0000950170-22-021958 | 10-Q | XBRL Viewer | Definitive Healthcare Corp

Long-term Debt

9 Months Ended

Sep. 30, 2022

Long-Term Debt, Unclassified [Abstract]

10. Long-Term Debt

Long-term debt consisted of the following as of September 30, 2022 and December 31, 2021, respectively:


	September 30, 2022
(in thousands)	Principal		Unamortized debt issuance costs / financing costs			Total debt, net
2021 Term Loan	$	268,125	$	(2,186	)	$	265,939
Less: current portion of long-term debt							6,875
Long-term debt						$	259,064


	December 31, 2021
(in thousands)	Principal		Unamortized debt issuance costs / financing costs			Total debt, net
2021 Term Loan	$	273,282	$	(2,599	)	$	270,683
Less: current portion of long-term debt							6,875
Long-term debt						$	263,808

During the nine months ended September 30, 2022, the Company repaid $5.2 million in outstanding principal of the 2021 Term Loan.

2021 Credit Agreement

In September 2021, DH Holdings entered into a credit agreement (the "2021 Credit Agreement") with Bank of America, N.A., as administrative agent, the other lenders party thereto and the other parties specified therein. The 2021 Credit Agreement provides for (i) a $275.0 million term loan A facility (the "2021 Term Loan") and (ii) a $75.0 million revolving credit facility (the "2021 Revolving

Line of Credit" and, together with the 2021 Term Loan, collectively, the "2021 Credit Facilities"), the proceeds of which were used to repay a portion of the indebtedness outstanding under a previous credit agreement. Both the 2021 Term Loan and the 2021 Revolving Line of Credit mature on September 17, 2026. The 2021 Credit Facilities include customary affirmative, negative and financial covenants. The 2021 Credit Facilities are guaranteed by all of DH Holdings' wholly-owned domestic restricted subsidiaries and AIDH Buyer, a Delaware limited liability company and the direct parent company of DH Holdings, in each case, subject to customary exceptions, and are secured by a lien on substantially all of the assets of DH Holdings and the guarantors, including a pledge of the equity of DH Holdings, in each case, subject to customary exceptions.

The 2021 Term Loan is subject to annual amortization of principal, payable in equal quarterly installments on the last day of each fiscal quarter, commencing on December 31, 2021 (the "Initial Amortization Date"), equal to approximately 2.5% per annum of the principal amount of the term loans in the first year and second year after the Initial Amortization Date and approximately 5.0% per annum of the principal amount of the term loans in the third year, fourth year and fifth year after the Initial Amortization Date. A balloon payment of approximately $220.0 million will be due at the maturity of the 2021 Term Loan. There was $268.1 million outstanding on the 2021 Term Loan at September 30, 2022.

DH Holdings is required to pay the lenders under the 2021 Credit Agreement an unused commitment fee of between 0.25% and 0.30% per annum on the undrawn commitments under the 2021 Revolving Line of Credit, depending on the total net leverage ratio, quarterly in arrears. The expense is included in interest expense in the statements of operations. There was no outstanding balance on the 2021 Revolving Line of Credit at September 30, 2022.

For both the 2021 Term Loan and 2021 Revolving Line of Credit, DH Holdings may elect from several interest rate options based on the LIBO Rate or the Base Rate plus an applicable margin. The applicable margin is based on the total leverage ratio beginning in the fiscal year ended December 31, 2022. As of September 30, 2022, the effective interest rate was 4.87%.

On October 31, 2022, the Company amended the 2021 Credit Agreement to replace the LIBO rate with Term SOFR plus an applicable rate.

In connection with the 2021 Credit Agreement, the Company capitalized financing costs totaling $3.5 million, $2.8 million for the 2021 Term Loan facility and $0.8 million for the 2021 Revolving Line of Credit. The financing costs associated with the 2021 Term Loan facility are recorded as a contra-debt balance in Term loan, net of current portion in the condensed consolidated balance sheets and are amortized over the remaining life of the loan using the effective interest method. The financing costs associated with the 2021 Revolving Line of Credit are recorded in Other assets in the condensed consolidated balance sheet are amortized over the life of the arrangement. At September 30, 2022, the unamortized financing costs were $0.6 million.

