { "role": { "documentation": "Event that occurred after the balance sheet date but before financial statements are issued or available to be issued.", "label": "Subsequent Event Type [Domain]", "terseLabel": "Subsequent Event Type" } } }, "localname": "SubsequentEventTypeDomain", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSubsequentEventsAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_SubsequentEventsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Subsequent Events [Abstract]" } } }, "localname": "SubsequentEventsAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "xbrltype": "stringItemType" }, "us-gaap_SubsequentEventsTextBlock": { "auth_ref": [ "r568", "r571" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued. Examples include: the sale of a capital stock issue, purchase of a business, settlement of litigation, catastrophic loss, significant foreign exchange rate changes, loans to insiders or affiliates, and transactions not in the ordinary course of business.", "label": "Subsequent Events [Text Block]", "terseLabel": "Subsequent Events" } } }, "localname": "SubsequentEventsTextBlock", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSubsequentEvents" ], "xbrltype": "textBlockItemType" }, "us-gaap_SubsidiarySaleOfStockAxis": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Information by type of sale of the entity's stock.", "label": "Subsidiary Sale Of Stock [Axis]", "terseLabel": "Sale of Stock" } } }, "localname": "SubsidiarySaleOfStockAxis", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_SupplementalCashFlowElementsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Supplemental Cash Flow Elements [Abstract]", "terseLabel": "Supplemental disclosure of non-cash activities" } } }, "localname": "SupplementalCashFlowElementsAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "stringItemType" }, "us-gaap_SupplementalCashFlowInformationAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Supplemental Cash Flow Information [Abstract]", "terseLabel": "Supplemental disclosures of cash flow information:" } } }, "localname": "SupplementalCashFlowInformationAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfCashFlows" ], "xbrltype": "stringItemType" }, "us-gaap_TechnologyBasedIntangibleAssetsMember": { "auth_ref": [ "r475" ], "lang": { "en-us": { "role": { "documentation": "Technology-based intangible assets, including, but not limited to, patented technology, unpatented technology, and developed technology rights.", "label": "Technology Based Intangible Assets [Member]", "terseLabel": "Acquired Technology" } } }, "localname": "TechnologyBasedIntangibleAssetsMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_TradeAndOtherAccountsReceivablePolicy": { "auth_ref": [ "r213", "r214", "r215", "r216", "r218", "r220" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for accounts receivable.", "label": "Trade And Other Accounts Receivable Policy", "terseLabel": "Trade and Other Receivables" } } }, "localname": "TradeAndOtherAccountsReceivablePolicy", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_TradeNamesMember": { "auth_ref": [ "r476" ], "lang": { "en-us": { "role": { "documentation": "Rights acquired through registration of a business name to gain or protect exclusive use thereof.", "label": "Trade Names [Member]", "terseLabel": "Tradenames", "verboseLabel": "Trade Names" } } }, "localname": "TradeNamesMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureBusinessCombinationsSummaryOfAllocationOfPurchaseConsiderationAndEstimatedValuesOfAssetsAcquiredAndLiabilitiesAssumedDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureGoodwillAndIntangibleAssetsScheduleOfIntangibleAssetsDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_TypeOfAdoptionMember": { "auth_ref": [ "r127", "r128", "r129", "r130", "r230", "r231", "r232", "r233", "r235", "r236", "r401", "r402", "r403", "r404", "r405", "r406", "r407", "r408", "r448", "r449", "r450", "r451", "r584", "r585", "r586", "r631", "r632", "r633", "r634", "r635", "r636", "r637", "r638", "r639", "r640", "r641", "r642" ], "lang": { "en-us": { "role": { "documentation": "Amendment to accounting standards.", "label": "Type Of Adoption [Member]", "terseLabel": "Accounting Standards Update" } } }, "localname": "TypeOfAdoptionMember", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureAccountsReceivableNetAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionAdditionalInformationDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionSummaryOfImpactOfAdoptionOfNewRevenueStandardOnConsolidatedBalanceSheetDetail", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureRevenueRecognitionTables", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_UnamortizedDebtIssuanceExpense": { "auth_ref": [ "r35" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The remaining balance of debt issuance expenses that were capitalized and are being amortized against income over the lives of the respective bond issues. This does not include the amounts capitalized as part of the cost of the utility plant or asset.", "label": "Unamortized Debt Issuance Expense", "terseLabel": "Transaction costs attributable to liability component" } } }, "localname": "UnamortizedDebtIssuanceExpense", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_UndistributedEarningsOfForeignSubsidiaries": { "auth_ref": [ "r417", "r463", "r606", "r644" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of undistributed earnings of foreign subsidiaries intended to be permanently reinvested outside the country of domicile.", "label": "Undistributed Earnings Of Foreign Subsidiaries", "terseLabel": "Unremitted earnings" } } }, "localname": "UndistributedEarningsOfForeignSubsidiaries", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_UnrecognizedTaxBenefits": { "auth_ref": [ "r418", "r429" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of unrecognized tax benefits.", "label": "Unrecognized Tax Benefits", "periodEndLabel": "Total", "periodStartLabel": "Beginning balance of unrecognized tax benefits" } } }, "localname": "UnrecognizedTaxBenefits", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfChangesInUnrecognizedTaxBenefitsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_UnrecognizedTaxBenefitsDecreasesResultingFromPriorPeriodTaxPositions": { "auth_ref": [ "r430" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of decrease in unrecognized tax benefits resulting from tax positions taken in prior period tax returns.", "label": "Unrecognized Tax Benefits Decreases Resulting From Prior Period Tax Positions", "negatedLabel": "Reductions for prior year tax positions" } } }, "localname": "UnrecognizedTaxBenefitsDecreasesResultingFromPriorPeriodTaxPositions", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfChangesInUnrecognizedTaxBenefitsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_UnrecognizedTaxBenefitsIncomeTaxPenaltiesAndInterestAccrued": { "auth_ref": [ "r427" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount accrued for interest on an underpayment of income taxes and penalties related to a tax position claimed or expected to be claimed in the tax return.", "label": "Unrecognized Tax Benefits Income Tax Penalties And Interest Accrued", "terseLabel": "Accrued interest and penalties related to uncertain tax positions" } } }, "localname": "UnrecognizedTaxBenefitsIncomeTaxPenaltiesAndInterestAccrued", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_UnrecognizedTaxBenefitsIncomeTaxPenaltiesAndInterestExpense": { "auth_ref": [ "r427" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of expense for interest on an underpayment of income taxes and penalties related to a tax position claimed or expected to be claimed in the tax return.", "label": "Unrecognized Tax Benefits Income Tax Penalties And Interest Expense", "terseLabel": "Interest and penalties" } } }, "localname": "UnrecognizedTaxBenefitsIncomeTaxPenaltiesAndInterestExpense", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfChangesInUnrecognizedTaxBenefitsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_UnrecognizedTaxBenefitsIncreasesResultingFromCurrentPeriodTaxPositions": { "auth_ref": [ "r431" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of increase in unrecognized tax benefits resulting from tax positions that have been or will be taken in current period tax return.", "label": "Unrecognized Tax Benefits Increases Resulting From Current Period Tax Positions", "terseLabel": "Additions for current year tax positions" } } }, "localname": "UnrecognizedTaxBenefitsIncreasesResultingFromCurrentPeriodTaxPositions", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfChangesInUnrecognizedTaxBenefitsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_UnrecognizedTaxBenefitsPeriodIncreaseDecrease": { "auth_ref": [ "r429" ], "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) in unrecognized tax benefits attributable to uncertain tax positions taken in tax returns.", "label": "Unrecognized Tax Benefits Period Increase Decrease", "terseLabel": "Uncertain tax positions" } } }, "localname": "UnrecognizedTaxBenefitsPeriodIncreaseDecrease", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_UseOfEstimates": { "auth_ref": [ "r160", "r161", "r163", "r164", "r171", "r172", "r173" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for the use of estimates in the preparation of financial statements in conformity with generally accepted accounting principles.", "label": "Use Of Estimates", "terseLabel": "Use of Estimates" } } }, "localname": "UseOfEstimates", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureSummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_ValuationAllowanceDeferredTaxAssetChangeInAmount": { "auth_ref": [ "r437" ], "calculation": { "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfProvisionForBenefitFromIncomeTaxesDetails": { "order": 10030.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) in the valuation allowance for a specified deferred tax asset.", "label": "Valuation Allowance Deferred Tax Asset Change In Amount", "negatedLabel": "Change in valuation allowance" } } }, "localname": "ValuationAllowanceDeferredTaxAssetChangeInAmount", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureIncomeTaxesScheduleOfProvisionForBenefitFromIncomeTaxesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_VariableRateAxis": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Information by type of variable rate.", "label": "Variable Rate [Axis]", "terseLabel": "Variable Rate" } } }, "localname": "VariableRateAxis", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesParentheticalDetails" ], "xbrltype": "stringItemType" }, "us-gaap_VariableRateDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Interest rate that fluctuates over time as a result of an underlying benchmark interest rate or index.", "label": "Variable Rate [Domain]", "terseLabel": "Variable Rate" } } }, "localname": "VariableRateDomain", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesDetails", "http://www.everbridge.com/20201231/taxonomy/role/DisclosureConvertibleSeniorNotesSummaryOfTotalInterestExpenseRecognizedRelatedToConvertibleSeniorNotesParentheticalDetails" ], "xbrltype": "domainItemType" }, "us-gaap_VestingAxis": { "auth_ref": [ "r399" ], "lang": { "en-us": { "role": { "documentation": "Information by vesting schedule of award under share-based payment arrangement.", "label": "Vesting [Axis]", "terseLabel": "Vesting" } } }, "localname": "VestingAxis", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationPerformanceBasedRestrictedStockUnitsAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_VestingDomain": { "auth_ref": [ "r399" ], "lang": { "en-us": { "role": { "documentation": "Vesting schedule of award under share-based payment arrangement.", "label": "Vesting [Domain]", "terseLabel": "Vesting" } } }, "localname": "VestingDomain", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/DisclosureStockPlansAndStockBasedCompensationPerformanceBasedRestrictedStockUnitsAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_WeightedAverageNumberOfDilutedSharesOutstanding": { "auth_ref": [ "r142", "r147" ], "lang": { "en-us": { "role": { "documentation": "The average number of shares or units issued and outstanding that are used in calculating diluted EPS or earnings per unit (EPU), determined based on the timing of issuance of shares or units in the period.", "label": "Weighted Average Number Of Diluted Shares Outstanding", "terseLabel": "Diluted" } } }, "localname": "WeightedAverageNumberOfDilutedSharesOutstanding", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "sharesItemType" }, "us-gaap_WeightedAverageNumberOfSharesOutstandingAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Weighted Average Number Of Shares Outstanding [Abstract]", "terseLabel": "Weighted-average common shares outstanding:" } } }, "localname": "WeightedAverageNumberOfSharesOutstandingAbstract", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "stringItemType" }, "us-gaap_WeightedAverageNumberOfSharesOutstandingBasic": { "auth_ref": [ "r141", "r147" ], "lang": { "en-us": { "role": { "documentation": "Number of [basic] shares or units, after adjustment for contingently issuable shares or units and other shares or units not deemed outstanding, determined by relating the portion of time within a reporting period that common shares or units have been outstanding to the total time in that period.", "label": "Weighted Average Number Of Shares Outstanding Basic", "terseLabel": "Basic" } } }, "localname": "WeightedAverageNumberOfSharesOutstandingBasic", "nsuri": "http://fasb.org/us-gaap/2020-01-31", "presentation": [ "http://www.everbridge.com/20201231/taxonomy/role/StatementConsolidatedStatementsOfOperationsAndComprehensiveLoss" ], "xbrltype": "sharesItemType" } }, "unitCount": 7 } }, "std_ref": { "r0": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "105", "URI": "http://asc.fasb.org/extlink&oid=117337699&loc=SL117340306-165695" }, "r1": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "105", "URI": "http://asc.fasb.org/extlink&oid=117337699&loc=SL117340306-165695" }, "r10": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=121566466&loc=d3e6904-107765" }, "r100": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=121586364&loc=d3e3602-108585" }, "r101": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=121586364&loc=d3e3602-108585" }, "r102": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=121586364&loc=d3e3044-108585" }, "r103": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=121583591&loc=d3e4273-108586" }, "r104": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=121583591&loc=d3e4297-108586" }, "r105": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=121583591&loc=d3e4304-108586" }, "r106": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=121583591&loc=d3e4313-108586" }, "r107": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=121583591&loc=d3e4332-108586" }, "r108": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=121583591&loc=SL98516268-108586" }, "r109": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=98513396&loc=SL94080479-196980" }, "r11": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=121566466&loc=d3e6911-107765" }, "r110": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=98513396&loc=SL94080479-196980" }, "r111": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=84158767&loc=d3e18780-107790" }, "r112": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=84158767&loc=d3e18823-107790" }, "r113": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(e)(1))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r114": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(g)(1)(ii))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r115": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(h))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r116": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08.(e),(f))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r117": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08.(h)(1)(i))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r118": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08.(h))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690" }, "r119": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.12-04(a))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e24072-122690" }, "r12": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(1))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r120": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.12-04.(a))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=120395691&loc=d3e24072-122690" }, "r121": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "235", "URI": "http://asc.fasb.org/topic&trid=2122369" }, "r122": { "Name": "Accounting Standards Codification", "Paragraph": "23", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=115929471&loc=d3e21914-107793" }, "r123": { "Name": "Accounting Standards Codification", "Paragraph": "24", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=115929471&loc=d3e21930-107793" }, "r124": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=115929471&loc=d3e21711-107793" }, "r125": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=115929471&loc=d3e21728-107793" }, "r126": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=109234566&loc=d3e22499-107794" }, "r127": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(2)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=109234566&loc=d3e22499-107794" }, "r128": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(3)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=109234566&loc=d3e22499-107794" }, "r129": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(4)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=109234566&loc=d3e22499-107794" }, "r13": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(13))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r130": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=109234566&loc=d3e22499-107794" }, "r131": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=109234566&loc=d3e22499-107794" }, "r132": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=109234566&loc=d3e22694-107794" }, "r133": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=109234566&loc=d3e22694-107794" }, "r134": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=109234566&loc=d3e22583-107794" }, "r135": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=109234566&loc=d3e22595-107794" }, "r136": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=109234566&loc=d3e22644-107794" }, "r137": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=109234566&loc=d3e22644-107794" }, "r138": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=109234566&loc=d3e22658-107794" }, "r139": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=109234566&loc=d3e22663-107794" }, "r14": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(14))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r140": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=112272810&loc=d3e31010-122693" }, "r141": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=121326447&loc=d3e1448-109256" }, "r142": { "Name": "Accounting Standards Codification", "Paragraph": "16", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=121326447&loc=d3e1505-109256" }, "r143": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=121326447&loc=d3e1252-109256" }, "r144": { "Name": "Accounting Standards Codification", "Paragraph": "60B", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=121326447&loc=SL5780133-109256" }, "r145": { "Name": "Accounting Standards Codification", "Paragraph": "60B", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=121326447&loc=SL5780133-109256" }, "r146": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=121326447&loc=d3e1337-109256" }, "r147": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=6371337&loc=d3e3550-109257" }, "r148": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=6371337&loc=d3e3550-109257" }, "r149": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=6371337&loc=d3e3630-109257" }, "r15": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(17))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r150": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=109243012&loc=SL65017193-207537" }, "r151": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=120380238&loc=d3e3842-109258" }, "r152": { "Name": "Accounting Standards Codification", "Paragraph": "52", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=120380238&loc=d3e4984-109258" }, "r153": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(c)(1)", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=109261464&loc=SL109261606-128450" }, "r154": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(c)(2)", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=109261464&loc=SL109261606-128450" }, "r155": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "260", "URI": "http://asc.fasb.org/topic&trid=2144383" }, "r156": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "270", "URI": "http://asc.fasb.org/extlink&oid=116846552&loc=d3e725-108305" }, "r157": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "270", "URI": "http://asc.fasb.org/extlink&oid=116846552&loc=d3e765-108305" }, "r158": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "272", "URI": "http://asc.fasb.org/extlink&oid=6828210&loc=d3e70191-108054" }, "r159": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e5967-108592" }, "r16": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(19))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r160": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e5967-108592" }, "r161": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e5967-108592" }, "r162": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e5967-108592" }, "r163": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6161-108592" }, "r164": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6191-108592" }, "r165": { "Name": "Accounting Standards Codification", "Paragraph": "16", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6327-108592" }, "r166": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6351-108592" }, "r167": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6351-108592" }, "r168": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6351-108592" }, "r169": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6404-108592" }, "r17": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(20))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r170": { "Name": "Accounting Standards Codification", "Paragraph": "21", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6442-108592" }, "r171": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6061-108592" }, "r172": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6132-108592" }, "r173": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6143-108592" }, "r174": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "275", "URI": "http://asc.fasb.org/topic&trid=2134479" }, "r175": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8657-108599" }, "r176": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8672-108599" }, "r177": { "Name": "Accounting Standards Codification", "Paragraph": "21", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8721-108599" }, "r178": { "Name": "Accounting Standards Codification", "Paragraph": "21", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8721-108599" }, "r179": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8736-108599" }, "r18": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(22))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r180": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8736-108599" }, "r181": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8736-108599" }, "r182": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8736-108599" }, "r183": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8736-108599" }, "r184": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8736-108599" }, "r185": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8736-108599" }, "r186": { "Name": "Accounting Standards Codification", "Paragraph": "26", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8844-108599" }, "r187": { "Name": "Accounting Standards Codification", "Paragraph": "29", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8864-108599" }, "r188": { "Name": "Accounting Standards Codification", "Paragraph": "29", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8864-108599" }, "r189": { "Name": "Accounting Standards Codification", "Paragraph": "29", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8864-108599" }, "r19": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(26)(a))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r190": { "Name": "Accounting Standards Codification", "Paragraph": "29", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8864-108599" }, "r191": { "Name": "Accounting Standards Codification", "Paragraph": "29", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8864-108599" }, "r192": { "Name": "Accounting Standards Codification", "Paragraph": "29", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8864-108599" }, "r193": { "Name": "Accounting Standards Codification", "Paragraph": "30", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8906-108599" }, "r194": { "Name": "Accounting Standards Codification", "Paragraph": "30", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8906-108599" }, "r195": { "Name": "Accounting Standards Codification", "Paragraph": "30", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8906-108599" }, "r196": { "Name": "Accounting Standards Codification", "Paragraph": "30", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8906-108599" }, "r197": { "Name": "Accounting Standards Codification", "Paragraph": "31", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8924-108599" }, "r198": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599" }, "r199": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599" }, "r2": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "205", "URI": "http://asc.fasb.org/extlink&oid=109222650&loc=SL51721683-107760" }, "r20": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(26)(b))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r200": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599" }, "r201": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599" }, "r202": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599" }, "r203": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599" }, "r204": { "Name": "Accounting Standards Codification", "Paragraph": "34", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e8981-108599" }, "r205": { "Name": "Accounting Standards Codification", "Paragraph": "40", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e9031-108599" }, "r206": { "Name": "Accounting Standards