Summary of Significant Accounting Policies	9 Months Ended
Summary of Significant Accounting Policies	Sep. 30, 2022
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	2. Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and in conformity with rules applicable to quarterly financial information. Any reference in these notes to applicable accounting guidance is meant to refer to the authoritative nongovernmental GAAP as found in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”). The condensed consolidated financial statements as of September 30, 2022 and for the three and nine months ended September 30, 2022 and 2021 are unaudited. Amounts for the period from January 1, 2021 through September 15, 2021 presented in the condensed consolidated financial statements and notes to the condensed consolidated financial statements herein represent the historical operations of Definitive OpCo. The amounts as of September 30, 2022 and December 31, 2021 and for the period from September 16, 2021 reflect the consolidated operations of Definitive Healthcare Corp. and its consolidated subsidiaries. All adjustments, consisting of normal recurring adjustments, except as otherwise noted, considered necessary for a fair presentation of the unaudited interim condensed consolidated financial statements for these interim periods have been included. Refer to Note 2 below and to Note 2. Summary of Significant Accounting Policies in the notes to the consolidated financial statements in the Annual Report on Form 10-K for the fiscal year ended December 31, 2021 for the Company’s significant accounting policies and estimates. Use of Estimates in the Preparation of Financial Statements The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates, judgments, 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, as well as the reported amounts of revenues and expenses during the reporting period. These estimates include, but are not limited to, revenue recognition, allowance for doubtful accounts, contingencies, valuations and useful lives of intangible assets acquired in business combinations, equity-based compensation, and income taxes. Actual results could differ from those estimates. Leases Effective January 1, 2022, the Company adopted Accounting Standards Update (“ASU”) No. 2016-02—Leases (Topic 842) (“ASC 842”). In accordance with ASC 842, the Company, at the inception of the contract, determines whether a contract is or contains a lease. For leases with terms greater than 12 months, the Company records the related operating or finance right of use asset and lease liability at the present value of lease payments over the lease term. The Company is generally not able to readily determine the implicit rate in the lease and therefore uses the determined incremental borrowing rate at lease commencement to determine the present value of lease payments. The incremental borrowing rate represents an estimate of the market interest rate the Company would incur at lease commencement to borrow an amount equal to the lease payments on a collateralized basis over the term of a lease. Renewal options are not included in the measurement of the right of use assets and lease liabilities unless the Company is reasonably certain to exercise the optional renewal periods. Some leases also include early termination options, which can be exercised under specific conditions. Additionally, certain leases contain incentives, such as construction allowances from landlords. These incentives reduce the right-of-use asset related to the lease. Some of the Company's leases contain rent escalations over the lease term. The Company recognizes expense for operating leases on a straight-line basis over the lease term. The Company’s lease agreements contain variable lease payments for common area maintenance, utility, and taxes. The Company has elected the practical expedient to combine lease and non-lease components for all asset categories. Therefore, the lease payments used to measure the lease liability for these leases include fixed minimum rentals along with fixed non-lease component charges. The Company does not have significant residual value guarantees or restrictive covenants in the lease portfolio. Derivative Instruments and Hedging Activities FASB Accounting Standards Codification (“ASC”) 815—Derivatives and Hedging (“ASC 815”), provides the disclosure requirements for derivatives and hedging activities with the intent to provide users of financial statements with an enhanced understanding of: (a) how and why an entity uses derivative instruments, (b) how the entity accounts for derivative instruments and related hedged items, and (c) how derivative instruments and related hedged items affect an entity’s financial position, financial performance, and cash flows. Further, qualitative disclosures are required that explain the Company’s objectives and strategies for using derivatives, as well as quantitative disclosures about the fair value of and gains and losses on derivative instruments, and disclosures about credit-risk-related contingent features in derivative instruments. As required by ASC 815, the Company records all derivatives on the balance sheet at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Derivatives may also be designated as hedges of the foreign currency exposure of a net investment in a foreign operation. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company may enter into derivative contracts that are intended to economically hedge certain of its risk, even though hedge accounting does not apply or the Company elects not to apply hedge accounting. In accordance with the FASB’s fair value measurement guidance in ASU 2011-04—Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRS (“ASC 820”), the Company made an accounting policy election to measure the credit risk of its derivative financial instruments that are subject to master netting agreements on a net basis by counterparty portfolio. Adoption of Recently Issued Financial Accounting Standards In October 2021, the FASB issued ASU No. 2021-08—Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. This new accounting standard requires contract assets and contract liabilities (i.e., deferred revenue) acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with ASC 606—Revenue from Contracts with Customers. The standard requires the acquirer to recognize contract assets and contract liabilities at the same amounts recorded by the acquiree. The new accounting guidance is effective for fiscal years beginning after December 15, 2022, with early adoption permitted. The Company adopted this new accounting guidance effective January 1, 2022. In connection with the acquisition of Analytical Wizards completed in the first quarter of 2022, the Company recorded contract liabilities of $3.4 million. Refer to Note 3. Acquisitions for further details. In March 2020, the FASB issued ASU No. 2020-04—Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The amendments of ASU No. 2020-04 are effective for companies as of March 12, 2020 through December 31, 2022. An entity may elect to apply the amendments for contract modifications by Topic or Industry Subtopic as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020, or prospectively from a date within an interim period that includes or is subsequent to March 12, 2020, up to the date that the financial statements are available to be issued. The amendments in this update apply only to contracts, hedging relationships and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform and provide optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. The Company adopted the update effective October 1, 2022, but the adoption did not have a material impact on the Company’s condensed consolidated financial statements. In December 2019, the FASB issued ASU No. 2019-12—Income Taxes (Topic 740), Simplifying the Accounting for Income Taxes. This standard removes certain exceptions for investments, intra-period allocations and interim tax calculations and adds guidance to reduce complexity in accounting for income taxes. The amendment is effective for fiscal years beginning after December 15, 2021. The Company adopted this new accounting guidance effective January 1, 2022, but the adoption did not have a material impact on the Company’s condensed consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02—Leases. The new standard establishes a right-of-use (“ROU”) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than twelve months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. The Company adopted ASU No. 2016-02—Leases effective January 1, 2022 using the modified retrospective transition method. Prior period results will continue to be presented under ASC 840 as it was the accounting standard in effect for such periods. The Company elected to apply the package of practical expedients that allows entities to forgo reassessing at the transition date: (1) whether any expired or existing contracts are or contain leases; (2) lease classification for any expired or existing leases; and (3) whether unamortized initial direct costs for existing leases meet the definition of initial direct costs under the new guidance. The Company did not elect the hindsight practical expedient. The Company elected to use the practical expedient that allows the combination of lease and non-lease contract components in all of its underlying asset categories. Finally, the Company also elected a policy of not recording leases on its condensed consolidated balance sheets when the leases have a term of 12 months or less and the Company is not reasonably certain to elect an option to renew the leased asset. Due to the adoption of this guidance, the Company recognized operating right-of-use assets of $12.7 million and operating lease liabilities of $14.0 million as of the date of adoption. The difference between the right-of-use assets and lease liabilities on the accompanying condensed consolidated balance sheet is primarily due to the accrual for lease payments as a result of straight-line lease expense and unamortized tenant incentive liability balances. The Company did not have any impact to opening retained earnings as a result of the adoption of the guidance. The adoption of this new guidance did not have a material impact on the Company’s results of operations, comprehensive loss, cash flows, liquidity or the Company’s covenant compliance under its existing credit agreement. Recently Issued Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU No. 2016-13—Financial Instruments – Credit Losses (Topic 326) – Measurement of Credit Losses on Financial Instruments. This standard is intended to improve financial reporting by requiring earlier recognition of credit losses on financing receivables and other financial assets in scope, such as trade receivables. The amendment is effective for fiscal years beginning after December 15, 2022. The Company will adopt the update effective January 1, 2023 and does not expect the adoption of the standard to have a material impact on its consolidated financial statements.

Fair Value Measurements

9 Months Ended

Sep. 30, 2022

Fair Value Disclosures [Abstract]

Fair Value Measurements

12. Fair Value Measurements

ASC 820, Fair Value Measurements and Disclosures (“ASC 820”), defines fair value as the price that would be received for an asset, or paid to transfer a liability, in an orderly transaction between market participants on the measurement date, and establishes a three-level fair value hierarchy that prioritizes the inputs used to measure fair value as follows:

Level 1 - Observable inputs that reflect unadjusted quoted prices in active markets for identical assets or liabilities.

Level 2 - Other inputs that are directly or indirectly observable in the marketplace.

Level 3 - Unobservable inputs that are supported by little or no market activity, including the Company’s own assumptions in determining fair value.