Codification", "Paragraph": "41", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e9038-108599" }, "r207": { "Name": "Accounting Standards Codification", "Paragraph": "41", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e9038-108599" }, "r208": { "Name": "Accounting Standards Codification", "Paragraph": "41", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e9038-108599" }, "r209": { "Name": "Accounting Standards Codification", "Paragraph": "42", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=120311839&loc=d3e9054-108599" }, "r21": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(28))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r210": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "280", "URI": "http://asc.fasb.org/topic&trid=2134510" }, "r211": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=121593590&loc=d3e4428-111522" }, "r212": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=121593590&loc=d3e4531-111522" }, "r213": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=121611835&loc=d3e4975-111524" }, "r214": { "Name": "Accounting Standards Codification", "Paragraph": "11B", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=121611835&loc=SL6953423-111524" }, "r215": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=121611835&loc=d3e5212-111524" }, "r216": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=121611835&loc=d3e5033-111524" }, "r217": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=121611835&loc=d3e5074-111524" }, "r218": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=121611835&loc=d3e5093-111524" }, "r219": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 4.E)", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=27010918&loc=d3e74512-122707" }, "r22": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(29))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r220": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=84159169&loc=d3e10133-111534" }, "r221": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=84159169&loc=d3e10149-111534" }, "r222": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=84159169&loc=d3e10178-111534" }, "r223": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "320", "URI": "http://asc.fasb.org/extlink&oid=121553693&loc=d3e26626-111562" }, "r224": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(2)", "Topic": "323", "URI": "http://asc.fasb.org/extlink&oid=114001798&loc=d3e33918-111571" }, "r225": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "323", "URI": "http://asc.fasb.org/extlink&oid=114001798&loc=d3e33918-111571" }, "r226": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=121646688&loc=SL82887624-210437" }, "r227": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=121646688&loc=SL120254519-210437" }, "r228": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=121646688&loc=SL120320025-210437" }, "r229": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=121646688&loc=SL120320025-210437" }, "r23": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(3))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r230": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=121646688&loc=SL121648383-210437" }, "r231": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=121646688&loc=SL121648383-210437" }, "r232": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=121646688&loc=SL121648383-210437" }, "r233": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=121646688&loc=SL121648383-210437" }, "r234": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)(1)", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=121646688&loc=SL121648383-210437" }, "r235": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)(3)", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=121646688&loc=SL121648383-210437" }, "r236": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)(4)", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=121646688&loc=SL121648383-210437" }, "r237": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=121599878&loc=SL82895884-210446" }, "r238": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=121599337&loc=SL82919249-210447" }, "r239": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=121599337&loc=SL82919249-210447" }, "r24": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(30)(a)(1))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r240": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=121599337&loc=SL82919249-210447" }, "r241": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(f)", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=121599337&loc=SL82919249-210447" }, "r242": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=121599337&loc=SL82919249-210447" }, "r243": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "05", "SubTopic": "10", "Topic": "340", "URI": "http://asc.fasb.org/extlink&oid=68074540&loc=d3e5879-108316" }, "r244": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "340", "URI": "http://asc.fasb.org/extlink&oid=6387103&loc=d3e6435-108320" }, "r245": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "40", "Subparagraph": "(a)", "Topic": "340", "URI": "http://asc.fasb.org/extlink&oid=68051541&loc=SL49131252-203054" }, "r246": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "40", "Subparagraph": "(b)", "Topic": "340", "URI": "http://asc.fasb.org/extlink&oid=68051541&loc=SL49131252-203054" }, "r247": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=99380562&loc=d3e13770-109266" }, "r248": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=99380562&loc=d3e13777-109266" }, "r249": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=120320667&loc=SL49117168-202975" }, "r25": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(30)(a)(3))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r250": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267" }, "r251": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(e)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267" }, "r252": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(f)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267" }, "r253": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267" }, "r254": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=121556970&loc=d3e13854-109267" }, "r255": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=121556970&loc=d3e13854-109267" }, "r256": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=6388964&loc=d3e16225-109274" }, "r257": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=66006027&loc=d3e16265-109275" }, "r258": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)(1)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=66006027&loc=d3e16265-109275" }, "r259": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)(3)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=66006027&loc=d3e16265-109275" }, "r26": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(30)(a)(4))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r260": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(d)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=66006027&loc=d3e16265-109275" }, "r261": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275" }, "r262": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)(1)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275" }, "r263": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)(2)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275" }, "r264": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)(3)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275" }, "r265": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(d)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275" }, "r266": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "30", "SubTopic": "40", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=118172244&loc=d3e17916-109280" }, "r267": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(d)(1)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=120431994&loc=SL118172731-207502" }, "r268": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(d)(2)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=120431994&loc=SL118172731-207502" }, "r269": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(e)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=120431994&loc=SL118172731-207502" }, "r27": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(30))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r270": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(f)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=120431994&loc=SL118172731-207502" }, "r271": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "25", "SubTopic": "50", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=16397303&loc=d3e19379-109286" }, "r272": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "350", "URI": "http://asc.fasb.org/topic&trid=2144416" }, "r273": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "05", "SubTopic": "10", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=109226317&loc=d3e202-110218" }, "r274": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=109226348&loc=d3e2420-110228" }, "r275": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=6391035&loc=d3e2868-110229" }, "r276": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=6391035&loc=d3e2868-110229" }, "r277": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=6391035&loc=d3e2868-110229" }, "r278": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=6391035&loc=d3e2868-110229" }, "r279": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=109226691&loc=d3e2941-110230" }, "r28": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(31))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r280": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 5.CC)", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=27011434&loc=d3e125687-122742" }, "r281": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "360", "URI": "http://asc.fasb.org/topic&trid=2155823" }, "r282": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "20", "Subparagraph": "(c)(1)", "Topic": "405", "URI": "http://asc.fasb.org/extlink&oid=77997009&loc=SL77997016-210199" }, "r283": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "20", "Subparagraph": "(c)(2)", "Topic": "405", "URI": "http://asc.fasb.org/extlink&oid=77997009&loc=SL77997016-210199" }, "r284": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "410", "URI": "http://asc.fasb.org/extlink&oid=6392676&loc=d3e7480-110848" }, "r285": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "35", "SubTopic": "10", "Topic": "420", "URI": "http://asc.fasb.org/extlink&oid=6394232&loc=d3e17558-110866" }, "r286": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "440", "URI": "http://asc.fasb.org/extlink&oid=121559207&loc=d3e25336-109308" }, "r287": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "440", "URI": "http://asc.fasb.org/extlink&oid=121559207&loc=d3e25336-109308" }, "r288": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "440", "URI": "http://asc.fasb.org/topic&trid=2144648" }, "r289": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "450", "URI": "http://asc.fasb.org/extlink&oid=121557415&loc=d3e14326-108349" }, "r29": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(32))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r290": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "450", "URI": "http://asc.fasb.org/extlink&oid=121557415&loc=d3e14615-108349" }, "r291": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "450", "URI": "http://asc.fasb.org/topic&trid=2127136" }, "r292": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=6802200&loc=d3e1835-112601" }, "r293": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "25", "SubTopic": "20", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=51819886&loc=SL6014347-161799" }, "r294": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=120520924&loc=SL6031897-161870" }, "r295": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(1)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=120520924&loc=SL6031897-161870" }, "r296": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(2)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=120520924&loc=SL6031897-161870" }, "r297": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(3)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=120520924&loc=SL6031897-161870" }, "r298": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=120520924&loc=SL6031898-161870" }, "r299": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=120520924&loc=SL6036836-161870" }, "r3": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=121566466&loc=d3e6676-107765" }, "r30": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(4)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r300": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=120520924&loc=SL6036836-161870" }, "r301": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "40", "SubTopic": "50", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=117329964&loc=d3e12317-112629" }, "r302": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "40", "SubTopic": "50", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=117329964&loc=d3e12355-112629" }, "r303": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=109259400&loc=d3e21463-112644" }, "r304": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=109259400&loc=d3e21475-112644" }, "r305": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=109259400&loc=d3e21506-112644" }, "r306": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=109259400&loc=d3e21521-112644" }, "r307": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=109259400&loc=d3e21538-112644" }, "r308": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.3-04)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=120397183&loc=d3e187085-122770" }, "r309": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "505", "URI": "http://asc.fasb.org/topic&trid=2208762" }, "r31": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.1)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r310": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121556615&loc=SL49130531-203044" }, "r311": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121556615&loc=SL49130532-203044" }, "r312": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121556615&loc=SL49130533-203044" }, "r313": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121604090&loc=SL49130551-203045" }, "r314": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045" }, "r315": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045" }, "r316": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045" }, "r317": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045" }, "r318": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045" }, "r319": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121604090&loc=SL49130556-203045" }, "r32": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.13(a))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r320": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(1)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121604090&loc=SL49130556-203045" }, "r321": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(2)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121604090&loc=SL49130556-203045" }, "r322": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121604090&loc=SL49130558-203045" }, "r323": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121604090&loc=SL49130561-203045" }, "r324": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121604090&loc=SL49130563-203045" }, "r325": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121604090&loc=SL49130563-203045" }, "r326": { "Name": "Accounting Standards Codification", "Paragraph": "19", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121604090&loc=SL49130564-203045" }, "r327": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121604090&loc=SL49130566-203045" }, "r328": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121604090&loc=SL49130566-203045" }, "r329": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121604090&loc=SL49130566-203045" }, "r33": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.13)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r330": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121604090&loc=SL49130566-203045" }, "r331": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121604090&loc=SL49130543-203045" }, "r332": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121604090&loc=SL49130545-203045" }, "r333": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121604090&loc=SL49130549-203045" }, "r334": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121604090&loc=SL49130549-203045" }, "r335": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121604090&loc=SL49130550-203045" }, "r336": { "Name": "Accounting Standards Codification", "Paragraph": "91", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121551570&loc=SL49130690-203046-203046" }, "r337": { "Name": "Accounting Standards Codification", "Paragraph": "91", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121551570&loc=SL49130690-203046-203046" }, "r338": { "Name": "Accounting Standards Codification", "Paragraph": "91", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121551570&loc=SL49130690-203046-203046" }, "r339": { "Name": "Accounting Standards Codification", "Paragraph": "91", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121551570&loc=SL49130690-203046-203046" }, "r34": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.14)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r340": { "Name": "Accounting Standards Codification", "Paragraph": "91", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121551570&loc=SL49130690-203046-203046" }, "r341": { "Name": "Accounting Standards Codification", "Paragraph": "91", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121551570&loc=SL49130690-203046-203046" }, "r342": { "Name": "Accounting Standards Codification", "Paragraph": "91", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Subparagraph": "(g)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=121551570&loc=SL49130690-203046-203046" }, "r343": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(d)(1)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=113356391&loc=SL49131195-203048" }, "r344": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(d)(2)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=113356391&loc=SL49131195-203048" }, "r345": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(i)(1)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=113356391&loc=SL49131195-203048" }, "r346": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=113356391&loc=SL49131195-203048" }, "r347": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "606", "URI": "http://asc.fasb.org/topic&trid=49130388" }, "r348": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "710", "URI": "http://asc.fasb.org/topic&trid=2127225" }, "r349": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "712", "URI": "http://asc.fasb.org/topic&trid=2197446" }, "r35": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.17)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r350": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(i)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=118255775&loc=d3e1928-114920" }, "r351": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(ii)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=118255775&loc=d3e1928-114920" }, "r352": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(01)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=118255775&loc=d3e1928-114920" }, "r353": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(02)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=118255775&loc=d3e1928-114920" }, "r354": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(02)(A)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=118255775&loc=d3e1928-114920" }, "r355": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(02)(B)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=118255775&loc=d3e1928-114920" }, "r356": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(02)(C)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=118255775&loc=d3e1928-114920" }, "r357": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(03)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=118255775&loc=d3e1928-114920" }, "r358": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=118257860&loc=d3e4179-114921" }, "r359": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "70", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=49170846&loc=d3e28014-114942" }, "r36": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.19(a))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r360": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "50", "SubTopic": "80", "Subparagraph": "(a)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=65877416&loc=SL14450702-114947" }, "r361": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "80", "Subparagraph": "(d)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=65877416&loc=SL14450657-114947" }, "r362": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "80", "Subparagraph": "(f)(3)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=65877416&loc=SL14450657-114947" }, "r363": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "80", "Subparagraph": "(a)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=65877416&loc=SL14450673-114947" }, "r364": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "55", "SubTopic": "80", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=35742348&loc=SL14450788-114948" }, "r365": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "715", "URI": "http://asc.fasb.org/topic&trid=2235017" }, "r366": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "35", "SubTopic": "10", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=121326096&loc=d3e4534-113899" }, "r367": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5047-113901" }, "r368": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5047-113901" }, "r369": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5047-113901" }, "r37": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.19,20,22)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r370": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(1)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r371": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r372": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a),(g)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r373": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b),(f)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r374": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r375": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(i)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r376": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(i)-(ii)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r377": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iv)(2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r378": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iv)(3)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r379": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r38": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.19-26)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r380": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(i)-(ii)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r381": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(iii)(1)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r382": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(iii)(2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r383": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r384": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)(1)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r385": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)(2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r386": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r387": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)(1)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r388": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)(2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r389": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r39": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.20)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r390": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)(i)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r391": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)(ii)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r392": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)(iii)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r393": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)(iv)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r394": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(g)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r395": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)(1)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r396": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)(1)(i)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r397": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)(1)(ii)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r398": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(i)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r399": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=d3e5070-113901" }, "r4": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=121566466&loc=d3e6676-107765" }, "r40": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.21)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r400": { "Name": "Accounting Standards Codification", "Paragraph": "2A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120381028&loc=SL79508275-113901" }, "r401": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=121322162&loc=SL121327923-165333" }, "r402": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=121322162&loc=SL121327923-165333" }, "r403": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=121322162&loc=SL121327923-165333" }, "r404": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=121322162&loc=SL121327923-165333" }, "r405": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=121322162&loc=SL121327923-165333" }, "r406": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(f)(1)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=121322162&loc=SL121327923-165333" }, "r407": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(f)(2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=121322162&loc=SL121327923-165333" }, "r408": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(g)(2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=121322162&loc=SL121327923-165333" }, "r409": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 