The Company’s financial assets and liabilities subject to the three-level fair value hierarchy consist principally of cash and equivalents, short-term investments, accounts receivable, accounts payable, long-term and short-term debt and contingent consideration payable. The estimated fair value of cash included in cash and cash equivalents, accounts receivable and accounts payable approximates their carrying value due to due to their short maturities (less than 12 months).

Debt

The Company’s short- and long-term debt are recorded at their carrying values in the condensed consolidated balance sheets, which may differ from their respective fair values. The carrying values and estimated fair values of the Company’s short- and long-term debt approximate their carrying values as of September 30, 2022 and December 31, 2021, based on interest rates currently available to the Company for similar borrowings.

Money market funds (included in cash and cash equivalents)

Money market funds are recorded at fair value using quoted market prices in active markets and are classified as Level 1 in the fair value hierarchy.

Short-term investments

The Company utilizes a third-party pricing service for the valuation of its short-term investments. U.S. treasuries consist of short-term treasury bills that are recorded at fair value using market information obtained from dealers and brokers and classified in Level 2 of the fair value hierarchy. Commercial paper is carried at fair value, which is determined using a market yield curve-based approach based on observable inputs. Commercial paper is classified as Level 2 in the fair value hierarchy.

Derivative financial instruments

Currently, the Company uses interest rate swaps to manage interest rate risk. The valuation of these instruments is determined using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves and implied volatilities.

To comply with the provisions of ASC 820, the Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements.

Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by the Company and its counterparties. The Company has determined that the

significance of the impact of the credit valuation adjustments made to its derivative contracts, which determination was based on the fair value of each individual contract, was not significant to the overall valuation. As a result, all of its derivatives held as of September 30, 2022 were classified as Level 2 in the fair value hierarchy.

Contingent consideration

The deferred consideration that resulted from the acquisition of Analytical Wizards in the first quarter of 2022, which is subject to the meeting of certain expense control metrics during the two-year period following the AW acquisition, is measured at fair value on a recurring basis. The fair value was estimated based on the present value of the amount expected to be paid at the end of the measurement period. At September 30, 2022, the fair value of the contingent consideration was estimated to be $1.0 million and is included in other long-term liabilities on the condensed consolidated balance sheet.

The contingent consideration that resulted from the earn-outs associated with the acquisition of Monocl Holding Company in October of 2020, which was included in accrued expense and other current liabilities in the condensed consolidated balance sheet as of December 31, 2021 was paid in the first quarter of 2022.

Earnout liabilities are classified within Level 3 in the fair value hierarchy because the methodology used to develop the estimated fair value includes significant unobservable inputs reflecting management’s own assumptions. The table below presents a reconciliation of earnout liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3):


(in thousands)	September 30, 2022			December 31, 2021
Balance at beginning of period	$	7,500		$	5,236
Additions		1,000			—
Net change in fair value and other adjustments		—			3,764
Payments		(7,500	)		(1,500	)
Balance at end of period	$	1,000		$	7,500

Non-recurring fair value measurements

Certain assets and liabilities, including property, plant and equipment, lease right-of-use assets, goodwill and other intangible assets, are measured at fair value on a non-recurring basis. These assets are remeasured when the derived fair value is below the carrying value on the Company’s condensed consolidated balance sheet. For these assets, the Company does not periodically adjust carrying value to fair value except in the event of impairment. When impairment has occurred, the Company measures the required charges and adjusts the carrying value as discussed in Note 2. Summary of Significant Accounting Policies of the notes to the consolidated financial statements in the Company’s 2021 Form 10-K.

During the second quarter of 2022, in relation to our office relocations, the Company recorded an impairment charge of $1.0 million, comprised of $0.9 million relating to the operating lease right-of-use assets, and $0.1 million relating to the leasehold improvements. The fair value determination was based on valuation techniques using the best information available and included comparable market information and discounted cash flow projections.

At September 30, 2022, assets and liabilities measured at fair value on a recurring basis were as follows:


(in thousands)	Total		Level 1		Level 2		Level 3
Assets:
Cash and cash equivalents:
Money market funds	$	102,741	$	102,741	$	—	$	—
Commercial paper (maturities less than 90 days)		13,539		—		13,539		—
Short-term investments:
U.S. Treasuries		44,699		—		44,699		—
Commercial paper		76,099		—		76,099		—
Prepaid expenses and other current assets:
Interest rate swap contracts		3,027		—		3,027		—
Other assets:
Interest rate swap contracts		3,646		—		3,646		—
Liabilities:
Other long-term liabilities:
Contingent consideration		1,000		—		—		1,000

At December 31, 2021, except for the contingent consideration noted above, the estimated fair values of all of the Company’s financial assets and liabilities subject to the three-level fair value hierarchy approximated their carrying values due to their short-term maturities (less than 12 months).

- Definition

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.

+ References + Details

Revenue - Summary of Deferred Contract Costs (Details) - USD ($) $ in Thousands	9 Months Ended		12 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Disaggregation of Revenue [Line Items]
Additional amounts deferred	$ 162,355		$ 188,977
Deferred contract costs, net of current portion	13,164		11,667
Deferred contract costs	(10,070)	$ (9,043)
Deferred Contract Costs [Member]
Disaggregation of Revenue [Line Items]
Balance at beginning of period	18,547	$ 8,899	8,899
Costs amortized	(6,274)		(4,792)
Additional amounts deferred	10,070		14,440
Balance at end of period	22,343		18,547
Deferred contract costs, net of current portion	9,179		6,880
Non-current	13,164		11,667
Deferred contract costs	$ 22,343		$ 18,547

Segment and Geographic Data

9 Months Ended

Sep. 30, 2022

Segment Reporting [Abstract]

Segment and Geographic Data

20. Segment and Geographic Data

The Company operates as one operating segment. Operating segments are defined as components of the Company for which separate financial information is available and evaluated regularly by the Company’s chief operating decision maker in deciding how to allocate resources and in assessing performance. The chief operating decision maker for the Company is the chief executive officer. The chief executive officer reviews financial information presented on a consolidated basis, accompanied by information about revenue by type of service and geographic region, for purposes of allocating resources and evaluating financial performance.

Revenues by geographic area presented based upon the location of the customer are as follows:


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
(in thousands)	2022		2021		2022		2021
United States	$	54,483	$	40,863	$	154,091	$	114,339
Rest of world		2,899		2,221		7,963		5,502
Total revenues	$	57,382	$	43,084	$	162,054	$	119,841

For a summary of our revenue disaggregated by service, refer to Note 4. Revenue.