14.D.2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=115993241&loc=d3e301413-122809" }, "r41": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.22(a)(1))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r410": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 14.F)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=115993241&loc=d3e301413-122809" }, "r411": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120383193&loc=d3e11149-113907" }, "r412": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=120383193&loc=d3e11178-113907" }, "r413": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "718", "URI": "http://asc.fasb.org/topic&trid=2228938" }, "r414": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "35", "Subparagraph": "(a)", "Topic": "720", "URI": "http://asc.fasb.org/extlink&oid=6420018&loc=d3e36677-107848" }, "r415": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "35", "Subparagraph": "(b)", "Topic": "720", "URI": "http://asc.fasb.org/extlink&oid=6420018&loc=d3e36677-107848" }, "r416": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "730", "URI": "http://asc.fasb.org/extlink&oid=6420194&loc=d3e21568-108373" }, "r417": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "25", "SubTopic": "10", "Subparagraph": "(a)(1)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121573983&loc=d3e28200-109314" }, "r418": { "Name": "Accounting Standards Codification", "Paragraph": "10B", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=120406818&loc=SL37586934-109318" }, "r419": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=120406818&loc=d3e32059-109318" }, "r42": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.22(a)(2))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r420": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=120406818&loc=d3e32247-109318" }, "r421": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=120406818&loc=d3e32280-109318" }, "r422": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=120406818&loc=d3e31917-109318" }, "r423": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=120406818&loc=d3e31931-109318" }, "r424": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32672-109319" }, "r425": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32687-109319" }, "r426": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32705-109319" }, "r427": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32718-109319" }, "r428": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32718-109319" }, "r429": { "Name": "Accounting Standards Codification", "Paragraph": "15A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=SL6600010-109319" }, "r43": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.22)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r430": { "Name": "Accounting Standards Codification", "Paragraph": "15A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(1)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=SL6600010-109319" }, "r431": { "Name": "Accounting Standards Codification", "Paragraph": "15A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(2)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=SL6600010-109319" }, "r432": { "Name": "Accounting Standards Codification", "Paragraph": "15A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=SL6600010-109319" }, "r433": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32809-109319" }, "r434": { "Name": "Accounting Standards Codification", "Paragraph": "19", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32840-109319" }, "r435": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32537-109319" }, "r436": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32537-109319" }, "r437": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32537-109319" }, "r438": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32847-109319" }, "r439": { "Name": "Accounting Standards Codification", "Paragraph": "21", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32857-109319" }, "r44": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.24)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r440": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32559-109319" }, "r441": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32621-109319" }, "r442": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32632-109319" }, "r443": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32639-109319" }, "r444": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32639-109319" }, "r445": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32639-109319" }, "r446": { "Name": "Accounting Standards Codification", "Paragraph": "217", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121610041&loc=d3e36027-109320" }, "r447": { "Name": "Accounting Standards Codification", "Paragraph": "51", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=121610041&loc=d3e34017-109320" }, "r448": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "740" }, "r449": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "740" }, "r45": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.25)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r450": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(d)(2)", "Topic": "740" }, "r451": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(d)(3)", "Topic": "740" }, "r452": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)(3)", "Topic": "740" }, "r453": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB TOPIC 6.I.5.Q1)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=116825942&loc=d3e330036-122817" }, "r454": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB TOPIC 6.I.7)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=116825942&loc=d3e330036-122817" }, "r455": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 6.I.7)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=116825942&loc=d3e330036-122817" }, "r456": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 6.I.Fact.1)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=116825942&loc=d3e330036-122817" }, "r457": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 6.I.Fact.2)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=116825942&loc=d3e330036-122817" }, "r458": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 6.I.Fact.3)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=116825942&loc=d3e330036-122817" }, "r459": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 11.C)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=116825942&loc=d3e330215-122817" }, "r46": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.29)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r460": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=120385591&loc=d3e38679-109324" }, "r461": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "270", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338" }, "r462": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331" }, "r463": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(b)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331" }, "r464": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "740", "URI": "http://asc.fasb.org/topic&trid=2144680" }, "r465": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "05", "SubTopic": "10", "Subparagraph": "(a)-(d)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=6909625&loc=d3e227-128457" }, "r466": { "Name": "Accounting Standards Codification", "Paragraph": "23", "Publisher": "FASB", "Section": "25", "SubTopic": "10", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=116868678&loc=d3e1043-128460" }, "r467": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)(1)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463" }, "r468": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)(2)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463" }, "r469": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)(3)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463" }, "r47": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.29-31)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r470": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463" }, "r471": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=79982066&loc=d3e1486-128463" }, "r472": { "Name": "Accounting Standards Codification", "Paragraph": "37", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=121600890&loc=d3e2207-128464" }, "r473": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=121647850&loc=d3e4845-128472" }, "r474": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=121647850&loc=d3e4845-128472" }, "r475": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=121598580&loc=d3e5227-128473" }, "r476": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=121598580&loc=d3e5263-128473" }, "r477": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=121598580&loc=d3e5333-128473" }, "r478": { "Name": "Accounting Standards Codification", "Paragraph": "38", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=121598580&loc=d3e5504-128473" }, "r479": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "25", "SubTopic": "30", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=6911189&loc=d3e6405-128476" }, "r48": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.3,4)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r480": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "25", "SubTopic": "30", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=6911189&loc=d3e6408-128476" }, "r481": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "30", "SubTopic": "30", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=116859721&loc=d3e6578-128477" }, "r482": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "30", "SubTopic": "30", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=116859721&loc=d3e6613-128477" }, "r483": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "35", "SubTopic": "30", "Subparagraph": "b", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=116859824&loc=d3e6819-128478" }, "r484": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(b)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=120321790&loc=d3e6927-128479" }, "r485": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(b)(1)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=120321790&loc=d3e6927-128479" }, "r486": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(b)(3)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=120321790&loc=d3e6927-128479" }, "r487": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(b)(4)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=120321790&loc=d3e6927-128479" }, "r488": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(c)(3)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=120321790&loc=d3e6927-128479" }, "r489": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)(1)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=120321790&loc=d3e7008-128479" }, "r49": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.9)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682" }, "r490": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "805", "URI": "http://asc.fasb.org/topic&trid=2303972" }, "r491": { "Name": "Accounting Standards Codification", "Paragraph": "19", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=108774443&loc=SL4569616-111683" }, "r492": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=116870748&loc=SL6758485-165988" }, "r493": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=116870748&loc=SL6758485-165988" }, "r494": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=109239629&loc=d3e5614-111684" }, "r495": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(1)", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=109239629&loc=SL4573702-111684" }, "r496": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=109239629&loc=SL4573702-111684" }, "r497": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c),(3)", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=109239629&loc=SL4573702-111684" }, "r498": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(bb)", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=121559654&loc=d3e5710-111685" }, "r499": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=121559654&loc=d3e5710-111685" }, "r5": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(g)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=121566466&loc=d3e6676-107765" }, "r50": { "Name": "Accounting Standards Codification", "Paragraph": "10A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=121641772&loc=SL7669646-108580" }, "r500": { "Name": "Accounting Standards Codification", "Paragraph": "4J", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=120409616&loc=SL4591551-111686" }, "r501": { "Name": "Accounting Standards Codification", "Paragraph": "4K", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=120409616&loc=SL4591552-111686" }, "r502": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "65", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=121483254&loc=SL120254523-199619" }, "r503": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "65", "SubTopic": "20", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=121483254&loc=SL120254523-199619" }, "r504": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=117815213&loc=d3e19207-110258" }, "r505": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=117815213&loc=d3e19207-110258" }, "r506": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(bb)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=117815213&loc=d3e19207-110258" }, "r507": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(bbb)(1)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=117815213&loc=d3e19207-110258" }, "r508": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(bbb)(2)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=117815213&loc=d3e19207-110258" }, "r509": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=117815213&loc=d3e19207-110258" }, "r51": { "Name": "Accounting Standards Codification", "Paragraph": "10A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=121641772&loc=SL7669646-108580" }, "r510": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=117815213&loc=d3e19207-110258" }, "r511": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=117815213&loc=d3e19207-110258" }, "r512": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=117815213&loc=d3e19207-110258" }, "r513": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=117815213&loc=d3e19279-110258" }, "r514": { "Name": "Accounting Standards Codification", "Paragraph": "6A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=117815213&loc=SL6742756-110258" }, "r515": { "Name": "Accounting Standards Codification", "Paragraph": "6A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=117815213&loc=SL6742756-110258" }, "r516": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=117817908&loc=SL117819236-161440" }, "r517": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=116690757&loc=d3e13220-108610" }, "r518": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=121572278&loc=d3e13433-108611" }, "r519": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=121572278&loc=d3e13467-108611" }, "r52": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=121641772&loc=d3e637-108580" }, "r520": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=121572278&loc=d3e13476-108611" }, "r521": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=121572278&loc=d3e13531-108611" }, "r522": { "Name": "Accounting Standards Codification", "Paragraph": "21", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=121572278&loc=d3e13537-108611" }, "r523": { "Name": "Accounting Standards Codification", "Paragraph": "21", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=121572278&loc=d3e13537-108611" }, "r524": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=75031198&loc=d3e14064-108612" }, "r525": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=120240428&loc=SL120254526-165497" }, "r526": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "230", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=98513438&loc=d3e33268-110906" }, "r527": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=118261656&loc=d3e32136-110900" }, "r528": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Subparagraph": "(a)", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=118261656&loc=d3e32211-110900" }, "r529": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Subparagraph": "(b)", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=118261656&loc=d3e32211-110900" }, "r53": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=121641772&loc=d3e681-108580" }, "r530": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Subparagraph": "(c)", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=118261656&loc=d3e32211-110900" }, "r531": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Subparagraph": "(d)", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=118261656&loc=d3e32211-110900" }, "r532": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=118261656&loc=d3e32211-110900" }, "r533": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=6450520&loc=d3e32583-110901" }, "r534": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=6450520&loc=d3e32618-110901" }, "r535": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "830", "URI": "http://asc.fasb.org/topic&trid=2175825" }, "r536": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "835", "URI": "http://asc.fasb.org/extlink&oid=6450988&loc=d3e26243-108391" }, "r537": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "835", "URI": "http://asc.fasb.org/extlink&oid=119993939&loc=d3e28541-108399" }, "r538": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "835", "URI": "http://asc.fasb.org/extlink&oid=119993939&loc=d3e28551-108399" }, "r539": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "835", "URI": "http://asc.fasb.org/extlink&oid=119993939&loc=d3e28555-108399" }, "r54": { "Name": "Accounting Standards Codification", "Paragraph": "14A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=121641772&loc=SL7669686-108580" }, "r540": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "55", "SubTopic": "30", "Topic": "835", "URI": "http://asc.fasb.org/extlink&oid=114775985&loc=d3e28878-108400" }, "r541": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(c)(1)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=121329987&loc=SL77916155-209984" }, "r542": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(c)(2)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=121329987&loc=SL77916155-209984" }, "r543": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=121329987&loc=SL77916155-209984" }, "r544": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(c)(1)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=121329987&loc=SL119206272-209984" }, "r545": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(c)(2)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=121329987&loc=SL119206272-209984" }, "r546": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=121329987&loc=SL120154346-209984" }, "r547": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=121329987&loc=SL120154346-209984" }, "r548": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=121603541&loc=SL77918627-209977" }, "r549": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=121603541&loc=SL77918627-209977" }, "r55": { "Name": "Accounting Standards Codification", "Paragraph": "17B", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=121641772&loc=SL34724394-108580" }, "r550": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=121603541&loc=SL77918631-209977" }, "r551": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=121603541&loc=SL77918638-209977" }, "r552": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=121603541&loc=SL77918643-209977" }, "r553": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)(3)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=121609121&loc=SL77918673-209980" }, "r554": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=121609121&loc=SL77918673-209980" }, "r555": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=121609121&loc=SL77918686-209980" }, "r556": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=121609121&loc=SL77918686-209980" }, "r557": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(e)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=121609121&loc=SL77918686-209980" }, "r558": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(g)(1)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=121609121&loc=SL77918686-209980" }, "r559": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(g)(2)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=121609121&loc=SL77918686-209980" }, "r56": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=121641772&loc=SL7669619-108580" }, "r560": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(g)(3)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=121609121&loc=SL77918686-209980" }, "r561": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(g)(4)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=121609121&loc=SL77918686-209980" }, "r562": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=121609121&loc=SL77918686-209980" }, "r563": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=121609121&loc=SL77918701-209980" }, "r564": { "Name": "Accounting Standards Codification", "Paragraph": "53", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=121568110&loc=SL77918982-209971" }, "r565": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "SubTopic": "20", "Topic": "842", "URI": "http://asc.fasb.org/subtopic&trid=77888251" }, "r566": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)(1)", "Topic": "853", "URI": "http://asc.fasb.org/extlink&oid=109199533&loc=SL109199563-203033" }, "r567": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)(2)", "Topic": "853", "URI": "http://asc.fasb.org/extlink&oid=109199533&loc=SL109199563-203033" }, "r568": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "855", "URI": "http://asc.fasb.org/extlink&oid=6842918&loc=SL6314017-165662" }, "r569": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "855", "URI": "http://asc.fasb.org/extlink&oid=6842918&loc=SL6314017-165662" }, "r57": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=121641772&loc=SL7669619-108580" }, "r570": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "855", "URI": "http://asc.fasb.org/extlink&oid=6842918&loc=SL6314020-165662" }, "r571": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "855", "URI": "http://asc.fasb.org/topic&trid=2122774" }, "r572": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(bb)(1)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719" }, "r573": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(bb)(2)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719" }, "r574": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(bb)(3)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719" }, "r575": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)(1)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719" }, "r576": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)(2)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719" }, "r577": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)(3)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719" }, "r578": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(1)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=121570589&loc=d3e107314-111719" }, "r579": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(2)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=121570589&loc=d3e107314-111719" }, "r58": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=121641772&loc=SL7669619-108580" }, "r580": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(3)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=121570589&loc=d3e107314-111719" }, "r581": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "910", "URI": "http://asc.fasb.org/extlink&oid=119991564&loc=SL119991595-234733" }, "r582": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 11.L)", "Topic": "924", "URI": "http://asc.fasb.org/extlink&oid=6472922&loc=d3e499488-122856" }, "r583": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "926", "URI": "http://asc.fasb.org/extlink&oid=120154696&loc=d3e54445-107959" }, "r584": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "926", "URI": "http://asc.fasb.org/extlink&oid=120154821&loc=SL120154904-197079" }, "r585": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "926", "URI": "http://asc.fasb.org/extlink&oid=120154821&loc=SL120154904-197079" }, "r586": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "926", "URI": "http://asc.fasb.org/extlink&oid=120154821&loc=SL120154904-197079" }, "r587": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "340", "Topic": "928", "URI": "http://asc.fasb.org/extlink&oid=6473545&loc=d3e61844-108004" }, "r588": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "25", "SubTopic": "20", "Topic": "940", "URI": "http://asc.fasb.org/extlink&oid=68072869&loc=d3e41242-110953" }, "r589": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(10)(1))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120398452&loc=d3e534808-122878" }, "r59": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=121641772&loc=SL7669625-108580" }, "r590": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(11))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120398452&loc=d3e534808-122878" }, "r591": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(13))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120398452&loc=d3e534808-122878" }, "r592": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(15)(2))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120398452&loc=d3e534808-122878" }, "r593": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(16))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120398452&loc=d3e534808-122878" }, "r594": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(23))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120398452&loc=d3e534808-122878" }, "r595": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03.17)", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120398452&loc=d3e534808-122878" }, "r596": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04(15))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260" }, "r597": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04(22))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260" }, "r598": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04(23))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260" }, "r599": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04(26))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260" }, "r6": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=121566466&loc=d3e6676-107765" }, "r60": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=121641772&loc=SL7669625-108580" }, "r600": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04(27))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260" }, "r601": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04.9)", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260" }, "r602": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "235", "Subparagraph": "(SX 210.9-05(b)(2))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=120399901&loc=d3e537907-122884" }, "r603": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "470", "Subparagraph": "(c)", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=75038535&loc=d3e64711-112823" }, "r604": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "470", "Subparagraph": "e", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=75038535&loc=d3e64711-112823" }, "r605": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "470", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=75038535&loc=d3e64711-112823" }, "r606": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "740", "Subparagraph": "(b)", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=6479915&loc=d3e66715-112838" }, "r607": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "825", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=108315417&loc=d3e61044-112788" }, "r608": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(15)(b)(2))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r609": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(16))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r61": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=121641772&loc=d3e557-108580" }, "r610": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(12))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r611": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(16)(a))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r612": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(16))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r613": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(23)(a)(3))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r614": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(23)(a)(4))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r615": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(25))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r616": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(8))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r617": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03.(a),19)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400017&loc=d3e572229-122910" }, "r618": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(18))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263" }, "r619": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(19))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263" }, "r62": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=116657188&loc=SL116659661-227067" }, "r620": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(22))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263" }, "r621": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(23))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263" }, "r622": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(3)(b))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263" }, "r623": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(8))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263" }, "r624": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(9))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263" }, "r625": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=35755530&loc=d3e11264-158415" }, "r626": { "Name": "Accounting Standards Codification", "Paragraph": "4H", "Publisher": "FASB", "Section": "50", "SubTopic": "40", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=116884468&loc=SL65671331-158438" }, "r627": { "Name": "Accounting Standards Codification", "Paragraph": "7A", "Publisher": "FASB", "Section": "50", "SubTopic": "40", "Subparagraph": "(d)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=121643868&loc=SL117782755-158439" }, "r628": { "Name": "Accounting Standards Codification", "Paragraph": "13H", "Publisher": "FASB", "Section": "55", "SubTopic": "40", "Subparagraph": "(a)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=121639165&loc=SL117783719-158441" }, "r629": { "Name": "Accounting Standards Codification", "Paragraph": "13H", "Publisher": "FASB", "Section": "55", "SubTopic": "40", "Subparagraph": "(b)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=121639165&loc=SL117783719-158441" }, "r63": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=121640130&loc=d3e1436-108581" }, "r630": { "Name": "Accounting Standards Codification", "Paragraph": "29F", "Publisher": "FASB", "Section": "55", "SubTopic": "40", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=121639165&loc=SL117819544-158441" }, "r631": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(a)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=121370832&loc=SL117420844-207641" }, "r632": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(b)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=121370832&loc=SL117420844-207641" }, "r633": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(e)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=121370832&loc=SL117420844-207641" }, "r634": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(f)(1)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=121370832&loc=SL117420844-207641" }, "r635": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(f)(2)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=121370832&loc=SL117420844-207641" }, "r636": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(g)(1)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=121370832&loc=SL117420844-207641" }, "r637": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(g)(2)(i)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=121370832&loc=SL117420844-207641" }, "r638": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(g)(2)(ii)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=121370832&loc=SL117420844-207641" }, "r639": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(g)(2)(iii)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=121370832&loc=SL117420844-207641" }, "r64": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(210.5-03(11))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=120395209&loc=SL114868664-224227" }, "r640": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(g)(2)(iv)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=121370832&loc=SL117420844-207641" }, "r641": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(h)(1)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=121370832&loc=SL117420844-207641" }, "r642": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(h)(2)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=121370832&loc=SL117420844-207641" }, "r643": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(k)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=121370832&loc=SL117420844-207641" }, "r644": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "740", "Subparagraph": "(b)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=6487024&loc=d3e29054-158556" }, "r645": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "825", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=99380617&loc=SL75241803-196195" }, "r646": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.6-04(13))", "Topic": "946", "URI": "http://asc.fasb.org/extlink&oid=120401414&loc=d3e603758-122996" }, "r647": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "310", "Subparagraph": "(SX 210.12-29(Footnote 4))", "Topic": "948", "URI": "http://asc.fasb.org/extlink&oid=120402547&loc=d3e617274-123014" }, "r648": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "210", "Topic": "954", "URI": "http://asc.fasb.org/extlink&oid=120413173&loc=SL116631458-115580" }, "r649": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "740", "Topic": "954", "URI": "http://asc.fasb.org/extlink&oid=6491622&loc=d3e9504-115650" }, "r65": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(10))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=120395209&loc=SL114868664-224227" }, "r650": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "958", "URI": "http://asc.fasb.org/extlink&oid=120520240&loc=SL117035239-210619" }, "r651": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "360", "Subparagraph": "(d)", "Topic": "958", "URI": "http://asc.fasb.org/extlink&oid=120429125&loc=d3e99779-112916" }, "r652": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "360", "Topic": "958", "URI": "http://asc.fasb.org/extlink&oid=120429125&loc=d3e99893-112916" }, "r653": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "360", "Topic": "958", "URI": "http://asc.fasb.org/extlink&oid=120429125&loc=SL120174063-112916" }, "r654": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column B))", "Topic": "970", "URI": "http://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r655": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column C))", "Topic": "970", "URI": "http://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r656": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column D))", "Topic": "970", "URI": "http://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r657": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column E))", "Topic": "970", "URI": "http://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r658": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column F))", "Topic": "970", "URI": "http://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r659": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column G))", "Topic": "970", "URI": "http://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r66": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(20))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=120395209&loc=SL114868664-224227" }, "r660": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column H))", "Topic": "970", "URI": "http://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r661": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column I))", "Topic": "970", "URI": "http://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r662": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Footnote 2))", "Topic": "970", "URI": "http://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024" }, "r663": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "985", "URI": "http://asc.fasb.org/extlink&oid=6501960&loc=d3e128462-111756" }, "r664": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(1)", "Topic": "985", "URI": "http://asc.fasb.org/extlink&oid=6501960&loc=d3e128462-111756" }, "r665": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "985", "URI": "http://asc.fasb.org/extlink&oid=6501960&loc=d3e128462-111756" }, "r666": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "985", "URI": "http://asc.fasb.org/extlink&oid=6501960&loc=d3e128487-111756" }, "r667": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "SubTopic": "730", "Topic": "985", "URI": "http://asc.fasb.org/subtopic&trid=2197926" }, "r668": { "Name": "Exchange Act", "Number": "240", "Publisher": "SEC", "Section": "12", "Subsection": "b" }, "r669": { "Name": "Exchange Act", "Number": "240", "Publisher": "SEC", "Section": "12", "Subsection": "b-23" }, "r67": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(21))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=120395209&loc=SL114868664-224227" }, "r670": { "Name": "Exchange Act", "Number": "240", "Publisher": "SEC", "Section": "12", "Subsection": "d1-1" }, "r671": { "Name": "Form 10-K", "Number": "249", "Publisher": "SEC", "Section": "310" }, "r672": { "Name": "Form 20-F", "Number": "249", "Publisher": "SEC", "Section": "220", "Subsection": "f" }, "r673": { "Name": "Form 40-F", "Number": "249", "Publisher": "SEC", "Section": "240", "Subsection": "f" }, "r674": { "Name": "Forms 10-K, 10-Q, 20-F", "Number": "240", "Publisher": "SEC", "Section": "13", "Subsection": "a-1" }, "r675": { "Name": "Regulation 12B", "Number": "240", "Publisher": "SEC", "Section": "12", "Subsection": "b-2" }, "r676": { "Name": "Regulation S-K (SK)", "Number": "229", "Paragraph": "(a)", "Publisher": "SEC", "Section": "303", "Subparagraph": "(5)" }, "r677": { "Name": "Regulation S-T", "Number": "232", "Publisher": "SEC", "Section": "405" }, "r678": { "Footnote": "2", "Name": "Regulation S-X (SX)", "Number": "210", "Publisher": "SEC", "Section": "12", "Subsection": "28" }, "r679": { "Footnote": "4", "Name": "Regulation S-X (SX)", "Number": "210", "Publisher": "SEC", "Section": "12", "Subsection": "29" }, "r68": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(24))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=120395209&loc=SL114868664-224227" }, "r69": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(25))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=120395209&loc=SL114868664-224227" }, "r7": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=121566466&loc=d3e6787-107765" }, "r70": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(4))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=120395209&loc=SL114868664-224227" }, "r71": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(5))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=120395209&loc=SL114868664-224227" }, "r72": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.1,2)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=120395209&loc=SL114868664-224227" }, "r73": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.2)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=120395209&loc=SL114868664-224227" }, "r74": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.3)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=120395209&loc=SL114868664-224227" }, "r75": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.4)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=120395209&loc=SL114868664-224227" }, "r76": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.7(b))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=120395209&loc=SL114868664-224227" }, "r77": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.7)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=120395209&loc=SL114868664-224227" }, "r78": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.8)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=120395209&loc=SL114868664-224227" }, "r79": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.9)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=120395209&loc=SL114868664-224227" }, "r8": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=121566466&loc=d3e6801-107765" }, "r80": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "8", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=120395209&loc=SL114868664-224227" }, "r81": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=121586364&loc=d3e3179-108585" }, "r82": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=121586364&loc=d3e3213-108585" }, "r83": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=121586364&loc=d3e3213-108585" }, "r84": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=121586364&loc=d3e3213-108585" }, "r85": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=121586364&loc=d3e3255-108585" }, "r86": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=121586364&loc=d3e3255-108585" }, "r87": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=121586364&loc=d3e3255-108585" }, "r88": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=121586364&loc=d3e3291-108585" }, "r89": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=121586364&loc=d3e3291-108585" }, "r9": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=121566466&loc=d3e6812-107765" }, "r90": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=121586364&loc=d3e3291-108585" }, "r91": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=121586364&loc=d3e3291-108585" }, "r92": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=121586364&loc=d3e3291-108585" }, "r93": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=121586364&loc=d3e3367-108585" }, "r94": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=121586364&loc=d3e3000-108585" }, "r95": { "Name": "Accounting Standards Codification", "Paragraph": "24", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=121586364&loc=d3e3521-108585" }, "r96": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=121586364&loc=d3e3536-108585" }, "r97": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=121586364&loc=d3e3536-108585" }, "r98": { "Name": "Accounting Standards Codification", "Paragraph": "27", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=121586364&loc=d3e3581-108585" }, "r99": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=121586364&loc=d3e3602-108585" } }, "version": "2.1" } ZIP 132 0001564590-21-009422-xbrl.zip IDEA: XBRL DOCUMENT begin 644 0001564590-21-009422-xbrl.zip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ⅅ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

    635@SLF]V!6%3F'0;R)1LDQ(A(=@DQ MI\$G"3$GS+S&0\QN&\LZXS>F&V'^@]8Y1A#Z2/7W[G_R["61W)[-Y<=Q7=!% M3()5O&FD5? 7\;B4-0CVXM19VP3E; M#"(($$20=LW.=LTAXP?2J*G J,E5"\L:-4E/T2],8];E+.BWM,&X,J-&!D+. M7%]+F)0P*0"?)$R>)M_*PV2NON(>,+G'YK_7&@Q75%$5;A4V'B;%RQ>HXYCA M2>[]:0&M_?;_9W$:5!@>G4R\0R87BLJJE4$/F5^XO^&C;BG>EA@^WUS'J-=% MH/9;_>ZJ'F%B!3[6*G"I*"2^-I 7$E_/@%427^O"URWU14CLJ-J\$Z/6<+BJ^=E1U;Y,RQ00!B0DB\,+"1PS0B)'V"$I9\.M7,3\D\(1(F)1LDQ A%=@DQI\$G"3$GS+S&0XP\>G]P M)OP/O14V6WXFOOY$%)_,=W7(H.Y:J:R94/V*9HE\^@D2IA:*<*2=J.R#&E1GYV)P9^U /+I=[TK.^ MS>*)Z@'[G0@DK (0OAX=*1JAI5841RMN.8.[IU:, TT;M**J2JUX(@;-V06/ M3M#6SS2,%V\_W$0C7P"R2X/MJ,Z[H_CFCF].K$I;>9WXMN5%/DEGK6C=4E;& M#==Q/T#%?2>^4?[\:S])66EK[SY==KK59:Q((=YYV;P7C^;-V' )0.BS7]RB M$EXB5"&$4FM%J'S"I40H\:W]]RLVO[^%^L0F\*EI/9>;>&:>[\O,*ZUTO>9@5[I4>A^Y$%GH+BM>P&YBE]\5#C' MNUT.C[E-_X'.*N]5=RNEU*KKBMYFKKZ/49#F8L'YT#Q=W,C44<41DE ML4=DUNP49:UO[]#;Z.I8* M3T#;^V33N05W,7[1@YGBZ2#R<*FBS]&I'"B68]@1[DDM1YRB9S+I0S"R%P"7 M1KGK3[=0BBR"4JH(BK:E?OIW?8$U%X(M22-=M:ONVV!M-*ZN:ZS,7#USA2UQ M4N*D 'R2.'F:?"N/DUOJH!?"277,<7*O#FOCT5#BI&@+J@$G/ 3GP(_[GXH> M! 3V_.XDU"V'[?G)JS'3G2="G0(.#(8Y =P)<$-'V=G9"7!JF;3"<$K4],[& MJRPQV'#$+%MA>%/>/NDOVR>4 ??3GP&Y1JUXSW7B5^>6:\0[U]^M!OG^F_U! M:W0IDW2%6W6B:@2)AW+U-Y<-$@]WPMFZU/H2$--7.7.0P++V M4!_Y$5FY,I 4FK=*/^U.G*HYSPEAP3/=:3YO0-'IY^DT=P4IH+P0G^"74]>V MW9= ^6 Y2CASHT!WS.#BBI\Z:NQ!IR.EOHRZ':VVL\G'+XU/#UX0!^=>RTF?HX(.%Y%R];.?="G"1S$Y%O,*K'%V(_DS]@++-M^:5[1)H& M@Y%TK(FVTH0_+=,0"T03SQ:7%HC< C67#=(,V<4,R77R+6J&H.OT\<6MS_K0 MAM59'U+X!;,^I/]C/^NC)YX=+JT/N?UI+AND];&+]9'KAE7*^ICYA-1G?ZC= M@?1^B+;$I/=# ": 8/7%L\2E_2$W0,UE@[0_=K$_L-UQW%<+H*19)?U,IQC> M0C&^4JRY%X6T#B_LAT@02I^3"+P1U9$A3:KSX:4TJ2IB\(?R-E6N5<%&F^IG M:O][^VK I=>T=5I=!E:O->QJTFUU$HOO0FR/E>E&6,Y.ZS3%&<(\5I6U,:S1 M3]4XUHCJVR@/PAG6-=*H$K8\S6%8>=;V5'ES*M=98;>N";L7AQZUAL/J+*:Z M/%)K-;ZL&+U<,3I7OGGI_1IAS'8H1^*H6I98JNAUE>_:@SZO2#SSXREZ^A-I M3WRB_VK3S*0KW7[1%\$[Y;=BE%B_<%9-/&TJ',HXN'TF_L2WS"?24KXZ1F>Y M#O0)3^V;&\*]0U<)9T3YXCH4EG1T^MU9CNX8%ABL#R%\0!WW__D?(TW5/GZ M"T&!1L2\J*0D-IL++OZ,"()4&>Q!M-/76UWT?K_[IVDXX9_JM&N.U:G9'FNC M2;L_4B?MB3;HMH=DH&FDJYF:JI945KL+VU+)[H,7E5];1'Y%>14 OB]N$#:^ M4/SCC/!B[P"3"BNO[ODDP,4.U)A[\%M\F521)Z\><>"OK Q_#+.%=T'<+0:P M@Y;>;KF862T,*>)/H"P9%;$M*V4-C 0( ;P9OA-@3]KK=K:( M4DRSQG"-=F*XA6&9E31BJ&RK=H@MF!@<*)X1T%C$$951$GM$9DV"/9H(V*/V MBG6YE^B4/7+>E5#48 VWDY@%F%IXZEPA/0]CY263MNBY]O MX#J)3&:=C>*E!\J.WJ)FV,I$C^.R2"N&\S*)HUP21ZX=>#:) V-9Y:)7.U7C M[5;8Y%N6PSMS92TQ4F*D 'R2&'F:?"N/D;EF?B4Q4AUSC%3'>YP.&5V*4]1$ M8J20]4OVBJF=$UL>9JX/UQ)_OK3A#Z)DOBGGS^#]1]MR2'O&1J!JW?WPE(+%3'%Y([#P#5DGLK L[)E0?%RGZN$5QYK*PBA:#?&O4N)5:*MIZ:FD)P M*K6Z'[!\%^806([ASG<^,R##%^(@J Q?2%;)\$5MA;;[N?YPL0[]2E5H-7%_ MK5?=QE_&+@Y6+5MBIE3$$C-/E%42,VO#S%S#KQ*863S>KTK(/(D%5$&#B6HZ M@*SV!]31Q4!\?T"ZR\21*PALL&P.UV%"&,:(ZD^7/2::=*Q2]IBH/G2RHF77 MX:H27%YVA0F7G$IWB28"@ 1C<7@AP5B"L03C>L XU_#I<.4/^JW+OCAY?J<" MQ@*W>DI//DO$AY0X)\3GWZE><1FD$GLUZE-8SE KW1QGZ*UJ_!&/C,D^$IVW MY]BQ&<@>#4#23AYV\:"C]5?ER)3L%7-,U8,%9#-U&(XUCJK*0>"$UJDC>FUY MUE0VSQ($9J@P==W0<4/"=/^WQS^I2@'%_3JWKVP=ES9QVC\?UM?9P%P9.S+A M4;K-/68!+/5PQB_#7P0*C!TF_J1,?1=_'P1*.(-U 1-1YC"N&7;/PC<+HOL= MJOSCD;V1FBJ7S5WDUI!>^)YP:_I. 1#GBO:M;&2-__OFAO\BX1=W/B>.0V,H_ MQ&\7),0.4&Q$[#O#)SJLMP#DQ9J"F#FA0M4WK!_'5-P)"!+M5!9T\BT"ZVN3 M]MM2G[2UG<#Z^8P')+D5TMYNUX[)VKH]P8PM$MQ8@6&[0>37VB!L6'AU'Z,[ MW@=U?*&D:$3YG*'2&L:6F]J1FCFZOJ(K032'02Y0;E)"0AO]77X,P B>A'36 M3".FUGA+ 5E66/_ ,;U$';44GP0> ;/WF=B+CE+=LA\>Q3S9 M,-S(QT4_52817 #HU5&N;6S[]S2C5\)JCVS>'C"A,Y4%?F? ",22">TJ:%H& M-M:D!H8!AIIN.>$BBTU&Y.-.S,8)V19YCE$)KYG"H&S%C4(Z4R:O07ZTL$L% MNP7M&+!IWF ./P8:$#$@8VK3[*#P[P,& \02_HT.8PJP<_8E]#:,%"AB$HS$,P5>F<&?7 M#W(=6],&UDAL&9Y<*+=SSW87A#9H#=&K<,JP\YA:[C,]4&C3"BJQ()"$SI1S MF\\U(S#K<(J\$B-"V($+P#2C C"SC!G*_[-E8I=/0#N8"$K%VU,ZRC_<%Q S MOZ5$0!R?WIO^!!=8LI23L62E]<6-;!PX2"VL4[@+"$D&(_'WL'=#I?5"0"^Q M#4-RVV30R31 740@91/$VD"W4:QQX/'DX1D.#B*(8&9 .ZKN(B?$ZW"S F(: MVY]>ODWU6K-P55)/0/X=P<-NZ1/KM #WD;]#F(!:]T)YHX?""'*R)L$/D+2' M7POED1@SQ[7=)[!A:4]KY=KX=P2K?HNE(/QV]-Y1UN](0+2 ^73A >Z_T%WJO'/E^3N<>$1 M^O/57_/?@KR!V*F#Y$7668W=O*G:,?4%NBB(\^[3/W50,Z SU '=(*O+JB*K MYC(:6E<>0E $RG> VAFJJ80\3$^O7V ?4,MIW8_\"OI._7BA>&"V1+B7AKLS MG9U^N,>?8U(?#5><5A!$^ GB?!0&(;Q >R68P?2H=@WH&.%%/!RJ_IE>!1X& M@ @^LTC@FK^4CS'DR@9^URF>!(\N9;U/XI5 @K_[;A"-%2'!(B*:E%J#,*F!TEC?6>;IF[D#I796H#J;^1\'[Z!<; MOS%/GNP];0/9<<."%%]-_A:5#RXJ&^C^.O%MBXE.AO"YVADK2'4+K\+%5ZH@ MP#C_2A]V[^-?='6"/H'YWD\?Z-W9MR?(DJ_?[C8% #^I0ZTUTO)9.,"6%]C* M<1:\::=5!BRZ&EV'*R[T-=HN[DD[H#L5C-10KJ$A";^E:BQ6C&"N@KU+-;:/ MFA'T9(!JVG-#F![?LS&'50A"R(SKQ"[5/;!V7RW<',)(RXOG('=J/.8>3'#" M[='$8Q9^2>O>:Q]=ZQ0[@A_XZGYZS_:,P7_K=D3^ 4:!V*LE([?#C-RN6 VQ MU#)?,NR )[ %T'T'UL9D01D;$-O&KJA3EBY_B)8>H#^;''A50B9Z!FX':LJ;G(L MD^^R/1T,ZM&O>4@@!P[T60"L>=JK%=E #4?Y<8G6RU)FOXCDQ\^H4V M9-]DK<^= 6R0BW; '2JJH31.%;#V\7YO/TZTSKU#OKM@ M+-_!SOY_B>]^)[[!=!\-SP(N/A#'WR!"Q?P065* MBFW(55B!PS*0-ABI &GY5AXI%,L@%HC^#$0/E1<'N-2B1TV2\N/1WSHI)QXZ M Y]@&_&$T36 ,] U'CHJY["8Z.5[HU3.P[%U*5S3AY_W(LB:FNJXD\]=2D + M539ZG3"N':NN=:J[7'SG^/F?ZP/QJ=2Z;'?=9?5\$NKZKCT8L!E/7'-!DYUF MX=R&%_\/4$L#!!0 ( "N!6E(EMCC")1\ ."% 0 1 979B9RTR,#(P M,3(S,2YX337A+OX]BC=.\O?_[/__CEO_;WT<7EU0TZ\SA] M(A';C^AOG^^OT8,W)3.,+B(OF9&0HWTTY7Q^>G#P_/S\QA_3 M,(Z"A$-5\1LOFAV@_7W-^)P1+%Z@"\P)DO^=HN/#XZ/]P^/]X_>/1S^?GIR< MGAR^>7=T].[CX=L_'1Z>'AX:#/ZJ=$#&?Z?HW9O#-T=OWGTX,@COL/<[GA!T M=6$0?OC@>6\][^0$$_SV$'_X^!Z_(^3]\7O\830FWHDI:31?,#J9B/\FY?H2^Z>Q M:CFP1AB?AL OF7W:,QKO9<2"-Q&;'/B<'?#%G!P T3Y0$4:]O;2<3VA62!:( MB?=F$CT=P(L#D/1P__!H_^1(DS>HH\@?\" >QUFI,8Y'LH1^4U)+S.>L7"KQ M!@H<_;Q4@/&J:K)79?50KZ(:ZI60"Q*?%TN(*HX/#]\=J)>&0*6BE'"%=IA@ M/"]M(/&BS J8>G&YY/*5:*$/MNRTW'0@_LD!]#,.,"2:WHN2D+-%>27IRQ+) M AK^7E.+>#W"<5;+BT7_?"*ICSY^_'@@WV8")8R!FZF2*'U;(A)Y&DT*51#P M72-&_0F1'D64.#HVZ%^\:7DEXDVA LPYHZ.$D\N(S2[(&"4 M^. 9 R+<6H' >,TQFQ!^@VO(D[ZSQE;BU[Z&Q;YXM']T#&J_ 69[*"P5N0I3!VN*H7&SDA@Y MZ%860W=O4?^[JIK+_4&S.N.Z+J9_[.?8JY6AKINN*H[9O[)?K04JZZ4K2J3' M)_%'6SF6Q[;5<&$.JS=JU!/X^"CP>?2^$3[+1^9UQ5E7EG9R6);)W*3\JZUM M+">[6FL$C!U@YK$H(#"B>OS+RSS (>:1[$:M&D:0%WCMDYS9)?Q>1T;)-"03 MF,+Z*PEF,NA $+Z.$*N[NWS:HO["M4>@1FB,'U_)#,823BYE@L=\>K[_56318#RN,7B[59@ MF5A:,)^,:4BE$H?B/[1O!F5T54C4]I*>CCPDF"%@KEDU>72I]H>2V;2[71/QDBN0T_3&4#]:O5@SJ(Y89P"6(S% MKF0P963\:4\L1_>U&?\.&KX!NVD2JX*B\:31EQHE%5)SX)0+%N)U&!>NW;=0B8,K;]"*C<3;I*RD>X%%;Q:$(":IU MOA:O^ZHN.):VZB[[HG*M[PRJULIG#KZ-.^?X)0JCV4))J?VN_O)G8><%4IY(<5L ML& W%KS##%Y/":?01JW,62SILNUQ"]NB'PJ\?QQLO;*MLX?Q[?@61B>I7 PN M]CR:@;Y3$L;TB5Q'L;,KM^#DPL))+1;RBE T1GE5TI47*D.BM@$ M[],H\ F+O_R1P'C9!A EI5T@>-L"!";[_\;S*/X?I&H9C-^)\<]Q/+T,HN=6 M3B OY#+UNQ:F%ER19#O8MM%D.TM*^9S$-"2Q<,DWF,,#TT^;\^V&)5Q6?2^G MW!DS^*'Y24^M.!9=^=B9]2&8SS!;@7^DDI&.8#,'RR),;HS2>PZ=&A95.#*])L MD<$72<:#C=O9^!)3]E<<).0;P>*WG&>66K6,HKT"><4!B'&)S'1KM+L RJ"Y_?,8@C(AXDS"V=DU; ME7.9U8[E2$9(LI6#H/R]+SDCD_5@Y99C(8ZI!X:ZH$'"B0^+;;&)<4?8PQ0F M_.6C8GT1EVWM$(YD**V:LA1K?KF9@H KDFP'N[:SZU4(9.01OU2,D>9[E\7L M0(TJC63QP3(M_2J9B!581?))'9G+3G9@)F4RI)JL;JY[*! F\(\73918I>8J M(7.8Z]B.N:1,D,%E,%?+=3J))@S/I]2#R;L'*M5M.%42NTQGAUER5JC(:S!@ M.P-^F*C<)+"*7T4KB)1D+I'@,AMI$4D0'R1%-DR2.2Z(GC9,DT _Z MKR'-M8M\B4?Q;[G5Z^A=)K:#*%6Y$^@'Q7(P9P=)%#76K"%W&=..KY0G5 RF MW%QF18UEFY=V&=H.T#3+LA@,WV6Z18VIZ^@=QCVQPSD5J1>#-;O/P:BQJ;N4 MR[(ET9[:?(S!P!TF9M18MH;<95([$E2:I#%8LM-LC;I!MJZ RYIV^*@J$8QJL$_.O9>N"0DD^4/-]@'V4UVWF#Z$?TNH'('6Q/] : M-^VY.&#RU@Y<5>XE#*#8"BC$:>-^$I#;<>GKUO!HR,\%%#L.5@,47:?P-=5[ M4P-L-@*;\RD.)R2^"L^"('H61QE=1NR<$>B[8IU$8OAILU@#5^M5Z *>':UK M"+Q4+$1#E F&P&LA)1I2LLDG)1P'>&X*GI%(C_2X"I>OY]$J>;E 90<-FX(J MK3&-]@^>[+4]61$"&_9BY96YP&:'+;OW8$NX'""Y:4@^8%A/IW=)=8&Z,GXN M8-GAT?; DO7J2[$&V'29,)1;N>QM'6A6Y^:"C!V*K4@W*@*F*B=I@,NVX%(X MA;1;[)2R=@')#@NO!:3B(:L#L+H$5NLP4VLF+K T3G(<8DQ= Z)! F,6C6Y M6P>;#57E M?*B96%D'C39,P!AQO#86L_M2Y/![+>K7HPVN#&7L6-99.<+R]S MXG'BG\TBQND_I?9;\6[=2>""IAV.;^[TC.F8EA.9@@[N\)62TUL[P/9<7+BR MH^U5B>R#C]L*)K(9TZ6^W%Q%^&!N?DWQB 947/*3EO#/>,;D-KPGXI98&DY$ MTERM;]M.S2[LV4'Y:NP9,[=,/!W[%$L*0T)=U$>8FQP!JIF<,J]P<&<;@FX6 MY+P6 \A)9K"K,.9,7HVT!CI;,'I 02-!G# M 7[=PZ_UE&U57BX@V8%])Y"&^=LK>*GE-VO[HRJ&+L#8 ?Q6GJ?DP\X@3&7.+?L>A2#+CW)$Z" MXE6\*SOT-LQ=R&QZSD3>@8>D.:[D:AJ&=!CQ$7XQ$"L[V+ MLE4P#_YX*^#.,E#$10GI#KM*=>IN)KIV72ZHVILQS:!JY,#(BQUTAD&:137, M5+<.QPLRXK>C@$[J04=^ D.YN56U_"%4[%@Y,?+"W M0BIO8QV")YO!0_TAJZL!9 V>+L38.P>-CW,= /0* (.[_6=:8H\W;<1Q3:! MKM4K=$'/WAIH 3TA5GYY7%I0;V$)#@,\7P.>\NGM7$XL-H'&QOQ=X+-W&5J M3Y&F8@Q >Q6@Y2?JB9UF98KO0'0E($#8#/0))_GG,&,#.5\95O?MR9.JXRM@ MX#I][74E=N'93WT/",>AH4WT'ZC80>6M?C F+)[1#-@9A+DY:2\@RQB-= X!UA MLJ%#C\AWVT+DVO4Z$/ISQ792,X0:TJ4$ V;[@]EOF/U.^%;ANDZ5+J2NM8VE M!!M VCN09BD2]P_?@>@._M_1U-+)V 6XM3:OC&P,$$!2@PC#='&KF"I_G28! M=H6O1I6XL+;>7I5QXU@5E#_BI_(9T+"LY!3R8;6 MWXRP$X*[^H>]_=7HAEKKZXN9Z J9BCI(_PQ*(JTE&H.:=4P-9=%(:8NX4!=E M^J)GH3":@L9 0D(D=-[72@^=<#.=L/UY&JNS#:C42E[;\D3% 'X9,=.^_ 'T3GC$%O>8BR]&,L+/ M) 3M^#+]E_&8B*6>^"V*- 32UN5Q@=/>25D"9U'B].H9)8J\,*U CF'&I05' M0@RU+LX*_)!*_V-IT4P'\4@5'_K ^GV@<&E1AC:-(Y@+MQ\@5V'I0J*]E;*$ MQ*7KCPP,:EC)F?V/P]"Y.03)JT''A#'BPQMU@)!Q9%!K^#3DY\#.1WN3HP8[ M8E:N*Y6>1A]]:%0\I&]UBYOLL.?O(K'0L7.$HV"%0%A97[L*3O&@GW4"!,](D# M*R&A)0L7$NSP?5H!,FH8D+ %)&3;,E>S.?;X[?C,C^9J,75#GE/Z!Y%VB!D( M+4Y"C +JBR,@/N- 9#(\3(F^X+PA=+JMTX4U.Q1>CC5C5TC))7/;4\G41.UF/*A5$ D)=1 '7#:'4[35S$0X\F$D8F$Q>(KB28,SZ>UV^ =L'6A MS8YC.]&FJT:%NM%H@;+:!X^W/21I_Q,ES*N-0W7$VH4H.^B]!J(R_R5%& M':SNR0S+[YV,)#_C2)&ZZ=)10WBM584+9G98O1QFF1!F-F/A\!3GM T=#7A[ M5;Q=D#%. KX%V.F:!O3M,OKT/(1Z,-?U0"7F-GWY72^K,')AI^0VEZP:5*QG M6%)VC@U]X$@:L%OIS)6V/%R(L/<^LF-1]-;&K M6S973 54RM4R0%&YW&;"Q/6R4 MWT>T$B,7.NR=BO70,=SYLR8\"LFDXEV#SU/:\G"!PMY2* 7%4C:J!,7P7ST4JKGR6 M/@G#2$FB'HIG))#7V$NCD:?1Y._G>$XY#D12R$,TYL^801=](D$T%W3G40S6 M,ZY@3?O6#7GAC\\D>"+?HI!/ 04AGI%/>UUQXZ#=I[V7$0OHZ0SZ-X=IY!4G M,Z'U'HK!_ISR1+#XRJ)DKDDID.PA]?><,!KYCY(1#<6I+ARDI$$@SFOYM,=9 M IPP,&+8XY_VQCB(B2X[4CN,G_9\,J)0[*#S!OQ?@MGC<[1>NV5,_CV::\H( MZ:#!%)L=:K*26_/RRR*N?*"E8XKSN^3K[G8\3Y@X\LU\X7D@J)^V4-:3MUQI M7\SA@0ZO;H\H@3'M#B\DC]!_+0NYQ-@EFV6)^EEJIDC6+WXI\.6%>/)C2/,K M9=W::S#HN)W\A&G)NO=#0O^53PE)T*!SI!FE"V1>$K*JXTN,F"E.] M:G6WB7=(??F1OC@8E/@7L,J6&Y%0L?H861PY!H]$SD7) 2JAW^1$(-UT6ZC( M;/98'>*ZE=ZV0OO*(UNWT+P=UM,;;];$[9_Y_TAB+I[%CU&^1+S#U+\*TSFD M/K^_<,F2N,$&WL^AC^,@^)7 VEDW<;<\>].<#9Q$$\W5-2]96$: ;9XVAK_4 M%G&;%FW']U^M51_E2<_I%YA+&+J,V#H-VYIU;]JVB0.H'6X>".>J@-5/FXU7 M]0QV;1Q:HSD:E-\IV"R+?Y&0Q^?H<1HE,0[]QV<@7EQ&"?M&9B/"LJ!$RU*J M2<(H#)/9J1^)M*L-MXCZW5!S\Z+!$DW@0:7ZS8OVL0WT]#Y;ZJ5KWC2Q19W* M ]C7*W"YM(ZI"FIGGX82:ZFT/K_>=*(&XYKYG?6Y['/BL! BCR_#@3A8(";L M*9M6-2;?J3; "SWZJO +:.DG,HZ@EHN9[=/HI0YFRGB++'$5PJ)O0K,X3M9> MFV#=F[9MXJ1!88\0/Q9?