Long-lived assets by geographical region are based on the location of the legal entity that owns the assets. Long-lived assets by geographic area presented based upon the location of the assets are as follows:


(in thousands)	September 30, 2022		December 31, 2021
United States	$	4,069	$	4,705
Rest of world		512		364
Total long-lived assets	$	4,581	$	5,069

- Definition

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.

+ References

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+ Details

Fair Value Measurements - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended
	Jun. 30, 2022	Sep. 30, 2022
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Business combination, Contingent consideration, Liability		$ 1.0
Office Relocation [Member]
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Asset Impairment Charges	$ 1.0
Operating Lease Right Of Use Asset [Member] \| Office Relocation [Member]
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Asset Impairment Charges	0.9
Leasehold Improvements \| Office Relocation [Member]
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Asset Impairment Charges	$ 0.1

Leases (Tables)

9 Months Ended

Sep. 30, 2022

Leases [Abstract]

Schedule of Lease Costs

The Company recorded the following lease costs for the three and nine months ended September 30, 2022:


(in thousands)	Three Months Ended September 30, 2022		Nine Months Ended September 30, 2022
Lease Cost
Capitalized operating lease cost	$	848	$	2,571
Variable lease cost		—		1
Total lease cost	$	848	$	2,572


(in thousands)
Supplemental Cash Flow and Other Information
Cash paid for amounts included in measurement of lease liabilities and capitalized operating leases:
Operating cash flows	$	2,340

Right-of-use assets obtained in exchange for lease liabilities:
Capitalized operating leases	$	979

Schedule of Leases Term and Discount Rate

Lease term and discount rate consisted of the following at September 30, 2022:


	September 30, 2022
Weighted-average remaining lease term (in years):
Capitalized operating leases		5.85

Weighted-average discount rate:
Capitalized operating leases		4.2	%

Schedule Of Future Minimum Payments For Operating Leases

The table below reconciles the undiscounted future minimum lease payments (displayed by year and in the aggregate) under noncancelable operating leases with terms of more than one year to the total operating lease liabilities recognized on the condensed consolidated balance sheets as of September 30, 2022.


(in thousands)	Capitalized Operating Lease
2022, excluding the nine months ended September 30, 2022	$	800
2023		1,955
2024		2,348
2025		2,144
2026		2,071
Thereafter		4,458
	$	13,776

Imputed interest		1,620
Lease liability balance at September 30, 2022	$	12,156

Schedule of Maturities of Lease Liabilities

Future aggregate minimum annual lease payments as of December 31, 2021 reported in our 2021 Form 10-K under the previous lease accounting standard were as follows:


(in thousands)	Operating Lease
2022	$	3,120
2023		1,895
2024		2,282
2025		2,174
2026		2,165
Thereafter		4,805
	$	16,441

Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Property Plant And Equipment [Line Items]
Property, Plant and Equipment, Gross	$ 10,014	$ 9,672
Less: accumulated depreciation and amortization	(5,433)	(4,603)
Property and equipment, net	4,581	5,069
Computers and Software [Member]
Property Plant And Equipment [Line Items]
Property, Plant and Equipment, Gross	5,557	4,744
Furniture and Equipment [Member]
Property Plant And Equipment [Line Items]
Property, Plant and Equipment, Gross	1,659	1,580
Leasehold Improvements
Property Plant And Equipment [Line Items]
Property, Plant and Equipment, Gross	$ 2,798	$ 3,348

Document and Entity Information - shares	9 Months Ended
Document and Entity Information - shares	Sep. 30, 2022	Nov. 01, 2022
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2022
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q3
Entity Registrant Name	Definitive Healthcare Corp.
Entity Central Index Key	0001861795
Entity Tax Identification Number	86-3988281
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Entity File Number	001-40815
Entity Shell Company	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Small Business	false
Entity Interactive Data Current	Yes
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	492 Old Connecticut Path
Entity Address, Address Line Two	Suite 401
Entity Address, City or Town	Framingham
Entity Address, State or Province	MA
Entity Address, Postal Zip Code	01701
City Area Code	508
Local Phone Number	720-4224
Trading Symbol	DH
Title of 12(b) Security	Class A Common Stock, $0.001 par value
Security Exchange Name	NASDAQ
Document Quarterly Report	true
Document Transition Report	false
Entity Common Stock Shares Outstanding		105,080,062

Loss Per Share - Schedule of Net Loss Per Share, Basic and Diluted (Details) - USD ($)
$ / shares in Units, $ in Thousands

3 Months Ended

9 Months Ended

Sep. 30, 2022

Jun. 30, 2022

Mar. 31, 2022

Sep. 30, 2021

Sep. 30, 2022

Sep. 30, 2021

Net loss

$ (6,354)

$ (9,579)

$ (13,057)

$ (20,966)

$ (28,990)

$ (46,493)

Less: Net loss attributable to Definitive OpCo prior to the Reorganization Transactions

(7,816)

(33,343)

Net Loss

(3,665)

(5,172)

(12,527)

(5,172)

Net loss attributable to Definitive Healthcare Corp.

(2,689)

(7,978)

(16,463)

(7,978)

Basic net loss per share attributable to common stockholders [Abstract]

Allocation of net loss attributable to Definitive Healthcare Corp.

$ (2,689)

$ (7,978)

$ (16,463)

$ (7,978)

Weighted average number of shares of Class A outstanding

^[1]

102,904,565

88,263,333

99,776,742

88,263,333

Net loss per share, basic

^[1]

$ (0.03)

$ (0.09)

$ (0.16)

$ (0.09)

Net loss per share, diluted

^[1]

$ (0.03)

$ (0.09)

$ (0.16)

$ (0.09)

Common Class A [Member]

Net loss

$ (6,354)

$ (20,966)

$ (28,990)

$ (46,493)

Less: Net loss attributable to Definitive OpCo prior to the Reorganization Transactions

(7,816)

(33,343)

Net Loss

(3,665)

(5,172)

12,527

(5,172)

Net loss attributable to Definitive Healthcare Corp.

(2,689)

(7,978)

(16,463)

(7,978)

Basic net loss per share attributable to common stockholders [Abstract]

Allocation of net loss attributable to Definitive Healthcare Corp.

$ (2,689)

$ (7,978)

$ (16,463)

$ (7,978)

Weighted average number of shares of Class A outstanding

102,904,565

88,263,333

99,776,742

88,263,333

Net loss per share, basic

$ (0.03)

$ (0.09)

$ (0.16)

$ (0.09)

Net loss per share, diluted

$ (0.03)

$ (0.09)

$ (0.16)

$ (0.09)

[1]

(1) Basic and diluted net loss per share of Class A Common Stock is applicable only for the periods beginning from September 15, 2021, which is the period following the IPO and related Reorganization Transactions. See Note 19 for the number of shares used in the computation of net loss per share of Class A Common Stock and the basis for the computation of net loss per share.

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

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+ Details

- Definition

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

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+ Details

Long-term Debt - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Debt Instrument [Line Items]
Less: current portion of long-term debt	$ 6,875	$ 6,875
Long-term debt	259,064	263,808
2021 Term Loan [Member]
Debt Instrument [Line Items]
Principal	268,125	273,282
Unamortized debt issuance costs / financing costs	(2,186)	(2,599)
Total debt, net	$ 265,939	$ 270,683

Accounts Receivable (Tables)

9 Months Ended

Sep. 30, 2022

Receivables [Abstract]

Schedule of Accounts Receivable

Accounts receivable consisted of the following:


(in thousands)	September 30, 2022			December 31, 2021
Accounts receivable	$	34,615		$	44,303
Unbilled receivable		859			430
		35,474			44,733
Less: allowance for doubtful accounts		(1,785	)		(1,397	)
Accounts receivable, net	$	33,689		$	43,336

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS' EQUITY AND TOTAL EQUITY (Unaudited) (Parenthetical) $ in Thousands	3 Months Ended
	Sep. 30, 2021 USD ($)
IPO
Stock issuance cost, net	$ 11,394

Leases - Schedule of lease term and discount rate (Details)	Sep. 30, 2022
Weighted-Average Remaining Lease Term Abstract
Capitalized operating leases	5 years 10 months 6 days
Weighted-Average Discount Rate Abstract
Capitalized operating leases	4.20%

Goodwill and Intangible Assets

9 Months Ended

Sep. 30, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

9. Goodwill and Intangible Assets

The carrying amounts of goodwill and intangible assets, as of September 30, 2022 and December 31, 2021, consist of the following:


	September 30, 2022
(in thousands)	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Finite-lived intangible assets:
Customer relationships	$	409,430	$	(119,720	)	$	289,710
Developed technologies		56,878		(23,379	)		33,499
Tradenames		35,881		(6,592	)		29,289
Database		49,034		(39,829	)		9,205
Total finite-lived intangible assets		551,223		(189,520	)		361,703
Goodwill		1,322,959		—			1,322,959
Total goodwill and Intangible assets	$	1,874,182	$	(189,520	)	$	1,684,662


	December 31, 2021
(in thousands)	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Finite-lived intangible assets:
Customer relationships	$	370,030	$	(92,942	)	$	277,088
Developed technologies		51,100		(17,475	)		33,625
Tradenames		35,500		(5,034	)		30,466
Database		43,080		(31,789	)		11,291
Total finite-lived intangible assets		499,710		(147,240	)		352,470
Goodwill		1,261,444		—			1,261,444
Total goodwill and Intangible assets	$	1,761,154	$	(147,240	)	$	1,613,914

Amortization expense associated with finite-lived intangible assets was $12.7 million and $14.7 million for the three months ended September 30, 2022 and 2021, respectively, of which $3.2 million and $5.4 million was included in cost of revenue for the respective periods. Amortization expense associated with finite-lived intangible assets was $42.5 million and $43.5 million for the nine months ended September 30, 2022 and 2021, respectively, of which $14.1 million and $15.9 million was included in cost of revenue for the respective periods.

Estimated total intangible amortization expense during the next five years and thereafter is as follows:


(in thousands)
2022, excluding the nine months ended September 30, 2022	$	12,223
2023		49,385
2024		46,538
2025		42,148
2026		34,883
Thereafter		176,526
Total	$	361,703

The carrying amount of goodwill increased by $61.5 million during the nine months ended September 30, 2022 as a result of the of AW acquisition (Note 3).

The Company determined it had one reporting unit. There was no impairment of goodwill in the nine months ended September 30, 2022 or 2021.

Acquisitions - Schedule of Business Acquisition, Pro Forma Information (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Business Combinations [Abstract]
Revenue	$ 163,531	$ 127,352
Net loss	$ (28,187)	$ (47,817)

Property and Equipment - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended			9 Months Ended
	Sep. 30, 2022	Jun. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Property Plant And Equipment [Line Items]
Depreciation and amortization	$ 10,037		$ 9,760	$ 30,105	$ 28,814
Impairment charges		$ 1,000
Fully depreciated property and equipment, in use		1,000
Computer Equipment
Property Plant And Equipment [Line Items]
Depreciation and amortization				200
Right-of-use assets
Property Plant And Equipment [Line Items]
Impairment charges		900
Leasehold Improvements
Property Plant And Equipment [Line Items]
Impairment charges		$ 100
Property And Equipment [Member]
Property Plant And Equipment [Line Items]
Depreciation and amortization	$ 500		$ 500	$ 1,700	$ 1,200

Noncontrolling Interest - Additional Information (Details) - shares	9 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Common Class A
Noncontrolling Interest [Line Items]
Common stock, shares outstanding	104,961,965	97,030,095
Definitive OpCo [Member]
Noncontrolling Interest [Line Items]
Number of shares held	104,961,965
Ownership interest (as a percent)	68.30%
Noncontrolling interest	31.70%
Definitive OpCo [Member] \| Common Class A
Noncontrolling Interest [Line Items]
Common stock, shares outstanding	7,615,824
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	316,046
Issuance of common stock shares	316,046

Revenue - Summary of Receivables, Deferred Contract Costs and Contract Liabilities from Contract with Customers (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Revenue from Contract with Customer [Abstract]
Accounts receivable, net	$ 33,689	$ 43,336
Deferred contract costs, current portion	9,179	6,880
Deferred contract costs, long-term	13,164	11,667
Deferred revenues	$ 84,324	$ 84,023

Related parties - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Related Party Transaction [Line Items]
Revenue from related parties	$ 200	$ 300	$ 700	$ 700
Receivable, related parties	100		100		$ 600
Related party transaction, expenses from transactions with related party	0	$ 0	0	$ 200
Payable, related parties, current	$ 0		$ 0		$ 0

- Definition

Amount of revenue, fees and commissions earned from transactions between (a) a parent company and its subsidiaries; (b) subsidiaries of a common parent; (c) an entity and trusts for the benefit of employees, for example, but not limited to, pension and profit-sharing trusts that are managed by or under the trusteeship of the entity's management; (d) an entity and its principal, owners, management, or members of their immediate families; and (e) affiliates.