[]\EHX!ZMV/H+:#Q#9%#4&RT5B/:WJC? %HW4>CA M>'K+[C#CZ0_#<:1/+F%J%WH4![=,S:"O0J@Y44'R,*8^42+FEYT0-9CKAMMX M-;UI\R:0RP,_AE)7XO.Y4$0'H_ WRLWFL0-&3<@ZJMNRT._$KQ" MQX;$?=55=RSA8\^3F,,MU&7"P6N7Y%0X@=,A[[ZVI)S'O5!YCHMG!47L5WT, M>IS?7&O[7-,9U.4O*5+YOH_:W(8BZO0-APM9Z>>_%I6I?-U'71Z)-WW&X<-9 M40?K<1]E?PCQ7)QQ'9=BJNIM'S7Y1F,1G?H6^>0A"F3ML=7;'41]U.OF_"U( M*&XY.W^K(B,/L"2-V/7U>5&W!H1]U.__"(ON(AIRU>8))TS$\A(SN MZ63*;\??8Q4-^#X7!]6I([SRH$@7O'8H?4[$?D0(#_[)K_*XO+@ZOPI%L,N' MM4V2IP\VI=ZA!KA)!+)AM9=&2;)X;\D+4RT8#,B$L-=W4>*;(H]1"3T=]HE% M;DSNF"L)3(6T.#W5Z()DSVH5*] 5$EFXV#1[?>VT0Y'A*+&&4#-O$4\P PDJ M/65Y&Z9AH7[:M6;3H#CX-"#LXT!4%G254I\%0?0L/%(A0T"DX,/L<9'E#]0% M;]OQZ.]T1F!!A]O9YH9Q7^C8$,M^-QF9[YN]ZHUR0AOR1% M9J-Y,!O]_,8( NM)?I:.4NFM6Q;JI[>N44+<[45#(F0L^X"VGGSK8W(#QUTK MNURK-E,S)5U!19^?3N$]\Y*1;*C-CE(@T7*"RR6F3":VY#O=YGC4M,0N]>T+ MJ.@)JT_C=-*/F<*8QBSR%!AQXZ',(V[:F\VT]!N.7>) MWHR.39HBD_L;P<*0XJV8Z'T/HY$8'T5]5R$XEJ7[J^!7PH0K$5(:O M4>0_0U76S*09;0^G)7DJ0HT*A=E)FQ*]GJ3<$TY9^D7.91($BW3>+#Y%*,\J M;U-BIZ"N=B_MK4LQ& (QH\E,2EFVY]F\5!_C*27G1!2&$>F^U,RI_9RJYC"* M+BO9*:AM]F .P",3FW\71/U[%>9[*_(X[^V<#]) C)TRFO4YC6X^$AM:5WY\ M4T&]4TW@ZL.E'S&(3#U/;DE#FS3U!DTX[633&;[MCD678MO^"V;B,/W8O,9] MZ9+WY69;E4LZ^L#0,T])7C_^]>"1$ /7VW!Y:]Q^T< M"FN.GAPLL"0KZ"&$_1Z+A8/24NRIB3.S\D\RFY?8I2B=-)(1:"AN:E2][>?N MA9$&8)_I<,9OTS>_1H%OY'RT+=7/_ +HIS#Y%797QWQQD&R4<)ER%RT=1U/H MW2U*]077C0Y(,QU7'J[4RIRE590[NCKZ'L:,C,]1I1FO0F6Z+/>^\GUOIJVM M36ITU$?\.;V=!5!']=8P@7!;#$[#FU9^GP'VD6W2_U3'$A!0?B% M/L&L1O-FM+ND?='_QNGE& MQPG6YBUXB,76=B$=]@'$>_E7Y(6I-E&8\^9<1 M4U^*ZAG6&3@56#XD/!)?1W@Z))F[(N/#@LXY%QR!>+J5>5OMI"5?7C_0%TY( MJ,]B$>*)T0C@M?0-89LB?73E.A"F\HCTF9&3I%';LV?,?&W2 MJU!GJ!L)4"@;PT,#(HC];K[?31?_& )?> 2B[FAYH&L'.5;"WX!NY M03!:!D$ZXOQ&Q.)R<9:$OO \8LP#B9[YM#)\M2:3?S'TY?,!F%;GIV=_C:#..Q:- MA$2WXS-O2LF39+0V"%>HL2:JO?]SJ%UCB 6^7)%:ZYS3:$G&0[M=.7Z5*XSG?$ MA>G,@PR:4/9%\3;'^Q;U63JDHEYYBWCW]7_@F)/2 ^VKZ79):^-8?JRO0OD. MBUDV5PNOV[&AYT+D,44/U[5WE^N(U&TP2JH%= MHME5J/(]!:QC=]=P<]BAAOH>LNRK"\!Z>N=+?CO'5<@)@P6;7,>%.# _,UBM M;%\:I]$A'L;A0P^$/5$YTGGB\%]]K^92VG7S CU=ZHZ)/'0(!UK\I>!>#44? M-2HSB/R&2-K$;3R;MH]:JEG)[3CM@N#(S2-(BE?--"'MY^PF/^!9&B2NZ((. MJC[:ST1>=EFQ/NRL&J25I'W4\5I\?T;R855$(/(15,$2UF@L6\&V*-##V6D3 MZ;^$?AME)7D/5948+(IN' J[G'G=E+J'0<1[XC_\OA GFX=1$$W4=Z;+,? : MDM?LEK\<")5B;TIF^,__#U!+ P04 " K@5I2;"R&'2H: !=T@$ %0 M &5V8F<1AY)/BR-SN8[DUPX!#7"QZ_["71/HH\_XW(LWEY/KKW@]P<4X?#P]?7EX.W+D71,1/8F@L.G#(XG"ROY^3/@LQHC],SE&,)^R? MSY.CZ=%L?WJT?_3A?O;7S\?'GX^G!^]GL_>?IN_^>SK]/)V6"/R:HIB4_OD\ M>7\P/9@=O/\X*SWX'3F_HT<\N3HO/?CQH^.\H_QAZ,/ MZ./#'#O'94[)32"U#@>,B?W.5(_V=R%3@' MDQ/?G]S2UZ+)+8YP^(S=@XRJ#W+[[.?"@RX)(O;QRUY)>J\/H7] PL?#H^GT M^#!_>B][_+7V_,LQ>WKVZ=.G0_;K^M'(:WH0R,X.__GU^LYYP@NT#UT5 Q+: M0.1]CMB7U\1A?<3!UZ3U"?II/W]LGWZU/SO:/YX=O$;N'DAC,DGE$1(?W^+Y MA/'^.5XM\9>]R%LL?_CYX1'('$UG1RF1/]UC> I&T34#3>G\ M[.17* M^W;0,H9REGSB]*"GW_QVCN$EDPNA]B/H_P;AF9_.LO&^Y^R MKW_['N(E\MR+UR4.(IPQP(.BAX .WD\Z(]T M#/P'7\A)JU/Q/BOGB^+X*'EZ(.=#+\Z^7P#"V]&/G>'W1&+I9)C,,[ M,H]?4$@5NI@*ZJ:D9T:3)0[CU7>P6F)0+E07+JE-(XBEFXZ6=9J-79F%N?JB M/E[%F=3#'5M@KCWTX/E>[&$9F;:2T,'_:1)Y 8XBF%0/L%^E6P"PT&/099FM M[KDXS'8&*8P:[@AJGY_@AENN4#B+&-;$T(CZ2.O"I*2^#VBI9 M)$QAIFXQ,,%#_ 2;4N\9IV/^&O9!,-)OYC#X!=68&&D].]\8@<'B7J P ",E M*C$),]US/,$]<#\U+;WHNAZUL9#_'7F@JK(]%4A\08*[F#B_"W4_&"^?X"=VW .Z"-1(7>2D8'#B:W)^+#GB.B M>^]X)<)^T]N:5P[))4,[G]"]:K+NIU5%5 IDG81.I2$4.GDC\&$O>[/I=#8]F$[W)LO0(R&\^67O M:&^21, H6:::=F_R@FG%&#[LJAAX3/]"#!]W50S"F[Q")G^U3R9-EEKSXK_> MQ!=X/^T<7F[_RUH(((8=%$*;6ZV ;;?]UP2[UR]:@+?0[NL!W^7?+G!;:.]U M.#&K2K\Q0%% M]#DXX/.$60JI&"A#<@] -K"A@5Z"TT_/O1\,>!"$!8:?WR" M4 G^%^*QVP[L$$_K\8\"NX4VX<:I';+Y2QWED85&7SO*[C->!6@+3;YVT'V' M] K8%AI[[;"+,Y4%0 NMNG: O(=>"_@66G;M\-O/,!> +33BNI17V['S K"% M=EL=L$C.0 '=0DNM^G&NUQGYL MK7G6@;TE5:X ;:UYU@":.\NQ@"]IIOUTN(G^&CYO/WMV_65T,[]99IO*--A: MBC?02$,N%_'46O$VQI=W*X!!R[&B*+Z9WP*>0/3T5N5%/0<#66.7,..:_#MK MFYA.)?C7%3P,*45>2ZH9#F"8^#!$3MR%%WBP3B):^B'3G"(8>TEI2FW$H%2I MR7,.,O<)VYM+H.DAI.4X&_9].B8"]RL*?\?4L28!I(N*EI2"5 ^M6Q4ZY-;P MLI990??!WT,R%SL/7'E-6[H&[&5(+J8T'"F*5$9A[#[D.B2VJMZ^'V&)JF4T@&0,R'&>!L-'0@& MF0Z&9\)-M>VZT4LV"4P[CUF M[C=G=1^B( )SF.ZD Y=]RO;5[K^25(O(9!]MBP/3TAM:%GJ106MR&FWC14U) M,9L"DQ%^)QGS3B4>E*2U'ZS.B6=<13:N\ MU>D7G*)K,!*E$C#VQX);A_E)>K8)5N=N:!9@QR[1ZMR/_BTTX=GM6YWK(2B# M#5>-5-K':/20$'8.1YO5^1]"PNASHUJ=$M+EE2H/B+(7W.HT$$[ #4$*J2R0 MT\*#522!< NB-]EJ="=(4 *STOD0XW^J,D!Z! M;)S8D,KNV!_;22-Z5O#2)R\#'2JJD1OW^:&"73V!EQ"C")_C]/]7 ;.DUII( MLD:.$%E- :8-ACJSR=2P]I V@[>>.Z@&LHF>&63MN:%J"+OH&NO#<@*P<@=6 MB9G!5%4,XK6I>2F:0;<^'?R$PD?5 5DC9@93]8RW&J1-6F;G57%B?YBI5::G M\UB: R:$\HFT!B+CJI]^$H8(OF5F$TP)^!,DOZ""!R.J)Q]Z)B(1;2QI.=P* MR@.?PC!E9].A7QD70@=;6RA(W58#6YMGC]XM=TG",]!M7IRZ-&GM.^3C*+O. MC8<_,7IO!ROEZ]]CVN$2JJ7^KM(-1RW1R+47()^W)\Z_05*L>EK^*@M!<0^J MX1K4TD,+$L;>'VQ6TI&1U0BDHY]53(SH]!"[_X.3HIX:\\L0.QY*A0L[^.Q( M0YE'$6Q\]#3=AC-/U94(_^6WM'")5FQYNR=LE-.8;C6778CY?F*:).]@[++@ M]5<4)R';Y3';=+4N+XI\/[J9WSW!L(AQN"C"KZ+=I=:4D3YFK-PKH.8CJ!=; M%C_("VK(X:D1,=(_^<*#T^-B+/<\_<55ZJ9.NCJ1@C57GCGW.*!58'R?O&3W MZ IC[*,H9\UN"A":O&RZJ]WK"0#/0/#ATO$IRR_<2,8*)EFJ2[JDQ!HY:A6\:>3;KJ M>%1K2*?&S;S>]P1V+C2004L2 SO NKH'0;X-W6/Y']A]Q ,JH79Z>I*TMG+"R!Y,'WG)OY'(?0R:EERRMC 6):;G*$=AUH$FP[YFZ^!7UZ$[!B2]7" M4]5*3&#R5;\H/2G225MI7E-"'&V7>8M=[)ZN?HFH>T]1D8A0-8@RW7,/C;*1 MJD&4101X2)2-5+6D1:I,JN^@G(A;#U1F&\+R]$VGM(BD='-F_E">H;X@GT;^:L M3GM5%$K7-ETJCW4TB4S#"*;3'R.5Y+HC NITP%F> CN8GN$8.E:FQ0XRM<0] M[U(9M+LRK-3"-E*YN+LBNI:PGM77M0TLDGK(UNH\WN&DPQ6RMSKE5\)#2[9Y MWD,J>7CLJJI'FJ(G@Z3RB7=,1GPGQ-33D7=!4K4C@E+WT.V<6#I/@DI=8KFBYNLK?YBL)4DC(QF*50TMHLQ1,(1T! M\WMGI5.K_5.(Q\:*ZT.+I[GF4R&C'?)F*ZN@^MF;XQ_.W!:K]E8(RL:"ZL,/ MHUKAOT) /YSA+5S^<2VK=S^<12Y4%K20DZ15K:&4[;D7.3Z)DA W7OI^YSQA M-_'QS;SQYW,<(\_GJW([:$M&"^ .@T1'':4\Y'M)PG.2/,3SQ*_SM'DO/$\Y M)3'"FJIZ;33/"D_+@.NA9 8-U5M#8"G3,:^-N7 2_KZQ.E-(6!ABLU JM4=W M:75NW9K;*.E.:5MK45\K=JQ#K2BT7(99MR49'\!SLDC85J4\D OWN(2Z&Z Q M/1>$MK INV1Q$C2*36X!XR)G7G6+H";"_6;UJC:T:/BGLF4+'FQ)81L9KTX" ME^8DLFN!"AW>]*O@SX?)3RG-7)N:6Y!7&994%C?Z V-978 M:6Z>Z3X1W'V4C*(!+3<(%D;'O#;GPDGX^\;JI4U4&,--4,N6MC.T]&+D>W]@ M-S]$7KK[CB4,WU%YARMZ +_W6;EU;[M,C&11W!)(+>6!UMS0 T!)C,-UOD_) MY),LDBY#74]1I%:^A-?!?EJ&$0FNA7V4S"\ G%B)2!]9O2(.*I#6B;F#J]]Z MWT)/#SD;B TOBH/S9M%:.1QVF9J?'.3+_&0GS_X/H_ >Z/+?.:3F5L-!N_$'L2"&F-V6ESO4 M):I4R2L7+-1J=5TB+_P5^0G^BA']S'(CUGO?K! '\M.8Z$E0/@Z8O>&>Q&LB M-\$M=I*05L0[19$G:6UIY6DD5I8>S)KJ%[/$]4K-R#5G!6*Q18R;J)9S1ZP7 M%#%U$)&\+3$$P="R,%=!%(=)6D*@2$C-#CRO$PS(8D$"5I>HDO DB6KK+,A9 MF,U)72H814CJ&(LE1: X(/LHF5_*.;$2B:ZRVAH4E,LVIZG5IF*_7B=2:Y)= M)N'/A+@OGN\#N,VJ*H6C9_,7.4MOB*9&8L I0=&P3H )"0/_&B9]C;\! D.^FD91B3H&>JC9%X?A;9-2LT87C%:/)G;%<'HT9,DW#)ZUL(X MT7.'1)6;&"E^OJ"I8@/CPRX35AVJI3>[>95JD3;>Q[9M,6WL1Y2O:=.Z\V^H_%C$S&G:HY/M0K\GH?.$ M(ERM!AFX%U'L+:@#A+GL(W@I\XRD-QM4X^SP6[*@81$9'\$86!V)-\&H*#18 MF@WX;K%#'@-ZINC*Q4'LS3U4$=TAG*)G++S?R_*>V513,PNO#;.O"WBJ M!\]^G VZP9ZHG#@I9&_A26D]LB^.-Q7"LO" JWT#M>487-$+;T=GNP]A'EET M=G;-Z]OA69#%>&,F;^=01A S?8OL#Q>)H+=G;2/Y+2(]E%_O+2)M MH=?T+2(]ILAGGW)]"U"/(LS3$0M]BU&/+. C&YS6>_\)">"-F#K [G G'XC M,8[*UQ,OEB2@-2;95<4-STK>;3)TNR/9*0^'2X-==HX?XJ(8ZR\!2C.U8>L- M>.B*(&)A<1#386M6V;A$#CY9J$$IT]!T2W,^+-B D#@+W$K"O,KO0T=XNL%J MFU%: HUSRK*RB2WZ,?Z)A)=H&1^->HP9% MK.,^A$K)Q^RRBN QO2PE6$\1(0\+/TT=*\%&)U!M[SBEP3_UE N:C6G%H^*X>?"]QS2JMI4UK+L-.U:E%@PZ M[CHAP>,]#A>4@Z\H3D*VW;_%2[1:I!NY[Z$'8W6)?.EROO)M:+GMI<9=\'@5 M4!XB6A,.9J+USA$H*Y@-QVNKD!51C1V"6_" M^/>9TD_WYEN6$S\;YI<-'5(F XTZJRVU\0MZK>7L\CB5$%"_/9@POI>?SP[) MLQ?!GP"M]-A)?!>#!01S?G6+8GH :/W@*0[PW(LWG[^8S[%#+_.$S_059T(A/D41N^R6?L.>I [O 40@VJ!!V< 7ZTN3'<'BA]PD#>([>T+ QU50*J&1 M'C*CR3#IFNO[Y 4%CI"7<8C6#$HE30%W_Y5$,=MN#S7M*R1'T.L7 :(7%&8Z M=\ .WB1L$&MF*!6_TM7%@^6&GI'TD% !?>DFI+)KUFMBA7"UZ8M7["3TF;+6 MY,Z+46AA9.O5EE8EHSBI#45MIVM XY>LI0&PMI,VB'?]=2;\S%0\B2\Q3=?T MUS9E9;0.( W9AK7*JLJ;%.I-$F/99[>CJ^V1!^N['7!/J(BM70%8'5Q2%TSS M*F!UL(E#**K6@-47[ZD/FGX#T.HK]]0%U+8O4+Y=SVZQU#>%4C7Y=D<@0@X" MJZOFJRNEC==I;N+K>BU87E!E(^=4>TP'4,?+1U=J/Z6@:LA][*.I 5[>*-PWGW* 63S07 MIZVS/P?L2*,]F"F[ >#T47IS5FLTN?LZXT?Q/O?.L1_%VRRN3>VNGL2KIQO& M2M_":K6O64$N?$:5U8YFE5'38U9;[6GFM!+J"U#[)LIJ1[.T//JVRE:[E.5' M2:M;1-FC;-X9^ W'M6A"I6KA8)Y L9;&[ ;D1*)QOS?0N=31'#RM,5*J&UG< M^R%>AEF,KA&DPN7FVRB8X3Y-R0D>:;;.&0K#U9R$+RATU;JIBZP1G%533 G; M)BDC>."/_+MUW; (A\\XRDL*HTW=+ B3LP53Z,_@LQ=7AM:)'^.0UIM]QE^] MP%LD"WA.50;\[4@=BJZO2QA%.%^<5MQ'GWOI:.XGE?LX.LFH2KE$D5G/W$>0 M.0D-R-\MM3]OYK]$Z0*GR&2-VH"39QD 9KW2X]U-6A\D&D$9M$VQUA&P @91=%U;G M6PRC2#9OEK(QE:)S%]$P&IK]A97:54\XTY/K@ M9G%7Q,V\@E'ZI*M""^-:1800Z+CP!X-A@UM&Y/?LGH_S!,O?VR77@);+CCA9 MVR;L$2,FB=#Q+W':8T,L?HN9./'187XA6T-,28\)K]+=;=)MC$D"VT \!N-+ M&#\9HF>MME=UB&RM!:P^1:)-4IO7ZEGH@=H M6B\PE'3YCWT#?K3]'?A1U=RP<0M^9-"%NP4'H0'K\Y? S8XQT<"S X^*%X&2 M;, X]C?+6UXUMW?K#VMVMTYRN[W%9^7K9.EOV?F483S%G-1'ND3U<:]!P]T] MD3"FMT"S]D7O7FMZ6W_0393KIK=U<'V7//BT1?&TM=5MB M6+2.!C,KR2:"UJ6B(7/%RJ6S _#F^)=:$D>3O=4]LUK[>:.@O(T.)&[D30N+ MLC^HU0[*?J#_>8#F_O;_4$L#!!0 ( "N!6E(&+KQ4*DH *#W!0 5 M979B9RTR,#(P,3(S,5]D968N>&UL[7U;<^,XLN;[1NQ_\/9YV1.[U>5+73M. MGQ.^=GO#93EL5?>9>>F@24CB%$5H>+&M^?4+D!1!2;P ((@+A8F)+EL6$YE) M()'(_#+Q'__UM@R.7D 4^S#\]:>3GX]_.@*A"ST_G/_Z4QJ_[X[N_/#'LQ.# MHROHIDL0)D?OCA9)LOKE_?O7U]>?O9D?QC!($S18_+,+E^^/WKW;D+Z,@(/_ M<'3E). H^]\O1Z?'IR?OCD_?G7Z:GGSYY>SLE[/CGS^>G'S\>OSA_QP?_W)\ M7"'P1R[%4>5_OQQ]_/GXYY.?/WX^J7SQP7%_.'-P='M5^>+GSZ[[P77/SAS@ M?#AV/G_]Y'P$X-/I)^?S\PRX9U5.X6H=^?-%VW,4_ RC^?O3X^.S]YMO_U1\'?_52\H'JE_^^#[_8_G5/=*O9]EW M3[Y^_?H^^VOYU=BO^R(B>O+^O[_=/;D+L'3>H;>:(*$Q+['_2YQ]> ?=['52 MB'#4^ W\V[O-U][AC]Z=G+X[._GY+?9^0HH[.LI5YT1N! /P"&9'&?N_).L5 M^/6GV%^N LQ5]MDB K-&;C8ZPH-\Q.3_S0F"GXX*PM\?;_\]?OB^^ M\SY[X/W 7*$!08BG^3L/S)PT2-AXK'E<(L=PZ?@A-\/%TX/SFXWS;@F6SR!B M9';[T:$Y72 2D9L^@W>EEMCXK250Y9J69?#R/$=\G1Z?G.:+\]^F 'T+&?*[ MS)CL8Y\;PZRG6#S]/N,L^W'ZUAB(9DX;S"$RW5.^RE!A/'F= GQ M;N1[Z%>O_#">S)X2Z/Y8P,!#&\KU/U,_67=)^XCH_M6#[K9FJ^*B9>J'/C:D M6!5;7P=O"0@]X&V(8.$DJ2-C<,-B -VZ^9O-NID3/V=3#[D2<\=994R\!T$2 M;S[)%/GN^*2PZO]6?/S7/4C0K@F7X [&\;:> KRUP&CS8> \@R!S5NH>?"^! MUTFR -$E7*XBL,#+Z 40#A [D]G4>6,1@8Y>NV3[DQ1_\E?V,F_C. 7>51HA M+^\!1#[TGA9.!.(GD"1!]MHG,S0;T/1)_.< W,,$4+V"OB.(E.@/)TC!D )1 M#, ES[GWCS1.LK4WA>>>ERU^)WAP?.\VO'16?N($4Q MD9^)_X+&=58KX%TB M]^-W@-;Z#8RX11UD[,&TD!LCO$Y@F+V!1[!*(W>!?$5O4!6P#3R8_ _%F'M3 M;^>M")6=?E 9EI?K;548OP+/"8ME%C.>#,VTFN%KY&C -0#9ES9O]"%P0J:= MEGL(A?)G5KN1-P'2=PV@_-UG?YRLLLC$]1OR__V8^)"]7WL#==5O?"BAVXA+ MD3E3.C8_:.M%7N&??K+ KCIB$'V0_?4BWY66*^1)9KLVD]A<]"5;_D> CXK> M% Z@@%[#B/?0_P!Q@C["'D><1+Z;'=70][^C,V)\'GKHNS,8+7$P+N.G[FMB M/'DQG CW^'50D$!&U.\6_4T(#WE=?,>,O^==_AX!3:>9J#ZSA**ARCWW:Y11_]=9DN4^3A^B_@ M>C8#;I+/X\GLW(/9V8;L4=^*!%>W''QT54EX5:08Q0.C#* OS7J5@^@JG"YC&R+I,7]%L7J,/Z%<*/^V^4C2. M<0/3B%\ *K(R+#".N=Z&Z'25(9+NG26@7QG=-$R7@'-%]Y2!=BVW/2W)H\HM M"?":DK+T*X2#J P9'T&"Y@'PKITH1&Y1S"Y0$P4YI_C:PS+'6VDG)$,6-!&6 M,,Q\/G;^:QZ6P?-.MHO=,#40,)=W61:UQ.CL(:MWBW[D4W?EZ6VN">CK/'*W*#N1NZ%:@/@H<:GY,[,(+ML9*0:#S0J& M$3J,_OK3R?'QR?'/Q\<_':V0:QVA>?/K3VCBIS'B*/>Q'3QL!EG\Q85A MZ2 MZQPJ@UQT,,<_D+\', ;>KS^A_7WO%8I51BWDL54YVS.R3C'URX;HZ4.WGH84 MN0;SVRIPJSF!%,:/2/Y1&\FW3/L0@E?%_JQ8[&T8RP,VJ[@!-Y/RBC9UNVZ%:0@B- MDFX'.HC$JDT7U<[43^"*N*<4KIKBA=P9XX*<(4:B!/U--X\2Z /%1!/FVS7Z M('\I]9G>5HXY!4*IA1KK=Z:U]1M6$14U?-#7*G+D]V@7Q5ZVE>A#?P-)&[+8 MSYH3*3^-1MPGD3XL:SUX?&_I0&N*TFLE3"1]/-+]TNU*&%3Z;; M5)JIT%(,72KB\UA,)7=-/%'%6,RDF%X)I5Z^F&XV!VBQL5'.Z;'IAF2@WBNE M@DY,7U7#]>(8O:CGPH;%6>JWE*VU R,+ M(94M%ZGXE(!CWHQ>B:X^1/ &ASANPRS2@3^:(JDO$ ,_ME77#G)F)BT%M^TN M@)<& #L-67ST7\"[]= 2\F<^\,[C&"0YPQ'Z+?3N?.?9#Q#O($9_2Y? RUX- MESZ$#\U5]7=_^0%9 T0?_?"0/@>^^P1C@1BYZZ#"UW4F=%88#1O?^4L_ 1XC2TV/<_$R!>[BU0F?SAF9V'N.:_1) MB&%&WYQP_5L$T]7%'XQ<-#[/5\EZ?_<$9\DK\FKXWDPS =[*VA"\^6AIL\_; MVF=E6,8:^XII7#"FU7AU M&8\.F?<,GF&57B+%-ZO>BWXOA&VNB$FE7QPB-SJ")E5$L M84B;^HA!Q&TZ@)*J /WAW^Q2=T0"]"F)&$)XBB -08SK;]DHO5C1D;9211]5 M.WFB5,0S[;K.6$0:0UO36D[;QI V3VS#Y>,+DK3UF-(J0R^BX8D!,F+K9B.A]RZ0H,K62 M1#HU)@4BZ6QFA^=*HE"F(V_[GTB(+L;R\@4?6DD\SO3)(B#:0=I>4"M#9F3N M$3T0IJ!2CLX5E>LBHT=$KI%+&:<@3QLLDL_ P6[K;!@^9 "WU/]N+WGUJU4"]8F2>ZI_2Y=*)UI/9DX\. MNC/?=<*D\F)AX+L83E7V)ZB BJ[PG0,!Z_E?W(!Z1 H$R"/%[\]BMC%BJ8A: MLCGW^T]S9>NOP Q$$?">'&0K,((UAW1>PC@Y7T(TQ+\RQ>3=#:B3\8Q4^4I& MT^?8C?QLI6[B?/$5*#^C9K:;D#C^X/VBQ> LP-H@\3ID0R@^CT&LS2X\V=,*XZ.GIP85(ZO M;>8H_A/X\T4"O'-D)9PYX).XWS@R-($\(70F2]:XRU>"$QZ(X16>9GP"4Y&3 M(=?O(/"FL,Q. !?_B_:LRQ09U9#IBOE.4GRM#E+LN4UFE^A$ Y<@HK(*34_R M%8([\0*[ON@?_)I>T$83)C=7MY>W(?8!/+3-I'2:8B+'Q>LC< ,';8#8%X)L/(Q/(R?,ZQOR)IS7 <#=>G?O#J#7 MPX!,Z*K#VR5.T$>^$^07B@RMKOWQ=-5,>1$+^GEHK6R/I;5& -4A3,@P4GQ9 M;.+(\0#Q&\UWD0<=7FH#!3GHYQ<0()_1P]6N(0S@?)U9;XY;WCM)29F5A5.6 M]2''Q9P+?\4A2RL9*?G@R/$ AA-R,+__K-K3:OS-^0>,+K%/QU<@P$SZL.25 ME>=O8>MB31ACS?(SD96")RJ:/*#3U.;'PK9EYAG&/-:1@:B4=YE&2.MIQL^- M_X9_XA"JC0I?Q'$=X]3([V@OQQIB[:%7_[24D]0,G59!&6YA5V4# ./>XX3]U-I)2\H;X]J-6 M,N.00^&:X=E'6\EPR$'5$>:;\^8OTR7]6JAY:##>T,&3G;?MAX;B[1%'/=DX MVWI$3[XX5PP]9[1K8NZO5)V58M[">4B1Y4>_^\B[ZW&JI*4&WY.)9_$^*@H@%*" A1@X%6 MD$(-S<">4O)/X[&!5)@L(KCJ9AUT9I %MT:CBP8/Z)-J%Y[*& ZGC*HJ5.\+ MW;: !:8):7&S1 'Z[PF,"NC ,Q/)]=\&>%Y] P2=M.'5-R+1\X6WU0(0\57; MOL'$9ZCO(-I0O 8$.@1,13SDNKAC;;;"-L> I_")3C=-Y5Q$0ZKM!96S(%=! M5?7H;T]XZP2K&=6]@DZB /T]* $*:"W'Y;A\TF1==)99E_KXJO_BH$.B-!7( M;R0].5.]CPB[!Z5/MP.B#OV-PL#J\#>=,(A.]#]I#:>3_9XI1"_Z&\WA]$+9 M>J=4EL;Y9#9E=?1K(@*KSE4.(W"ES181536@HZ^H GNGE4KY:/K&RM0:KQ3[ MRRCF0DVCPE+"T?B&G=TA-R*?'IO^4CLC5-4FGZ78)V-Q!OLUX99??R4F #TB<4 C/VEB?2 MF_ZZ28W)?N__4DKZD+?,.RWV\1WW(!%XA04W_?QUJKZQ@IU].8V(7GR\LFY@ M= 73YP3MBAM&M]77V8&HA8ZNS59MR]-GB'D&Z+$#<95X23_8,HJ]UI MI:FD@0>SR+57ZJ>I9K3E\:G^&!39VF+$8!X;@/7NH\+V7!/1 C6J1V:2 M=(-,JH*2B(M8]U>^9&GOTZ75#6C& MWB.7E2*6_R< MZ!]?YA2_U:DB\NM?63=$8RL#RLP&ZF2F/+.FNHF= 5DT/G^BZ]!/HK&J=[^A M-" NW$,:_^D?OQ<\6^[!EOSZIQ8%RU]7CLK0"%'O!,:#@\O,%V@UN$X@*YO1 M-JBIJ8U:F6R>HT ML<3@;?3:1J]M]'K4T>L#J<08/'JM^DRF4?1Z=-$LMO"MZNC]H*NCZ3++$]6] MH41?_*AQ-)KSFD2-H\R<5UD:4(C MY'3G)5-JC20$0ZD+R.0&0Z\=%9^X@3^ MOT#CI1Y/Z7+I1&OT;KN_RQ<>')8)/<*% \DHHU,,X6:3,=MPQ0@H[J(DI>]- M,P^55% UY2-(PD;J?,#:EH%J&NQU2\!#5?'[8H8X=].2$@2AOT>)(0I"3]0& MYL84F&.W#\C44@?9Z&D-P"53R(R-GM2@&9>HD$7Y(P=[,L]H"_*T($^Q%QEJ MC/GD-2_T7I$)1_FAC&Q;NVJ=*[4'G!6-)QD3T((#ZF4;!?>!.N(L,]YSX_C1 M'TZ0@F_ P;_G[:O$-?GFIJ]'E(:=?1E'8!AFS>21AW,%GI-[&+J;JU\8SK[- M1*0'+_5,5,]VDJ:Q>E@K UCO">9)LW92] M4K++I_+<0,TCY95=)RPJDL82U\'V"GD*+XC42WD1FY_U2#0DZX1H?S='7Q!_L" MKG]>2@>59 '0^@CA!CEP&R*W'!0W)'$T5*&B)T.R?&!R-Q3,+R=E7W =A,8C MBZR+'!J88#4FK62X5C*^W?[5"9_.&5?PWG,R3P#9%95Y,\/BMDJ.386"F"J9 M&&=%(PDI'8CJ@A7(&D;XBM@(64..=D2T)%7)=Q.!?Z8@=-?LLXZ*W#CEDF5K M2U8NUG7,L*XN*G)2Y:H1NNT@3]&88N M>BK;,)CK6\2/;9C&]L/QI>3ILIU+':I^V* M");MHDX7[1L>T8;J4@DJ4,=PRC"K]HG%.^K00ZWGJ@W 12O[TGB0(0@8U5@' MJE74=:;K$'GG%&I2RS/Z$SIL"B1H4URFU=)HC?P0E:F^]X)NRZ6)AG7+7G?[ MDFJX()5Y$"F^685^=$'=:E- JM@Z4<$8+61CLH2(K7K:#R%V4\**X/L4OVRM M]H>Z-"/1E#XGL1:SV))G;12TF@LFXNI_ONC,BL.!4OY$2?K;#&HEB<2#$.BL M_GN)K*!<$UZ(Z$JUWZF/KCA 8Z4:/^ION(96(S/*D"A/?X,F:PY*@Z6:U&U7 MEO)98-.D3:_=;)A0]:7BONA_Z%6DN&IQ!5$7M9%47@]4-B(I[J5V@ORF97S1 MY[XBS\E$V=6IP!JBH7C2N.Y(N,@R.LL2QFK,!TL&OXM2S[H,LD]4 R./H+@) M8 ;0^O6J'F5U(^84;7 6..]HK'4V^LC(0E):W4;?"=E"1$XCG'B!'7'T#ZYS M?W$"/'%ZRL1 5(:,WV (UM^%" P20L]$!>[A*1*D.FV?@.=^/BO91.MA ELI*GN7CX++//;H MC;,6PE9""/30ZD,1%5\)?:$*PLQ<)_X2B/Z#FJ*C_7"C)#W=Z5+M(%1Y=4#A M_I.)"6\_@OH&86N>O[!!=9I6'RB_BS=4>VJVC5G=51\ N98T0 MC6/?-8W:SBD$U*EZ:;%:F2$U4]6+ZDMT^$Q.]ZFW3C=U,0H3&J$.JHG3?4WH MV^IS4$V<[6M",1)/NWUH-W*L#VB>>>MIB*0W'RN$I@WTZ3?,NC&ITUM5:P9M M6T,EOBH:;TJ1ZE.SP*PO\5$"AL2X2;C^P?76 I(@D/4#UA,S/,9(D/4@6AL2 M.$70U >L95KD'8%.&PAI+0L97F;0;'<]C9PP#JBO^)/-$1>64S!_F[H4@BQN M*DV9/ ?^7*DN^7A5E>/N(>A#&KD+)V;K.SX<#SIK,&Y@ORA@&UY]'0QPK?%O M?HR/X-^@!YY@D&;#W(8N8Q?9#BK&]\F6U%UWC%VZ;:]?:DEL!U+;@71XK=WI M@LFQ'4@U1^@H[1"H4==1^1T"E2.3U/2_4MU$4W9C1/UKW@=H]S7*[I<=!R!M M>F%JU.9@H%.PD5@2357=':_1!TR@7MOZQ"&-3+X;]%;:(NTD^4=M?V3FLWZ# MT'OU@^ \]&[#!$TNW&:FR/V)N[BYYRAZ9*MXA9#1@B+W1KP;K RTJ(ZF=.?@>@UD:W/DSMBX5O<:1$IC). OJ.-LPSW03,!T]KC#N(TC\ MW/1,9C=I$*R+^^[W1Z*.[+*0E-(:)1\^WY!F/&+14I(AS<8 D(Z9=S!FDJ*) M@IPKE6,T*YZ< '!T/JEY>#R711[*59%BY,#QBQ &<+Y&3M"^86&?6Y0$Y5P) M_ ("N (>X>D1;V<<4G62DK<;UN[3WYQ_P"@#\_+=W&H#]K0UYFYM=@SJWQDR2B^<6LDPY+09B4A-4[$)"#M6//(G$.[LA MY^HS+%_$8[#H5%-OA$W**/%N7I!A$S8IU21 'Y2NEC:Y&1GFA?(&+B/,R4 W M4)WH;RR8;Z"J.='JT[V@65XNIZ0K_&!"#7XOP;NB1R1!HF\*GM\=98D*DCHZ M?==\KZE %] EA7'Z)NC[K8A>D7R2U*)V$#1):C7["L(S6]1#:9_>ZI9$;6SG M'B3;NN0.YV24%$>JSETW7:99N6EUWQ(D82-UM5+SY2/IZ"E^G[]%C%FB;EH< M$L514I$&_;8K"?KHKV_.F[],E_31[IJ'!N,-:86=M^V'AN)M9ZMDX['AX:%X M?<0((C8.MQX9E"_:R/S. U+RIVF_UWBGNC2-153(]\I( M!H+B*&U>_J_'VNB? E2-^-<\!:AOE%M)"M" \BL1*< ]%TZ;;)\O/?&5/]R&;@2<&%R!_-_;6C#.;,=*&(Y^[PQC+_5'TTD+5F&=GXLELDB88?AT7=Q[-%\-O(\TC M2TGU89?@(?+97(OJ4XKZDN+[1I(U6H$ N31)C'T8X$VBS)=!"_(^Q2>@R2QW M>?*_\KS+OB/*T$[+CLX,V>JFI6X-D_63-:;)=U0!CEX3744S^PIMH)-9M47; M/ *9K>"2E98RE[]W?_D!.3OX[HS+#P_I<^"[3^@,!:.[NTO&7LX4E'IPN$\4 M7UL$ A#YZ3+KVLC%+CU9V\/<]C"OY8*SAWD#-Y?W=T]PEKRB+8COS303D-*8 M!H3($F/D_KFW1'YVG$39548X-!/&#&!/1H*V!8P06T<(=JF*[_U@$W3TE;TQNYX M0-/M=)2 I:E$JP5)T[Z@D;=*ZKTJ['T:!WV?1NW6J@W:6^KTYZL74-[]1.]Z M ;/!C$.UR#K5WY1( \V?Z@NVEE-!H;I]D%0C2]AO%#A\K<9XOPF=H_CE[KRS[82FC-4XL1OO;#OY,$9QN^YL.Z4Y M@!LG->6=;:?T/<\,$IXU,;_1QMDHUSL%JH(HP$@[WQJ:8\7 E+KXH/H$/9PN MZ+!/1!.JW5[QFNC&N!'I]:_G$K FN)"-1$?Z5T4RA_0K^-92SH_ZWP0IQB;P M(Y:)K@[%?M+AWHE>QF=-Q33@/?MHY.F:=<8T5LJ4>O@\'BNC1Z55J=DOX]FG MF KY-@KXH+H5C#8;&$?E9JE$ Y)'K$KD*!0NU?%Q/ ZRL,KQ4CE?J>>*ZDX( M3^ERZ41K=# .@B)P/IEMKD/?7D>A=QTG_A+O79GG%Z.'NDVWN*X*LEG5MT.# M-$WH5PE^[KK8=,=HO64T0@]]$J%S:9&\H2^'5\ZGK:=37_U["-TE;(UYC]XT ME8F\?X0C/@'QHZH/][%%(KG0S-+41AWQI2U%V'$@0]0]K.*:[7N E[L3+S9[ M#8LBV.AJ-B/.GS$&PQ5@*CK(*Y*;QK&HW%ZT[V PW@\T& L:ZZ^>:1BZ>[[9 M)%FPE9C)XL@T[>Z[O4I5V\B.:7K=[.A3YXVQT9=,;DS3ZO[TX&@BIH@Q#7NR M:7ONUN*4/5PH09]9NL>8:;JN?B+& Q7+BFGZ/"^NX%6CPLWHIFDMU[!]N M'((ATW1[65W\.ASIMC@Q6IL/$5@Y_L8_1=_/A%)K\QD8-%KWB KP7QR5)K>9 M'],T6WQ%L=N\R\5(>UG:?I TO-A^D*/I!SF:;G?&]1FT_?EL?S[;G\_VYVMF MP_;GXZ5M^_.9TI_OA*+MB>W/U]Z?[U1U09/*_GP:WP3+OE_1]>=372!C0G\^ MU44SFO?GT[\45$%_/M4MV=3WI-/?EDIK4'AF9!5B_UYD'_1?!.QR=_8B._ZH M?_L]=K$;>Y$=?]9_I;.+V]6+[/B+_ML>N]24O ] M9(:OU-N9.1U5!LRW#J3UYCPUT;\Y734,UW\[)(,T\E0=;SF8%U( D8CFS6EZ M99[F6W!UY 78O6"X%[ %$R4J5QW*TDWE!(I9:PJZ*N16X?9L9BN MOM7D1@1J<)HV7>Z_AT[J81#60P1O8+1T'D&8JRL_2!.ZYKE"AE%4U15O MF$2N=WX%\EUVA5VWU!Q$5I3]9P/.BCP>*EJE$=T^"F=RFQ]=*V7MK62]MZ:5+" M0'.=NJV7;J^7/E8=EU)9+WT\QD(GAC*0XV,CBX!8TRI]/2=2*JQZL:A2%X^/ MKD_]N91;S?>/>2;54HM4P,XIWO JXEHU" GAD#)CZE2;S)#F)0S1$PF&X#^! M$'%V#Q,0GWN>G_-4,0]\P4O^ ?0(4W+P+^%H<06>T?*+D2.+'=SOH;.$B,=_ M 0\SCJ/L+.<+"F)<885MNO$W)TGQQ/\;<.@#"JTT9!SBSKU_I'&RP2:4K_W! M\;W;<'.U,X6.F"YOK+*J\0S[TT\6^4?XD'(#\"QC"D"(&U/*=0AHA\QV+1!/ MPNLWG%-&>]L"LS^98=Y81*<@)D.F;4/Q"%;%G<7>C8.EC)%IY,_G;#U\6:CR>R'5W?(\22+_.4UP.&T*<[ <.ABO8$AYQ0<7 M61EOJ.JZ5=@K\!4L;Z6+DB[[^(Z:,XA4=9,5O8=WCR=_)=XX?O2'$["EL!M) MR.=_ U1]1#[C]6P&W,1_ >@\[:*_.?,>4G425N&7>&"YRH,(R+*)D+*%)*>] MC-W(SPAN3>_\W)M,BK_\#@,/N:X,]I*-+%\B&Q/[!AQ\<,>Z0$HIB!^26S4%;Z9@FCV9(3,YOWB?+%BR(_ M=/V5$^3GWP>0Q4*_9XUFR1!XMZ6/&C&0%!"#K!XOLI>.!IPN8!H[H8>.?-O, M3&;9?L 9JN0;2O[S&CY"?!'(\=U&+U6/NM1)5ZV'B\&0/6UE#2KX\ MFRCX%>52HZ&B]JT\)3A@+-KIWZ>JXG36/_S8,^881TF%>_3;+N?HH[^^.6_^ M,EW2XSUK'AJ,-S_DX&W[H:%X>\0E6FR<;3TR*%^T -&=!W@OJ7N /IJLR%7^ M.XA@L>SJ\Z=7*6Y/O=D/IZ_HBVOT 8FSL]]P-\#@RO2@0/I^5S6BX1QT5F9G MO>;)7AP@57!R4'ERJ#6Y&>I[&*^ Z\]\X-'#T3L(F,?S7Z<#;J M"QIJ8Y2*$?+K[&X(7%[^CWM!J81 MXU8@>ECYIPV^&T:;:0 M=0!F3AHD]1)WNW:0U2,E*E!=[4)E"@1KH"J__M>),9Q8(-7AD0AORG6L'6N^ MY;!/ZIE4]]%J7^O=P0Y($88ATJHN%6U=UOV%->/:1[JX&VP.8!(A]353?$)6 MXL2ED)_T%9+93Q,9RB?W *I>U9HI:#_3LU'5J>K+U45N;96,7BF?\GN#.@W\ M?N(2UJ1-B4#ZUALWI8=A;8*:2*3OL;-+HFTX )'(-/O#$$6J8C,V I\I#Y0, M*' [P(:H0/]^$-PJV$9.E2(K#PM(>NL%[HW(K7I/&5#N5B0CT< HUKLP%"O1 MRR@,/S-2N91?M3CKS'!J@*64H%2# BM:B0R#H*$\E5Y%GJP( [7KG704N!;BG_ MIU', O%]$\HE6/ !38,RNEJJ%&*_57?>";7 M49*A10K1P8BM87N'F_("G.-1F,*NMD5$W/$$4+K;1Q&I1V7_JQV\2A&5XX2$ MBKC?4*T4=%S;%57[NU+VKZ,P5INO4C0TW$C^\7A4YW=Q72R)@L9CV.DZG!+) M1V40^K6G+94RHH1 :V?B4N!Q'?$H.D67DM-?S:R^WSFYA:4\CL1;9],JIDA@ M&_0>X^K<'9U'+*5-EYPH6J-M?I/&G"X 1UM0(I5%$H;%PF77*5T?#**K!^CITON3]0WDLQW&F"JF#@^ MU3=:*EC\UJC9\9F^J93>>F@,&A#I5>^;DO#2%($@4L([TCCJ@Q.A/R] XKM. MH"JHVL;$6"*LM3+*#[=NS?D>\=0=.EH$'!\BL/33);[W=1?S= _$AB.[AA+; M)7_JO#U@!C!JM]=-62H=#C)-'(;YG2I>6TF8$.2-B1I0Y(V)&E#DEJ& M)&WO1MN[T?9N-*QWH_XAR?$48S1[MD1:?6-PPKH8M)XY3 C&#H':ZSI3$KV8 M9C!8XG,[@042E*1NXJ!! "Y=+IUH/9E-8>($F\K+HLKL$;AP'N(7_P@"#%^> M0@D0QR$XTCHT)U1@":>*'1;S"@?Z$T7MXS).0^>Y&7-R8W[CA\AHH?6;5QJ& MI7%C.A[1TY0A88UJK]_<(/5R,U5RVO-U-= 4&?%RYFBUI"N6VVR8R-GH7._H M'.\K8J H8\W\X40^/B#C;@/LT;2ZITWD6M;M0=616:-_^\_:>+.--]MXLXTW M&Q!OMA!8"X&U$%C#(+"B%\"^!T-$58WCH[LBJ-%_:Y"R[B8@U3U.J18ZGZ!F MI0):#A'=2WOOL&8N+EMVELB +K\44X,VU#+29 !]7,P$K#:' NA#GR.%:]<& MLLV$80M)00P'T!Z063F[AY#J$]U7G0&2&]U4#A"4%O4<1V>0*>NL?[E<<]-:_G7U.^>AMT'Z9[]+:?,KB@LCXIK<0DHX\E3[SI1\$LE8 MCCZ=I&SP;Z#VQ<6<>@0KB&_?S MV:EX!O1ZX2LT;Q.4C:< M;,/)-IQLP\DVG&Q$-,V&DVTX^:##R9T.C8[1Y3;P.*VS!SD=5FWJ!BB6"]/1 MI;]"5"-/JB<%V.C<)K,^K$>;@C$FY"L7)G%%!^3LCLP34 M30U@URB5@34Q>0[\>0;5'R91T3Z&$6F(!A$D'(3O8#C'=\2R=M+9?D[&D;TZ M8G&!J0_BZBW7#Y$?NO[*"CIX!"MC*H@G-;7'6G; M:-J##!%?=1)/U9K8.;>:<*EA3X5P=<&0&4-[2J#[XR%P0MR[(OOEPD%^"6[V MCO;1+"1T[GE^SN!M.(/1,ON0+YHF:#0]XFI]A>$Y[2+B2QAF@UTZ*S]Q@J>% M$^'E%H/H!7@W,+I)$YPI*)K3GX=ABA9>FD \N'L;NA% 7+*U'QAL:+[+RXC? M\>2CEPJ*&QK0 (@N3JNC=\)XI&>B*04(B<;C.ZGO/FD2M[+:\6Y&98TD;#\G M@U-R@66VVO8M3!0YX3P[8\87:_*=AWSW/7]U(H\Y\B!P4"DZZF*RB4>NT(:( MT91$002J"0XR5PX$!RA^2<,F"Z4C;K -*55KEVNDJVFO21.:4Q]X8A/0+"1D M@Q, >5PL;<"-%'*+M:N#^=H(\#V#$&PN%%%V?M!*M_QYT[[V'R-Y"0KH*$ M4O[0)%F :+IPPDFV1)@<1H5,=>>%M*EJE#2U'K4U:^=>&="GBW(?UT&&A@:;KB MF<2E<8V0IAJ&&T\=;:-4"ICHJ+Q3=YB_YA\%V638MTCCW3'45+A M$OVVRR'ZZ*]OZ*2#EB[]Q*AY:##>F)N<=!"RF3B;B;.9 M.)N)TRD3UV&R=$S-M22NZ"PY[-QU3$IHM>^\L-4ST":!I78Q[/AX.G;NJ)GT M]:XLK'&D3<"Y-QT88.V1Q82>$5T2;1\0M>GYH,>^U( 0.5&-P1X6/V% :PMV M_$17.,RDFS<'0%'(CZ"6"O^D?X'/0(>002/\1+^JK95Q^J7*197Z_7QH!D-& MSI1HU\Y>(:G\4J%?#G6ZT@)$B*8.$D\Y$*BHU.I7?<]*P\X_A=BVC?)/:&*4 M6N)9LT\+>>3"5UE'-@:M2BV8C-1[!%T O!A[7%6^KM^00^#'@ D$1T%,2C)R MJ/6>FU1TF"H^PM\[T0)EV\"9T=JNSB ME+S-D!1@3+&@D"FY?G-!'$^=MPL0 M(G.6'9'J/0:>%LV*G0-=]D<< BO;(*N;,12L M:5W"@&:%'V5?YBSU$#.HUG,R^\\?R$E"FU?.,).O*W98)620A\@7YX>/#C&\UQS>^K%8UA -&R.S.@Q8B:R&R%B)K(;(Z09%V M3)2.D-BV;C7UIIDEW\XB#8< M('1P7LV!D ZG"IW3"Z5 %:D?_?C'300 R: M1C_R>+&]=6UOW?KG#K%_K;=A^P0: G@?L%_SAT!"W\@+!!&U+?0WS2'0L(QE!4*.J?7/CL,PLF3." M&3WHVB9)^5^"%SUHDR$)TT"TK?K,,0IMMZ)T",C7FNNA,6>EKI7?O3,*7==# M)XF2[<8X&.:W5/)'ZOU0L]* 1R1+Y./ID_W].^))<@=H7@Z,@?$S"VAR/U_; M/5FFMK50K.9IX/SNQ-L0+<(TBSON-O#_(Q-XJS!9;O/-GAR:K7T=NZ&*9]KL M=[0]__1X!;L\V;[&^LZ?[>6BQ_S9Y4F&AG<\07908@,!+6:'!21:0*(%)%I MH@4D6D"B!21:0"(;(+'!L]$&C&A>%)O9 ]8'XFA,F\4SU69N?+-R]URO#\QO M?+KNT8G5)A7E!GE)"])#1=X,F+\@2$A]L?"&*K>K\> G:G2S9HES)%B6N W= M7%'J$^FB.#(FL=Y;8)-3OS;1;A/M>H4W;1I1N89M,EU\GR?$EHM^1KQ,9I4= MYS?H!/%#!)]Q:'0R.W<7/MKBBF!PIU:ELV33XT)6[0/R+]B73?&4UEW>LO\4 M-P<]XB48DUG&++!X!@2N>?PS3+&S>AZ&J1/\%L'79/$-.-CMQ.S0[T\B1A$H MV10]$R]@L&4@'I$-"%.0C]]3*)H!QK2#ZKA!VCYMMD_;./JT-:R8+&^(IKR[ M --7R Z28B*KAYR3D&'^<)&5(6>Q>;-CNW8>-(=765=O%X.R LBV'N/R,VA" M;(P-7UE(:N%+6&"C!39:8*,%-EI@HP4V6F"C!3;2 1N9?1UMH(YZ+, MW[74 MC?*.$63Y@9F3!DF]9NK\]7W9R!F"R*<:@$)E7EC$JPJG?R>[^F-AM^&L/W03 MR?7O8B= \DI8A4A^T,:LL8FL/F9,3!/94WV7-F<3V5-]ERQG$]G3$3AEFF%V M&TLHS@X-']TS:7BXP'(1*60"#C\T[0V,.B PY8-6;(%?L;U6F0O$OAZ:IJ0# MVTCCSD-3M8;(3-MT4GYAY,GIH>I:0D78R=FAUIVKJ@@[^4 = M6L(NR;$_T MB2;%8 *8,:8.K(^LMBAIW$5)'&WW)4 8.+@:BY8W#??UTO*&*ZU+-"ANG6'4 MZD!<&#M7MUOH*YZBV\P8I]/6*R 4J;:5IW%H6+%];>7)%B$JFS_HU)7]82>( MDT5VBY1WO+F(3T[9$R-'0Y3)7:()"]PT\5_ -'(\/YP+*?VCH"]0FB)YD9^3 ML/*FD3^?,P#R6DA;$2B)*:%O;&%@'9(B!; M!&2+@&P1D"T"LD5 M@B(H0B(TLVQ]3\6,J_)\K"0>0N9MY#YH77-%7PC0/E# MNZ2A7\"5(+E5[R/&+6G&0'VIZ<^'VJF>&27^1?5YPK@YR9QZ/%Q$OOQ$.H'D M']H>)1$/0N#?![VA#81@(OCO0]W$9*+N"/;;;H3#(TE+;1]LM:B,PI'/II8Q M/*7+I1.M)[/'I^\XN(G^ZZ(#%1)AL&(%ZB&-*4GHEDCG5%YG$.<&1C/@:W>9 M1PU;6J=,[8TIRC4\4CB81AHN]]'[5%"'ZR&8XH)#U5:;A=X 39,%C*3%++(P M*@NCLC J"Z.R,"H+H[(P*@NC8H!1"7"!M(%8F1=G9/>H20M8&T*7!J*Q?9>D M]5U2CT@@JX!]?H_%W"0X8/K+,.;%VBGDL[6G_>4[C<0@L@) MT.LX]Y9H'J"5[&"T7<$$^R5VE 1ER(8\1X!LZP+QM9.0&,JD0 84A1C_A_N7;_0SQK(I[!#6%,B!#=V(8 MYHIV"A]:2>AS* 76QD&%3J^#BXD.81T@I1TT+%I*LS5TBVYB$)1N@X>MCHA) M 4IF>;M]1WVN01M ?*KS@$EWI3%K@/*L9]*M:1(V<>9JHA/JJ@N9@3+$N._B MN>\'*\&[0&ZBG MD9H3$:0$ WK%<,^ 3=%R]0'<54VO,33I# :UTX4HMVR%/%\"=,P83DR M"1I0RJ$+X7U W(2[^)B%X@&@ON4%V^^\@@L5MU)5- M_PF$R 3?PP3$5RF8OL+I J:Q$WK35_3%-?J L:Y7Y)!<,F>#8@X0)X@6YH.9 MAQN81HQRBQY6UIHD:X,O3-A,0[X$K#&]NJ=M*,Z&XFPHSH;BS O%U5DS'2-H M+>&?%G/>**BIT9K.S1<.Y%F8%-&A5I)(M_/0HSZ4)Q*.:,ZHU"3@T,F! M>AC'[#_CD.YFADYF:'H!?QX^I<\QFN).A.8URX&*A:J,0^7W,"IQRTCM%R!$ M;QLWH"C>PP- +R!+'8;>IB7\N>NB\P132\5>PRC40P[E1FQ&P,'%YOF_ B1O M(BQ#U@DZJCFX2 -G*2Z=*%JC]96U0L;]IDM@^RMK+H"-+E\@MW&(Z[>5'V5C MT ;+&0ER\7L/DJT10'SG+_U\WRM<.SL)H9N#C;+X>J)GGI"Y6\XP7JW?2 M$<3=3?$:T4$'6=5_ #>90O)*>[#;15CPO*X9XS;,CVIX7M*G5OH,H=8JB;%! ML@+Q,Q!%F:D_1PLRZ6E2J>F*2;CWN=+?87@HXYQC:4 M?H=):)786&!]?Z'-RJYV[EVPTTDP*4_*(FZG9V=2_I-%\'J_W(2KT9FV-9YC M%;FS7-\D6X^]7?19FZAK9'.&*NY";FS7USYP2=\61#/AFGKV%=(G.%IJY..8 M; 9[X)OH0;7_*V5F[-G CV-:$)RII5(9G_1MH2_2.NPF"8G\([$%?+G=4@V? M51\*!:N!,9M?ZN'+R*9#+SP'T"#5&WJ7<;E!PA"[,FSX$_IP8\,!*4U&HMB1PW^=-/%I=I MG*#E&)4'U>U7\2\V1!HK92G2YGA6/."&/0P_OUVN'#_*.['&3#D;2H(*93M? MPBCQ_\4\1ZG(*90+^<_W,'33* )L_1SIZ*F5[%*D6)=T,C7U!<@\K\FL\$#0 M5EN= ED/7NK\'14M*9I?X/NV;D/D,>$8+3;!D1^Z/MKXR$=/B1-ZV '_OO*< M!$PC)XRS?2BO&+@. +XJ\1KO?S&N^[E#K@G3&QN."5UU>+M$FS>:!$Z0QXR' M5M?^>+IJYMS+G5%W?F4' M'E(2E"$;OHQZ,MOL+NRBU#\OY:UX_T GU.Q>5>24WH/7Z@X"0_2CFU_&S=S, MF8VP%*BK'SOS>03FY;4:V5&H(16SK=LMEWV"7:38)I]>Z.4'F_50;S)[P%='L'Q&XGNK<>PP1W]HQAX&/_ MP;MP BS^TP* )(<\]H:"#L*-KMA1L<)* 9NBD4*";D:N9;K$ES(#[PIITO69 M0#,TU)3#3(6A2B7UT<+QH\V8/H@YP'J-)"R@U-A+'"P,2O&5ZODH!15.,.:-LY]O+/>VFL#I>F.E%*V0Y2 MM=+,P'@).PA#T0$0$S!CPWIC[:$S@BW3/U<[C'Y8L VG^F=R92NI%OU@ !9O M&#TUID9,PD@--(7:Q_@W >>2L M%FM1K:)X!]0> D KC[SH6GY1Y_ZJSB_R1%,8]\9%_\6W$#"/YR%["62=ZG>'96DHT$+ UG3;FFY;TRV[@K5E0>H8M&\J M8^TV3)#";!IRA8P8@,S;>*Z#C'D] M^P1=$UNISD/8<:\^Q]AS+W8E)HR/LP,V)-#_+ M476LH=_*3#GIB6Y+I.^IC[$M48=#J ^*2\MS+C5(1.TYM[U0/6Z[M^:D]WE7 MQ."ZGGM[R:;+C4#7;ZNLV<_47^)+<&=/Z--XYK@$YG#"X@6*&U-B^<@H[TSJ M_2:>$B=*<&LQUJHIT2.;%Y>@N$M@L]=N-AY6YJAHV5B#C3786(.--=A8@XTU M:'P,I=G*#C76H/@E#W:5@6@GT:0"%QE=YTY5VT&%:J Z7W(4^Y@;Q[G:AFXI M">?L\##&J,Y&1!..]S:XHR2X8\,5-EQAPQ4V7&'#%39<@16ENH):7KA"WQSR MH.$*?<]A X0KCO6O>I=Q^%9^]9PQAV]Z+(W,PS>I"4$+VP5X;7<>_AC/UGV& MT./HS"6!G"[NA)M'/_Z!9AW^P)D#IM-N.QT9/B@RN<@C2=8/@1,FR$)?_S/U M5]@Y8L>E=Y*2 K1W A 71N0><$C10$#2W0#;L^$"A.YBZ40_V'L\=]-2(]&Z MY(,5\M%-:ZAS\C?GS5^F2_JY5//08+PA6\S.V_9#0_'VB*^)8^-LZY%!^6() M=E0>D+%J&G8]/.?9[1D%,266 /R& M0TE7;7U+KYD#Q; SKDW$UM9'L4("/#/ M%+%[_9)=Q"0N+AU_^?,&B#=$CR]36N8OV ME/Q2!KR[).O;, 'HU27%RYM$^-_LMIP4V_;)K/IJ>;34=T0IP )GG;VC*1 C]V,RNW3B1?$7)AVPT54LZ6\1C)DBT]VT%,UL7 4WF54^.)]'(%N% M3%:/E3)74<$D! \0N5UK9*NY=Y83.'""E8%T C"2Z+^PB\IQ_K*7 7(0S@W$>N1N@RFM!6 M&HIVO6(3YI@C%,14R<0X4QI)J)CIK%B%^N<5<+X?J6'G_DXQ2J%3)-BE^ -! M*+3.6DBQM Q!*-!:F0Z1=^RB"7@%]CT#TFQSYB$::*=ZH[]!4MKZ))_:+C_O M\KW:9:Z[OEQULR&J)2Y"[&JF4?\D6_=1H5EF[7+_PM=SW0&:W+NK-72#(H+0 M*&@URD'$U3]UVAGO@0,$LHB"]$^MLOBVK$%,CIN6C=!#=[":2*X:J"A-\IHD M!-&":F]^\'7 E8XB^J%NDV:4?D0E-8F>5+O*8O7$F@HO]?!)_XU7J!Y*Z /1 M /7.V@3>*3['_WEV8O"?_Q]02P,$% @ *X%:4HLS;TRRK9+J M:'6W>M[,,QY5&MJPF%R2ZG[S9&MM(!!)8A2)R :0//K3;UP D@<<0*!TLZA MXI7N'OYS][@\W/_'_WS9(? $\R+%V;_^[OUW[WX'8!;C),T>_O5WA^)M5,1I M^CM0E%&61 AG\%]_]PJ+W_W/?_L__X__\=_>O@7GGR^NP$E/_AAQ_?_>'_?O?NS^_>203^PH<%I/_Y,_CANW??O?_NAS^^E_[P M.HI_C1X@N#B7_O"/?XSCW\?QQX\1C'[_+OKCCW^(?H#P#Q_^$/WQ?@OCC[*D M>/^:IP^/)?@F_I:)2,:;91 A^ H^IUF4Q6F$P&TUTC?@(HN_ R<(@1OZL0+< MP +F3S#Y3E!%1&]_1I7R"$99P;[]U]])VGNYS]%W.'_X_L.[=Q^_K_[Z=^+/ M7X[^_ODC^^OW/_[XX_?LM_6?%FG?'Q*R[[__7U\N;^-'N(O>$JB(%<2409'^ MN6 _O,0QPTA!+C#X%_2[M]6?O:4_>OO^P]N/[[][*9+?$6T P/618P1OX!;0 M?W^^N1CD^>/W]"^^S^ #,9SD,KJ'B,C,2#SF<-O_.93GK8]1.7ZD?>N@. M"\Y$H;.]^$M*<612X.+S*4BB#%]*F"501/V:-HZ/QE54 RM@_-T#?OH^@2D? M$_FB.Q+RH[]]RLJT?#TC2Y \0A>$RF;F$/V;HPR$4M_QNEW_R:) M!