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+ Details

Loss Per Share

9 Months Ended

Sep. 30, 2022

Earnings Per Share [Abstract]

Loss Per Share

19. Loss Per Share

Basic net loss per share of Class A Common Stock is computed by dividing net income attributable to Definitive Healthcare Corp. by the weighted-average number of shares of Class A Common Stock outstanding during the period, excluding unvested equity awards and subsidiary member units not exchanged. Diluted earnings per share of Class A Common Stock is calculated by dividing net income attributable to Definitive Healthcare Corp., adjusted for the assumed exchange of all potentially dilutive securities by the weighted-average number of shares of Class A Common Stock outstanding.

The following table sets forth reconciliations of the numerators and denominators used to compute basic and diluted net loss per share of Class A Common Stock for the three and nine months ended September 30, 2022 and 2021. The basic and diluted earnings per share for the three and nine months ended September 30, 2021 reflects only the period from September 15, 2021 to September 30, 2021, which represents the period wherein the Company had outstanding Class A Common Stock.


(in thousands)	Three Months Ended September 30, 2022			Three Months Ended September 30, 2021			Nine Months Ended September 30, 2022			Nine Months Ended September 30, 2021
Numerator:
Net loss	$	(6,354	)	$	(20,966	)	$	(28,990	)	$	(46,493	)
Less: Net loss attributable to Definitive OpCo prior to the Reorganization Transactions		—			(7,816	)		—			(33,343	)
Less: Net loss attributable to noncontrolling interests		(3,665	)		(5,172	)		(12,527	)		(5,172	)
Net loss attributable to Definitive Healthcare Corp.	$	(2,689	)	$	(7,978	)	$	(16,463	)		(7,978	)

The following table sets forth the computation of basic and diluted net loss per share of Class A Common Stock for the three and nine months ended September 30, 2022 and 2021 (per share amounts unaudited).


(in thousands, except number of shares and per share amounts)	Three Months Ended September 30, 2022			Three Months Ended September 30, 2021			Nine Months Ended September 30, 2022			Nine Months Ended September 30, 2021
Basic net loss per share attributable to common stockholders
Numerator:
Allocation of net loss attributable to Definitive Healthcare Corp.	$	(2,689	)	$	(7,978	)	$	(16,463	)	$	(7,978	)
Denominator:
Weighted average number of shares of Class A Common Stock outstanding		102,904,565			88,263,333			99,776,742			88,263,333
Net loss per share, basic and diluted	$	(0.03	)	$	(0.09	)	$	(0.16	)	$	(0.09	)

Shares of the Company’s Class B Common Stock do not participate in the earnings or losses of Definitive Healthcare Corp. and are therefore not participating securities. As such, separate presentation of basic and diluted earnings per share of Class B Common Stock under the two-class method has not been presented.

The following table presents potentially dilutive securities excluded from the computation of diluted net loss per share for the period presented because their effect would have been anti-dilutive:


	Nine Months Ended September 30, 2022		Nine Months Ended September 30, 2021
Definitive OpCo Units (vested and unvested)		50,566,898		60,020,525
Restricted Stock Units		3,411,944		1,462,025

Leases - Schedule of lease costs (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2022
Lease, Cost [Abstract]
Capitalized operating lease cost	$ 848	$ 2,571
Variable Lease, Cost	0	1
Total lease cost	$ 848	$ 2,572

Acquisitions

9 Months Ended

Sep. 30, 2022

Business Combinations [Abstract]

Acquisitions

3. Acquisitions

On December 22, 2021, Definitive Healthcare, LLC (“DH, LLC”), an indirect wholly owned subsidiary of Definitive Healthcare Corp. made a $40.0 million investment in Analytical Wizards Inc. (“AW” or “Analytical Wizards”), a privately held company. Analytical Wizards automates complex analytic models using tools that expedite efficient big data mining through artificial intelligence ("A.I.") and machine learning ("M.L.") to uncover deep insights. In the transaction the Company purchased Series B Convertible Preferred Stock of AW (“Series B Preferred Stock”), representing 35% ownership of AW, and an option to acquire the remaining 65% ownership (the "Purchase Option") for $65.0 million. As of December 31, 2021, the Company determined it did not have a controlling financial interest in AW at transaction close as the Company did not have the right to control the governing body of AW or have control through other contractual rights. At December 31, 2021, because the Series B Preferred Stock and the Purchase Option did not have readily determinable fair values, the Company elected to apply the measurement alternative and adjust the carrying value of the investments in AW for impairments and observable prices in identical or similar equity securities of AW. The Company paid $40.0 million for the Series B Preferred Stock and Purchase Option, which was allocated on a relative fair value basis such that the Series B Preferred Stock and Purchase Option had carrying values of $32.7 million and $7.3 million at the time of the transaction, respectively. The Series B Preferred Stock was recorded in Investments in equity securities and the Purchase Option was recorded in Other assets in the accompanying condensed consolidated balance sheet as of December 31, 2021.

On February 18, 2022, the Company purchased the remaining 65% of AW’s equity for $65.0 million, net of cash acquired and an estimated working capital adjustment and other customary purchase price adjustments (the “AW acquisition”). The Company’s previously held investment and Purchase Option were remeasured at fair value as of the date the Purchase Option was exercised. The remeasurement had an immaterial impact on the condensed consolidated statements of operations for the three months ended March 31, 2022. The Company has included the financial results of Analytical Wizards in the condensed consolidated financial statements from February 18, 2022, the date of acquisition.

Upon the consummation of the acquisition, AW became an indirect wholly owned subsidiary of Definitive Healthcare Corp. The total consideration for the initial investment and subsequent exercise of the Purchase Option was $99.4 million, consisting of $40.0 million for the initial investment paid in December 2021, approximately $58.6 million of cash paid at closing, $0.2 million reimbursement from sellers for working capital adjustments, and up to $5.0 million of contingent consideration, initially valued at $1.0 million. The contingent consideration, which relates to earn-out payments that may be paid out, subject to meeting certain expense control metrics during the two-year period following the closing of the AW acquisition, has an estimated fair value of $1.0 million as of the acquisition date. Pursuant to the Stock Purchase Agreement governing the AW acquisition, $10.0 million of the consideration was deposited into an escrow account to secure certain indemnification claims of DH, LLC. The assets acquired and liabilities assumed were recorded at their estimated preliminary fair values and the results of operations were included in the Company’s condensed consolidated results as of the acquisition date.

The consideration transferred for the transaction is summarized as follows:


(in thousands)
Initial cash investment in December 2021	$	40,000
Cash consideration paid at closing		58,645
Working capital adjustment		(202	)
Contingent consideration		1,000
Purchase price	$	99,443

The contingent consideration is based on the achievement of certain expense control metrics during the two-year period following the acquisition date, with potential earn-out payouts ranging from $0 to $5.0 million. The Company estimated the fair value of the contingent consideration to be $1.0 million as of February 18, 2022, based on the estimated achievement of the expense control

metrics, time to payment and market participant cost of debt. The contingent consideration was recorded in Other long-term liabilities in the accompanying condensed consolidated balance sheet as of September 30, 2022. Refer to Note 12. Fair Value Measurements.

The purchase price allocations for the AW acquisition are provisional and are based on the information that was available as of the acquisition date to estimate the fair values of assets acquired and liabilities assumed. The purchase price allocations for this acquisition, reported as of September 30, 2022, represent the Company’s best estimates of the fair values and were based upon the information available to us. The Company is gathering and reviewing additional information necessary to finalize the values assigned to the acquired assets and liabilities assumed, as well as acquired identified intangible assets and goodwill. Therefore, the provisional measurements of fair values reported as of September 30, 2022 are subject to change. The Company is expected to finalize the purchase price allocations as soon as practicable, but no later than one year from the respective acquisition date. Acquisition-date fair values of assets and liabilities pertaining to this business combination have been allocated as follows:


(in thousands)
Purchase price allocation:	Preliminary, as previously reported			Measurement period adjustments			As adjusted
Cash	$	2,146		$	—		$	2,146
Accounts receivable		3,575			(50	)		3,525
Prepaid expenses and other current assets		506			170			676
Property and equipment		134			—			134
Intangible assets		46,000			—			46,000
Right-of-use asset, operating leases		832			—			832
Other assets		—			703			703
Accounts payable and accrued expenses		(485	)		(372	)		(857	)
Deferred revenue		(3,691	)		326			(3,365	)
Right-of-use liability, operating leases		(832	)		—			(832	)
Deferred taxes		(10,345	)		210			(10,135	)
Other liabilities		(267	)		(633	)		(900	)
Total assets acquired and liabilities assumed		37,573			354			37,927
Goodwill		62,072			(556	)		61,516
Purchase price	$	99,645		$	(202	)	$	99,443

As a result of the AW acquisition, the Company recorded goodwill, customer relationships, developed software, and tradename of $61.5 million, $39.4 million, $6.1 million, and $0.5 million, respectively, as of the acquisition date. The goodwill recognized includes the fair value of the assembled workforce, which is not recognized as an intangible asset separable from goodwill, and any expected synergies gained through the acquisition. The Company determined that the goodwill resulting from the acquisition is not deductible for tax purposes. All goodwill has been allocated to the Company’s one reportable segment.

Customer relationships represent the estimated fair value of the underlying relationships with the acquired entity’s business customers. The Company valued customer relationships using the income approach, specifically the multi-period excess earnings method. Significant assumptions include estimated attrition rates, discount rates, and tax rates reflecting the different risk profiles of the asset depending upon the acquisition. The value assigned to customer relationships is $39.4 million and is amortized using the annual pattern of cash flows (economic value method) over the estimated 20-year life of this asset.

The developed software represents AW’s two modules. Passport Promotional Analytics helps customers to optimize internal investment and business management by focusing on driving incremental efficiencies in sales, cost management, profit optimization, and productive gains. Passport Planning and Performance helps customers to analyze large data sets in order to proactively predict business outcomes. The Company used the income approach, specifically the relief-from-royalty method, to determine the value of developed software. Significant assumptions include forecast of royalty rate, tax rate, and discount rate. The developed software was valued at $6.1 million and is amortized using the straight-line method over the estimated remaining useful life of 6 years.

The tradename represents the estimated fair value of the registered trade name associated with the AW corporate brand. The Company estimated the fair value of the trademark using a relief from royalty method of the income approach. Significant assumptions include forecast of royalty rate, tax rate, and discount rate. The trademark was valued at $0.5 million and is amortized using the straight-line method over the estimated remaining useful life of 5 years.

The amortization periods for the customer relationships, developed software, and tradenames are 20 years, 6 years, and 5 years, respectively. See Note 9 for the estimated total intangible amortization expense during the next five years.

In connection with the acquisition, the Company recognized acquisition related costs of $1.3 million which were recorded within transaction expenses in the accompanying condensed consolidated statements of operations for the nine months ended September 30, 2022.

During the nine months ended September 30, 2022 and 2021, AW’s post-acquisition revenue and net loss on a standalone basis were not material.

Unaudited Pro Forma Supplementary Data as if the transaction had occurred on January 1, 2021:


	Nine Months Ended September 30,
(in thousands)	2022			2021
Revenue	$	163,531		$	127,352
Net loss		(28,187	)		(47,817	)

These pro forma results have been prepared for comparative purposes only and do not purport to be indicative of the operating results of the Company that would have been achieved had the acquisition actually taken place on January 1, 2021. In addition, these results are not intended to be a projection of future results and do not reflect events that may occur after the acquisition, including but not limited to revenue enhancements, cost savings or operating synergies that the combined Company may achieve as a result of the acquisition.

Accrued Expenses and Other Current Liabilities (Tables)

9 Months Ended

Sep. 30, 2022

Accounts Payable and Accrued Liabilities, Current [Abstract]

Schedule of Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consisted of the following:


(in thousands)	September 30, 2022		December 31, 2021
Payroll and payroll-related	$	9,983	$	10,311
Contingent consideration, current		—		7,500
Sales, franchise and other taxes		3,844		1,785
Other		5,058		3,062
Accrued expenses and other current liabilities	$	18,885	$	22,658

Derivative Instruments and Hedging Activities (Tables)

9 Months Ended

Sep. 30, 2022

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Summary of Fair Values of the Interest Rate Swap

The fair values of the interest rate swaps and their respective locations in our condensed consolidated balance sheets at September 30, 2022 were as follows:


(in thousands)
Description	Balance Sheet Location	September 30, 2022
Short-term derivative asset	Prepaid expenses and other current assets	$	3,027
Long-term derivative asset	Other assets		3,646