@HA&T@:X4!,I0.1)!Z 7#Z0$0%!R20$.R;B=\N:LP_3PAXPG-%E_A-&^=TS M]NPI-9=9'41P#KVA:S5V3M#":6[;)W3A'-;/^'>?9HSZ#8SQ0T9EN4@(]W2;1O<(GA0% M)%+$?S^D.4Q.R-Z=_#A%:9G"@OR.X)R<'?*=575S-+9>AC MLTKIQ2.K$1#/JX< \GH,()4& 2(V"A")88 H2P!JY*6_IR,!,1]*^W=\,)4[ M![&L6\;T\7+&$V: P(>L+*ZC5T8C2X(-&5-RAAI$QN5>?5AAPP-[/C[VX=]D MK%'THMFBCXK5&<6C3]LM9->1%QFQ+G@7O=Q$):3"9S%A+]9',#[0OR'#HPRY M6:I&$@L.AC' F*,7[ZVE 2D3!Y31"\CI'6W>DH@XF!")^GDM4PCN9F\DV TT MXR9N=-!]AI]@?G)?E'D4ERI&W?,ALX/M%A$WILUQ?7-2I(I3!\DCWJAD/J2(4E2(M M7;HPQQ/")Z&\/J/H0=4>.Q\RTUZ+B/N+M)H\H/27-\A^1>-!702C5*2G3Y3S5XC0?V3X M.;N%48$SF%P4Q0'F>K/0(!&;X#A U-N\1/F]_94R!!5'P%DN[P9J6&%E]06+ M"SJ"!/R''B0.7[=PU[R!>YH+2!:;952J;Y3':5B]=>FEZ>_)BXA0-3_ &8;B M%1,P8575A0H)LD3#G4/\!:-#5D;YZ^<4$3O1\X2C#]OHNT/,F^W7? !G%(K- M#R&!)Y44G-:1H<+=F37C=$;66P\XUWS#V/FHC7);I+P9-.,"*C:AF',_ GA" M/8%I&QDIVH497\3;_.20I,123\H2%CRU3"=Q8(R"F9J'*;JW[8NSSS= , ,2 MMT R#!3@P6I*"Q,*8?B4C0$*[N+X[2/9+M"DP"C3#./M3]K$%9F2MR#.F #! M97G['M$^'M=-6)I&)DIV9[Z?=C!_( OZGW+\7#X:V?$ "1LU]Y+T9MD5-\#9 MA6;CXQ!A1;T%"@>R0\)A'-]%"%5/)C0#>?NC5O%%)N4OE%,NH&(3BIWW(X G MU!.8MI&1HAT>'^+=#F>W)8Y_O7V,R @VAY(5_B->I7F(.$K)ZMQJA+*_ T7& M%#"N;P#G"R3&H7B!$H!83YUA@X4&<=*"R9T/71_N41I_1CA2?GO3\T$;I4N$ MO#D$YP$8DU",OT_S>%0Q06D9&2C8G=E>9 3EB)=QCG587>OFQ8F?\[VLH[3\7HO"CB/YE:H>C'W>@[8:< M?[.GO.BV@7(+S.1[0.DS^*ZV @2@W]B9ZC=3JG=NZVSOLY84*2K\[<#@V*G X]XEK7)01^M_I7O]@ MJ9^" ]6W*/KW!LX.$'Y!'1V- M3G"3UJ"Q.,?B]0AL%)K00ZP!Q&.E;?_HSA M>WR)AH] M:3(.@+$(YL!Q4.MX3"LA:1CI*]>%N=["^) 3]WC_X?XN+9%R!#W^G)DRNW0\ M5"2C9 '>@O[(6ZRHF*\R*<,^)-.DO30&LLK5@C6P0U%$[ZU?O=+.2:D(>;RM/ M?]*=GL6/_\:.P2@&F^WG-(NR."4K9LPS!76ZU^C1TS=-'?IN)YJ*(=AL0P<9BGZF1D88/>3YJ;6IN2AH0FC'X;5#.@;CVLC+-TB6:U* M?NG1=*N5@[$%'Q&P57:'H+^"L'RV_G-(ACV$QI%]]RHI2,VWK;W2_6)6?Q85 MCV0U0__Y]/=#^A0A(DYQ4IY%>?Z:9@]_B=!!:>^O2= <&R4&'KR$\&-+VYA^ M 1O.8?B+'H[82)VKP Q)\@) M N;H]!)T[T$-&^9#8?C-.!I824E!:AX=*9UY@LD;8 =K*]&Q^ ;&D#CB/8)7 ML#0P_7$Z%O/]"%T/&XBJK79>LWL#,KCPNTHMK+".[D+&!74@:3@!PFHA=[G. MX3Y*JW;>!GXR0, -P8"4M!:EZU-:Z8*%6M2.D"X_6 MLW6UVX[U# YUQL7XL:4MXUAO(:>.I?P?FA@?ECC;JCLR)UQ&J,IMH%]KV(&*V0+^]!/&R7.*D([G-)\Q5WE%P[TW5)3#,/4C_>(A'82B2Z2J1B_V M>)&59+SI/8)\9?93CHOBTTN,#K0(K(FUJE(TU[\:!P^-2&J^8FL04(C7Q!&; M:7,=F*$CN,2N@S$%-5>PD,^U[P&N"+BVUT(R#5?W$PW-W^3E4 \L@_=#756% M"L' +5'#9M&3;S-'&*;AZA#6IR.LX0A\W!/&=14J!@-GX2J>8'5B["=#6^E$ MW.M)N)]Q31V&BVF=L%WJIEOYM4GW$[9GL[[.OL,[\QX^['9SRNWA>'MF*[Q, MH_L4I64*J3^RAAZ/&"4D*-"3P_+5)+U5G::Y_E5Y>'ARW7!F$5+F_<__]*>HX1E( MWKD"0OV>Y#@#W3<:/=ZR>"YZE81U';W2!"R+_, N!?L,M#9%CSF!>\XH#&^8 M0*0G"[!/3V%J'W44+W@LM&_XM-LC_ KA#411"9-C]]=Q P5BYIA,$O?B'/F! M[/:(;Y#?(9Z>(,0 .9=#GDO"%=8IXS0T6%E;P<* V@@L[Q!G.&/+O;^FY>/9H2CQ#N:55*\& MOJ%&SR)71(&^QU/4'#[!;.S5V)P>HX4=-M'A&G 2+E4Q!)0CJ%C6'O:ZD']5 M/:C/\.X^S5C-%"IIFCT06NFD]Q@G.-:?0 MP8HJ"Q0))(.P_-+3S@W<>H WXQ]\312<\:O9O7N3]VSM0=EYDU!B>?731\@) M!,>$?52XSA[>DA_LPKX"&@&KWR&&=!_@7?0B M3])Z;V G29FC,D':XPQ41B_A;6Y40<.:&@P<(-3!AC-CC91;"[[9W[UVSSG, MIIANB,)P' 6@1D[%W,TROD$9/!M;;)Z1A# \)'"T M\_1U$A:@L,K :J!X:M_AXDF.GTRUSG8M/"I-*N1-_[<:OGQUUR7EY_BWU:0;F\ ?LH M!T^4%_B_WGWW[MW[-^#]NS?OWK'_!\5CE-/W:H?R$>>TH!$]\ZU^FA8%S2_$ M.<"'LBC)-$0+7$0%;=1X#F-(.U^"CX0@U3Z;I3H_??_C&T ([6%J%9 VH9 MPG(^=Y(DK%M7A*ZC-+G(1($Z:= Z7JA"S2(W?I*ZA[<*-4] 2W.\33,0<[9A M>(0&?EA?D^%CA8Y@HOS 108$1R"[V.R5MI>'@)5/$#"F83A51K 87T5A@^2\*J*':CX 1FQ\RG$ M?+V@JR3@1>_Q;I_#1Y@59)W"[Y&,CH&6/1J: $LKF(I?]9L9K.EU[*+GT3: MG4"Z/>3R=?%4#)X[AN%H(ZB,'C>Z/V;T?;P86&4LPWO6 5K^:B?-<"/+SB1" M=Q1E/#7J7_FN>S5WO:M%C^VOHWR3LR;E"3M(X)JVE*"<%W4])D%Q4I]:F[O< M,257D'4IS^!B1Z?Y(;K:(':#+M:OR;!Q&G IS@R<*" TFQM=L/L<6Q>JJ+B% MA5.=SW7XW5:X;M/!:L)E9.V%B\NXJUQ,(#*;FVR:NTY;7VF1<@N,1'H^KY&N M@<-UG3[\)OSG2)F!8S7N21L5E'SG7KC8-"F120>__F0) M7[NDV;#J2ZD(:7\D*<)F_*[G>#7G'IL]UEMX' M'0U:?Q,T2,(A%+ZV/[TN$M+>9PJ?,==PL^OQBL6(2RRRWSD:K.%F9YR.0S"\ M;G-ZO2.X/8X29F-^XG!WXQ^?$8]9;E_#5G[TV=5FRS,>V"NOHS0,LP=0FJ1M M;L:U6#F^-A>\:8J(R!KA+]AZTDE4GNO,F\I@!C^VU/WW,YCV#2^U])D,N*]T M4-U7EC8!(_^7:&;#&9&W26W49N>C$6Q Y;5M\,4.%+M"+%$+1D % ,EKIJV MRY44"^2_T0Z2FZT05V\5U_J@S;) (N1CG5:4],U18'7K^[2.1Y42E(:1I%PR M*4]&+2^VR[J77^=XJ_>*H?4QH6*QWQVDZJ$*2(1$NO&NXA6&8R@ MA-55%BX8U3D#9\/.%FI&E9_,_G"S@ 2I1R++.5E<(;RG!P &[C%!R&:+-4+8 MQ\:8LV-^DC0,P_ 4-;BPEO:"A@9U4#EA!1QJ7@MYS4\P(],;(L*<)+LT2^F\ M1JM'&/C-)"F+!>XX:?>^(Q@RUXE:+,/P'E78L*8. X<(M=&A+M3FMI 7':U$ MK78I3M?$OMY]X:.]21B>,0S%V);$^5;$\Q9D*?MN'D ;6;C\<0?*;LBYM_)& MY_0Y?6"VW0-#GW5W]1.@RH\L7'KC/K.17^$,MXR(_T?&B M81KFT S1=.\S%651F"4,?YF$!:NJ*E0(4*7]BDGE$A6;V1V!LS784A]]U$;G M+5*6JOZ1JSJ##S1)OVOO<&H3-J_!]ZL?3^@F%%5WK5KH>*'CHBC-"KHV@\4F M^_1")YQ#6CSR5"O:8TGKP&B:F,5YQ!1Q'STJBP+@C)B_S(VF4L12)ZJ FH&I MHXFU%1L\R=?>R(?1V/GNT80_#6[0 MX3A&Q'+OWFR5><_DJ2J^EE2B,-Q[#D/#,R+W%1M5O:-LBLK6 MR?=<5-#("KBP4C=0LEQNR0N8P* M\7)G+D*I(MR>P@QJ)CT/DK UB2.2/LYB M!&E O1-\L\_Q4UH0' $!\=M@P\8P7DT(4#^R%T5] [FHG80/JZHT5*B$ ME]2--^JB1NPLB&:?AM#$:L7E)-D/H>MO<) M[<]BZN1F>U0SQF3%I$_;'#1=7NZ]J)+@;<1%J-=31]6* EE5 M&4./;=6^-IA1&V$@N /.GE[T'A<^6F[AIJHC[06=)F'_*'_]"T S+ TJ M]&V\QCF]USJ1CL_N\#41/"N-*HVX8FF9]F,O@J_$K7BX56D@2VG79M--^'*% MS5=B(JT4LM["E)T^IT"(!F39P!T&7+KEUNIC:OV,++^*PBSE>CQ),_&V4C%5I^B&ROKRK[5?A9/>H (4U-!KW%P%'@T_T#,__W'X3QTY_PGO*\8?L[2DW;/)WVYQOHL(;*=1 9.^/U/QG[DDT4=['LG<&$R"XP-=O[#U M#.U+0!M,\(XX(&%RTUPF(GC5$.0->.+"\PK4E5P\H0D^&<+;>SJ& M@3_^;MD8,;,]XWFM8[QC@IYWLSYO(3BW0T'<^K8SP69W;=9S\3?DV>YM><*Q M'9N&D5\WF]7B#I\D24KM(D+749I<9&?1/B5KN&MB9(^$]V9[UKR(O\(E)+_? MP^0L0NC?8?*@]%S3 U-#?W4IA!??E 2D.<)1+2+8$QG?IAF(N91@+\3L*UI M_XB(2OY!"#Q284-P02]FA[TAZ\VU/OW]D):O=&6.,U8IX0968"8=P=2G2/>, M/;J8CB +N!F0W PR4=F.ELG*I\1:VB/76XNC&1FACK/I8^S-X>Y@ODLS!CUQ M_;:O?\:Y5Y_3YNW1[31E6=CSRD9:-L=UIS3Z0/*X7,]:_,_4)G5S&N<=S3PSLD+Q20?FQBAYZ*Q5&]KS@&&U!8W)D7\< 4-F-L)M]AH*[1&?XUV49CJ.,D# XG%S'T'_CA&&7XS# M@96T%*3J4;_6P2^/K-UUQ=(W_AH9IUU/VR5UM0FYJ/G.7OFS7B$ M8>;#ZL>3F@E.U>A8R^ 7SF!NLQXXU=0W\0E"YAB,$G9O^@T[<"UN@P7',!Q! M#3"LI;^@P4&]N("+&I>E7.<&EF0>@DE5]T3?9X8HV#1N[:/HP4OB^+ [(%IA M$YS#;1J/U6R\2'(LJ2NV?"\/4SD5Q] MJ65$UC#[08^-EYR'LVX2 T@.$)3/&)1"#/(-E0-L":L0,AP,(<<6.E\1O.V# MR@;;6YBEF+;?HA 300#QI=^/HQGJ$-'QZ)IA$>Z@8@\X?T %T%]D3D<L M[HWB7EB=EK[!JM+V8* U5\#9O@&<,4WZK%@O&X&T0<2Z"@T=,#2 5075IH'* MR>;;B5^I;[]UJ/F!RM>6_"OQKN/-NJY2PX=-R\><))ZXF;WJATGJRV\SNIZ" M9(?/##XH^Q[]FM;GP5O>N3%\7QP$7'76ZU7XFL#5\52I4.!"%R]UUN9EFD'6 M"53G1+KOTPYR56MJ7O/D*1?>_#2T9/EC+/K2A3M:"D_OR%SERI)W7Y>XD9R_ M-"."YZ6PF],(T0(L*8"JO*HP%XJ,J?06< M=P[PVQM@\<+_)W&,#[1Y]<,M%2#*D^+G?4*BQJ>7DJ8GW"-XF>IUK%!7KTKI8P;.$G"> MU0Z-<27[[F?^Z[G[98]6LW#I?D<4G>/7X;"0 P:V@M2#=]H3>Y6\#BBG?5&L M34-S1A8B3F*RY2S88P]GLV&;II^ *O.8SR59-2^<99#WS'A.RT<0-9($[9S# M<"M.E,$MS)_2&/(AW< 8/V2,"@M'6D=%WF6Q>;;J M5S8?%RS$[$0!^%B2)XR ,9O=X;DQ_-IMK#HTDRK&WF$P\MBZ$1G(,H-::""D MKJ*B)#=?TX2TC&'_/>T"X&Q!,T3>TZ37SVZ^8+2B5<'H4!^\3F=71[D;WA+T[[N/Q6-*BZ :ZTN]F"1AA1,X>)P]J$2G(+J^S_ M8V_:#:W3F#\#50OR7Y$JE8/B7*;J>^MX UD]@SM\%[W\-2T?:280&==GG-LO MEZS8.%F,Z[*U-*(?N1%E\(%R%1YY8^^&[ CI$:*$=GC@5;L!W.T1?H40E-$+ M_ST?&T!I=)^BM'P-8V7FPM;Z=X)FX*[1KH;W;T(0NH\CH@!)%MINVV#IYC$' MC^XNB5 > HT9?=M<,CU^7U5H"6SS9V->1SF')K"NRI1Z,Q?9T0\-&2&'D;$> M#O1W&_8DH/CT O,X)<*ZNE$>(.[G_K&7F8<*QX(TW2GP>, ?5(3BT\98*UXG MCZAY=;BJ[J_Y'P@90"U$&&XL3KP\^?$H=5^G=PM[T,_JT=XC5 MSV=#]FH6>#Z)!27[FZII[#51O:L)>H2!GV ^R-!OEHGH3'?($I@WRW3N]'7_ MXCT1(VB75[0)Q8E\ HI5XJ\ZH5=BB!A0"0*N1TU@_EE]4%WN\LG&6'@*_L,L M XD"*UH *%B(ZBI@"I:56H/R>F L*(28I';4V%JJ-T6K;;I.1)OFYS<1:(J_ MMVY&K9[KY2,\;OG)JM314HKUXX\(,8436TNK"$3?@_!#QG+Y@AI>#$TS\TP- MT*_!J+0SR(XZ.FVV0"XG1T6SOUQ645 5!H]:O';Z>/LXIZ]#\&#;]4%OY,Z8 M9C$ZL./8MA=^5:HSM;%:NQW;HA("+B*@,@(FY#PJ.W+'&UBMS!+'S9][+:XO MXN>-",.1WT&YRL#TXS)T25(>F=I,SG@'\UV:L>L7XH]M!_R,H=6L^R8E6]I&GWT MS&B^<_'"Q'ZF1,00C* ZU?=H!=7&8JAW$NU'=06)#NZB%S?#)L+?XQIUWCPI M;C5/2D4O+#3="TMQ=&0$S7!\#(.6E:3BKJ .VZ>L6AE.5F'33E[Q5-&L$?D3 MHZU>S$RM\\$YW,(\APFW$6+IGUYH8@L\A1G,HQ0\-Z^:X$\-(XH>)0!0*:>P:Y?.">"TB^K[;!]T)$^5TU2"H2[%PJ MA*X*SFT,>X'R>Q/_N<[Q$R&),[J6)O32DL992//U;R,$BQM8P/Q)Z1FQ'CU# MZU>D[\6X:]YLUG\F+Z0D^871YPOV->B@HAQEB)[PJ4%A1"7^4?UP;266'PP"%_Q:)'8-]JF MH3^&,"D^$R5<'^Y1&F^V9%(AW-FNX8P>3>O$?05BYD%_DKBOB,\8 VHH8,]8 MDRTNY]TJK1:&#>L@BK65:V1E5T3FJ'CC&337*1D/\4@X7L5ON-6KF\RCQR&MNU9+B]N(80"9!6T)U*#3'PO+^.K MGVTKR>E?0WX:GS:--V-9^BHG)N4G*D]T "'XU5PVC.>T"2-OKK8=+087V5E= M)XL^.I%$U=Y6JQ.VW#ZK,O*[36Z;_WC%L1 \P1C_[I973_U&MLK.)V_3ARS= MIG&458YTET=9$<7M:FA3YJE$R] B%6A[,4)^?ELTC.N874JL0[ Z'22QKE;' M;+9E"!O/!3U3NA6DX15:&1\)M3- M35*?FX>69&P!RPR4;0!QQ1Q$-?<_AV&P%M!C>Z6O#V;47/XQE"L!P.DKH"+0 MY(Y:"-!(H12IO#@WD7#+#V)UG%;^E#E*#17W3J9V_SJ7'_5H&0_K(1R-"GOF M9,'EJ#[]OQ&@%23)UA3!UNW]'?8X._GA[RC=VY$\'CHH21EN)09Y)2<[VJ1> M27]*OV;[@GT5).]?0YX+O9KBT*L"IQ!_C6;7GU-9B\C:NW(A6?BBOUS)S'P. M]\1QTHC?R^\1I%_0*YL=SLOT']J%D-3HF=N("GWWH4;FRJ\#)79A! XM(+&) M0M< &NK!J^;("B*>*"'G9YDAL=YLJ]-$EI5PAG>[M"A4S_5T*5K$9"4.'B9W MB2^]ITR:4^?)5T>SS=5Z>&(SK:X#.]0#VV8+ZLL"QA5(;.WSJ,-*)FQ/%T>9 MA"X2Q\,:,.J,5:Q_:/4V(1<0@H%:,E"))K-35N:#N).O] MIRC-"I[6N"%BT\T$<:9'?H;OX*UU[X-.MK$A X$M?KV/9NQ#W:RILK*3:.7) MKFR^TJ\[FOM+MCG)(S0K%G$UD^9VAD* MT2Y?9+9:(Q$1[L6[W#/,6HQWLZ-.\ISHC=W=%F>/],N+C*S #^+Q8-]'+JL" MRN]UG&HVD."AF52%*)],*WZ/T(:#(,+>]XH5 M_XW8I@B&]4Y-$AHT(H"6#$"6&PB+OL@ %UT\'^[_9"/^S&&6)5F)S"J^=S78 M 8X0,3>70:(^EO4\DR[#V5N>!MU<<8017:9APLJ:"P^2ML]Q+*H,=7&@,KEQ M].(=A'D.R4KH'/)_I4LV43?$Y*);AZHY6.I\&BH^!)%5:A+"GK!U6/4?Z@5L=&@YA+ MI#K$?3C2>8 9#NJ0C?I1K_;"A4?!DVJP!,?%78EM'9L\2.6J(KH4G2[@>SCX M.^+@N[!0_6H4O_$-UZ 6 \=*9:/%D),R9BZGH*KIE-4;7)8+# M?/PD<-':(L35R.\0.U"LF^_DH@^S=,(8JB\J8#[JEE,Z7Q.^8\Y:M]&I>FQ? MJF [WQQ(C=&9P_;1^/GZ]SI%\2[^"5>HTHAK',EZG3,_HZ1S0 M+#>#JA=CT?%(':IS%))QY(^XC)#PQRO5 @EA^*D!S$8U@N:K#;1L3: PO/0B M>X*%MRI?H]2=0SS"S7^5K[1B'EYE$POHISUX4NGK@UG%HVLA=&N)*(P_T!K_ MO3=\51H>.WA)TO+@I%%7>(/O/.2K&AO0_GZB/T$CHK@LDQY?"RE!)2:OAR$^ MV$BZS"U;-9C/.)>KNM_!+,K*$T1"'&V]I#,;J%*T*(2FQ,%/UI5/%+2MDZ>-QN:, WM8-PYK&]D(0MOT*RUFU\.]Q M677]KP+KZ6FWX=?]#QFA2!COD1, M_T$P:1=3N/7ZW.]*@T/JV%OZBY0EY[];A]Q7M+VV'R?Q7YI M->WU$W08 _L8>)GH1!-Z.H\5E.?;DC 5QP\!O1[5@W1L)AO6;-CP3<]=C"GK M @\N5/#S52&\7GM_B<@&GIUEL <+7&*R5Z4MZ8O-ELE;6GBE+2NKRMDVK-V? M'S9"!._)C@P$.T9CY<90Q876+E2R"DD<=ES$!*+KVUJD)8-&-WZ:]%75(.8P MTL]Q*BI/TDW?TE#\61F[L5E9J:5H0#A-S\9+G\.J7W?XN9F;YZK&XSWZH6"% M7WNOXL)P/0.(C6[@YKMY6_;&+0P/%2TU/=VACU)W#O$(-_]WZ-N*^6KNT%6@ MG_;@2:6O#V85CZZ%\':'/EL'\$XA6]7VWVL:8N]^A;,$%<_Z"'Y\<-[/,:YH M+62#-Z+#--QL-F6:O@V/ML.F%YD&=:*7.%GHA6S@R.!8C:'"T^LTC,U"[T"K MC0^O5GXA;(3YJ\F6O9>,_2:PAZS72V/6YN2^;'PFP"NI,<1Z-NJ#*@P1G8'- M.6MC0F"I6"TSKS1I*O\.DP?8LW0RS(T:)NI(-N?'36NXI!1',F+8AQ[%^]Y-?0#.2C!71D5#@H['C9(QQVB$ MK \/(^S&?"P,CU)!#&NH,$1TVI[3\!&UMFM8SD=[^WC? CF9JY3HN5E[^XUS MP]LD>I%6%5E?U>2E@_7 /LK;]#4;KKW[JV FL&I:%55$[O!=]$*?43]B1)\% MD,G6ONN..0_[Y8DN3S_S8E'F:4R+M!2TC0\X9"D)QL]4'(@2FH!8P+(D[EP7 M["FC%_Y[+F[])'KD+?L2RU)CJ^E9JYHAM3H+&5C55E5\[C!KDB@)PA:\@70? M$N+2?F03_4;<;$%-&5E;A1ECWP= J^GZX\9.CH.$#2SKM(G><,%[\TTVS0EB M?2&MLU@/NVNB;^,5ODS!S=JOH>A[%5_/[7P-4&^5]X1Y(%X[CM7 "KVKP3!Q MZ5V%,R: <5G:+39[]ACETPO,X[30?$ W3?+ M0%PV\W!F+_VTW<*XW&P_O<2L<>%-5,)-1B6F___I[X?T*4+\"*TZX&3OZK.D M_0/I+W7A$_SPS/@^A6:&FI9V68+*@D!%1%L,A[/V'\DYD"Z >&E+XC-=7\F_?W, M<1JTPF!O<3\\JUD)EKRNG&R/?,+F_+*"\O&WM7"\7__$]_^O#^ MP[_!6B& M8?5F;[UZY_'B4Y:81@M(?C,9)[Q,;K>'_1ZQPJP1HF)_1OCY(MOB?,<49/)6 M6YFDN6LJLG!_S"$S!@DQ*80+6M:9)L>UW%^,VM=:!H\Z8VPCS MAJO5F%G+U1.5,7N9[*O6"L3A[\43V9:T=WF4%7P84O=)LDPYY)I=2FPYF4\M M=IQ]!->!5TA6$7:N180CB\%N\5FW=8B 48D")%DZP4.21FX'"RIYYMXKT 4" MGZO>:^T)6I^S6#5*=!9;!?&WQVPN#[=L1R]2>$R3(:%2K=D9$H+R[-?GK,7- M)ZD)8N5TIP>R7"W_$[+3+[VK;U6:-M=_:CQ\E'YMF@)%O%UBRJZUN!M%<8P/ M=*>UYU7RV+T2^6%.W8SUF@SFJ9(V]MA4_VO!&;4@!C+7>BX"A"\MA @(9W:8 M-7?ZM7@P>@OSIS2&_=4(:#/ F'VUV=[ &#]DU%YY1@\K12=9\L9$,LR=9J-D9; ?8U' LC;OBV0#P3K%^IM8D@5LD( MA)!@J%@(: 2EN=N-J%4&(!,6R/,>%]?^((.]/+M-";MM&D=9=3S&M@-1[# ' MY.@)H_YQ=E#C0?)0)(;UZ9S,4FN"*JH9JH#Q=P_XZ?L$IGQR(E]TYR3RH[^= MXYB=^-%Y&>=[3!^6)*>O-_28"))8<@=?RE/"Z5>5&4:3H+X':S'P<&!8L08R M;_IA M++DFPZ;W07PFJH_M;\E/S*\_'3$TGX*=". V&$L2@99(+"E3%HK.L\W]22.7 M\O7<7$L]MW:%O<#W_0S^=46[V\'-UNPM0-^G+9XE'U%S/T_59[;T]((SI*> MJKG$L[TD'X8%3RLL/ BJ:UBN\(V:PKT8_ D_QDJSAVOBFK%A8Z@Q*N;:'Z;J M%(6&#:CX!!>?%6#"ZHJ;(Y)*FY5C<;3V"KH4+4[^E3CXR,;:[:+\E49>>8_7 M8YAA6*,FMMA,P^O L;K;&J@+P)K2Z15" )=>4Q@=KSX&%/A:J*'/$GW M /9F/+\]W'&-V"!KY%Y%0\Y\R0.OZQR3K5'Y2JNTED0VFH#*KLA,PH8",:NB M?^/$79?Y8]Q8^=J2H58S#"Z&J(.(M?4YQ[PU*,IY_7+":$>C1]>#:?;P\5(' MFYMJ)!MIX)8YAJR*D0YJ=DTHJL2:AOF2T\0-+""!G18E.&_2*$SFB"E*-@V_ MQB@[[OG%6?$J$0VSX&8&1=RPGA;GF!,J.60A,I87)]JM+F'*Y@;18^6&&*P6_&[\DK'F.Q,NB&0-0VL=&@KZ"\H)&9" '+1>>?,$Z>4X3(#'*1E415]'D3/]MJ M)#0)UYJ$S='38N04S8HSFWX;WM71H#S]!A;CS5#'5DJ?8Q90$LMH6M"E[-F> M/4XP1^AZ*A[=% M4()KO [ EN$'BDL)P55BDX-;Y9)H-<.@S4^Q9BOH\QU0#82-:PC^T"&U16M M?'#-'W8;NH\:'<-,B FZ7E*G&,_ZM7M3,RZ$7"E5O+"._N8(U^?POK3;@@Y1 M,/?M?HJ.:TO=ER%O'2=@P6K*"MFY.Q6=ZIHOMS!+<0ZNIDN_!#,485,\/@EF M@2SY>;D\$[?N?M+B#7N+DMNGY[P:8&C>.Z!U/*Z361Y%T*(0CQ@EQ/NX#-1J M+1?H&D0MBR*I,/%424.P_N=HCXM_$64HP[ V?4R[=:O4U;H:_- Q=%7M4,HW MD/#<2+'9RI4R;B"BK[Y9<@&KIL'*N%2]E(U6:9:<+%9S5IS=KOH:T#?;=FD2 M(8TH0=+(TS2P#FV2<60[V"U2L^Q95.4\E>4TFMJL6%*ECUM?59,HFD1PBC6#Q.QZF%>8S(27BPJLIF.?SM2&![[*M"SIV)S7/4*TQ.ZOT9IJ6I'N^J*G$%. U&A3!" M]0U\@MD!?B:P5>4+:'.BLT-1DCDE-WL*JDC2YKF5$@O'CZL83T"9-J4>6">G MBF]PD5X776RHXGE>CHX*9/A05)6F-UOU."U4%BM*EHQFC[#X,[NT%$W"5G.C.B/7DV/%N:ZI7/,..9O% M#'1LI?.9UNK38IFNUK4H>S9GKR\%&Z..ND:](O.=6KMK*WE=D&J'J 4S< [W M!?S[@L8I B18OR,TH< M_+S<*&B;-KEU:1C^HPDC-E/F.B!#,EJ;[5%#MM?JGT7WUE(S7 MG&Z=C=:LX M2-='CY"4K#KW"#+O:O$.P[V4X,(ZZ@L9FN:B5VINO;S/_%S S?934::[J(1: MG9F[GS17?IN2>T\@]*D+U!S",/\!S>-QO82E9=0H>*.D8#\=QN&S- ?F."-? MQKQLN?7"2Y^V16ML35X^LD)I%@IZ!2<)WM-7M/(TWQ(H#!\R1A[;:GUM* M/ M).-QYE M0Y[E,$E+^I7FMFJ8C,-:H8W'$%,6(90*EP-(*RNLG#!:&^6:R0H/_O2SC/(CWI%#V"->9$]$9F: M];9AY9Q!(C:E6@:(>KA'?L1Y^?8.YCO0< UD"IP&""OK+%@PA'LT7 +P#'HF M1Z;7>P1M%HYC5&P>0@]1=>\@GMZ*@&$]]84-#NK@(G@% MX#[7.=[#O'REK\IH5W*ZE=M;KL+4:5H\^57DX2.M@G-FIQ4UVS>TWFP8#J8- M*395ZUK@0QWD&%?^NK+B&X K7F3$S+((_5S 6[PMGZ,<(%S^ 01YC@%-)-- X:5=1@L./6.B',!--6C!H8S"J#G MJ[ZCC%%QV^_5EZNBB2ZO;GS#-QQH!(EEG*-;NM(Z:4*1H+MBFS,E M2ZRF+*IRDH2&(E>!%FH#U11'#28OXF*WC]*<2K?)S]-BCXL(;;:7.'NX3)]@ MPCNEVQQG&]&W6$H8\/-0.P'3A_J4H>@U'X9?6H&-72AYC8BI1]W*SW' &$6,=PMVR'G187XGA MP]3NJE%CI!(< QL)&AA$.%/Z3Q@GSRE")UG2U4OU*_V]I@91\QBOS,1#H5%! M/XR)6A]";*S%U<"%VDBQP\]C-ZQ_OE?9]M[J_Z_FXS;W0$3D?-W7W9 M: M%(>(F'5(9YMC6& %)06H=R2I?/F)9J*$O%6FAQYE;V7P9TC 6V96(U"3"Z"\)%0F:0ZK$P+U+,K;L:IPQ MEG*U IG8])#$1@I=!6I(!NRD!JPGRVZ9U6!]$\Q.)S;;*GF&"W,2__V0%BSD MLU63O@>:T;=YI*'/SV-J6$!K32NDL0L-KQ%5U$F8X._=-EM00RRF34D(T<%< MTY\'#E7[5@J7:72?HK1\M3MA-2%M>(ZGS\K+V6N]\GFF*Y^X6OF@2A*P9T*$ M<")K@3NV5/K*,.X-O&+!:W]NN]2HJL#3OU:O)0CG3/8)Y24)@]B!%8:.] M]20I\YED@K2']Q0-0_#IA7:="&6-K@H8UM1>X."@8USD^7K9TZH"$@#I*V,I M&5-8C?[:6XFXQR>!H5,)$[ &WVH@'1!:MID3Y!UOU'W^&,R%MDB>FS\Y#A5Y) ^99) 60Q MPG!(&\"Q TVO$-PJ(9#R!\>X BZ"N-H40HAV68OX-!&"+(GOHA>;%,!!&C8O M!OII^LA6H9P 817*TG(2$ZRJIU#UC[JJ#V#Y^!GG,'W(S@YD!YR1$>?$)\G6 MD:;)$V]EWR(Y.]^LO)\Y$XN"<:9,/93_XZ* 2A8@<0_#^>S- #O3_&HA1V-H M"SG8'"A+$D ,H%-U#A_);$VF91Z=C ^)]6G:M0)5X>'>H?F%7(L_$&']FTM< M%-^&X=7:P&)3Y:X%Q/J$M >Y8$Y%/T5YEF8/Q37,V8K:P@TG29D#-T':O=-= MP1)0YP*$(^!;C9.RS-/[0\GNPDM,/7)']AEL?_F(44(^'88GJD**-?4;.'S" MW2I>$G++>]EM_ B3 X)UEY;B"I>PN,016RU\3K,HBXG43;:%V2M-&S861P'F M;#V<]PAA:%'>GBR6@"ITN# *[!"%%1L ZF"_D;!GH@ F"UL0U]+(N4U+WDL> MY7>=((2?:2HX6=WSHL5T*KHS#@NF'"PNRHPX^@T&9X]$;&():09J8< 6YU5= M:"H/^37]2; UYBQM!;M!:)UV4=VK]F0V-O;PN6T/X&[IZ-"7WL&>Z9!05B=9 MF(<&(_)6U=]UV7D."E7Z"G_Z%-#JP 9X[$#C*P1Y/"6)B/&U0LJ!S3 MJ1<89,_A136^B\[XEE^P#)9L=5LCV&]UX)FL=+TU@LVJ _NO"[Q 16"G\_EA MMXOR5Q);FOJV5155*0>5I7N;3NX6+$SG!6.6?J9]+@Z;]:4RPD55K3:1DGUC M*E,0:P![R\".X%BI%;2"<&,"+BI)KV'XJ#WRC>K(_>Y:IG7Q^5 >-5D8!OO[EQR-Q^Q>Q,&/];):6@";9,7!!)\@+(!0XBH/HTPIZ]EV-\OSJ# M&UHC4Y:L 9TLQZR!.UB5]>T+U6(Z%[.MTNI=T^([R$;A=9MM?J@J70^DL! M ML)--=@/C0T[[%YU&16IQ!.Z8L8MT"0>">%T]B5R)"%6E 2/I^H2(6#4J3T!4 M JE_.6VY7,D,F-!A;'C]V%YO$HXS:+\J.^N):9+9"",[&3*RS9%9+1_.:M4J M:/3G#-_3\B*\K\$%#_5:_FAN> \6LT+1'6I%"F&K]D.0$3%+0E#6.I5I4$MEQX]9!Q M,;T=D9WM]NFGG-[\GD5Y_DHQ)2ON UF%D[\)JQBV"I"]JY@!S08,6L\*HZYG M'80KDUD;Z-.WLG*4I6=7Y?4;(BPP'Y#&_7^786>NE>(<-\. M@4D@VL,-@<0A'UOS@Y)CWU2)4YA./D4,#T]4GNU%2@( M:%C_X!?*)@1'H%_F$)[C791FMB[1(>86EQ;Q>=SD#:BXANLP_0!.N$Z/+H,' M:\R=*G[@%\[1.I7C#&<9?$EA5EYD\1>XNX>YBG,,?]:\='.7EJ_ZVX+/&UJI M(X1$AC$(\)1Z0E.W'&D:)DZ*8/L1&'5EI68!?N$L[-WKZK*ZQ;],=V1EF>CZ MV" !4^0'"/KQMJO+)HM!L O"Y:9@P4K:"A*"E@?VZ-^!+WJ5OW)(< 6.A7?F MF)L,WCWC+U'V^E..#_O3OVCZY>#G#6UB@)X7KR2\ &$&*#? V('3[_X2@E]. MH8)5M!4B JUR;QG\H*7ZQ:5'M>!'=@/^XLPE[V#\^!QEMR>:KGCT.4,#Z-#Q MXGJ"![@]"<'=AC2.QS02DG9;'>EJU=I[DQ=A44=.<.+,=6ZS:$^KU15FB\RA MCYOF*/>2\Y/67K$*:74Y@0964%. FF_=N'35[B!+VZ/HJ)$:M,1VYH!?TJ(@ M!OD%)_ 6HP.KQ:M_H#)!Q= H1JEZ\4J)(ZA9!G/>HH855M=>N+C(/BO8 #)AQMR6/0N@WW#6@/,&A'D('JV.'];39MA8M3M-]BD-\1!TM<) (Z M8NTBA_(N+J/HX2,0>87 M7>?X,\YWT46VI?\8OW'2)NWT%G^,E=>@]',6'1*V$24B "8#+01U(V_V M(C %DJQH:@#C21K3VE\9V&,)' W.$G^GQ3G^-\SQ-4ZSDE\)?*8=^F >LP?N M&>LX2\+(+<'^F=WC_A0D&GM[IG\X>MG,F;-G8]KMH9+;[=B>-E3 M41'!GLH(< 9!^8S!EC:.V7,Y0=P("@HF*8=]^]__##?P>2,(!+(WHE$'D B1R_M]\3AJ@)$7^9GS'9 M0'5S^9EU"A5^-JH=^M>5E("+":B<+A,0F&Q4)*9$7:W1ZU[MG 5G+,TOV1V) MX"TS@D=F%I'_P2*U:5@F/PLA*GLP-.P)S:_$J.1(_/Z[']Y-!^(/3A) @E*" ME#/"8S"+O3PFFP9@^K.%#OPD6<_A?6E5IG^,D%5U]6'"OGML[/9D*9OQ7>L0 MK&'L8=6 Q%IZ#1HTX8@R*I35\L=)%QFQ)UB4O&$FZRC/?R >U)VG18PPK:MA M[FWF/&S:?IOQ]'K2=(=+5NR&2U*_691.)&\@8J?>=SAP#[:V&^P*J[7:B @) MM36(EK7TX/G(0AI)EH\84#PQ]F>#'U'JOT)PA^5695<_U6=N&>!7!YK:V M,;B"_C%;XT@R.H]>15Y*D8M\UXU:Y$=URZ-#A#;W*'U@YPR?24B-T'_"*/\2 ME8<\+5^K4>I'* =,],W&FJG7R,.0;V1:.*"XLP+L3/&K1;S9RU222$ #+@N@ MPH!*&E 'D(!6+ZQI^6E4P.0Z>J71Z>0YRA/69WZS9S9+XQ@;%+O\YS]SL7QQ MP]G%1.-"$L^]Q1NVX& [)7^]2VG^^50UY"YCD@(L.?LJC3-129N,L MP 4A1F4/;77CU!1[ES?N@/ZZS*YG@<.$ TPZ(,0#3+Z6=16@%K%EHT$&.'HT M2/:13%I9RR=QF3Y9-39VPEQ]QN\6N&H$B#K$E4JJ $))KP9/\IS6Y:5Q\?2U/Y)701P6)E"*WD*P[U:\8I[!QC56VKZMXK=KSSHK>V\S M0$ 1OW;>&_+?/*4B,R_^.4M+IR<,1HQW/[.P>4W^#35&VEA% M;Y@S!F'5%M 3;)K)LA%&S)M,G) .$&H%?MKM$7Z%\!;F3VD,!R)__3I8?D-Z M#?,4)[RCLUT <2Z$"]-R+)37P,.L[&W//"?RE$(+0KZLKC= >0'RJ[6PGL!6 MR0F$H"/+JJ:,0/M!-Y=7M.<-(O"=9&6:I+1>SA,!(*;7X2DL/KW$Z)# Y#,Q M7#JR0RE4_RG*Z;5F00;"1F\9\=QQ=V&(KJ3QGD>_HR'M[X?T*4)TB2YNCY\A ML<9*6D!C#CBGHR'?7,$27-(6=4168;9G$8H/B!OI/8RC0P%!^0C3G"9ZH@.K MIO2,#R@!C]$3)'\"B5T3!;T]%QH*+9@ZM^3>*.K61KX^J^V)F[* H)&P,54J M(Y"$9,%6B"E9;!#QDF=!G\(MSB'_^BYZ.2?_%&5*JQY])C]/'S(7^TE#5BYL MRHBUC]X \I,A%L#NF4Q5,CJ1*KQ<8#L3Z8TZ%GBLW!QZXHG _K1K":"2B!U/ M"9F"VF1NMY#N?1L=WD0E['0D=A X3/@X6:,2H'D]6YA%0M#B'6YCG MM.3ABRB,V"J(Z")2:+)P81-:+/U&"'H@4XG#C$'4=_Q&DN?;T**#F57T1@8# M*%9J 3T1H0_X;CW/@(+!SUE>GV 3B46X*FXP0F231=,#7,0#?2XN#$*7J^>C MW4>:C5'0-T2R8,Q.*M%""PK&UM$;%\SP6*\E]$2'0>0!E04(898/$.=I$3T\ MY/"AOI5[@MF!)[+JA(!Q.N;0CM%U[\9M;OS:C_$C$%&.(^C,Z;=*H&$=)88, M$++&QHOGG"3_=2A*5G" >/,5?#Z)8WS(RC1[(#O'C'P9LY2\HM7_7<&5- F; M0Z?%R+VS-=SH^5V6D'A8@)_W23!'<&8(8RL%KPI-X9D29SJQD6W1,Y# ;7,' MOU#^M@H+%A%72%"(-R",F WYX+% M4O4L&RNHC8#;P(=W[W__[D=]9U D:!'*5!C,ZBZ E]3'4()_&#%"#T[% UIG'CTC M=)/K!HM[CX$F.\)"Z(X^8?W7(B2U71,5S^_P)8P*D]0'>QZ&'4\L>'KIFR-Y M8E1+!%*IPUTNJLN7&" F50BM<5R8!W8%R5I-8:C?;F,'PJ* 4#0:S1Z86%6RRFM51-=\Z6%$WGPV,V#G-^U# M\$QY&VDFCYP+%,8*Q<8&L /EKQ!OX?*ABJ=,EO>.L>N)/[S[X/8Z3"+HYT*E M9N#A.NSV9WKM]8>W[R9Z%H9P[76,G.*U5T>!JT!)Z=J+\ SQQOD/[S\Z=K&& MH"?P*@8>7>S]QQ6XV!%RJB[65N J4%)SL?7>Q/ZW" MQ8Z14W2Q/\WA8HY14G*Q/X7J8C^X=K$??+O8#_Y=[(#(Q93ZY-W0ZUC5G/C.!\RZF=4$/)PUT&L16JTD0N +V>0>CY.0#,,I>#>-!)02C3=12Y%*;M3.J7=HJEB4"I,6OIZ_T_8WNV\M1,N9+ M_A&R/NHM2LP Y08HLS"V9BHX80W%!8P)&H3C])4ALLQ3R*-Q4U'.\2Y*,RM/ MDU 39D?>2N0\X.;S"'RM7C9^&*ZLRA6@I>)E9L?D Y44> \_F!,6MZ]% M"7>W>%L^1[G&BDV-CN$S^ FZ7JH>5#Q9:ZF"<06%8!M">0-5S+".#D/&I]M@ ML :'LP053_N: [,,!W5&\(_#@96T%*3J44OKS=RF;?9#!8*8.Q7_'N6)P60V\&G32BY]U/R4Z^&< MP*-@%<)D-8X$GM91>%IO)6$+E5=\')2]\2=@C1/BTCQ)HQU>MIB3F(*?,TWAKP]/5+]%\X/T-1 MH=T02(NL13A59^-APF/,Q4EDP[YJK'A/ZVL1"0 3(0Q'-4$;6ZA[1<@B&50P M!.II"]1EK@A&5-,HYBK:&5P7:)/V G ?J[G=]TT+9RI'\!X\"KZ:%P]K?F5 MJWES%^*E4KGN\BB!5 "#=?#Q9RWZ2W5HN7P/#'B5C_["AAZS'AR]-!O46,"1H M#(W%&FWQ+2!,[F#\F&&$'UYOTH='D[.025(6'1C&27N8(6H^8;B)*DQ84V>! M0R)NW6B7IC1GYS:/4?X ];H5#U"PR 7MI>@&B2>8W^-6 M>RK.!,2<2QAN,H$*5M-5F @(7V L@ 3 V10 ?I97K#E4;_.JP3)MK)493+26 M7S9L+-8"YFP]+-^8,"#M;\/UIJ\C7%6D[@T04H%?ROP P39"Q5B_]UE7?@XL M"#N$;,76@EJ&,M"O;XQ2%&)>*U,2*K!HUL@,N-! 2 U^:>0&5/ 5AS8]D[6,=QI6\-6: MIWUD'+;+CEG:OB:X@3&]Z4ZW:2S:*9_#+@*1CO\)4(TD-,S150W9RPQR*EX]&\.!001 M.WX\$!%!)&0,X66$4ZO"S@'\?H:U1;O#9T-)EM!_Z).YIP@1$3Z? M7YQ=9+053G*RHQL'Y66W*CG3.@E*Y/V4LR \VP:?[[&HV9AR 4'$) QAX:R)/#: 8 4HMY^\]4/\!E#F'0@=5,F8 M<9A(&B%]",:^^"09,3@'%^ ,"-;@9&*,:L'EZD 3M#;;*O%1*4MJZ).&QG1$ MR4MTX%SH5CFN^(3@X\, X''UA*5LV4E[- VB>_P$P?MW_QV4Q!Z+1XQ&\AD6 M'@MJ#8-,[#7]F?="_PY1_1.4A)VN-6QC3?U-8G!URNF+3V1--DC)?FD^0 M]E"*XA'GY5ORDQT)^$^P**F7!W*.H H9UM1?X/ (EZ&\Z)*XX@8:=D#P"Z58 M(EFL;P_H,MUJ)2HID?-0?J\A[]Z=ZAI\=%T%*XYOZ(DRX4FVA5MVG_8*HU"J M1>F JE(_L:O=%0"(.MCUU4_D/ %E.GM=;"($6:2./.S\*Z3;9K*$?B);LP=H MYHYV?&P*.YOS]5&#FTL#MOPM*V)O6=/F+6LDWBM+'AV&(SNQ$^P2ES7;!.J8 MP\33YDH:(,19,%X,Z\PL+JC1\_%@W36F[:<]GXHRI4E227BNK 6A4JD!=ZXY M'US"!4<];T$_^PGCY#E%J'FA=(D+K8=Q0Q3,P>FGZ'Z6E%YEX2UX$%S#<)X) M7+":ML+$0+A$Q4)^'4>96!= /=P7<9ZRFY:J.4QQ!_.=\D'F" 73DIQ#%/T4 M0Y6X@;AB!^CY2 @'G-, 836UA0E&ZV!J& D'Y5+]C@/U#*%F ^Y&AV#AJ>>P M_IF=P[8(N305B?"<[ILT;(/UXC[P1IWY2)=! S7MVIZ\VOE(QIU;8F?KXU6: MQ&V$8'&&=[NT*-C(BO)DA_,R_0>S^FN8IUCIK;D)54.CTN+B)134228%%8&8 M624#J^1*;[5K*<">B1%":###')MK?3WX]B9;*8-K'UT6&#+JC):Q!@UO5LL6 MR-S!]<1H_1Q1)T^0B%"DV<.GESW,"KV#YYY/6QP='E'S<$C<\ "0,PGD-F<$ M"3RMH_"TCHX5+NC/750]?H3) <'-MNH1>85+6%SB*"M8M=$[X^^HO7<%,F83B^$Q/HZ:)LKO(U MPUU?ONKX_NDKZ)C&,O7BVTK1+PK?_WF;)O/']'QZ91@..8H"5M%.B!I'O2'0 M65_7ABY-U!=G6J)VO%XS/ 5*YH_-QRE[.4VJ0U'>J)X]G1 "B+2@$(Z0U$'$ M>BH-&["!)0(%J6(JDG6T(:! MQ@O<49J.5CNU8-J_.K6 MTZM_-M+\E./"Y+G+%"5[W/HI>_1 >1;GI^?-GG)_CPWVY/:!C=9AXE1YA"_!T&%EB^2/',H,/-+&V M\KI* +#%.8ASF*0E0 328"Y-C##&5BI>!YX=WZR!)*Q!Q1OTN>RDLUI%GRM8 MNITC2E4IE#TJ$7'N\;I6+U]'*3K8XZN^;$YFN8TL)*8 4[62LAA'4T&B=+1 MTU0!3^_,&^2:^*]Y6L+-=JMW J1+VG=DK%FYWXTRTF\QH1V&9YG"JKT0[NAT M91#J+X:9 & S"?1*IO1/6=*=T&&6+#:55^?A?TW+QZJX##L:-SWO4B1H46-; MA8&'>E^MNZH@#[[TL,1&*ET%;J@#&659ETX23U^7/!8;5 4)1(?= =%HT;^Q M<>F0ZLP\@*[*_#=YI.;./E2<7 ^*]=J"1G"0) +#IR>!!8_F7,])>)#)>0#= M]RED.[)\IO%7MS3?<%\D_?1,PE>X-O3-@\H%O]I6$WX:0%^;, MD+!3W.;H&&(^;\^S3%UF31+D:7\0DYFZ63A9G2ZW+ UL/>J@R'@03J,;1U=1OZSOT&%C!_ M@B=)PKKUW<#D$.N5MAFG8EHN98RJGZ(V[-5_SEF";R+!]%OR(\$VA.6E&F98 M78OC"T,%RZGN?8P,IOFP SNIB,U@'L_5I6)H-G&$1I\IM!5E;0%&R#M!W#_2 MH>$[BJM=@2IW>O6W9UG&0,2"BQN&H.Q63M=37.]UQC<5ET*:U%P4!/,_5_H&;F=BQNYQ.3G)1E)>Y5>IUE$92CKB"!HBGY,=AQP:*6S11-%Z5*QGGX MK58SVC4BT.(TBCCW5J-1T?5:,$6NX?3BGZR!*FWR=;&C-PJ0=6A2?X^O1,8< ML1&RGCKZ4F9 YA:&>ZG A#7T%C D: P-A0?IZJ>:N_V!X$^\\/:U*.'N%F_+ MYRB'+@?3[@I1L62% SA34'$-I=W6IA5J'GHU7?I[3S\>JB]#>TBO :=* MGZU+5X_GYX(..4-M7F]C:99./$U0\@ 5HSQ?-[N'?/*R;G&O:L.FXE&2$L.& M2,63?AJ'R%?)B>I"[1SNO+]T22D/FU7"P[#)]V;D?8%U:KMYFCXANUG-I:!ZVG;7Q00;H@T1-'9 ]MLT=8QFVV5T:"W^Y^F M9K/CG*+NZ2Q H1_0?/M_9;RPON;"QP8U$PZ$H.8'.$Z4(VO_+GC.[$QR-.N$ M5ATO&B5C#M$(61^],T86 -,9/'.ZE IJ6$.- 2.$>L#ISK763PFB?4IF.OKF MLSKFJHZV+!H*:5(U?22@P\7/BX!& MIPAI\2%D*&-Z$V%#+#')MK?99\_F&Q MR*+0I$J2*D6+)&TE#F[S<"6+K<^U*Z;LC5)HU9,T@<5FZC7**QMG<'R&:Q$V MV_3Y'1"*^B)U)87[8\0$(90@#2+T2$AUIF2E0@HZ>7J M=^#ND?Q]\S?45 \%^9L2@R0M8H3);PE5$GU8<8TTV^)\)U8S18'IY$G^FCW; M2EA9=+!CMT6T#221@7/#1$"<@UV4D9W>"RPH]?(1"AG"CMN]YJ80L8]A]^ ( MRIDBZK2\.(##+ *==0(]1PC?O([20/04&CI@K=<+TW.D2@Y/4.-3G_X=#*W. MW*G6A5E2?7D.GR#"[ "--BITFH+0N;67AEJ/4&+/&B6Z>&8UYZ2J:::7JA?> MP0U4W5Z5QCCWED/[@GB:EI=MAJ=+8EZ&*([R_)4>]Y%]\&'JY#^ [<3@];": M D,'2,FE)NZ( SZ::4?_$Q_M?A<8E1)HRW?['=.,]*36\(C=A+H7;QS@YJ6< MEW3O&MYUO 7>:G%U5-,KPE;+C>5Z",J0.SEK]%2M2G4!,'M,JMZ6N8I"#3T_ MMEG1][N+J$\D$FF;%$]ODT*(.D>(*L:9MF;7@)Y:+*EX!N1T4DA[[\KQVC3] MP"?S6,H!WP1\):^-N:)K'NM]+?AJK]K?.]V<#!VVR1P_<0NZ@B_EW3-$3_ + MSLI'#Q,,"11?V>AZT!T^8&QOSH1<@ H&N&2 B[:4BOX31OG=,_:"^X>O8E . MX*;R$+CQHOH@T[R'RQ("\\>O9%C.@*8BS;SN^ARE^5\B=("7:72?(K+V@\47 M&!6''":;[ ;&ASPG.['3J$B+GS-\3^L8T(N>BXS,2K3*6A:33['!:#_L=\_; M?)YW+8M[AZ$2 B8BD&0$E9!@0TN$"#$!DQ/(@@(F*6B+&E91 6^VB'WC_+79 M'5K2Y/S&N=-7(3X-R9]S^/<#S.+7DY=4ZTQ'B9P#JQ@F[S[ 2)Q S2JPR*" M7I^S3ZEQ!4@=N^3I*^B%#/Q"N2[F8'UJ.&?)[/1&678<_1OD#]."1O!M76C," M,>?DHE\I42"[R<^*-&&S!\YJZSCG;[B)QE6BKC9)BQZD:BR\=1OE[.G#]X8_ MV%*;?6(VF]0B!/& 6!]F;*AKHU?JYS!/GPC=)Q)?BC)GRBY.XK\?TD*T 1&U M][8PSUF>X YGMR6.?W5FMCY%,#1S?R)Y<8M&7) V\H*H$1CDL"IKR46F3^Z) MS*"@0J_%F68P5CR3!X'^,HKS"0G9P;7MY9W@^E78US'J_99[&J^B^ ;Q[? M1_0<7Q[>+';_>[."R]\A-*=N?GNUN@;D)NY\;Y:^\)6RO.HO_STEZY<\?GR] MI"G>%@F$HQ2=9*:-%9P3\V4OPDOG+?+PSP+'>XM5:A\9!]@=DW7O>/_/ =/CI>L\C2$M M6 I.8G8>]27*?X7-S/@^M)EQ!+D^GQM29< H'?N36*QP5HLO.Z5Q?W#C.Q_\ M^,X'7[XCKRIY/L%F:&7Y(6#_Z:(WX3\?_/F/4Z3&_>=#2/[ST8W_?/3C/Q_G M\)\U[E9R@J"HM3CBX1)SOB-E%?B0V, M06!^,8A*_P%%GZ*"1:#W&$*"8N%S!WYU8)B.)&O,XHC"N0S.KGJ@8IJ_5? 8O#NTR_;KQ;)FCF2\X@Z_\\.'S(4L*_97Q$ 5S<^BGZ.$M M-N4C3EX XQ1&2)C !*MI*DS]HR'5+[[&M-D\C_EIHU1HQU&*XU#1!6UEFP8"#IX$/;+Q2&L4D.T7)/+B/4_8_W:*&?QASKB)H6$^%80,D7%#>2MKY MS^0C58D5794_$C7 XJ(),BK.H4W2^A'I% O?CT(E9V')L#&7@*;I-6\]PWK@ MJ0ST\8---6W/\0!3GA-Y ?W;QXA >P/I%0I,/N/\\Z$D#G)1% <2V/3.+?2) M6VR#=9GY6 Y+:YU<\ 5;G(,MXPQ2P3J,^< <>VRM]M7AC%H0BW49YP^X *"2 M ! 1 )*DN+QG8.9<8Z(6\ K==-O0]7OAK6CX> MW;<7[2OLF\ZA/!?UES'=A(;^Y1^J#.ZL@D@Q (GR$9!G =R^M[46R(W5[,GJ'2>W9927PG).X4.:93P((;H/ M>Z.\2UGRM;4["YMXE>T(N*_2FHYSD^2.-%3(WJ=<'3F/TI-K435WD,O&LP%U M7Q.E/D8%-$N_="[#_'8X)=-\=^Z AA7Y+G;=X4W9X!Q$.#40OU;CQJ .!.1=E>UN#G\+YL$L$N,F(3 ML"AOHI*W6DJN(=%=5D8/6@<%.E3-ES+J7'S<0MZ74NKA&_(U9P](A UD-V^ M+3;7[GIP1!*$#5]0,0:4,V__E8"&]]R/=W#V!/,R)?&%"MJ3E*:USU4B9Y,( M,4G>TY- >8E:B0 *F*4X!QDN0\EWU($3&^AU!= U:>TU3LP%>W,@[39H V.[ M(CBQ*;?T\VXLSU_I=&]IDHIC^PGCY#E%R-=Q=47_#;CO'ES/' HK25B2>@Z3 M\P-=55TSB75BX#@=J4,=$@9ICAH4+<2\Y1 MPUB\5F8YQ@^"=PC)05H@8FU]&N7FW<:/,#D@N-F.,%)NDZ5-TM#(U%EX,;6* M/=TTI,&;G0'$V%#/*X&S55ZWPG*S!5((D6K)U+.44C>R$,>+%AEJ MP^0.QH\91OCA]29]>"R=5BAK[^UKEJ#A.?.BOF%\&A4PZ0*M7[%/D:#Y(E") M@8?:GM463 6J.1?O>@AB(T6N BT1/AJ.@+'LB2$+50,\PT6YV=Y&"!KX5<^' M;4YG.\1\)'$5)5UXW) 8EX62B3J, )Y43G#:1I*BR53)Z"N8=G@[)-ELIB;\ M2T<=[&<>(G(X.B^QJ5GK?4ZSM(27Z=-QM-;N0ZQ#U=R_U+GX79=S[H"Q[YMU M0NH2;( W-M?X>K#MV8/8PJKBKT5>2KY*ONOZ*?G1W_X*Z7X$)B=D%Q$]0/4U MQ,B']9$9).;>N2HV;P6?95UG&@(\J9W@U(W:F@:"Q6(%LX>=_/CL4>4AAA(] MB[QW!?H>;I0F(I+R(FFV)Q(ZL&(3]:X!0N00O;F][Z=<\UYWFI87R!AM]Q[' MR(*XRL6)=OB0E<'[5ALT-;^2%!@Z0&K^Q!BZ>8\P.*J?"[@]D#WCUL,.HUX$ M@4C,S8CP =^\PB@O1KKIS1TA3N+XL#NP(I\G.YR7Z3^4BUW84/=BI /<+,'] MD8.;P0=*N#Y7KEG1L%+S"CZX3.&M%FY&-;TB;+5"DHSYB1+FHD/2,!]!G867])*&/;WGV5(!JAF,X'24V208<1U10RQGD;#Q@OU0-67[&-_ MPS=WB!RXRJQ2[NKH&.."U9.CTHWD\8Q(V ]2<=>#TN+Q%_7L MGLSS7G^1.T7/=D4U3M]7SV+IP<\;D-1I:65@N4Y:D!XMA554NP;X6LMB-+C' M%#S#V53*\?X3GYFOX$MY]PS1$_R"L_+1U0FS$B<_IPO3G-W[,(%B!.9 =JDZ MZ"N>':GJ>MU(*YXIR8LI(0^@ @$N$> B!1T-_A-&^=TS]A<$:@9S681@Z,7E M/ZS1Y;L0&WMZ2[.KA-/"KZD?/KC:GVZ!;2= M5S?:72FHUIY-10G>MS\3O?AU;W@^]L;OWZ'K%,%LX/I-F,?=O7D2='HHT@X7< M#[XX?96^LWBOITK;Q#P=HP M1S[A5JV#D$<)O(IV;I^ M\N),!Z ,9F[-"#,8!ZADRPY278DHA8E[0CP!$7$ MU*]VH$C0HI2<"@,/[T@X6U9\J#P+DIO;# M"-M!Q,I"U;)MK\Y^?Y'%Y+_7AWN4QKZHEZS\KUTN1I^C@=\[EQ MC*Y[2^U;2 ?X %T)-*RCQ) !0M;8S.4YYU%)-H/2#TX>R@F[]-M[(5:PWJ8"]+C_3:IY7:".^2@#>;-M_:SAOY#7GN'= M?9JQ%6BKZQ^K@;Z%N6XZO1Y=>W!5^'BX0:!O2\%>- @%^SP=J[*^A)-JX=KC MHNIZ71.&7?>4.'>:7LJ\9W;-Z^B51H3B#HML_TI MP3Y*)UY7S>5MRE!A7;6%#HOPI(H9N,/5VQ30\)NJTC+7>O03^:I\O1 ]^XJ+ MHCC 9)/3?^E=P-6![C@WV]O'B/R>_]9RG6K$T>E2QT "#R<>C M=RF;P&;V" ME/$!,=[M2(PM2AS_&H8C.S::\36O,31?AX&,K9&Y4'5[S0)PQF"3@THP((R* M%D=FLHF_F?O"GO*^I@L_K:MXZ5,6%ZXU%2]SK.2=?&D+]D3?!64:AK?VZ!X/ M:R<%TGFQGBF2V5T2_ MX1/M+9UG6Q]6OAOW+(7A-:M7J;S N34[Z@ESF6Q'B4ECB?\,FM^5?>2+E-QNC;HP^ MI7 Z2SJ2RE-3G)*YK[)!TXQIE6OC&D^QG,)UOH8TEGHU@@)9TF[3'EKN(DD+ MN+AUCW@A\5Q'^"YTSY,Y]DU,!::OY)=6131^Y8G#5H?D\_'6X88TOB4-Z@27 M\PN!2O/S% S'87P/IN8S0'+)Q?GO R%?X&Z1NXT!VU.>*@R,"Q6&T@P+ZR$49*YJ#0L'G_.*BV@@]A4<% MEN_"X'P&R]J J>ST:S=J,XX^:#:-:&9;TK=$B,-.)9%"O-;!UN352Y*#9X2V MW](L.[_(V&=IGF+A"7QG:E4^XYTD[(+#&\UI/V%#E]/SN0+=@#!Q&&>O<+Y6 MQ^>Z*AXW-T_1;@2YLS!ZM0?5*SA4;-GWD] M>S\T,$1-AUJ$X(:J$LE]61HF>E9%:=IV-3WVZ8%UIC;D(KH)28?#'(S@"M5@ M%T WU6=J\D$>+?%7)=9N\!K/>QA3H+9[A,9C,5<86,>>71$AQH,UDT==6JU2+T".YU"T QOR3^I)=.ZXU?N6 H[ XLT"3_%, MS3:(0ZC$<&\QMTE:@%?:N)H8B=QR-U4\!A%I.-2V(+LPJ0?1&5F+75@=>GZ$ M)%-"/B]U1K$UR&X76OUNT^[Z7>C)SLSD%V^XN,W)%A,84(G;-,ZB/_\!D8&_ MVC?H]S)6^8V$JQ?RQ[O\'NF-VG.R]/*@EF(&',") ZDW=85\Z>_ MIU'V"I63+[D.4G6:C@QP\8%V/1M(#T6P!R3P@BVE3TN4$=_(5Z$\GH&.ZGDY MB(Y-['W3]]4XI-:ORC@\NK[+V90BII:[W*+@.0XYW;U,$U+N<&_7%,UN<2KO M%G=.)6B#..G 5MPX[2M[P?,1STA^V/(!_H$D)]M.17:DK]S,XD79DN]NP1MV(G*4'ZI'W,KG4 MSWM72$P:X*GF+D\/,81]0UB1A7X7 &&K$RS^\0MQ(NVJK-A&P^./XIUYK4IP M@]6&O&F8'-(JR=A3TX^PA,4KW-ZBXO98'0M(-X7S .\P%YPSV*$"["AO>M1! MF/M^S++92I4^)#= -WCELT88FRDK!V-6GIZE5+.>Z^U):;-=_AARV4AP/B1O M,41@AY:D^X:D+FP+MYJ!%Z+[+(+;@__SEU!CUS]DD0Y1Y(^%3&3V>/"D&7_] M*O"O0C13:#51H3L#R?(Z+(306^@E4;?S!_UQ?(T8'@J$TZ)]IHP[IV;,[\ AP(!*A+X$=SB M61M4+[!U2+'%4D1[+N'(P,:/+UQ@=W;&-!;QL'R "@@D"<5CM1,R#@$K9 M.CPA<@(F:)3QZR8IDN#@RL$Z1/W@UV(29 :/W]OZT=3T MN1Z%+@8Y3?\CH#+6=#)T=30A<1-C%/,N8?, "WI \R$IT\UEOKU.LV,%M\;' M$K9L)FXNV['U>QPA)]!-A@U%LO,#\=P_@ ,L0$ED T]$.+IMN&7B170<,=%Z MND<14^!:L*7(L?M#%VT:R25ST SI2QG[2/23@E^]%*#K "P0H!(!IBVR;7NM M\@TOZW]N/W'UD//1XO")3$2""_A*^2ANRX9*,,;P M0!J*BE#WF:7:O=C[Y^-3F6[3I'C[G&1PM:.%')??4Z/T>X2(O?X'B;KW ,* MW"VA+.*P>S4N2%M5T6+ /:'A B@2*XX$^$I8!?>(9J2?DCW^X[JYCG*-]DF: M&[F&!K4)^"BIOP]GT8<,F2LO?G@R"9G:>0A'\C>))_C*N(9VJ=4K+"ZS#%5D MHEL=B"@?X?[)K!OA"!%[A :)^JA29/1)S9$H-HW#?=3P(&V-10L%]Q'"!=1L M (?D*^,TT2_*HI)\ O^MZP_XH__Z7"45O3S]>0/SI$B1;K(U\F-SI0\2\S!? M<.KSVKI:]4BIE>C4+.*^X $"R>9DYXYMGZ2I"!@J>\A@F=M MVDH8D)9VHE1YUM8VD-B89S0#N^>"^"J'^JG)T"\M=RY/*'G9MJ[5B-G$4 @_ MK'DTKI>XM-P7%XB*IV_J>A*XZU68O'D>I/"F]3=DZ4W2+R?B7%/RZTV834S> M=*KYKC=U]!*7EGN]"?-PYTV.!>YZ$R;OS)NP9SZ@-*]NTU?X?V&!'B 6CK98 MPHN9BK2]^0SS%!6?4 7+ZR/$O-;1Q)/J^S2'=Q7<&YW; M#9)P=6I:DPQP:DUX B-W M1^S]ODW%E:W)5#U-B#(H>\XNHDM=&E@-1H!3[<6+RT 4$(SHS:99W42.&&M8 M3$D;>TBY N:$= "O:84R4!&N,?K.,("##C2@S MO=K=I@56 &2=*W@CKI_L76N4J"O<1ICXZ"C)83LP%O11!(@SU?PYVFE*!]I! MIU-J=S$P#C@BO:2[V@'*&0C60/">NO?='J2\H42[S.$\5^S.K'8/8LTCGB.@ MVSC:.]TN6%GN+$YG[647^V1R;&U=4]$NZ$66>L<:[4Y6GN0SNK\=P\:U0W-" MCK'[=QOWZ!#$S C%+R5YQ(&)4I(N*)J+(6.2MCT^M5GX:=7:M5!BPL1$R5L3 M6_Z,"!>"IH$Q6*X%TLA2W0L/8B?I?3-&DMZG58J1[R \_0@DEM$/3-.M0PXJ M$;UT5Q]MX!F\<0LF%OF,"N:@#6Y@AV\U]C7U]N4--^N.E -($":< 6%-NH,W MS.FZ:=85DV21C5AX"!LX8<4T2M15JCW"Q$L'4P'9@;!H+@['N%;2 75PK:34 MZV( U C"$JZ,\PS.V,C )2,!2DC+9@GVJJ.Q1YI0GH:J/B$"MV02O?+98Q'@92OJ!LNRZ2 M;9H_7R=O$_;VE80]1.0^1AXZ*AU)S0[QT(JQ 5O,)QY/-0=79UH=UNVB@-28 M7FOF@','UZ/XSN2EI/DZW!S)*Z^2EMPDP&HF/D$?8.K3DS<-RT5ZMR@EJ$7BZ7H=4=@$N MJ0"J__F%21*#PULBCR:H?D$HM\];+2!V'2AQY-#F,_4)CA*2K='"0A8^G#00KMARX$%=W,;<87<&1)^8,&C(&+[V]V.[@A.Q0NW%!)V$>M=P\C#W7#>[P0 MI]4:6A>-YO-%76RUJO0'5;LH' >\LUW!7W./Q4EOD[3X) FS [S J^$68R.=HK/R-W1EM(BQ6+ 30@7\(L:!2QI[TOR)OUV M2_OR)]E#DI+:-/: ^\WOQ[1ZNT+[ \HA*4^4DEHBGIH; MA#E(!B\ST]<4<.A(]^2NJV2H=*.7OP?[1NZ6L!& FY0L675?DD]:'# H_Z1 M% "R<3NYJ\ ?FK]"9857'E61/ATKLH&\1AVU&FP0F)&=4KZKS<;C?0,N X8/ M"X$7C(T49*\>4CD:;./8'[ "'DW0_/AM 3<3XI<.4W<^2L,U=1/'N?#/ RR?\;Q@"LYE=BZ"3 M*SG##$+<'@1'R0FW:;DAF5PTL[<)K/TW_U3:702$3[G[FV_=])+S-7*O8?X1%C^QF#) MZ7IU*QP(EN7?Z0V .MY=@!S2&]%< !HJXT@/]<$R!D& M]K'N:>9#\F;Z*.$@"7M8!D@ZFH10E62B$@6[RR8IBC=2>Q=3*SL5+DA369%B MP!WB]#B;P$]3,!RM35$T,L"^73+ M)LWY+DT,ZV(E.DA+:59];89+P9/O#R0C(^5AXGA?+Y?&9OU#>]VLWNO;U[&;D9CW\ MXOB07D):#;5LWI%2)== P?*3.@:)G':7/PDKO3 M]XK8>V)XQJ0/@M%WQ9I["3B7(#+$D*B;PXOLE+P,*.7(]1]__.E/?_DWCM7T MI"_P2'A08(]G46,DSVJ1U[!NVX7;@/'V_0"B;;30)>?VF;@0<8*]_19/*# $ M3O'RG\L@$!*DOM?YW 2 D*/@WC_RDMX4SW>3"8L[);RJCZQ);[YOLN.6;:O7 M)^XF^;$^3?LT3I>'QP<9H$XA9*ATVAA'9*O+I6"6=>#B7%DU:\T77&J5E7CQ M/9DU>8@B3^BS'JPN-*_K-8RV6_1IVN.HR\/#:WT29]$KM*X4HG=;ASN M:0PULE7W4F#->A"ECZ)PMJ)".6_JB$(W >B)5Q.G09BX_,]1@8V]OIOYX4UJ!/0A*=/2=,M?2"05I]S..W!2)LHG#%W31 M0H:JBQP9[B_-#5_PX0V<0#3/F0(_KKML;CG7?R 36(:(D/K[+E9D[>$S8./> MR20\&V;T16Q>3H4AO8:[Y)BIKAJ$\C\;L-$$;2\(6.ZCXO3Z4KZ0#_J1GFGO MHT<1Q.:XR9F?"^K11[IQ MM!O>> *O*IW.C69T[:$TX>/3 >-P.BLTT11M+@DY[HR",=W3B'3^$S7KC[S' M-XL23CS3F/2$2SUFK#R\-R9*_R/R45MHT42]+@S&K(.@8"YN<43EKO*5M1Z] MF+BGDI0]C@K2OI[[XR\LPSQ%[*W*2#9J=$%#AAJ,'"#N6*T+D/W>-+72Y2HY M'.#V*LDRUC.XQ!_0WJ7:Q2TC%"Q+)08I>BEA8=S !K/CG:)+TI^-=>*-H:9% M#1'24YS5Q2ARCK3:/6 EOR0E(=YAH6\G2D*VYJ(@[,=J,%/Z^+Q@2VRF:T=1 M6(\N?LA(G2':P0V_<.WEQ:(PCQ,%>(?HCC\YCKFGOXE7ATAS_%,+C6.6MP!: MYVIUN/>"YGL:R.@)H$@FX/;J[\0F+YKI-_JA9*U1$#;\[842_^7 <'$PB" S M7'M5H#&]+65@F32FU0[4[$ /;$Y:<=&7>CTY#*6M\@Z]U.XA*<@\D;VM8;%/ M<])(RCZ]TR-FF>+I$/>2YM6,055SCC73,X(3&6LV1,;W" _)&^T5OMJ9UHN= M_M9^HN_2\O'DB^ 0UZ/M@P@@E79BTW9VHF@<^V>H#.L^3%-/J4V+1OOERP Y M=\_H])#WX@R<#>U4.-B&/PX7,0%TY!VD0B,6('*1SCUX>-/7K^'6):UWQC47)4L:7]8=6L/1;)D^VY1"=^+( P%PVWJB MP/4T,LS'K\,/\?5P36WPP20\261BOBC)1DA)7^^!BG>B8YH;E&9B.!^,P[)D MDS".^VPOG,G3>:HCMC[U#P7VZ'K(>NO-H*K;_![!5^1'GU M8I2J3V1D#^PDQI[F7/24I<\)/[TGK]" ZB7)P4_@5Y@HZA%"^:8;PT!.<5BT M$7#W)Y+0Q3J;-!MA0/ODI0G?.&,G$@$F$F RS1XF\N>[G%AKN?Z&< JPQMR, M=H!U*;K$O(]#" __B:R__TR=.Y(*,D,\1]UX6*O+P&[,,?%'V/TH7]I'D22[ ME'4\_G>+!XS%(LW>'/E?BZ(7#"4.(?SOS\3__K(0_^O#4\__3K2Z#.QT_8\P MI@Y(6,_N?X/YP^4.&R.1>+I'ZO((DA>U>(;PVH^H@"POCMQU#4W!+B?N4?]2 M8;?.A*DLU!;FC@&V?NT*-/>MV$[]CS9GB\_G5'[DTC<\VKO;M\Y+[CUOQ#ET MC%--P\ES6BV:(5[-*L&>OC\"ZI(#X;T^<6L[F.0Q)3' M>GM)^K@J1!B!DG"Z *^4%R@HLS@F6Q4^2%-ID6*1M6!@-1","WA4H*![ [R6 M7M1]T-*;1UC"XA5N;U%Q>R3U=.+ ]#+/CSC1/E8(!\IT*"1,B+)SPFL/3F3PS9 MAT=K1)ZA#G&#ZO/F!6Z/&5SMJ,P?Z+5*M"=]D:F%7!8%MG/:@[#\\-9\YX$M M4"^_)<5VW7I77F/ZMKZ[%D9KM<$OB/H7$I=Y3 MXW7TNNGZ&UJ_H&.9Y-O/Z?<*0OY4.DY#<6PG3S1BEH8O%AK1M'VI7I^'EZ42 MJ7^HN "@9!*(2X>ID $\T0$([3=VB# M#XP'"V*B@C'@G/O'.%=7564Z/)0-WZANE/.YX#9A$3"9NZ]V0.-IOR+K M)]+1/O=CF530):4[FT+NT5N^_63A36?).ZRMJZECVZ/GJX*^,X;ZUB7;7!8B M BPC8$(V-ZB8F*#1GA!4>LEW:AIL[5U"EKO\TY%,H7R/IU;Z9;Z]?$W2C'9\ M1H48E'8N'5XPR_0MM*!>LGH6K9Y8ST(YJB525'MZ8V:VC_&5!?;K4%KCR%L0"5V\K M[A"C'%UWCPQ88_E]WK-PN__XM GTO>K0V;JL!H!AD2_@ANU(Q=+MF&8SLIFG"W*N+F) M1NBX./$$&;S^#9>H.><]IWNE6; M,MZU(&24,$05V>EV&0ARAZU9#M^QXVP='5S&F>B>/ _;]%#_QKG^V$YZSUH= MCM:2XK7@>MW 19TGIM@RGQGEL7 ("Y]R7J_JJ+%X"39E7!87', ^I]? M<"J>YL]L(^2G("=7O7QG.(3HD<.7I_*WHL$KXZ:U=1?-!&YC/RY.K ;Q.2=; M<79>Q?[+1>0;FS\MI6+PYOLA+>B7+4_0W3"=H2BK*X3O" 1K?O$%(:>6XZ*6 MKQ^/_^,OUB5H@RA@S8?KC%G.57B(G48^WI2!U?#PJTJ_"F&+A#/;L(F>; M8@SOS':=97[B=)N-HBE5.CWNIM^@5TD &0R@HW'R)$G(BI&3Y.9'-BNU3DFA MJEAD 5/1SP4JPW3N&V,?BUM2<7RGQV<\$;2MR5NPEV Z0\OQ'[2IL L+6S?? M8;%)2UAKG![IW^55D>9EN@F>-NO),Y]YZLCGHV<$I]_<\FMV!9A 9Q+XC.S1 M8234Q_4]V)[S6%F++H5+5CS4F+8BI8TR?$I=+^:+F2-"S&>L@T(%B8Y)E@$D M=21!,9VW^C/9&ICS$"@WR)DWZ#T4: /AMKS,MS??-[ LU\GW#S"' MNY1VWNC?ZC8):)8,)KQ'8L/0?2!BO$&5? =/C#OIZ)5DM "6Q #>XS/2W&V: M72 G<"S2!GBL$!+0:BMN"U@(P*5@/6(&CFQFZ^Y=;XU>EN5QSPRS_JS5:D(G M H23)70/;WW9(FW;+1VD),T0Y(\[O6.BZ8 0R*PGM^8V-9%H:^7:5W-[2^84 MJ?19N:(\Q=_V'D?F;/<9;$=;?9V=8ISER,V1%I!$ES_N-!%:2G54'R+D1&U3 MP>T:%GOSLDU/4LQ0&:.4RD>"SL@#_.$>_)#FM!50^8'D,UT3419X8M+'WQ/,; UYI11.$O MD.VYV" U!?$=V)GOA+"VW49X\#A3>UV_>'Q,\V#/,UA(%;4MB6G#Y['M/SMMH#P+L>^#,LJAOQU5*9(S'I$1O>AE3#[ M<8>Y@92S P7F=\[YJXY=^@JN2FS?BPWZ#JQD (", (@AG$WBVHO-S&GKJ$PQ MV[2OE'4XKIYMVJICET'C:H0IJW<;G"VN+C]?%;GX=?J:;F&^C>)4JBU,)%;< M)YS[$"JHT\!YAO%RU-Y\K^Y/H3M[VPJVEJ\-=^EG4'VS550I9C16VR=9.C)5",3QE( OI[..KXKM_21.NNZ)N\+T:K(T0XE&*1ZZ M"=?7DT]NHM<7T9?6O4KJJ?#I:/J2A ?F473#8,*XL1\6WS]725%Q*VHWW9-Z MK%R #_ YS7/2W^)#@D>\6?I^A=+(_+19D?$[.X-RMO_0UU:%">HD/E,S9R]( M7Q^+^ND *D_I(V#_C>DGA\^D%ZO:V6[4O4.B#-EX-MW!M#H631NSD$&[E_U\ M7M8C3F [XA+$TH/&IWDY#->#N)V3*?D*V9*D33M -U$[SDF/95$WN4Y89S.9 M,H&*,K9+ZNMT8A>SU4.1;L*<+)J*%$6F-2:BKX2^;C4O-GC$8A <"-OWD-9K M&:N?9%^-^#LQ3*\+@Y/G%,0 !U!;&%V\.W1H4; P:*M8\GF>+_51E)_V^J# M45=C?1=5M/5CLTY>$;9'_'W9IT$(5KP\/-;V^\QB<<^R*YIH;"S;C/9N*.L, M$7EI.R6^+-=E3+9"_;U9J?NXW+L#8Q^9SW5-TMVW42=MFKLWR]_2:A?AK>0M M+,:&=!,NZ6G)4GIU*BWL$>Z3E&R$7*&\*I)-=4PRTJ3O3\:3>FCQ9NC%:"^N M^ZF]99XU7[!I&(,LW4'PPUET W5@QR[:A$XU@'=HL_)$_Z2W!?9DNP/6N($T M%MIS]$^QS5MAUP&M8'%2_=B>\6-;K"IT^@NKY",/9/"FN(A\-&L5E;Y,\VV$ MZ\KH([5BO %F0Q_&9=VK$2!%C2:I5E0K4]=FZO!HQ@SJ]V*2S@]GN%6SAW)$ MOVM$/S:JZ(IR!:'&1C.M"/,Z@ >IY\O=W(W"?68Q&LK?R[+$@W,X7*VX-I__ M=@1/:QO="<1@W;.8MQ9L$9ZM"&NJI#&G6?X7IP;K >OEZGDM#T+7<[FPDO=M MX[,M,!96C6 ')1]3\I3!:#9X>F2*S@5.9/31\;QF\&LMG.D<2UH.\=*ZNA6L1:C\!RZW_GVS11G\+]]8VTN_VWX,VS?R!/& M^]N^&48XMNT;;4EC3JO"UA:TIHSWO%EC:N5!EP0+W*P):M&S+1\BW*R9/,6S M)=%J1[]JU%/4#_^Y4YZV/![*N_INW3/6$45<7V;E/-?N@^L<3H'%^B7)N=M3UP[;?=I8IAE.F QE M=._U5*P?6;S>2+)?@+PIC*0F><3A #Q3<4 :URLTP :RL%FCFXG'N4D8:N*G#V=&-I.,2QBC MWXQ)['Z.N&W/ U)^?^ZS@);MSI#F]R'^/NUTYB4 ?PAXMK#M[?5ED\CL48@( MWZ5V'U^_Y$5-O;5E37NSY&4DEWC\VUJ(1]"C?>]\>4^;:\FL$4; M.I%1SF**/#T7HW]A0H&$2H77^$0LL&_DXH=C?YPW$CFT&N0.IW]W9_L:.1?F MO"&@/L/5#O]YAXH]>27B9Y1DY4.!GL@5M]7N)::T"SU4(^#K,0.S4C ,QD*./"QD']-FM'$Z[=>+7[< MR?V9C<.(L,:_*5]0UA+E$7/+CY!%I8G^KJ&8;UO4K(TW&N@HG$)\-X M/HU(?RH+0Q4_G*Q61NA] M&&M'VZ?F*BLC*LUV39;1CJ3&GBR@UGB)M7F!JQR:7SLQ(NO\]*N/C7MWX!P M9A&'2]A@J3X '5;F@G!3'C72'1H)TF.K'-W96KHR5&90RP$:04CG RX* M^-FK%H*>^.G9A<%YWUEH164@C3" 2<-- DCRS%CQ;W.OGOZ'KPH>2;5IV=B^ M\93O7H 9.@V,"132^5[Y4HWMWC9Q.:)LPYO!N>AMH<;Q+(U+CF%/>E6.3SU% MCNR_8KN B2I-B[["?;P']++3,N5(I^;\-#W-2&&HKJN>HY:<%=FV,S#YS( . M 8@QD'^51N>*Q.#*]07L+-L4I?(5XMD$9M3DK,-.C[.5@?XC?7N?JFD0=4 M3*#HZ\GTC4/S4'T<%(<5(SRZTS,WVM!\7:3/SP;GZJ9DG1KQ$)NPMMO)TH@< MV'*I(.293#Y'U%_KE&+%?E1O:3?CACX.G)5]?TR*WV#EJEQ$DYJE-6M1]V+$ MC'/T]2%F8")SM<8/G)QL0)8Y;-420*PI M&="4/UC['7"@?/<$<#Y\@V1WF[PY\.99M:"_RR[) ;@@"^N7@J6E_]#I1T"- M6C1X?L *?"$_='""ZERB&:X"&TD8,A*SNQ0L E-'A:RY"<[9T[(\DH0]HKW7 M<.;JXM:Z!>COPS1=;ICQ?SWI&L+FV+J%.ZB','6WK"]5O,RW'BKX'7"RS/HG M<_:RE'OL7;V!)-_*^PO1+_7<&1!R"]>RC47=VII:2KBK!I'H)1M5R65;)5%> M3O#7@*7S/$F09-5SI%6OE5+W-:))\]$R>X*W'PP[#04_Z_3: MG%TS3CO[_HUI)H?/>)&^'=2,ZHW)A4W3MZC8P32ZON8]8L48#4_$#&.#-=MS MGY.'K3/(K#P [WNPQ'EFYGH4.JW.H]"[QV3])A^. *U4_8;^7YVG^YF:-B]P M>R3%?UK]Z2XS.J7@/Y$K&:*?&X.:-'LKUZ0*SV@2\B/ !"?W(9"'@PLN)MG( MU6_:UTC+;K+4W2-Y5U(J,?A*95:;GKQ:* H"_%E:8Q:!(?J)B3#+2(.( M?,NJ4O"?;U@_58N[KTI:$VQ#0=M#T$DRR#:+:XZ1! E=R)"I^F*'1W@A8T9W MK6MV@/.;:WOZ$980@_B"A;J&KS!#!Y*$6?N2%KE);UNJR'LYCZ%,J5-);.-P M*Q, D84F%P!6UL'ILHW3W"[F)BNX3W-X5\&]48LKYZP]]];6%\6]FSM/C(BL M@ H;29KNRQ!-6[N;HGQF1I?-:6^>=R@N\RK=IAFM$/T,-\A7#W@0] MBN6A!4"_(<81O$+8&0H(W!G;5#9J3L9Q[L!3QH*N(F,'2N&5A-U<+72OR %V4:4X?;F&3U4CE?GV MJI*4/4P*TN[=26*(D5M MD0>L,HO#OC$R$Q9CPV0]+.4)LQ][-HI8'6L<#J2#%S)08,389!(L;4 (I[D< M9F(B;77>X([G; L(CR<,SK9"HCM9<&YK[M:JSLX2XK(KQZO0&0\/)NKU@]A.F8XFR4Q ?R$IQ]K8RH;8X+"F(C3 _H-_)<<5B!#)6U SCHQG$4LZMB3 MNT DPW86MN,X!#'1IC8X>"C0!L)M2361' YP>Y5D&2\EUXD2.E1L'ZD;H^KG MD4'.D7GNAO+$_\LR@!C7&%H*Z$&&])5H"0\Y1E_MZE8;GA!JWPOD-R%*TGD2 M_Q\[0P](@2=DLN!G&P!E2MKYTZT 7A[HH(+$7BFNLNQ%/ >+T)8XHLST?R(T\H57I+0#*C\ '<(JX1^ M;YU\A^4U_D-9I1N3N6H2&_O@-(&M>X\5E..8?5P CQQJ>L$@\R#&Z ,BB%BP M"5% (PM@P@#^;2H.4)M&+,Z/8R1,GXU*&*9P"6H5G*M[S^>$%^OX7="G^7U+ MS+K7*\W"B].O=KL25O1M\"><&B<;HYW?OE_;8WA*S2DV#7GP53"(Y+AG M! 6DUH_5>Q&U(URGY29#Y.V^>Y,32@TBEMM&8T2];.IQ-ZR2[V!;LXQA(T\+ M(Z2M-E=VHGVI1$' G7TXK+COMPW,#33LXKBGH0?/B'E,NC41 HY:9J P_P# MR2:-P6.RCT6Y/%8OJ$BK-],K%$,4IN9P78I>;:GF%$<>H$#E)-/NUU6<")PZ M0#.O M!1X@,.$XJ8^@AQT9N,5+\RP.TQ]' 6DI)TJ-B\,YS@%P%O/5OR<5O,RW]]BD ML_]S+-)RFVY(TF]3 Z\@-:76>I2TCUIXS# .3]!%"!FJ*W(T,@D(>B)-N0&9 MW5P^P_(_M_;X]%'[\PW[$&7((W2)L=;\PM MEBNB%K@B>\TN!\.L"Y_DD81S_R'C7+LII)U6ODFSE(I1?\Q[!GZ .=REU67% MUUPDRSEBIWQKZ=)J"\8-8P?[!2X$\38G$9]/*K!CS$$IN-- $$<<\&-*?3M& M[I Z*[,YG?C;LLD!2/0"Y?*!RPIP"4$M8C=@S16:VJKL"]@#8-C41KCDZL"Z M)DOA)2(5,,&V\\,6LC_] 6S=N<2'7WO=)3JYFI617*6J''457[:S#ZET0DDHG;4_?^.S? M?FGSOOD.-_0"_974/<.D";JB%D'.9'"BU%7J=X9 6. M-&F2.8C):A;.O5K%TMLA&-TF EN)5=1Q6AM]=_>B$O9-[E-SE>W\&MNQWE(<+.(>]GY-ZEU_SX!VPHPZ@=68&JVGW'E+HH M!)6NRIB3YV@Y^]GW7=L"TO=H+[?_/)85;=7BP#5/23J'M,O"0[NPFCAI7K.% M.*X6&+QJ?$T;@6\. JKVRGZM+@0\I2>RYZ(EOG$XH(A.U]S$2(ES6<*J_"7) MCFS_-LO0-]+SPN&TJ<7-6R36X.ZA)Q&+Q&D.7@4WD AV4;NTC8GHS\':8"S? M' QF:R$3NPQ I0*U6.!2;3%L#+0<7OQR1+=RD.SZQ#%^NK1IL('F"Q0^3L8@-!\BTIMN!;FF]WI&'9 M\8"_ [_#8I.JMKXC/-'0,"J[LPX5=F=A0';G(\.OEA+)X@A =%U3?Y0_&S]K M8$;7SW*PR\=]U*!LHG;Z<2 UE^_]BEP2:)H+>8DYN_C@I _E0+65(W-$59*) M[5[RY]!/=1T+(])GW&=#%Z-03QQ46.1X=GQ)W%7J< M:AZ?:156NO <%<')>(TS..L.!6:8G7J2CNH6@4_'J[KEN=%X%R]C<3(C#9*: M'@$'2)]Y:P-=C'IFI%&%18Y'=T;BE5;1^,Q ^NMN@>8O17>_B!8HG=X] 3\\ M,:9_N "*I78\:S'S]9;?-57@=5/PAZ#8":_G[9!);*:\_6/-UL/S&ER82'9$ M7""/'*IZP2AG;8 7M"LB1.9K3@?SJB[%Z7"/AOJ6 =+)K'=Z'2X.+W/H7A[]*MAV30W88O9K=('4 M7PUZ7O&%7M4%=JS3BP'=NP/B3@%[RM7$T\QIVZ-HRFLBK']CL.;P&:.Y)_[C[-'E*L[1Z MT_%"/3J6+V,IZ'IYJZQ6.YGE$G:!**,-]C+!-X97[72A0R:JM'K;3J(LR*6P M)*_'DT;7NM%UKX(P_Q'M?CSBR$7#6+Q&-@3JN)WUJM>AJ=&] MH+5N TE-0DX-K"$YD MAB8[H(UX5B7]-N0G5"68LW-;JE#S!ZM=[TUPNK,K67)L3UA/L0?D (@0-G\B MT"=832G0Z*FCZZ_$@MIN1&'*6K!U+-_-JRVF"'I[IQ),0/STHX3T2QJ M91.[;Z]>%S*"$438@.[5 PH3O_ ?KO#?T^HJ*8JW'2K([?7R,L,8Y EIZ/DQ MS=/]<8^_-RF^&?%QZ&P&?#WT\_JX!AO*/=*P:(/^6-@TUO:2D1YQW]J#FZ,'G"65L M#?R,,=:$R QQA<_KZGF9Z"K\O/YB"38@RMX>WCW GN7*7E$-4VZ0] M+E@*^ KS8R0GCKI@C7EAG^8B!V;$KSI% ',[#R\=SY_O45FV)O1)CC1&UB%V MPVP\M,DBC^\(?B###,%&XABIOVG@.^9[*@4O",L1GZQ9 \*[G=?.[J"D.\\T M7V047$)%*'IJ*17W9EL;C5'/:704I^;'_&&\MU<8P_\9H>VW-,MPJGF75UA5 MI)$<^Z=)[C!*UR%4(WQ\O#8I.,3M/SJ@CGF54JE+ G#$ P5ONM"2P+U4@!O& M-:>U4M\L_?XFUZ-,$O3'7<]_&W#]2:D>;OP=YWR':U/-6UX=Z MGOHUT@=-MTLZ:=4]8?5QLAKB1'4^VY=J'Z87'@P13CO FG4J-DW2-WPD+KRX7ZSF5%HQ*AQO09>R0 M:3I=ZW!X[H,L2;"1+1M'>XBVS%P#;\#KM <-08<%O?C^F!W+99GI\&"'MVA8&6?GP?<&,/@\%!:>8 M X :9*6[*S2\%$ U7;F&F/*G#GVC!W04=WX'$D_I9N\"!J&]_L'#NO8\++=7 M9GOA>3RY&+N,P6C"1)F2ZV^8+9O_? W/V>W3\>6;=-DT^I%H8L2ZS*W'AQ0P M-YE2^G-*QO44Y:(4I=?$(GI93@<79>K@NA+(,0::SC%G35#=G$L2R,8O^NDX M;!XFT77J&>N3D]/6J6FTAT.CP(TU>3M19)0@J=N[W>L@$W!*F3Z;N ]BGCTE M1_F/&_Y80NTU4L?$:)U'WVW\.$P(5['UD8&.,5(7QV2?YK2PYTN^A<4A>2-K MU]5.&M3;]1&NT><#W*1)=I46F^,>)[48GO(^W:>LV\H#+%*TU?$:O_PM^]-X MDL=+6YL[N8EI+2TX2N("M&NY[!O8'O$O$"B9T& C2XV_)L0FKYACN6/HBN/; M1%$(Z,_1'-LOSNZ/&;O*3"[Z7'#[F;[0C5H#F3C;D;K3-HXHBTDV,N30_0:P MJ&"- !<6M*0%C;C@8;HB@Y>/RI9A5.:K-VD-7GPRG'R4="R]5D'7RV2P&KYH M%U$LUT4.F6C2JE7>\.6YF^^'E#T.]"M,M':3# FZMJH.@]#F59+V!IP_>,," M1&UH0_ J+:Y7RU:F]PE6+2Z=V6E#M/X,Z<26/&50OQYJ"G5+H[3BYL5"3V\; MGR2T7!J>%!-Y^+(V!HN=9A5H.AZ.PN@M=Y=/J/I\?/HGW%1KU+C.A'"J(NPL MK(XS"A9>01U?-+OX7.7K[]AA-Y(M-?O MG#N%A?/$0,4R?*K0:\;D"8B*2D7SARAZ\3HP%75*H8=/B%ZF;KJ:^&EB$E'/ MDD@VO,UZE/AK21*H XE=MY&EA$\3\[N0 RAV9!(N^];ZR]>*!O2 2T*VT1I9 MR*,R3!I Q?&ABA 9HIE9D+^F<"MR1CRC;N$NS=,*9@[ZY,ZC@1$3 ((_P +T MVX%'%_"UB:[>PUO(H-3.ZV);>^X-B'$/U=]]6+02LF;\;;A/3C'$^-E)"!V_ MZB)4G%NC)I$97'1W1Y9)IEM@-X&XY9Z:#3,ONVFR(+24AS]33$[=N"PXC6#"T/ME!R%. M#+MHDPP"3<8BQ,[9(R1*2+.4 K;:J:1E#YZ6."&J$KQ RY_)PHD4C="O/\+J M6.3E(\HROL0QF;'\RV(?!'W+YGYF;$M,\O:6,Y)R'B'U!:CEYB_:EJ"1G&S6 M"-GIS[CTX"N17ZQE(WFY*Y@]H]"V<>ZVF_6:[6K$;,>M=CU@M;+1!D[U!Q1O M$B,'2=B;QP!)-ZBRC9_/55)4/"Y]@,]I3A%Z2C+ZPC8.3<>A/"&.J*("#FEJ M,U*0N.L-.EH<;G*7;PKRXECY",MC1M8%MQBD*W;5@VW(X6\_H#(ED<.%5QES M=(ZOH00>W@#:;AEILCG!#W/0@.$?MI[:6HW9K*WS.PTI400/44H%: M+$#D EPPOHE.?_2@MJ.0H>8:]BGT 8M;> DTAOR<&Y 1?R_=(.#VN&GBS(%P M7EJ4L3,:=8RQ &?1!J(;7VJ9NO&%BF487>+?69-GY9M\*R?0/Z@VT_ZPY($K M#:%9!@HA: >C6HPXYI3Z*E@M%^OD1@6VZ-([B8V/%$3)ULLS*#W6'O4L860& M6@FHIMX7#+E.JBFN,-;"B+:$S$"4W8)C68NS#1,P[T:C9A)UU.%M_3V'WI]>@@!E9S)*3LN,"7=_(8B;F)"V(%FP=#G(2 M+D_PJ+%-RZI(GX[88F^2@AS%E*O=+2I@^IQ_/CZ5Z39-"L/F4294IZ"NR\7' MG%[ ?5H1-X><1[(T3LT1HDZJ$*F;(BQ\!-+7+)N,7A86J4D+;BHD4D:X&!W:,I MOQ2, CO'(WLQYI%-L+3.U.*9N#$J4VIJAJ@ZKH:A;(#$1^NAL; E5TJ8D+[B M+(H>RZ*2C K_K6M0^*/_>B@0.6):%9]A\9INX.7W5"O(#O_6W'B&:+D/J9P+ M7:9P1O,:BQ("I%)/;.K.VII>%4+1V$$QDXFO )K8-%GC<-[E-=KCM:>A8?<1 MF*3N4X+OR\1'$$%:BHI2^VV+9XM9P0=\99STS7[@$@9)QC=%>B S@R!^C_^3 MEQ#SHUW)/T*2HNC8N"E%R^L6VAR\W+&0N>.\F>.1,?[4/1"10#S %\/%"G.0 MD9VJEP&H'-9:: K>%^"^"^?T$_W @\Q&QEK-'K,E',YG>,X M8S^3N)^!C<[?TIC$*E7J[Y/JT;&<0-6T_ MDSJK0D [<5F*EDXG$F^P(& YTK160C+V[S\<+/;D3Y@19*SDHTUZ?%C M<=!@S6GR880E9Q]7S]FI!1<(2!*)VBGIQ0TF%&BD E^I7'$=;TPUH-,CD$EP M+=M8LD!VXB6BF&M.]ZQI*@=[H[#CZ*.@W\H2XH@4$PT#N8%CF4:03<+?R9%; M@$"@?SHWG4=(._!UQO?.PL'I4:$;2)9J"E.#@NF1I*.76%,L20&Q?7R U3<( M<8S2N M] F#ZM*;9'H^$&OH^_ F(]K"HWRTW$I24[8:1DD[WD60 M>9%*!Y'?QW8E3Q<[9*A(7Y?S/E<)7N/@$/0S1,]%" &[JS2# M!-W'9YG#_#>8U% @+0U%J791PRBX )E-N'M[_#ZUS-SLWMX( 4N]#Q$\>W-7 M0H&T-!2EVH6Y,RX=8[\1)RQLS>?Z7KL7SC_^KT<"8 M>C9T9#QU/TTI_G:W*%T3-MH1!T1:9;;*J8+OEA<:W)CK?+M MBLM\>Y46&WHZ@')S$U;3LM>^BG:@NS1Q&+TV:,A4@;$#E/5@0X[-)7;N+@BB M7?4M*2"_9E3:=@-0D+&]8#9*UL]U0,Y2W/XKF\OA,5SYT<0+&2@P8FQ:H4H M>':3)Y#R6+\ETYR!K6T^N!V./ =CD%![V8JD]#3Y6[ M /R49Z$RRSA<[FY_2-*")!+D66T'3M +1JW^O3\")@5/J?A"WA&E,Q0KL5YK_,NO*;4O9T G["R5_U;=-H/1(? MM,-6MW!A0+/+PE&SM*$^2'_4P-AOK^$]>S[Z 18X\]J3FP&KIRQ]-DY0-0DZ MZ$ \QL"G-W*^X- P!JCF'(>/FL':UZ98K=U%0)BUT:M9 HDG6&F@9][-2^Q0 MB"!@VGY/BY:#OE #M/VW\FI:=&X$ZR@V\ PP[&OD-:K/V/$:/'JHM_+J/--! MKYY@PQK:L.^,:.:+;N,!D3SEM\'+LW6ZQU]9[3[C3\M=0I\/_EPE176-%V^F M+3=<<_8\*6A+XBT!N%#.(1= 2 F8F*3KE2SH!:"B B+K@M(%<_LSS2L,T3TO M6S/,5$Z,;-4V,LG&YND2,EG'[*+@3T&C6M@Q(4+OPNY@22U(S(\IN5OQKT-ARA,VHWJH>C>V5M\ M &$45WM!!39(3V-QXI#90^#%#YH"Z)-1FY?7:1"S1T5)W&==/C@%+ Y?T<JPR#9AF*ULE=29\DOP$*XM:U7X"$^H?^PAZ6PS'X1[C*" MY42I<;%K M1:N91"Y&+IG/9.X/!7FHM'I[P%JI+O/MS>_']$!V=\T-7TG*'A %:2_/FU"& M=(^TYA:';^A"A@SU%SD\60<9RHSN^-;LYG*BD\GRWJ99V1@5ATGQO;_F8GVS M^'UL_<(TP!I;J=R[ZN_E&YB1%8L6)F$\Y0$6Y(/D&1KM"H[3<0B*1->WOQQJ M5I$Z2A]68ZYRHKN8<1EV%XE5<&_9D\KIA)^E/L(J+>AE_^NTW&2H/!96/4R, MR$[!3)N-8P@;OC0_:#B#AG5TC4YLP$83M&W1 ,6\\0[ZIXT- MYV9_R- ;+(AH!:27?HLW^4N7>W)[V\2FIW*:T+9G$FY+(>W=D6T@MT@LVPYX!.2B )D-72\!(0UHB=/^(A,H=(NN M?NV1NG>[HG)-@L[Q;C/PDC,V4(F;5;'5DYNAJ7;A/J4N CFE0]*+'1:EX@/% MJO>P+"% M]KF%C\*X\KW8?G\H2,N*O.6TVJWH#98UNOF./S!:Z1H2MD?*B)$/'Z+! MJT+8>RIE= [E/':PHDE:712$JEF),R?UQ1SA-0(W"H3UUB+T*EA[L'IV)E@$I M+)ESV)SEZ5"S#Q=JZN[#_(Y77/5JU2Q,?T^:5:[;Z4D KAX_FFQ]47D- 1SKI JIN*6+Q3IZ+D*F'O M4O:U0,\:*[O0ZVLXS_)I$+/!=52_!N/&9V!EU73!F>=YNO&AUV]EK':W:8XG MF33)'A![GY(FG&7ZE.%?E0X=S82G+\CU9?"Y\4%%NVA,Y$+8R 5H'C%!.U"+ M"(2,X&LC)2!B1E*QX]S:M$.$*:+G8EFZ84>RJ%6O174,*HXP9?>$I@8QY_#[ M[/C;,]U+#_M%[?GC+V=JZC)ZL)1..-M[F4H%!,T [-AZA#_6/*"1\-Q2@4F6 M9Q(Z9D\(YK,R@W#D+BV8KC!'+H:J).,NMB9_YENWTO0Y_1 [Y,9TNUG=X9!1 MN/"XMDF5+&LHPC#IWGK7/"6N6KME >;+?T"RL0:WEZ_XT^>F;0W]QS4L]D8W MM,QINXI):E[N357P! EC*O6490Z)O[R/<:HR 'UP/M)5^-( 'IA9:JPY?ZF5 M$OL"%2$F5R;%_J2F_Q'/?OPVFS-7[J7M">D>7@%<>Z[>JH2[8>>D'5Y]\ <4&("T(N"O71''[C/MFT&XW$)UU8 M"G((S8*M@H< *@?9-,&2 "H*$++@I2P0T@ LSLE2MY8HBMU@/'&(^'5]M"JY M,J/K>J>MGT^0K312X"-X \P\NA8*5H@KMUG'-!ZB8+"O9K?V*4FR3_![M?X& MLU?X$>75BU'B:,_#;2VR#D_WTQU6_,AZ/:0%3\9:45BNK]^EXIJ)4^3>>L_+BR']:EB-W ;7PWY8V M%P:>E;<2";"WHIA]%#,VNMAH03P0U(29%T_]\P(]M06KK:\V&ET8EWX[K!9^O37#@/_H+<8NO?<]0LL M8$)X+,M_^X&V<.(>_2X25"MWIG)$[]0^_#@$RK[*;8^Y* ^"6WX<>E >C\?H MQ%/\-I2KSN>=,7GC%\GD;KYO\%?-VV5;,O $\1##B7C_C>&=P^<$$[YO8/\[ M2/>'8T6+&G#0A:I*_RA\50F[KN..:WM9$!NZM"P%8&(HVUU//K%W5(G1[E!A M?-G#4YS"_$D+8YLZBIX?3S&^#C''AD7T3'LUQU;S, P!4FHG1/5"VR>(#/:U M-NS7KBIJ"+5WW>FQ!<9@&4RCIO@4/U"P1!B$?C;T!145N?AA9>9]OY[P?.4) M-0]W\PB/'\FMIACM? 0-I-93?)K/)*73ZT5:AF[MH&[;X';7S*$]\_B4L7N> M&[0WVK_H_G*"7;0H^5O6"#[DX@1F%(DS]@. QM43B;([#BCT>Z?0K]]LVRK+ M=I)=^[VU'M4<,CIU.)LQ_$P4LZ5!O7L Y#^?4/4KK*[0?D^:_6ZO8;DI4MKN M=_*VE8J\XQV-<7;>%Q2D&U(%WF!%7G-C["_ MA$@%N>QMP/5/I8. O$7+&' M1?^+90!8"%!+ :YUD/>55Y7P]R/,JYM7_)]U@J=&P^RJY_>3IOT3>CYZD@@N M@+(!7RFC2#:#1C%!.KJ*4?^9K>KUNL0_PNWGW][6\P/E;V^@DCA>D)5$#,W?=4!"NHJ+%9#6%5R,!N8&9'9D MV:$ (XIQ9.-# %\9L]#MCKH1"H_O\GMJ=$]ND(2[N,E)!IBZ"*LXYZTN,B-3 M5TM=D:(P-($1+N KX1.!*UPCTL5HHC,((DZ!8$3?NT-T\!EW"5EET6(Q[A:, MT\R.H9\&*@@X \%7OM%%(4H_.$WX-+04I>H'US11I$;W:0[O*KB?DAM)-)PA M4-,,L; GS #E%N?J_A2D87_H*"Y60 :]0AL+S6&(VLXUNMS\?DP+^.%88A9E M">FF_2 W9>UIA0 ]&0\X(QT,A6V4L!E<\CA"F0 M0*W9@H8OK_\][?\C?X"GG]_PA^(C_)\G','_]_\'4$L#!!0 ( "N!6E*D M_(@?#($ &S!"@ 5 979B9RTR,#(P,3(S,5]P&UL[+UK<^0VUB;X M?2/V/]1ZOLS$KFU)=7%5Q]L[H:M;.RJE0E+9T_W%09'(3+291#8O*J5__0+@ M!-_^X5A!%$P=]_./WIY(=W('"1 M!X/5WW](HA^=R(7PAW=1[ 2>XZ, _/V''8A^^)__[__Y?_S7__7CC^^N;F[O MWYV[,7P%5S!R?10E(?CO3U__Q[O_??%X]^X.!G^^.!%X=X7<9 ."^-V/[]9Q MO/W;SS]___[])V\)@PCY28Q'CWYRT>;G=S_^F).^#(%#_N'=E1.#=_3__>W= MV?7H^_?RW]^__]O[DIX^G9Q^_G'SZOT]._G9R4B+P6SJM=Z7_ M][=W'W\Z^>GTIX^_G)9^\<%Q_W16X-WM5>D7?_G%=3^X[OOW#G ^G#B_?/GD M? 3@T]DGYY>7)7#?ESE%VUT(5^OXW7]W_P=E$<\W"(#O@]V[&Q@X@0L=_]U3 M/M/_Y]UMX/[T[MSWWSV2SZ)WCR "X2OP?LJH^ABWO_DY>'B-@HC^]>\_E-![ M>PG]GU"X^OGLY.3]S_EO_Y#]^EOE][^_I[]]^N7+EY_IOQ:_&L&Z7\1D3W_^ MWU_OGMPUV#@_XJ7"N\ E T3P;Q']X1URZ1IQ\/6N\3?(WW[,?^U'\J,?3\]^ M?'_ZTUOD_8#1>/;_?&!'@/OX306P&ZC? :G)R>O3_] MF?SNS\]@L_7Q)KI+YTR)K4.P_/L/X/5E]6/^RV2\_U;WN_%NB_=]!/&_X-G_ MW).EV'E# =KL4M[R@Y'_]SSPKH,8QKO;8(G"#46WB^='3.@/$4+-$]J&>"<& M,?UM L'>!^ M!H$'O)P,FQ<[O'P@Q#(//./I7>"1#I;=)UL< MA?D/?><%^'__09#@S^JG\P3<),2@7;^Y:R=8@7MG W@YK_]V0"9/SUZ>8>P+ M,\B^&X Y(KS\AS6^U.Z3S0L(>9FK?C< \&8"[7.YY#)X@@P>018'1B4;VE M^OV S)X'0>+X"GM8/%Y2*)J3$!!BLQ?MLI#3:!IXWC^Q=)A(5\%(EQ M?/#I8"Q>;T"XPBC\&J+O\1KCM'6"G1BK#22&0W4-?%^*T_TO!V#PUEV&YXD' M,1/G<0RB]"U\XSO<^[6-PJ!W57B)K\85"@4A/?AT,!9_0SZ^M9TP'5#P,%4^ M'DYDI3([O6[PF2 *1R+(;1.-P9C^'9^*_Q5@-?\).!%^F7JW492(ZBV-1(9X MWZ8(W< (/Z;_"9SP.O"(H9?[K=OX_7 ; X\7.OYMX(&W_P4$#UGEX\'8? 0K M&.&Q@EC$)%3_[0!,8JV37-E/N\T+\GFY._AH0#TUW5 /((3(N\$_XS[X+00& M9Y?L_Q[,ECX?D-44$L%CWO#Q &R>XV$\BHG 57_PT9"//NGLDG=#-R>$_5IP.^\ZD[#=^WCKD>OC174._ M\%-_"+R[=-Z-;%(>B;<$18#^[I0!.=CE#)%?5"."'\]'@$>#4"IP M.7T_;UPJMPI#YHM%YD Y*+ Y^SA/; YTNP*/]\KE[7'@4:^),UAF*G0;GE$% M+A]F*G2;'\(,FIE*W0ZK1H'/QYE*WG9;50'/IUD+XHKAD>$R:TE\8#4N4/EE MIG*XS>K/P)FU)-[WW12@?)ZU^&UPO17H?)FU]#WPH3)49BU[VWWA.4CXK3!G MD/8"'!@FLY; 3>$I!3RG,Y7%]:%&!2QG,Q7"S:%B#)I92^)RJ%\!R?M9R]V. M:$V&TJPE<6- ;H'/AYF*XNOF&.L"FX\SE<=-V)R5L9FU0*[)>RB0^31KN=R4 MP<+@F;5 KL])*L#Y9:;2>#^GK(#C\TP%<#7WCT$R4[E;S=4L(/DR4X%;GU_+ M8)FIH!5(F,ZQ.CO1('?_Z^<*5%BI^E-IGC^]=LGD+Q$I>0$].G?')Q45GM8 MQ$7L9FN6/S^9<7/\.?CL#$O,HQ*73O1"US")?EPYSC8-301^'.4_.8Q1S'[\ MQQUT7J /8PBB\\"C]M(U\O'.BJ[_D^#-Q!.ZR$^K.]"R_XSZS6$LKL]=?/ 3 M4E;#6\1K$!(O1PC6((C@*R#"8 /N4!3=@WBQQ ]CD2D)D]8QWT<0._A5YET[ M80"#551B\@K@!S_D"IH5H:9E%3T/IB+WP8'>;7#I;"'6E4O."*&%XZ"F8U:E M 7]S_(0KR+KY6QT9Y#6HAT\JU4NCWJ/ Y<_,YJ&B8Q97V9E+;R1\$95Y 4)3 MZ22EYQ0$6 ^,X8L/KL!+++4T>6$Q'SYZ&EZEX4)\/KMT!8B.N9PO=GZ: ? (Z OHGYSX2"F:5V( MRSQZ<'8.OASE%J66PCBRNN>E4Z&B>1:U]IZ><^J@J66715'%7MBQJ[(OVKFK MFB[)3PJ]]1)%],U#;[:4(M8J!/:X"#5-[_&M [WKMRT((B"G.#;3T&.OPOL. MNECB73K16FX&S31TS. VB)U@15X2Z1[X-411=/WF^@F)B?T5(>\[]+G*38A2 MU#$[&?[UTC+\[(1!\WG91TG.BT18_3'4ML-8)S::>C3\;+*!#['ZJ3^/EESGWY<)/2+^LE<&T@H%.K? 0N@*]$+<3; ML(=N64]'_WTE,84& GHD9;0F%E_\'R(.7AV?VH#C2R<,=_AF$7="\!'4+FUD M%.0& OIXEV=:+[>%?WVQ+!I,/* T1%_.J\)#;[30$JEIH^8E8M44S(Q0ZMC4 M%60J)X[5#C ST(]/8B%A*6MZS05AW!IN6E9[80X'D .G=J6*P65FD*DP7 UJ MM.DU*[AQXGXT,<3,#' 7/XC[#U^&CWJ!CF+'GQ8^[4>NS9AA>OT/?IRZ#%@, MJ3G(\C:DF(F2U0*9@]QNPX37[&QZ]11^Q)H=#PRC.2CC_.I2+4:&YNIT8R3B M3C2]_HRHW:!<6$6]Y)Z2?B1K>>)W^3,DS9;HPH$5]6@VFJQ.#2V_+!!>4V-7 M. P$,KVTC1Q:'/%?#+C9'%.^;=84!,@ ,UL+$P.,+PC4]))"HW$?:;U%D.K:2Q3QH"[,%H-'Q&M\[O_J.886>Z^4\==K6M&T\,CV&4!9!+_6,@FFXB[ UBB_@S/"Y4&7@5V6=X7*@R MX.H%GXX@T=&L7,4/H\5RL&\:A3T"F M544K&6WEB!7VWIA.PXTV3FY0". JR^%R=[25+6F!C,55X-&_^:G\]/Z=1'&6 MT*P4BSXSLD#"BF+<1S"ER0FN23/*+5/RSS6E0VI Y_?\>JML50ZQP+- M666=WQ;+*^@G1%;UL?T)DQYQOA5N+IP(N@IFVT1X2G.5V>3BM+44S,YB!/(' M4[;71";62&(,_H5W80.!,7B7V57--'3, MG)JE%V#[X4$]1X"QP.EEB2RJ=Z^'T%Z6LC MW0!RHJ&)QJCG6N9:Y2"FY9SO\R!ZR]9^KI7O##4YKMG'6J00OLQ#Q\>/\'-O M P-(UCG&3U&)$]Q)2E-9;."$+JE3>@5>@8]H>3:)V700TA(= *BB@#GXZH1_ M@M+F$(H):*$RRJF0LI4T$]%R2D@%LH<0"6K.>Y_IB32+\'W_B/=K(-K%=>]# M/2>5#I;KTX>YO46]-U)E"?^?)VB,E"*O.>8GO: .3?K93_N%__"1GI(G30@, MU'.AF7]\-E$:LO@>B(89^GAED=L3_ZS<_FR*Q,GBUG+9,Q3-CFOI5IH0GX8W MEV+\0H!UZ/:LTKS9(DX(L\[7W5SJS@NA5O.J9SBI%V&F7@1E2\Z05=8-PX_# MGL?0-/M^X+>3[A4B;S+MLB+(9@L[2=@.3/E#E(S^DJ(5@!6M4GK,>'$X;UAA M9+.#XJ7PZ_+F,?"LC.._(\K5I,TNYZC@IATT/F#(.M5&KD--K K#T/0K2(7> MN!^G-&0%9L/V7W-@&@/1[$NH,[RO!:TL"I%5<#5;N>X#51%N.I=RMPH.IW@L M,BM4:K;:+1T!+H'NX2'_Q6PCZX#0-F=(S*=<9W\;HZHL'(:YV8)8=:84YUKT M22!C!3/-UKU&6AH]A2$->RFT9L*R@H<:7OR32 6O*_M8CKV23?]NICOQE.\: MQG4$I_5)Y*Q\_(ZHQRCV*^N/V^(ZB<$2W^,^2$. :0F@]3UJ)G MU%#Z_!F$FZS#&1[7V6Y)DV/?_P? $A8KA=)3'63LP5!(A1(Y)RB@*_ (MDGH MKIV(-.P=$ *Q@0>;_T,V9F7K':R*TKGS#ZI#\DJMUD'3)Q')K&8\;7=_DQC. M^YFF%=.R%7WP\8-16$&0&6+$^5.IW36<*-?XIP"00D;&ORWZBQ 9\E/1'2E_+X?\/0*LXD4PQL^_\!6Z M()W1(W#1*J!4LG9>:O7*?KR,OI/.W911@?%*KEP MD]2G[:JRQ!^G#5YS0OX=# -Q!7CNOJU!-=1&)=1>,8-R@)Y2? M15:'Q"*6U=L OZ$2&N?B; #_N>BFH7\&O.>@[6M-.D=7HU3^W25!5$]9GOTV MNN(3:J*@YYU;^YR46)5V0IK;!HKS7_.QEN*^^_X@<;'40$"K'GC 0R0JGCH( M:9W+,PGPDV(^^U)S22R.UL%BA;#:"$XICE"TU_3^*K&N8V=&1[@V[.LZ9.H/ M'P/*[(P./F&&.@4OP^N3T7BU7USU/9SRBY5A]-EBQ*$\L>)[9@LK;KR:-&8& MU <+E.!;B6%GMN#JOA'K7LO[U^"9L>BTV!D:$2K;0EBURQ.C=U&G10E)FL,8 M@&;+>AD ^0VB#,6Y"C-^$_B^:/M@'%;"C@5.]"HB[X.9(D_"S<2[_RIN,H:E MV=)/X%E^Q]RD#!VSU=L6!_,>0E7W-T-(>3[M-@U+B9TP/C*<6CHG?U">>G^T M,'$'LPQ93_5(3V%WA%,!FN'%'GJ!5HEY8ZB978>A_U;;CX1D!2QG4LY%?KXWUS+8KH/R@ M[F*;>#E;CD>A:.XF0U'==774*(HG_LZN_&B/&[\+P3G?03Q;L*72 *LF:J^6 M'L4J&(SVO:2J JK"SKG-]$ -7>&J.IYC+?W0*6<6 W*>:N8PQ4+*Q!6V)/B M2"6#?-VY L0/<[[Y^U8C9"C:BU^XV+'Z-J&DA"PZ-M0:NL:)I+ MS!9(?59^^%+W]75P)'=MHX^_"M5 1&'4$VB./:E$ZUO?/2]P*I?3>P*N8F7 MPF;\RN2%4V'^!%)OCNXOT MEO N$KRL\3]!3)1[$4#X:6JN_7,J,HO][W1P>I%$^"Z((KQO7K+W$Y$$T,M: M)]+3E0ERZ+Q 'S^^&+0B<^L[DE1=BJOL$MH;Z98,' J,HBOHA2VP"V,Q E+ M\9_)N$7XX(2YP"M1S7YR@_$,7.CXBS!5;E@P_!Y_Z[B_NRG%Z^-!R*I/M M-GV%.7Y^K5VG/ZCVD>KA.FZQ*L7SPZ5C[ MYS:@OG=ZW2K:0K4D]=S+T9K\?W)V7QT_=8[GL03D'\X#;_\'I=_$F\A/R&OA M"D9;%#G^KR%*MO@+_'7SLXC%F]=&GNO&:4*,YY7"+"& M?072_Q;SO'YSUTZP H\DO)NFIFC#6H(S+>\C.M9B61Y_$?2:J=#;:(CA-74B M(N,^A.@5JTK>Q>X;?M#=!IE6%:S.L6+Y2K5B$3A$J.J8)6;$!<"CO=H?G!W5 MEFY02%_W/:SEU%ZL30LWT]%03W&;(]VI%U$I&YQ[%&T7) O&0TSFO MQ9(6,(BBA,1P4\NLS'QJR>@^0=2EC3D2K7S73$/*;K:G"20O/G076"LD;GGJ M0N;&6(#8M#1$&6.$#/419WV+11'-C%"J%]=2U2D-GA$UK(;X'1?CYPL1M>=1 M!.1D0@LQW9+AJQ,G(<7S(2QN%-*ZV?%]TG)WC<(X!N$F78"-Z*NO]U"CK#%E MY;G'K/D(ZIW;%7@%/MH^H67\'>MU@[TN,KF:= MJGQRG@&6]3%Q''\G2H2D6M5*4>X^/P00#^$E1$)G\NSZ+3<[[N\;?.I[B-/A MQI[6O:E06VBE/N*L,Y.S8FVAEJHFC]^!T9=:N0I^2BYT05<@/]EQYDE,*60W M$0O"91+%: /"PH[2;ZX=I,>9[[GKALE>3$2_2=;1&V=F>1!39A=2-L,VNJ.M M(0FODGD82*G ^E<'!E$Z_B*X?B/+G\!HG::IB7J) M.(AIZA(6 K+@$J*E^FVOF.,BK#(C=P$"L(1Q82W(SVTICC;_E,9B"LP\81:+Q:KP4]?36VX; A4X*[M:G^XD8@DH\BLR- MCY[V+N8DG21PH0_V\@Z?$:>-1$:;&69\35Z092KH!1T:Q5?3LILIM!:.OC:E M)F!%IEO/IF92;[W'04'UQ[M [J/9M=C5(#?,15"LP2Z:-S3NBM]?K$:[V1>!MN-0>=$7"'^Q M8EX%PAQF'P:YNOY9TZQEID7:<)L06?U]>[>JV.J=A8P-[T"K"V=M_@Q6[=_> MMBH6KL4UQVK]J[MVIWD'J'GCBKAN&;9F]Z>4<)*W(EKG[&==$M3)\FGN4]5H M'@:$L/+^ZH3K/)"L1 NQ(O6F"T_54-9'E#$\37^0#"4RB]## LI/9K\Q5 /9 M%J+*,#7[/3' YJP$-K.>"F:K^*JQ[(B$9VT5S+:B#7L?U>_4SV9K\6K>1R+I M.*Q5A?H["N$M,!5D%?GX6Q.X&)9FWTT]4N?0D&F#K"^(Z4^!?BM01%EP)J4R M7$U_$JC%E2^AF?5:42>!YX%N)0N>06FZ@6J@C5I?(*& ];WIUBI%L/:MML%Z MWIC]@AAH%[=H!A_L#=;C!5%;_H.X3A+ XPHCFU%!UFCJ)GJ^Y)@ME:D9*#.5/,7!+6U;&D! MYI>9ZOL]Q&;W%GU_8J\B_E,O7A:9X3Q375\.:=DZW 7K M^DN@6"WU7P!ZIMR[/;$NK^HAY>H/40#\WEYHTB:5#F35O[:.V:0R2/.: FS# M,[-%P=;=?(FM@_H+\)@WO=Z&8\4JJ,^V3]M8X^F'L5T+_F9[Q8JHS[V?;@]V MSO7@[A#)0#3;?BG:A7,O(.^@:VB!F>%I\+TPJS:'+6 S/$U=Q5FM-@0NT#,\ M!5VHW3+2U6@Z1_^#X5G14NB+=S5G<,Y/@K;!V9[,S-_UOL#7\!QE67RI92P] MX*6,[@\*TXQ-0BM+6J!)FAZ,DY!MM8L$B]OXGX J1V4DYZ=-\B"9)W ]@? 5 MNJ#>4T,"C-VL%A/)NU\%\"_@I88#ZBK/UH/\-*U;4 +^O;V?*O<3M=0^08SC M$KI.D"L(5(@Z[L'[_H/"'.Y&!/_KYPJ =_@'Z;_1?R(?/H+E._+?;X^W>T, M8F8/H;<"/V$M^^>\EO#/L?.& K39I:.2Q[./HH1%6>,7]3V)N@2+9;7%>U-Q MXD=,ZP]!6ND6B"#>[44YY.J6(3/>^P"\Q5C L!Y9E5VC=N(ZJJ-V0-11_;3F M:RT5]\.5$V3EX(C:@7SHI8<\\!Y*"[A8%AIU\>:1*H.J:,#1I9-:X%#[3B@* M9)V+*B62TI.5!4B33H1$A011C=)B'[ > J.)T%1D1L=$D=1"&2PY'D*$ M-;5XAZ=/+,U;HN )"HXV$E.1&[4\ZFF-0<7#&FI1"(D974Q.0>HYD MA T'L=$%#O^$D>RZ&2QW2I;!//D[RP5/G5Q1+/IJ$J X%:G$P[*&HTLJ*N-] MORZ-36_#S3;!VZ3@K)_$ZC&(#O&5LT=B>4H<2LBN+DJC"R[.J2(E:V>P"+MQ M8$B=[E^!0_Z>9?X+":U6&E,14_5,:CB4Q<",%SG[301#DWL5*J8/$$ CPK6KQ&U 342F0JHJ6!2QDG5KG"CZ28X*.C MI[7X2]Q/+VFB,+I Z)@:XET&@P4 #70FI4$P'VG.@VC43".!J1S\&@ZU= _ M')5LLYY*A0!1':(C94%&9!Q^.;JH:)C*84H '_:FRPM:>(4TAB1_J2DD)"Y M^"A.2J)TL*SCYBX8(J7(V-A9Y2?JR&(9!$6Q5QG!TWLH+9H,+Y,O92:E-)Z> M(XTN[A1!A13N$(.%)IXR=&FY C_!6-P#VEOW :25V$3-.%S$IB(J.[C5H:0X M80"#53&FE/QK(:)%T3H87DKE:J0QNC3JG![B6@F#)4BI7(*@N*CY9&!%5*E2W171!U@C@:D( MBAH.=5APTE$?P1:%<5I\JI?MAH><#NEQR(B,Z&BF,;K$EP3@V7'(_X@ M2$!61$!"=C03F(KLJ.%02UPK'954A*WK>2H9RLM+4T_D;BLWJF:.-9( MZ%_]U _08\H]!M$:J=1CBLTTM-R2M27XTZ:I-"^=6-KQ=J,6KY1#H0M4AOQX ME9EHBX<(B,^3BYR6RIP>S0*-L "D,>D]-F8GJ?;Y-"27UGF%BT;2TB)2FK26 MNR OR)85/\_[!:7,E!H#E6 6NA>DZ.N8.1;0'JF!2CM05*NCBD^5D^ $(D1Z M'#Q1RKK2J'M,J?;SD:O5Y/\DO@L%B$K)R$.B_<0B)S4M^M)FZ\"0]@8,\V:G MB^4="E9W6 GPROS)Z5)2],>(2NW]&. D.%;]%?%#U49%CRX?@S!P_&\1R&M/ MBD^BAM8\;X$E\LKZ,8;IQ* MP:_V^1Q^J>DLL89KO:S,;72TZ)-.!*/%\L AT6=_\5*TG;:4^";%.FWQ+HY6 M5^71H-=^7!EF[RUFC>*9H?31HM3C4F8X_F)QE-'C&(!?+(!\ZGT!V:F]%83? M> P\>SWPO?@98O:JX#+>,,#LG PQ>Q4(.W(9>/96Z.OP+[!\;^\*L2 1AIR]):3B@1B ]M;H" ]C M4-GK0CXXD*%H[PWA.-("O _VHN@;;\RPM%='CX!U!J.]0 1R%1AL]C(13%MA MT-D;I&=F4P'E1WN?\&3 ,;SLG:$D*9(!:F\/F<1:AI^]1@0RKAEL&JX0O54& MJH^'>Q _4\].#A5G20$.2E.I']#&JDRP]I.[!E[BD]Y*:R=8@>@V>'(P,:*? MA*^ 4A8/WA:DJBE(LUI.F1B*SGT??7>PTH"%>QK>0!H)B4]N,@JPUNACO:^T/ ZJ' (E]4CK)C25-UH+IV-FHJO-0===,K^)#ZFJ^=W$ M1IXI*=$C3'O+"+3';'D.,5]1/KE=;.Z71!3/G5)&"E9O+ MDUH4TD&.OM;GMMY[L2X/4NXFY* TE;NOC56=A4ERBP0$4<:)MPCP*S()0QBL M: K^MP"]D'XVV"8Q:2H:N/@KBE6_&B9*Q]=KIR[FD$;TELP[+9.1-]XK M'EAK^1NV[Z6*6K33&?V"X)IFK2%;R4K.Y1X6A7D8&6/P1=R2KB!U'7/3F\JE MW,VPQ@L&+6]@ &- $Y8.V5'X7AUF7,U7<3/'2BY+5PJK%.>2E#[2%$-RC<.+?!DOQ'VLXA3%JO_D!>.:N &"AO/9*6LH1Y M;CQE&)^8_2'Y,6'[A-P\;AW=Y=?P>8%A#Q<\5*2XO KC"*\G;\B#SPA/Z''& \D MR%T'%3DG6.!L26O4Z YN\-WC";+4]+D4+\_ 77]W@J=S028JWTF-O@C \W?T MU0EVOX8HV5[\)LA%X_=R79_N[W+7B-S*-!.0[4(5@#>(3ZOXOJW]5F>?C=(E MD\E0<(4V#@QZWEB'Q,::TQL4$KR-)+3>&?3"DKHOLB_'ZM0B\_!NIS/Z&X9K MFJAY*=BCX\SHMU[#YJTIYU4Y6W-Y#G?)IPZL#B0J0^W3[%"KOZE0VZ7*X/IL MX=J'JU$=8M5#/UC,]C!KU&A9:;T3"]D>9)6G"(/*"K!]J)J>CJS^EMFZA#AB M'>]_!IP5_OO <9AU6,T>LV^!;@VVSBS'RE&8?29;#)JU[C!%MMJY5.WA@U?8 M-5# ]UF#X-.<&H,"6J<-[Y*$[*G\\(N[>A0,HM<)=NF$X0X& M*QHK2&(P\PY07A%!&)%BEB_X"1K%8<)"M7NZP)0,K*T%,HCBM 16&@% ?Y Y MY]F.EH=%?@Q--6GRDTK6HU?UF39",W)GXF?W X)!? -?P;] B!Y Z-*TF#J9 M>)60-_KS&B61$WC/W_$O[LBC7=AWI6Q(J3G300D'J(ZWF1S M:?;!!Y;\.YWA.),CR6E=5V(&FDL'@79P%=@>"R!_,:X U5.,9TC[3N!-1O]2 MZ5,A97(7ICL5^SL_XUH-TM<8%[0#6-L)7Z$+ZCN*D/J7;M9HB?GGL,H$D9>6 MZ^EGG%;.A%ZC_CVBK:>!Q_IVTP7^%D#BM8SA:Z\BXCT'THM%P]J%(:G]263I MQ8[]RH.SH^_%[T[HI5UKHM_H_,C%A*]X,L%G1'ZT2.(HQKHWOKI4 *F?2RVK M,/BLZ+_AEQ*,Z/3D5V)D3J=P)NC)S>:C4DC(CS86*N4%+O-)U-%T8Y 8CRW+ MU%2&4)^1M9B<"_4!J^ZEU7P$/M'9Z;5'9_-2FHU4-D7?D497UA5!5?MJ4K-A MYE(;0<]*B JWV9CBU:,_\F4]EWX%^L_-D KO7+HA#+EJ4N\]K1T4# 5>N4&" M94099^DC-0U)(L 5]!.,^SV@S5'R-HQRQ60$2$[%OL?%L][>9D$,/<(-?,4; MV266: BBZS?73_#$;_!A(KLYB;,M?-A LV_+,V6CZWAH'0XO\X1JIC&ZK.R< M7GWK,V5+:'"GC:)QM&0.0>/W4Q%L50:U2K%O05C6;54 @.(3FO DL:%! %+C%LMB0611 MEA*LB3$ MA]&+P_5R"8C>ST[E(U9V#PI(*P!"9AR]2*2,78 E*HFH*_R?**9Z6-:@7@48 MDD/IR9;)V>D5F-Q*9G3MA6>2M0J,Y,+-Q5 KC:N,=)B+_54:5(F[9RZ646E, M!76:N=@LI?$45Y,-[N?ZB#\($I"9_J0CVKK(3.4=V,BG'C^XLUJ%8%686RDO M\LH=)T'-<63@>]9;&0:KAQ"O0A*X:;*]LGEWX'XPL7[HF\ GIJ1-45$ MU"WUT]#1?I2.FINDT-/]W M&*\O,>)8X0GENK!RDAQ=JQ.=/.)=N;GD^'*= R1]E.?R I83G:A+ZL\E1[CU MSD3"U_QL,G\%#V^W\L=B-LQ.7.56J>MCE)0\';3&QQP9UIQO50:A!OFHU])R M!YQ(TKU>]^E4+"I[O&G0CNEX)#)-WF[22$*'=G\'H@B Q1:$#A$DE)?4]F![)4AG.+(#Q&97VA]"$^H^A9S7)R#)/LL,O M1Y?J#5-!*I9B+L[(9@Q[G<^Y/+IXX&L0W0:WMRQ.WA-(2YHH\J%+ M2DC7'K M=*030]I>@)RZ ^RH7I"JIDKQ$;@CI.<^MA]$5*'XFH'=T$5+'WS,( M-_T82RGH;$!^N]DZ,*1595 DY#EHHJ"#^^8VRM\BL$S\.[@4.G%\]/2XW]*N M BV-HG\'<+4FZ6]82C@K(#?C?N/H0.(A1%BWBG>D2$U,4OTPPUNRS>0FS$5. MQ[S^ 7RL71>UF(I$ALLD)%J5R)PZ2\BT1V=R,)_?P?P"D_BPHA M+17\J=6[UNC=Z+5Y#IT@[4L9:HD-4N3TA]K MN)682RL9+:&'H>,!4@!<@OGJM^.^L:.OSK]1>$DT4;GF),*D1Y[OQ8ZQ)1I@ M*416BUS+FB23NJ_9'[.33D4LJ10BOD4%B&I9RR3$J">4GQOX1OXD,:DV*G)6 MPUU$;H)_X/N8("38RJCA:RVOH25^<8+"9"(.90,!.>L K?( 0K+7*"3YCA/$ MLY/.J%8N$G$3T"%\!7XKJ4SHBHH3&!H'3Q MZ7 2U-2KD+1-"=-(!AC]>0$"=[UQPC_%CU(WK7%FM"OX$#U$W;1T:O05;N2U M^D92HZR0G.1N)3/23I.1U*UD).;!U=GWJ_,&-\F&?P?5?#08;_@!(,[;_D=# M\?9(+$ABG.U],BA?O#OOX(.QDR0_GWY4FR19(CC^W-ZKGMO[J/JGUL3-2@1_-U&9?0H7(XIVEZZ''TD;69M_?:R MF;5C9]:6[N&Y9-8J@8VI9JQ;[@<+&[^V7L#VWNQL9#6P?:S"9K9L:[Y3#U[K M^W?EF7& U%LS4(TMQ?3&U$WV)E1K\6)HF*E\=J&Q;YMD:)A]276KXJWFY7UA M\L%8F'A,]6V8E5T+;&N9K3;RN&F0@&N)=1TW4USW.I(';L7]<_G)6*RXG;6M MZ!VZF=E.,UMGY';>E]#CC#U@$,Y,R'% V!R-4J#V:>XBCBO\:%_*?386+I'0 M+AX,:[613V8KNB)A?X@W7I&!9_9%(0A>1PPJ0\WLNT%FRS6$'!>0_6+VQ2"Y MT=KBQAET9MHU>D(GD$? D#3[W'9K)T(I)GM:RJFYL,FD\_!A6I^B5.#ZV>R# M+9L65G;[5O+9&'AFJWT*P&O-9&0XFBT3%>#8F=U:8/G%[ /=?;_4Y3+GZ)R> MF;W36K+ RS:4ACQUAI+R=E.D;AXZ-IQZE2PHP'QO]B4Q,)1%*0R&I]GF@N'P MK!9<89A:L3AHS9\":$.C)<2 [B@RQ< RNS&G#%BENF(,)K/[;;;#I+#0' -4 M0[?-:0/*6X.P@.SS[/=@337) IVYO,E:!5EG^<\8 2[#% T-NSMN,I456VW<4"'W6L+?T-K6IQ@_>@UAA#QMI^NE6 M&+]EC?@$]-1G>X7D3-^@\ HE+S'60')&]P'L+,S60F>JU99M=7-;W=Q6-]>, MB&G5S3,I=X]B0'H+WR%\G)F,KZH( I4ANVG*]BK)*!%39*8$9V$38K53.2CI MJ669LR%7=*_^>^V[ARXS#18-'+S%@Q7CZV*WSZ-PF:!>XXQ>M^K(:W+9NE5' M4;>JZ![/>UK$"US)#C%.36/R0)$OAM5$:/3W.]]$D8)EFTWMK)Y'QQ;9LD6V M)E^_IZY:E.%%ME2>ZUX:J.GU@92^!U#7RZ9 \]3L[=OZ+D3\;UA6',YPE]! MQ[W5A,' -5M'$C84J0Z8/SDS7$4: ^!*&/W)F=G.3]TH-P?7GYR9' "QD28=&< YE;'L@D5P<4^S M8$%'BX73]]%WK,*"FF/)N)*9FACA<:RYOX8HBI2LVSXE:YL>TS;=M3JS,9 * M R=V9AF.ZK3.+RF. 5AA]2W&=ZJ.$/H6&/=JXV,#C5F8'K#OAUX$U8P]]S%P]ER^P:Y5CT M\J9IZ.EJ7ND*0/F0,V5RD=/4K;V>$;P6R2;QR3FJ%P@J9\T_V*B8R!I .0E: M.^B81BC.1;+F4%'\^ _WC-159>A:2RFOR6Y??1C-2MK*QK%H8M+SG+1*HT>7 MX;.;-J1>-@];.Q9>/X27?E>8";@S,_L/-&WU5<]:6[OCZ,:)/HMGC9"M$"L2 M%+-1J37NW8J5[41=5/'Q6=ER=876H7K$+(6O [O)6T8Z-AVO;BHRJDN9#K<: M4OZHE^)4)I0;]:6X8!_WYB,OWO2((7=C$>VL@TIOSJ08L1:L<6P$-0LQ3\5% M&K":(V1M4=VP,5$X&]^H-%;S.>Z,"L$BKJ77.3TEAALAEJ^IF 7S5%73L;$PT%L]"B$CT9/!T="H?[R$\*5,$4D1T\F!86S?,\+)W(M&IQQ#S>QJJ#(;K?,-/V!1R:FUK!M"5[FK MJ8AH>(=[ 2L8#X*9_8ZA-U-%KQ4]=5;? N>/0WG"CAOI=J]"@=XG]1[72JR_ M.=C5]4@]T=&H<>K^UP>Z$FM\AEW'U^6,;1OT>#VSM;.R;MH>+H,H F"!F7%( MU5'ZU"-]:5E&L)CGH)O:'%UXM;.*PK@T(_RWP]G@'_WQ%09PDVSXO1\U'PW& MF_,FP=O^1T/Q]D@";,4XV_MD4+YX720''U@7HG6^6>>;=;Y9Y]L\VW<-[GPS M.[Y8C_/-&J>E/4B&.RYE#O*!!FAZIZUZ#1G5Z.>F^]":WC"H]A5ENF^L"XW] M]^[\.H(-[.HRO/F7G!F.AP).EIWC>](R+,E'?\V6*)PDSD 5;D, M>,A/V3G0RK^&1WS9+7O@C15YOK>2L<:(J1@C6I=IB#3PB0BF2V<+8\>'?P$O M#R2ZPC1\1!&[1%$IR28$M Y4CAV@:.\\,9*B.O%["2:?=M%2O!=[6 M5)>0P&BUH=HD@]1Z@1Q^P/Y:8TLN22++?%2'%T) M%YPZ$EDZTW/QA ^$S<$;TPUHMBM+T@TH<+\/F)(WD805F0,MI@>:;K^7TK*1 MB-YONOU>%D&95R'#4EU*RM&=:-G]V&@E&"*A:EJ)/@.BNI_L\\&XQAXWQ>G[\#_Q5\14&\EO(_]AK.:E<3 MTPJ4KJ[I?IA18"[DQ%SRC/2CF]XPG#5!+<61SVHT#P]\-J9X&C%\\;$L>(GO4>!*=9EO(J*I%6MY^ )G M!KUHS]5N(G@$Y$+ A^'"B6#T+4 O!&H2OW$;8"6) M=.8-7/Q5?A.+5Z$:9GRI\[D(P ."07R#C]._0(@R@5JZ5IY @+6^>Q2#Z"H! M^.GRO$9)Y 0>?BP&\0[_0+"KBLHAI>9,!R4<8$XP+<*', \W* D%YZUZ6/VW M^KVSD0B6;J:A?P:B =%U7\LU(@J<+9'ET1W<0*RXB'8B:OA<]LR3(^0$NU]# ME&PO?A,_P/7?:VDO%:\!/A\!RK.U;P/\H '9^U^BVQ07/1TS2P>F>BW-MR9L MD_>5\('K(#3B7$2/7RL9J;W_#-SU=R=X.A?<\Y7O=+XVSMW_)#"B3V_ZQQ!( MB&$.8F/-27!7-)+0JCN6#2-8?H2YUB;1W8R7Y%CSNPG!?Q(0N#OQ7<=%3NN\ M+G9UK(CN02YR1_:6$:[*J'YLK8B5;&0R;L1V.J/[!;BFB89LR#W?@6&MKC(7]ZN.P]^H\)I>1)+WT="!U<$S M9RY][OB?CZCIE6MZ;4Z=I[C5F+%_DC\8"S2/8:@;L\I)-KP\*)]I$(E:-4W/ M*I87A(TF;@:9V6J-.&1-+@J6UFKV)M-QA=2YH_9OCD_&XMOBR&M$J.QL9/O0 M[(==I\L6#>2/9@";+1JY 589Z,!2VZT4569+4QI^PU;(;/DR:/!4N8-N0X 8 MPUE#&NL,<):(,&0MB>U6[[,$PN&L#'BSKUA=>U];[/20;:CGN' B>0&L?[55 MG=1<&!PI)P7HG\VVS(T$>CEKB4&M_%*HJ\8V@42]HHS^#1;:&$#'I\HBN35K MEN&<;='#%5&8W#<43Y-."%0^:1UMD1EC-:)+) "HBU+/A"EVOY6ML(^ E@Z\ MRHYQ67LO*Q^24QND^%66$90F87:5=UY%OU6GW3[VY.3^"KX:N3=O\!&(A MW3/9O4)/SCI5*+XOHKB3$($![Z/#@VO^U>0N40EL]"ZR?R04UE,>EM%I-GB6&]4RNL4%%AQI?)5L3*\[%?D#)O-,I,6G-M1;HC)8+H/Z>.Y*A7T3,1:.Y9E=!/T@B \9(<9"Y>T*]9([ M7>&)+"Y>@_"94M1PD5F3OAJ+V-727AXB,%A\V..(_168ETSP9]W@O\-X77D& M1/OO@,>#DY(EX]R@$,!5<$FCY]W=<^@$D4\_X(X=UO:X''@#1O^EXO(Z\.:R8+K= MURR61T,Z@]X0DU\1\KY#WS\/O%L\6K BI?G24)XG=PV\Q >ET C\QHVB2R<, M=R22)ZL;FI.0"S89CH&IA)T,,$,-9M]\2!$3;_X-7]""6CZ;S^^O^)UXAT&5 MF0D/59VSS%Z_WE5")-@#%?PR\ZJGHW,F,EQKQKIZ7MFAEO& "!(>_1J7 P+5 MK1NSABK/_9G@8U$91U2D-H_E?T8 M>#G]JF&I:^?P$=-2H1I%>/<^.3Z0*$9<\[$.GOEZOW+PWT%HQ+F(!D*VDM$Q M#Q*)$2 ?K7873E05@.)[BY.@CKE=D2PNM 4>X^F17+L2L^HDI>_6KM4GOCK_ M1B$M%%'3Q9'[ A<@/?)\+W:,+>$JIR)DY8+W"YMNRX7!'3LL3-):R([A,2V\ MK*8'!\L>'21YM.<2!RPC1ODPK;\:YA(I+'L=(P&U8L 0XJD%*_9'DU/U-#UR M5H$<;7V6[,M-<\NV\CSQNC&K2,53LZ4BWR,?M1HC&%9F)D[T.*$"9B@6[6EF M3H6X>:_&A75H8S2]A'(OT+K,RRS T>ZX_1,KXG)@I?3,O"EZ;4$^3Q.KC6=F M_DB_4]S+/_^ZYC&M&O@=B]0LZ*(UL%#]W MW623T'J5Y9M:T0P;J8\[:[D0#3YZ(Z\GC0-7M'H9K9%G5+V7^LWJKI?3/0KC MTJSPWPYGA'_TQU?G#6Z2#;_+L.:CP7C#R(CSMO_14+P=J!!B/#9\/!2OCR3Q M0HS#O4\&Y8O7O7GP@98@E"2*T0:$M$@RR8);PZU,.$H;&2U!$*'C 6);EHEW MJ'QK0QML:,/QAS:HF2=[ +2P)EQ%382J#88XAF (F95E?B@SC3P]SE#_D BS MTXK&"XDPTZ$U2DB$^E)A!H9$5+13TZ,?%(+7^BX9L(S8I'"4NWT.'J/[]XIY M(2/UCW548RHP/;2AR9R"6@T[IH>SJ46X&!J_EU- M2)"AH052+@@^%#,'"D/0\ Z>RA&L#R(P,\IJP'W8Z(9E3?#4O=V_I)@&8$7& M,QA5ZKXO$/RLOO['R&T$N6(TKM^VP#W85UH#7J08.*HP&+$9VN 8A<$Q)<3) M*@01.%_BR^*?P EO\ >JHF0ZAYD>#L-#,/G9HT3(9RH[PC1G_XR''WCQLR$F M.O_O:.#9DP&F-_=[? <^?P?^*_B*@GBMRM/,-9)URQZ36[;O:C/[K]FO9LU M%[+%5BX<#M_TYF)V>[,M%B,@G*I& ]:0G#W 5/-F )L=VZ$9X(/7'4/9WG2R M*.\;XTZ-,\;E+8%!FEH@<)"LK+DIV)($^9?ID17S2![37:NL@VU]\/< M>O>,'IP=SX-!V5!Z2DIN-BAXBI'[YZ6SA?B,/*VQ'(@> >FE KP;%-XD,5Z@ MVRA*G, 5,AE($-?9RWI_;>JZ+IV'(7%9DQ3N*._5E/?F:/BD:"PC5$M7&TM2 MI>WP;J3C/:,LC3AG%T2E3C_<9X.7G!2O-4B2/D"K@.;=>WA!&P(G E<@_>]M<9 ?L<0+$O[:?J/S.=))*[7TI"%V M1 1&8@6/1:AJ*>5L2XP+BS'6 B_=N\,(R^HHTT*A+,QI<-1BN4AB4DLIHBW. M_H%7<_AKI'ED+=E"1"5X"*&8:E'^2N>:E@3--?Y3O,,G$&"5)HZ(#@.\14AU M&7P@[Q,2RK98IBI/^J\R:]EW1!WHM-SHPOGLW;3&.\/L_-!>,NF-JD#1:Z([ MTLZ^PA?H8EENOKT* 9454G/EI3S2;.]DZA.TTY'27.\O/V"U#2MX^ \/R8L/ MW2?\&D3AW=TE?X(O+Z4>'%:)XI$N@0]"F&SP$4VV4NSRD]7B1@0!/I'$TG7N M;;"^16Q:,=:X,@.@>,8U%T&^!HH-J_,51A'>AE^1!YZ0GU 3"L95<#$ZJ,B5 M1@^<+;$%X.?=!FNNGB!+39]+\4(RS+X[P=.Y(!.5[Z1&7P3@^3OZZ@0[NJ,O M?A/DHO%[*6XN[^^>T#+^CM4%N95I)F#N&;5M4Q3-Y?C:IAQ=Q1!C:K48W+#& M5D&96A64IML2!0%X@UCTB&M5M=^.]-[)GM42^XF#V%AS$MPMC23TUL>I80/O MUM+?>E3)X:4]DC4EDHG!;*GP$US1K"]_P+I;I[8!Z'Q'$<<;GT@.H2TYV M8'4@V>?2X8?_QD1ME_MG,;%$Z;.DO]>U9)E8Y3<5-)- #[8.Q^W"@'FB&EY\1[H'&Z6U@^)DM_23T M[D;OD^FM@.0Q:W0@YI"=&FY9$(>LXODMH/I@H=J'JLE3GR.&&;"([2'6$6Y1 M *>C\99QEV<>3L-0-+VALO@&% V^RK%\;^^)6B1;H^X8>&;K)0.9[^^J12W? M?YC=C7)7B5=M1ZTUYI;A:':) UD<^>*T&8JS\RBUHM@=R\^04UZ@8/I7L^A) MELK_8 B;79Q %-]R!A'#2'G= 4-VH:J,L@+IC_:^D<.YFM/(,%5^^QSY[E73 M]?K]QQD^&T5W:V,&=H'B)RM;2Z_%&@CUYO\7Z_+9Z@7%JO"6ILC!^V!X(R ] MZH)$'9-B 0R/5A%= (F2.P64'^T3K%U "U=P*J#]HF&7CE_/["G9;)QPMUB> M^WYFP5\L'Y+07>,K:/_T!]YU%,,-T1/HZR#"'W5?=.IJH^EF=N2ZZ<")]62B/P\$_"!'B9'XF_J-7H?-JJ&./7\)E#C3A;*:I'AT".NQ.M\[M&! @Q MNA/;$8I2"[O)CS1O'L6B5*NYJF (=GD:C(4)XU?/- KKVD"@%/!)C$ZRL/-EW]R1>V<.9 M$J:S2RN,'1O6Y9^HT4#5LG)L>*:_,A:$^>C'AAI54IA:."Z(#0K0%8;Q[\!V\30-JW=EN^IL;AV#HV+"]+!_^*3SI M]C@Y:C0?0K!U8*Z?XM^GDQI7Y@LP>-388RH OCICBMQF?HX-V>Q71E:;#[FP M%>FG4I%^>A5\;:WV.I9LK79;J]WH2M1'5P/IK9YM]M8Q0.UM]V6+C$&VI^6SV=:.M\/A[L^\AB6N[N_3N_ JS]2V]>_+1 M[ K9XI UEMX]^<5LR28.55?IW9//9JLFXHAQEMX]-;Q6YP :R&'=78SA_"I+ MJ*L62\IFF[P#]56+/35<(>:*)6DOUZ,L=H9A/H^:J -&00VT8LW18VSMYE$; M[,C7KCW(DBWF/$SV1[Z865@R:S(RCT*IQ[=J+1'Z;/'LW3?-Q=M+5F'+I;P" MWHR7BR53%?C.I.CS\1V'ACP]MG!6CDUSX:HKI5Z$H=CQI[928[QP:Y.J&?#V MJ:0B47Y8%;NMW$"QDI_L+:5H)<>HT,&6T=Y91W4@&RO4GWZR:OF$5[*IH!-; M/GLS3GCY&LNX"K0S, MV:D0W,5Q^?HUUE3]9>#.[H*0 5> 3'=MZ0+[S[.3["+8ZRB'SI9B=@].=<= MK-/AZ6?EXGR+R+*_SA=M10VY3A6VD_N2+DT 5N0DSF)ENCI,GWZ>2Q=%8\R3 M78U[6"L[#>'_$VH2]BUP$H^$JC^$Z :%&^<11(D?1XOE8IN=@6B AE\2PQY% M\RZ1>?4I_UU2D?*1KITPP-=#=(>BZ &$M./@A1-!$MY\!?TDYNL]HF28D8IH M1#F3^)UT&Y"NUW>TOWWWK"6(CCW''@7N6\F-5$XCY^,V6)+_D!_E6VT1$L07 MRSR8_PD&+BC-X0HK)N=NG#A"98:'XV$Z"&:+.@YT0H/;(H]F%7GDS\6Q99ML MV29;MNE8RC:=F)V[I:=LT\D\;)2*RS:=V,3\?:.)0/;JR8G9B>?ZLE=G6#U, MU"/<]RW H)Z=G%0 M_].HC@/)"N6_<&!WFUPZ6QA[/@TD":-:Z)!35A!N$216-.J?N-( MK<^#@Y?9\?W=,P@W1!$"'AYH2_[7]Q=4I/&WKN4C-I45*YUJLL-^A_$Z_1$I MHG4#R"X3,MNI&U-+-TG\"J9W'H@6P?4;B8;!-^.:L+]8$MY$ILY!3,><]@7% M(]@FH;LF15EO'*RN;_K)Q 9R.N:%A\[B6,67IOJM%O,XT:(>0NB*&;Y+7TEV MY8CPAGO(UTE>DG43DN/OD [^ 3=*713TG["R7D2N) R]Q .;;6J"P))-Q2Q;2$K*R\@-(26XM[W3=V^\R/[E'\CWL.HJ M("_%R,J%?Q!B7X%#'NX$&PP&1/SA>DV?CWJ[/N-1HC6&A:WL8CG,E_&[X\K91:=JD6@<9!H8E'A2.^\]PKKFRI[#&4NDM%G.)7T@ M9-ECPHLL0GG4E66,TB.G9C=7B\'F-DL@)//SDVV=FL:3W@:2I4FXH_7N/N"\7RQL88CT) MI-D@6>)LC[W72G1<#9.8)WO(RAI2^N>36\&O.(\:#Y5Q5^4I)@9CU4I_E>H8 MK[/^YD?=-L?]T>]D8KL;24CP'X5QB7?\MT.^\8_^^.J\P4VRX8_RKOEH,-Y@ M(,';_D=#\?9(DF/%.-O[9%"^>,/"#SZ0TA06 7A $!\VK.K_"X0H$QOU_M^K MA+0_RN_SY^_X%W?X!\Q/()AM,,S@H^$PPNQ[S?D)#^?@M[XXZS5?]N( 0R') M0>G+HX*U_[ON( M&J13ZQC_QN @HL43Z/BY 8DT5%HL:1D QZ7!,L+92SS4M,PJ>8F@!YUP5^)( M-(&IA8B4_*!BD\C0M#'?#;-T\TO1&Y2$@L)'];#ZM=N:9F#"ZFV9AOX9B&Z] MNJ_UG=5X^:*";=2X9;)QGM47_VC^R9\8BU:W'(C'ENP#NU.SK0.!9@[C> M8@PXY6D[$ZN'UG$Z6][<^Z?R@W&;J]M6@3IM**:WJ^>S0:%FPQ@#R$P))0=0 MR799 /3)3("$U3"5IFG6 GM.*MC X%:]'CG,9X97&."X2TL^L?W[\Y-QJ-3[ M#%&-Q[+8'Q_-3))N\NJB6K\R0\/,AW<7&OL1 R-.8EH3HO67;6*R_M96?[N MVLHT-(?L,+#F9 ,4 *L]9HO!I[RHRJ1?QP( [H?R,<#,;F6B9+]E09P%9J=F MMR"1QJPUI)>A-WL)IRP4G&$Z)U6D&5.15($"NUD] 05.!)'HB M.40%A(;7,E.Q >MSSAB"9C=<58I@8[8B0].JA*JR8 M,==2%FS:FK=G3#*?9 M7R=2F? %?A_-+BHJ?79;*B 4V'V:_=Z3K)%1(&AXU^4>EKZB=@K#RI[4[%?5 M%-4I@%78C_'H38!=-9H*T+Z8Z>>2,LH(5.QB^-F[HTMG;E&//YS,_N+HJM[' MH++F4[X*C PQ>]/F4:FE IH%/*?6_)3]:K46:@&2>J7B6$'BJGI;X/9E]H(] M_U6.&L@,-746N&FV%%?\.N KFYW#^]%>H0+EV!EJ5@0*;,GF.OP%H-9IV]V^ MH0#+FDOJ?[6V%0=#38,K9PKM:%A/NN)Q'NW9B,I!X@J[U/08=]K-:V0F-FI- M3"<,=UBER@-DGM= HFJ[DF%TU!LX= D].#O16@F-)/37>1B[-]'QU_3CJFQZ M!YT7Z)W6^Y&EY17NCV&C+8]BI5P)1[/AC(ZM K+A'H%/7%//2$,2PQ <3=S6KG3*&I[9!RRF^:+\;^S:SW68 M!\Y3 >JD5] -#+"XQ*<_K:T1%&)5R$3#3U/'#&N@O7YS_<1+A5S!:<_E:J!I M3=CL<>*L\&E/MB)-D(7(67-[;W.[[!()4-1Q(GYS0DB>=Z0BFKAYO.YKW5R+ MFL6KWUI'C'7$6$>,=<0,N.UT MB,2B(P>/W[0^9&;1D8)7ZV09,F.HDH%ECG]SN%RBP=F;@^=S&OE'[3UA96UV M[52MP\TZW*S#S3KD4$<;G.Z9WLXW&;EF&QU>XA83QE\RKTA=141 M)^4/*9I GP=>G@5'_ZZE48TJ+H[$NR$]30V&@W*)QH)/-C,1"T(G*>NN,,T% MH&;-\C/Q"+8HQ$(Z3<>MV4+\.$B3UC'?ZRB&&WP;E22#DLF*T=4QTRS?_SQ6 M.U$ALCKF63,\D1GI;HO$3?=\]+3.[&+W%3B$$2(4+YP(1J(V_4Y2UJEDG4K6 MJ62=2M:I-,V7MW4J6:>2=2H=!\"-9[53"YN+CTE(9T>2CP_F6C%;"O(^$^HV M8BO^<_%-R>Y&L3?_7%+K9-$4-A?-Q;LWLNO4WMQ<2O M3IS@$P1!A*]/9T?.:+18/H0P<.'6\<^7^&#\$S@AN1ID9R4VQC@(!*O;@/ 0 MD5?H>>#UGV\]Q9%GAR]JS,HS'DW5[/8H3FSWW@;W6/Y@%<5_!5]1$*^%+,\] M![*.<^LXMPX=Z]"Q#IWA'3IF&T:4.'3FU.>BAT-G5E7CM+?OL8Y7+I.0X69S M 9-03QV<(6IK# D^Y6QO'Q'H]M[XS 1NMO]PF'-\8 YB8,Y)@^$&<]@B="/7 M!WN*D?OG&OEX@E':?.S<\V ZE]M@B<(-Y4#.&BY'?"IF<$'N=20$H,T&!92O MIS7>[M$BB:,8ZX-82@I%_[?2T9+:<,@!Z=+&UDYJ$CD)S?P_..$B3+/HJ#<- MJ_&4'\FY-),;95W.DWB-1=U?/=>F3$;S/'Y#,8E<@*NU6 >K1A):$D3R2Z3_ M8>\DI7\^*HX,+\6Q5DONX'11TI*&E=YU$E;0PR]'U_@:IH+X 6?6/;/K#XLB MU7S@YA+@+K>W]B3O7#JZ=$/5>-G.Q;HN!%&;F#+;E"0$$X>,,CS\7&)7Y:^H MN;1OEX"H7H:?:5 01K -/?A.0-H*T+]<.!'P2'=Z$$3I(BDV%O4?;5+6HQ[3 MD0D-*NW42V<+8\=/-^PCGGCX"KP;%-XD,0GZQX?<"5QP'@2)X^.+!)'!W=O M#0'F4JQ"^V!#ZWCL4"ZK*Q.&3K!*4E/Z^7XH/%LG/_1DT;6#@83.&@6D+("L%/BE';0Y#V7RI<1D)!5JUG.D MT34N15"A0?;*7"H8J#_3J$E$S<4@5"O0:U"96X6#AFL9R:@1A.Z:0(0_TVNBZ,W*$=DOY.>J MPXN9,X;/%'1!_3F^)['6$2EH0(YL1-OME?^=Z*+W*/XGB%G7/48I_6@1KT'X MO':"!3U@0F^Y$9F4,B,PM;Q=&KX<2L-LV-\!<>M@IO!FQ'(+2S"(N/SC0XZN MXWEX[M-YE1>F/(>LM:/(UN&E.&DC6MGE!!M:&E(*#1]K5.>O6!&B55A0 MF.OY8A>A5L8FO1./WA73I$/W=\AT4;9NF"Z97XVEZ4:':-YWI-7>Z MT-A_?<^EU/QH 68?C(54.L#,\"+\X@%F7691AIR9 OSXPLP^F7EW#!AFIM]) MQ!;+['1FM8NEQP'*UL;L=,Z)K0V7F[]8FU\,OVV&6YN!0EG8RMA3H_'4U$=G M%8OQ6?DQ(;&QR/3EX(T89#@KMXD9C?.0,:K%FGRQ>K#XSA\QS#I?N-,3#6_P MR25FT)]F6.C-PQ =^8C2+KBGIJ7R'7(!\"*BWY;YNG[#*A2,1(O?=1+3$C\R ME+1(A3E^,F<_(K]W.HETD0;.CAKM\@Z:!,C[#.FI2YD>*"Q*KM]<$$7/SML% M", 2T@=IO:XB 82ZXH_P1 M1\_)>'#R\7,,R/Z*?S$NIO%KB"(]P>]MP]L\NFGMBH.G)/U'8G L^OZ.MV,X M6)MT+A[>%3"DORR9LZAFT$GO2?H_OV$E"5]>*<-"NJ[:<2>-5-5V,8G\)<7Z M/=-^Q3,)6HA,8F4;G>.IAQS/$&O(\GE0PXROY;XNQA?,7SCXT.8KV'P%FZ]@ M\Q4F%>!T(*/FDI]0+]-%_+Y2U]505R_7!<%5S&D%;'PR_LH_@4&3^D&)) M/MK+6_^2\/GZ6%B\V6^V::Y1BWN;+8S9#X%#K'P M;.7JK]'AV6,%T;'0;7O%R$NREIA0!K"&JV)Z(=:%#>L\BI)-BLZWB"3.7 ', M_P8&^'HMWF.+90G%5&TEI(N$&V+-&BXH>W!>CRF,>S@PIN 2;SKMQ81*LWZ$ MT9\W(0!8"01X.O&CKBK,_,Q,(LQ 9!K$,N#B"^P*OD(/;^Y1,:UGYN@PK=L: M.DM="_-D!L)I 9UI(9SS='0(YT?Q-^1C,CY6DZ:PBSNX,@7ED7=R!U>&H#PQ M>"<>RMPVD6>LA8H'[0[$A=X6#G4,E73Q4K$('GST\3+I,UQ]Z4\BT-DV:LAL M+;91PRR:(4RYB81MU##%-(L_?'CBGYDPDXG\-[-E@&2OCO=F*CV2?5Q, M3T:SG4M40RK=N<3PG*$!.Y=\L(=T&JF[G\R\28<)^]7G*&7K:5:(WY9 M1P=[/4UQG0[/$SY0=IVF(?GVTS^*!3JU2L0$#U)I@3YJT!WFD%CY0/?*&L30 M=?QCRK)L8WS>*9>UR$PAPLSF"MI8I:.*5=*G<)R9.T3&O*UT"U M-!*;^\P ;MCJOE,A!C26=(NKR+*9O3#0J7 ,9)")HJ M)PX'MW+>C@+Q2OFWR> MR-DDT#96BAP=OO>):"J,\L$G)7G%A9M.[&J'UX(; MT4K2!NI725B4L4[?KKT;M.V$\%=OZ M $LB(=L8YNI^R!9%N4,VE4S7@5V6 M_@^B8IG.E+MEYW&!:#80L+0,LR.\)KA2PJ:SN;2N.5KQ5[FK/B@/\JJ_JX[# M752&\;>T/CKI,)"%;R/R(_H#BJBF4M(*V3MV!Y3T_(_ -M,PG])DIF)Z[LOI MI,M%RL[Q$9 ,-[PO+U% A7SB^/K*2P[ ]3'8,[OGJ]_,R<_3$2,\08=87TZ/ M6"HUSW'*4DF*:S/.S&2DTD@^&>N/G[:<$3^:9SH%BA1[1[:OK7_6^F>/RNJD MP3\[LO- [JIK-S3^,)DGA%[UJ9V MUCBEI/ITWGF<0"U6S[G4I3H:*2GE'6 UK.PJ3NVD<4K)S_-.$BUP+%JACY,V M*L/'4?KQA29Z!$;28AH'YXT64KC"TJ%(W-9I&Q7AZAA,T<5\4OTA*X=X]G:=4-:BW_IEO^U>T5 M9A SNPOIH+TT#V347.SS]3)=2?&9MNN*P?O):'@'5390IS[%8/YL-LQ'TV7W M;.;[76\/*>$G)5LGLPM?#;-.O*81EF-C]N5Z;*?AT$#'ULFV)IS2.@G;LEDR ME&UA.*6%;/<2#9@(-8-5&]!YRG*?3NS"3&=A&L(%V&II,(],+EX(@T*C50(W M!7G\^"%5'!U1/%'O*1]SQ(N-+[+Q1=/RS=KHB=$1MC%$=9B$&SL7R'"M\^(HC7_&@JITE&Q6DY-3*54X\AN*&]'^( M-(3!ZI$^T,*#SSY,\H(1 DCO]KB+['ZZ_ (6HG88?_?E(Q MBL*9/>-OHC7R]P3$(Y8!00+2\7M.BF< DV[0*5Z0$T>X:J28;H1>%,8E1/#? M#M' /_KCJ_,&-\F&/QJOYJ/!>(.!!&_['PW%VR-9.S'.]CX9E"_>6+N##T8\ M>=29CL^#NP;/WY%X;*@0V6G,4Q[\7A$E.XD:U$=(V0MI&2-L(:1LA/36'K8V05HZIC9 ^Z@AI80W+QDPK MD!5[>O:^I#@S%M&Z-TD5D\H!/S7[3JI_57;+S_IW,$/M@T6-VTK"4+,R35BF M'5C6]J79!^.PK+<\HAJ[)TN6,%."-=F&4:UUFJ%AIF3J0F/?CS";A*>CR3Q[ M;^:V/-;0_\;,L_2L-P6B[RD6%(?NL0R)>RB2"Y* MI3N+15)#'O$7B[(2\3U,1&^^3*?J"VL;O$P3#&DTL<_NJ$?X)X(CG#"I@YHG3A/K.UN:MF MYZX6ZMAY%"6;]/[/6XC^AGQ,QL<2ZA$K;IE%7DMV@P17IJ"<>H&FAG+.U:0S M^=KFDS4H%D1U("Z.=J]>P5?HX?N+[(G1M^@^,T>'Z2.,_KP) ;@-L/:&;Y4I MR-A6GLQ >&3YVLJ3S54?;?_@-QO]AP.S%;6_YSW]'I+079,/M>P>08Z&R*:^ MQ!L6N$D,7\%SZ'@P6"G)$.>@KW VF7LJ?2<1\)Y#N%H)Y%.)DIWT/K=YX#8/ MW.:!VSSP0?+ &^1RA_U),+V5D]HD9(3-;+69K3:SU6:VVLS6J7D4;6:K MTQ0"F:3-DL7)ND\4-;10S]0?/CSQSR82,B8]J1L4+@&<7)_)&K:.&V?;S-.& MH!\[PL<@E2>.<57IG$28?T,(=FW>?^ -T'U(P4B36'<;NFU#MVWHM@W=MJ'; M4S,3V=!MY9C:T.WC#]U6H'C9L.ZI!5F>:K L3_E@3"S(LO)$90NEW-^YI9:& MI]@)8[M<)8X!9 ^6ZI*S)PHC/+ZD*Q6 %5'6[4HIL^>SW QU6K)= MK $=76S!E >XI;?6=> =B?.Z_I^ST-KA'=DBPQ^C4YMK?K;JF8X*NAG#^$^D M;]%^K6IJN9+R:"@?6@=>OX( A(Z/M^^YMX$!)/8YDF.2+1J_QT.0H(ZYX?<] MP!?:&O-RA4^VC[;D9I">&1GX M0,#'UO*Q#IYO WQ%X!L "SZR#^ZR8RWN_^H@-.)<1-U:K63T.KG4".,>#B^E M#%CGUVR<7TKWS?P<84.<>\0IX>;B(N.Y+;HQFYOGBT]?0*UZS5R\4L)8=:NQ M<_$C"4/']:QAZ)E]D0BCQ_G<9?@I+Q4S-7>+KJM8N;F%K9'9%]%0)K(^Y1I. M-:27Z[6\XTE#E\A4Z"?$ZP"P,(FBO&@(.R48EPU&Y#\)?,4W?1"GA4-^!R$6 M(:Z?>,"[P:M73^72\=W$IS.Y *Z#\7I> QAB(>8G$?[A[RCQO7\XK^ "@. \ MB"$E@Z63G#7_F*8T%0_!46"FP^N A_6R89^ F^!##D%4GAL1$$F4^EA@E'M(V%5;Z8Q_HNC:WJUEG URS<_$[C2 XJ;,_%&C]YJ5QK_S3[IE3^W%:W&KG5@2V%AMMP2G;1<\^# MZ;QN YJK1[TO U@K>08Z#AMBZTRTV#2(Y3*5]LX6QHZ?VBZ)7S%\Q9L>A3=) MC*=Q&T4)R;T4LW(($Y?P!&R/?481&IUTDB(HIBZ_ )U$SH" M&].D[;T-*[@(P ."07R#A_\7"!&FZ^)]4E*PGT" K[A[%(/H*@'/W]'S&B61 M$WC/W_$O[O /!*OOJ!Q2:LYT4,(!Y@33(GP(\W"#DE!PWJJ'U26UF/20LQ\W MT] _ U%S;]W7UDIKK;362FO8VW-X>T"=*)F+<;5%"#9B M+^4&6*62:FVJUJ9JDDV5\\4^H*UT8J'50QJN>YATM ;Q&@8_C]F0E2@QNY'0 MD-M;PH[,8%>NJVQ1!,DL1W3#I(DNS\X;B BJ** U"21'+Z0<)_\G;-89F+@*7F)\$/)"?'K2.1F$J&J MX\+]%H1%8C&&_0($8 E)C>)L'1X 7@ :W!QX^7$\=]TP88O.-^T>PXR(0YIK MC=D,@4,*1*;_53#S)L(ZYII)Y&!%A/6E$X8[?+YHHU'2";;(//\N&B@WAO!!#=P0U,I6GF9G!68+'$.X/8P=/SP,V\ M)'6UR/-WQ>.CHXB[FVP9[U&,I>J_@1L_([:D/=CM(JQX7]>,<1ND;B>R+_G# M[OH,,:Y44B.#=(4@I:HG/G+G^$#&/44J%SFI'5==%]H G'@]T=,6N-#Q+V'H)ILH)H/O"QP1.3#8^%J"D)9+0+HB,WV5 M=$BO>_,(A24)4.VWYDSAKAKLN1>NEH@.]#-E^9*D:80[\:S]^N_UE%# "XI5 M7%+2RO__DA!&'G3)BLJ44>@@I47:978FZ:5H(*#5U'B>Q&MJ2Y"M&EQ'8YP9 MR-4*KE)0)5VX(U(["&C1/Y9+?,$2U4'&XESW]>@6O)8IH4[,38\&Y=NS%0-G M];#,SL1>+VY:D9I;<&?GY8(Z[\"YA&F*0-6I],PE_%($M'IUET76F'D2N<4[ MQZ.FP.J]F;N*_W&(Y%ZK#$ SH^>$ !S6_,&@GM>Y;MVK7&:T KD/]I1SV5,9 M8&;&'(N?ZCXV]@+-CU9&ROI>&(9F/L44[LC*??'1'N)>7E4&I)EA82JEX:%O MO<#NDY5]DN$4!82_*&]N<;P0"@;?%!A^MMM03>@60]3>+E(Q@ 6 7S0\YT8+ M?"7-30(7/W6SM+*'$+U"D@.),2F'A,;$ )C$*-P]IH; XA>S;7GX^X61(C-/ M] ZF'8O3"0;H:H="ITLUZXZ3<2CE4STDH=4E?+ X\1J$Q8^"E7#E,C&Z(\[T M'I'MGKBT;$.V O7]CTA2NP((1 <<$1O\@]0\NP+XAV)QZ]PD1YS?Y=K!?-P& MBF/P5(PV]MD_]_Z=1#'M@*OJV.^1G,"J7P>.&]-E('>&P@4^)#SB7#,5<<_C M<@7Q=4GT4TA4P-ZS[AY"*CBHWENT/_3U&W!IX8&RU.2.'NHQPL3NJX%NI5'G MN>>Y+VE["N;:3%KK?/?5O3H_: /_O1*<%8PZXJYHF,9Y? ,\TM&U>#GLG6D% M>T9V8)L#/V9RL;)EG$M%,%F4%4@5!O%,PM?4R?_N?=]\Y9D>JC0J[/5:E>D1 M-\-"WE=W9T$H,Q'E.C=\]V.0P6_%O'+XFRP0+-3 3%_OJ*!7C5LL.L'>J8/M M<;$0S4_VJE6^$E5;/HLIL7>K%F6RS7'$%L/>M,,(_:HCDX6OV(M6 >:''G$6 MW*+^8IU.53=6*K\<(9''/N!U*/UN[_B4'H--,,1$9C8V2J23_ZIJ=:A]Y5I9 MW@N5?V+BM'66Y5&P?UI=%'7.KM[,V7^.?'2UKF/JKU"YCAT4 M)W#JZM0+&4]7KV%TX'"9A$0#4["Z790TSB83%"JFTTQ*XWSVA(**6741U+E6 MJ3!0LE:-I,8_2:H$2I]1;*FB 4H5J5B8N90&47!$JH@WGWI61\1L&^$@L'9= M$0.V/S(?W&:M@GGLS3;K#0)KMS5O@/H9%6O>Y*^J7H\2!J79?BX5#\0:S+O> MOLQ_;K98'0A>/O,)\]6:+62'VL,==CCF#C1;G1T(7@YX[O%Q*WYS&6J M[CWP)<4O "LL>+SC0K![HWU6?PE-T?EY#^)*C$]>X XJ]7R*C31IMR?G5/0V MMB@Q(&.F/Z0PBB>BYQSJZ6AN,%(:F\:O]%^,C(Q4AF<]1:HK"(M>!WRW*3&V[4/(<)*6[Q[\)T@Q@^*Z_\D M<$N";OOOY!;2X\WW5X2\[]#WTTI)6&\BH7^I4#_\>W\$A 8;#Q.2G+8G5/O/ MO(;D>//+?RJ1V\U)<+RY8>VDC[^^A=@HK;KN^>1_^_?S;#(VT+Q:9%BO";;2 M'66F?12X/0KC<*^D=Y\0V5'FJ>2FJBSECWZK)@'S.+<0N=%<1[NEFXB9G5>D514R/136]^HQ)5'EV!X?G1XMF&YZ&* MR8"S0K$5.+ZF-V:V&%$'8OH>-;U)D#*\6FT2IC<'4H9B:]6(C^HNC&F&)/2& MCYHPA^QD,Z40&/4OD29S-HN%F\VET>$FZ,2OXN9@@5GJ1.#D3W%?%&M<80S' M&4G#OC@*.5,9PNKDI_$(MSCL6:2<.NEI )[< 1Y#-&$R&[]*' ^K5&,O'SX( MR_%:##U[Y7 +Q,/W\Q=[F;1@5Q^0F8-'RB$/ ][S;!XT932'ND>J:$X@<#W- M<,!Z7D,G1(61ZX)#33ITG7@VG65KZ(-@(CS@B.@JFJX?_P[ZA72'7, M)5)P0D>&[UG+%L;L(*8)+4QN61DPWBZ]\*\#;T2+XQ-8;6A1M24*-^E2>QY, MYU/ZH9R-48[X5*R*@MQK>&?=)YL7$"Z617QHQJ+0V[N%B(ZW8C;:(]BB4+:" M;#.-T258Y_00UTIH?=OIE3B/^(,@H]7 M?--2-@(7+%Y\N*+\B!F\N CJR8X+Z-'\'<;KRR2*L1X6%LE(^TOQ%Q"RZHE2 MUC);9PMCQR<#YNR1OEZWFZT#0R)U2*Z!T"3Y"(XX-ZP=8AG\E_ >Y2(WXKSN M07R/U>34]*%@8@?TQIW9I@I=@*/Y!M]VWHDC"IT@M1JLZ!*Q[4/2#_8:W+_ M123R] Y&8BLV'!-3Q?!V@R]OO D)6&F M5K,;2'%M<"1]1AF,9J<8R\E$U"7.&7QF=]QIO0R1\/W-8#.\DP[GX6W6XO;/ MYYEQ2'7JOJA3)6<18V;>!'Q/&B3^_F+ F=EJ20RXMK1N+/4 ]HW;7<(Q&P*82J%KQP8P^H2VGN)$\']F*DA"SL: M"N!A.!VKY&AO[@J$@F&7K$Z>F6:+/EARQNFRTFX:3O38<>I/"5:DP]UB20ZE M&S,S-NF3^CW[_5PS7&"U)8B0#XE^Z%TX/H'N:0U(0U42OMT[L'T0;J8;":]V MNEK-Y*PX>'FA(6FTTY'8X#)+1',CG^^W?K0I?="^HR_ M3 43? 6IN8D91ZH:!W\@2J_1] 00X?'Q(KC@ L3? 0@RQG]-\"V$?WH;I Q> M *Q($1?:^1*K.,]H"]U/)Y_$P\+4C*>G/)#HTO%'6?8?8YH(B$;4R8Y@@SMM M<*?YP9W2=XAP^&??D32B0>LGU6CA/:)%NTF.;@P1G7S5)B*]MG.)-%5TVFPL MJHU%M;&HTX--_?&655Y-CVE5]'SHA70U.-9L9TGOQRI2_40W/69T.+FBPG3$ MT+=2G=.H5[TZ&XR5\RG1.@2V(C$_"BNL9@ 3AQZ:+\2U<4'JHX%G@7*C$VTN M\9(#;=YV#^M<&HD/ RZ//YXA/*?@F.R?HE+4$? N=K\"M J=[7JGJK"C[(!' M$.+".Z/Q;<6L$G,4 ?Q_I(*R0KMQ/?FYE2M25#P8!=\$R@35?M;-9Y0S&@'W MIQ5Z_9GJ_^$NY3/[RR&+V8__^/;$PUGYMX>JHI-5XLU/'+XQ?+'*/RT$!N.9 M=#P]'%2D_$\+ 5N!1<%,9!QKG:1&UZ]X)VL+LO2HZ=!R-$UW=O&)-M0I=DWW M:O%=6VC__C3=9\4-2JVZP^R3L\R?5U%YP-!2*@I2:\3>/ /VG3L^6T*>[8&2 MT 6Z[ EM@QZO3:%V5M:N, N[0E,I7[2,OV/)EY7AB63K]W:0.;[2QVIV0+GH M$<;D$H8N-4#+1 ]WT[*ED8^]-+(UBUBSB#6+R)>Z- \IE:4N#3:&<-4AY+]) MYV J45WDTDRSB6"1RPX]>.:F$B5&)K-#DDQ M2<7@TS4Z]9K=5+J:DN;KI(CC,]S@7UDLG_!/HR4^1T7HV*G(BT7=F%I[B!C8 M]W5*)KB)[.>GV EC4GQ7--=;]6:WSY12S*'!?JM)8]<F9M+UE:E6@V>2V&# 6V"\VP6Q&,3Y*[I M?&;F)3LXA%Q6G %3L\>VM;)(6WS5NH#/?A.$&/][?H_"=R2 MB';Q>+%.4EH"X!P?1)D@O0<2LV@@,,J.N@"!N]XXX9_B)6N[:8TSHUW!AZ@U MN)O64!:_K\X;W"0;_KU4\]%@O&%-09RW_8^&XNV1]#H3XVSODT'Y$C';EC[0 M<6H:[FZRY\7E&0>Q420!J8^H0*R5R8PDT0@+"H09(V,3X7D/IDV$5W 015U M312T.'_P<,3,^ VS$)(B.:2DDY3_IYW0Z/8#OHFB[E69B_^G8U_;5'>;ZFY3 MW36<,BX-9RXN"!YML56&E[3;N00D\[P4D-#[9BZ.1;XKL/28W3^&'XP#IOZQ MCVI,#:9[]IK,,:C6(,30,%/4=*&Q;[IC:,Q=?/";8O(M# M7FNQ=;T!*=>;K8]V ."#")8P)H=,82R*)/6IA*&(LJ\C$P(S$F0M%^!+0N.F M,%ND]4(628^K M8[,%0>1D\=F/F)^06C_9_I1Q'0B1G8 4%PD9 -8X!>#0[I24J;H_]RC^)\@QAM] M0YK.>5>@2'X1D9Y2Y'7<%G6,7>,G?$S862P7E)5G=$U7O>^,6PCKF.LA,T1T M"<4 -!"0RF:NQV<+TZ=$&M-^S0>Y&+W!N*4)-TKYS2CJ.0=4"DDH1H=?CGXI M-TP%B0,_%S5& 6+T:&E55":)5X>DU%IR>]( "5Z/,TI_N<_+HL] TWIQ2,U$2[#G:ATOEM\B0 K)Q8N7M"OB;7#] MYJZ)^_8&A0?;GW6@Y%=;>@VC7UM_<';$KB 4;MY$03_WOP."-O#.\4YU5H!L M16(H>L1;+',8R,^+A_;H,RZR>^D_/H-P(Y3W*$Y;ZI5#:UGLCU42"2*/ R%R M^E='2F),2!H4@[.>T460[V)Y P,G<*'C/Z"T[2S5HB+XXN,/HQY'K>>PD\!) MZ>Q'G=/E" LO,>;X"*F;]QBS.5!4Y"=3(:1C+G0HDM)2:L:>/F%D;$T\U*RU M3/&+DP=TT]-H)+9SHS6H<@Z9<4.YF9&\#)%9\%5ELM8:XX:A)W*3S\4(IQ3G MLK(XES)8 P$HM5?/S'9%*(6Z'+&IWN.%8L>?"FP='B]>RP6#R\R;1\8JU+C- M>,Q6!: ?S)200P)::_ED@)HM!T5=LLP:7B#T<:Y.?B4N$0:CJ2Y&=PV\Q >+ MY5S# GKY%F1$FYE04FH*U^___[5U?;]L@$/].U31I+Y.R=G\J MM?&T>).V-RVFCQ!S=75SF>0A? M<2KW?)3R-\0<$P9*^ >G/3:.8][Q8"]9$A\=ST"])CX77*5(SZB_0$]$EQF MH$@6^S[">1^YGG.]P5KXBF!T@Q\PKŠ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

    E$/UC3V7#AJ/TU6$<@W=Q=X(F^^4*HS^UA' +BRB=5? QG0'NME1T\)I<^R7/5_/ MQ[=EGJRGY>DPHU-G&C[+%7/4->FLOW;\KMCJ9VI+'Y9) .0TX.KW").1F3O/ MS,M339V E.\2C;F^-9@/&&"M+5^WWLPVN[FLXL[GZS4.#1+,TTG[S!RLP=E& M"6[+Y*@>;:&J$J/R"ARP)8MX=L*]6&E-P]"M@Q6!;]:U5C24-P7JSWE1U[ZL MPQ\;NA8;);-+,X3S'IB.:>"Y**IRT@]UE=^AVR'ZV M6Q;,J1YR,+H06??.$@;%0(86TP918H$K58%T'SYP/JI[U^..UVL M,[;\_W@ MOS8I'W]?W_SWX%&EB2U[N'V>CUKC""@I476,)4''_VQ(VZ/4\29V8J.]AAOG M>9+9(D)4'!/$[;,\GYXITA0[]>RM&X1&'J@\H*+041&))E)\RB=NDIL&]&(? MYZ[M%&$C?I6R")3T9TL""LK%&.L. X+(L_>3#JG7RFT3V?!6^+C [PPF#;&1 M.B'K.%O6_!XD5_J1#]A61,$P,-T3M5PS2WM+;V[#OE)NML;; FUHV65_B;DP M*JHB]-0W/2WF#SA_T@Y,.ME^ =PL-_QF/.C0'5M&\.44BO,E8:$UPY/ZIM]$ MAG1PON1O@-%E324+6T'30EGE_'.N9$AN"02U\EFJC"+9QX/,IY,CPU_(<-4 M^QLJ1=W9'M8]1Q*-1M/&Z[H66S4QO$@2P4 %Y@J_F^O=/'#7HLV=>W7F[X5D M^PLQ(@Q)BRTTV.RB:;M#:G)?.'A:E8*7_5&OPS5 $]V%J/"Q339L5"QE5._* M>Z[FL6- ;;IKL@6=3OQ]LYCB"">+=XG/?L"X.OEV>!-$S?H8U!X5-3US<)6) MI)(87_JX8\_\B&!6-/'J_*V%?.!M*P6/?1F(]"W??7W1^:C#STS$'**PF[Q6 M1LN2[BR,OPI]Y,:7&(&XYH\#H/E7C\RM>Y>>8U699TZE0\$)-U#)C[X[\PQ3 M;&2F;LA2^E$(09@F#<;[2#U!_I6,N=46I]HCS,,'S9*FY1KTWU'BL@L>5L * MNL!VU(Z)""3G2SD054LK,K43/2\?'T=ZJ%-=312$(=*L]'A=8$P+6*3"F6WF M6.*#I6SPDVJ'7?NDA7\I7'NOT8-I%"I[\H8["UML?Q,;^CA.'C\(-U@!-YS= XV9RI 5L&3!2GS_A *@5R$#-?SFJS%8$:9\)[EZ,N MU<)_('@!-#PX>"H_]FK#MZRDK"=T$]"WM%52'KS:)-;*5;/]FF' M%TV5&YUB"P?.+/H\1C=B"SL?ZGT[IUWS1HJ6I5X M600K?)-V57"::/7*4?O^"\MBP_B3^'OJ&5]NR>,^E5$D@N!AXI%N4C7KCA!7*H?=LF;"OTV][?60%TF$6" MT!PJX3^5.+QCF!W:+ZG+0,+=O:\$YP4QH8SO*/ 3OX\H7]R_2FX,AV% 1K9S M+^M'=G+'E2E^\L*^_1 \PNAYU:3RAY[B0=W<+5GLTB()XN\]99>(R?&7V'EG MS42ROW#^]=SJ2^EV3RLFT-N[O47RB@Z%PZ^[I8Y!",-3,GL;M-%387R2RFH!%1*(Q?BOUAF)K?*,T/-8]Y$E7 P4<#O00O1GHZB%ZKK[V_ M$$_3#90]C[)>_((])CG,=H 8W4FL*A4N/ MXW=EN;>SC'S"KM/M$&)%>WI5*@S3+9B:0SF6Q?3HM6D>W MAL-04=LO'P[BIZT+FQ+8VL^#RPLR*!L'J(RUF)H(&2#=)4T.K_F3#^>0P57N M1!< KXYXI"JB)X..@\M+F9_((M(9$F&2F91)/L":+X *F\>Z-S7*E\E@'2T<&(_ M2\Z1V6(NK6O.0*L/SE\B>3R_D 845H ME\D]LJFP@V-K@737N-P>K2S.[K)%MIM2@D?^8W?6U#S M4Z/!^:'1&2S"W#&R8IU0;>Q:9+EVW*2T)\U^J2H4/.9S=R$754RG6S>ZK;:6 M*\<62G.",WH3V/%\ U6D=J--RH\(K>L_%XG'O\W9I175HWLR"O6GC).#!^.= M^+J<)1.W#&"W0:H &+F7Z]+4&+>C4-+:N=WN!'U&T,.(/RIEQ(\7W2%[H0&U> );&?:(_:*P$5Q4>?SPJ M>SM45U35*E?>>FE.?R7 MET;#>.FWL1/F\U+\_6=:MMA!LE/PKB=4\34S, MAU"N(&#\DA^XIEXV2/;&93,H@ ^,[ZO^]\*:_MV+N(S\92^!EUY_PGL#UOX6 MZ/NW_-_27X4)+B/_GI,J&_QI1B[^2'($("#U />QR;J2^"?[5P;W-#_G\AGG M/[[_5NI_];BW*%)ESK_3_*O6QRK_KBW7+H?H[]\4_]21#Y?+SO_&G[_Z@?NQ M[K+D/W?W3U?_0S?_O'M)D( P_R_B?Z0 T/SS /]UU8;$S)*-WT((] +,MR8;3W&?_))Q_WC^OW#0 -D_PFZK3/\> MBVN#YPH[T(0V&XAD_/VHS_^FL_S^E?[_EOYS-?MJRDC%KB3GSB_Q15K8B3+T M]]&Y*UZAG!74%GP!2%\ /V(O+XE;F?L]1)!!F7J6+W-Z@@/=,E6%%P ,NB)+ MZZIC?7EMW-[.Z>KY".S<]_*20]MA?=CDBPM@L'4O]U\D_T7R7R3_1?)?)/]% M\E\D_T7R7R3_2R3!_PC_#]7X$"@]B-A0&QGWCZN(3YQ6)PC^__K.ZW^E_^<2 M+X4ZX<6O_P-02P$"% ,4 " K@5I2QISL4&KZ! NZ6 %0 M @ $ 979B9RTQ,&M?,C R,#$R,S$N:'1M4$L! A0#% @ *X%: M4B6V.,(E'P X(4! !$ ( !G?H$ &5V8F'-D4$L! A0#% @ *X%:4FPLAATJ&@ 7=(! !4 ( ! M\1D% &5V8F&UL4$L! A0#% @ *X%:4J3\B!\, M@0 ;,$* !4 ( !ID0& &5V8F7% M!@!E=F)G+65X,3 Q,5\R.#!@!E=F)G M+65X,3 Y7S(X."YH=&U02P$"% ,4 " K@5I2 8,WEHD$ "=5 $ M @ '=_P8 979B9RUE>#(Q,5\X+FAT;5!+ 0(4 Q0 ( "N! M6E*9:=%/A 0 / ? 1 " 90$!P!E=F)G+65X,C,Q7SDT M+FAT;5!+ 0(4 Q0 ( "N!6E+)N5PPZ @ )]* 0 " M 4<)!P!E=F)G+65X,S$Q7S8N:'1M4$L! A0#% @ *X%:4OSJE+L-"0 M"$P !$ ( !71(' &5V8FI/!0 KR4 !$ M ( !^R ' &5V8F28' &=N;6AS8G-X:31Q,# P,2YJ<&=02P4& ! $ +! .3 ( end

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