Acquisitions - Summary of Allocation of Purchase Price to the Fair Value of Assets Acquired (Details) - AW acquisition $ in Thousands	Sep. 30, 2022 USD ($)
Cash	$ 2,146
Accounts receivable	3,525
Prepaid expenses and other current assets	676
Property and equipment	134
Intangible assets	46,000
Right-of-use asset, operating leases	832
Other assets	703
Accounts payable and accrued expenses	(857)
Deferred revenue	(3,365)
Right-of-use liability, operating leases	832
Deferred taxes	(10,135)
Other liabilities	(900)
Total assets acquired and liabilities assumed	37,927
Goodwill	61,516
Purchase price	99,443
Preliminary, as previously reported
Cash	2,146
Accounts receivable	3,575
Prepaid expenses and other current assets	506
Property and equipment	134
Intangible assets	46,000
Right-of-use asset, operating leases	832
Other assets	0
Accounts payable and accrued expenses	(485)
Deferred revenue	(3,691)
Right-of-use liability, operating leases	(832)
Deferred taxes	(10,345)
Other liabilities	(267)
Total assets acquired and liabilities assumed	37,573
Goodwill	62,072
Purchase price	99,645
Measurement period adjustments
Cash	0
Accounts receivable	(50)
Prepaid expenses and other current assets	170
Property and equipment	0
Intangible assets	0
Right-of-use asset, operating leases	0
Other assets	703
Accounts payable and accrued expenses	(372)
Deferred revenue	326
Right-of-use liability, operating leases	0
Deferred taxes	(210)
Other liabilities	633
Total assets acquired and liabilities assumed	354
Goodwill	(556)
Purchase price	$ (202)

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands	3 Months Ended			9 Months Ended		12 Months Ended
	Sep. 30, 2022	Mar. 31, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Cash flows provided by operating activities:
Net loss	$ (6,354)	$ (13,057)	$ (20,966)	$ (28,990)	$ (46,493)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization				1,721	1,193
Amortization of intangible assets				42,497	43,517
Amortization of deferred contract costs				6,274	3,195
Equity-based compensation				25,010	4,338
Amortization of debt issuance costs				527	1,522
Allowance for doubtful accounts				769	76
Loss on extinguishment of debt				0	9,843
Non-cash restructuring charges related to office leases				1,023	0
Tax receivable agreement remeasurement				(8,296)	0
Changes in fair value of contingent consideration				0	3,169
Deferred income taxes				(206)	0
Changes in operating assets and liabilities:
Accounts receivable				12,454	5,179
Prepaid expenses and other current assets				2,554	(561)
Deferred contract costs				(10,070)	(9,043)
Contingent consideration				(6,400)	0
Accounts payable, accrued expenses and other current liabilities				3,956	(3,965)
Deferred revenue				(3,024)	9,023
Net cash provided by operating activities				39,799	20,993
Cash flows used in investing activities:
Purchases of property, equipment, and other assets				(3,455)	(5,662)
Purchases of short-term investments				(217,266)	0
Maturities of short-term investments				96,000	0
Cash paid for acquisitions, net of cash acquired				(56,296)	0
Net cash used in investing activities				(181,017)	(5,662)
Cash flows used in financing activities:
Proceeds from term loan				0	275,000
Repayments of term loans				(5,156)	(472,742)
Taxes paid related to net share settlement of equity awards				(2,745)	0
Payment of contingent consideration				(1,100)	(1,500)
Payment of debt issuance costs				0	(3,511)
Proceeds from equity offerings, net of underwriting discounts				0	452,812
Repurchase of outstanding equity/Definitive OpCo units				0	(92,812)
Payments of equity offering issuance costs				(1,299)	(5,913)
Member contributions				0	5,500
Member distributions				(6,939)	(7,139)
Net cash (used in) provided by financing activities				(17,239)	149,695
Net (decrease) increase in cash and cash equivalents				(158,457)	165,026
Effect of exchange rate changes on cash and cash equivalents				(213)	(48)
Cash and cash equivalents, beginning of period		$ 387,498		387,498	24,774	$ 24,774
Cash and cash equivalents, end of period	$ 228,828		$ 189,752	228,828	189,752	$ 387,498
Supplemental cash flow disclosures:
Interest				7,248	27,587
Income taxes				0	13
Acquisitions:
Net assets acquired, net of cash acquired				97,296	0
Initial cash investment in prior year				(40,000)	0
Contingent consideration				(1,000)	0
Net cash paid for acquisitions				56,296	0
Supplemental disclosure of non-cash investing activities:
Capital expenditures included in accrued expenses				4,504	369
Supplemental disclosure of non-cash financing activities
Unpaid equity offering costs included in accrued expenses				$ 147	$ 5,481

Revenue (Additional Information) (Details)	Sep. 30, 2022
Revenue from Contract with Customer [Abstract]
Percentage of revenue expected to recognize	65.00%

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Statement of Comprehensive Income [Abstract]
Net loss	$ (6,354)	$ (20,966)	$ (28,990)	$ (46,493)
Other comprehensive loss:
Foreign currency translation adjustments	(528)	11	(417)	155
Unrealized gain (loss) on available-for-sale securities	46	0	(406)	0
Unrealized gain on interest rate hedging instruments	3,333	0	6,673	0
Comprehensive loss	(3,503)	(20,955)	(23,140)	(46,338)
Less: Comprehensive loss attributable to Definitive OpCo prior to the Reorganization Transactions	0	(7,818)	0	(33,201)
Less: Comprehensive loss attributable to noncontrolling interests	(2,731)	(5,167)	(10,526)	(5,167)
Comprehensive loss attributable to Definitive Healthcare Corp.	$ (772)	$ (7,970)	$ (12,614)	$ (7,970)

Leases - Supplemental cash flow information related to leases (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2022 USD ($)
Cash paid for amounts included in the measurement of lease liabilities and capitalized operating leases.
Operating cash flows	$ 2,340
Right Of Use Assets Obtained In Exchange For New Lease Liabilities Abstract
Capitalized operating leases	$ 979

Short-term Investments (Tables)

9 Months Ended

Sep. 30, 2022

Investments, Debt and Equity Securities [Abstract]

Schedule of short-term investments

Short-term investments classified as available-for-sale consisted of the following:


	September 30, 2022
(in thousands)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Short-term investments:
US Treasuries	$	44,892	$	—	$	(193	)	$	44,699
Commercial paper		76,309		—		(210	)		76,099
Total short-term investments	$	121,201	$	—	$	(403	)	$	120,798

Fair Value Measurements - Schedule of Reconciliation of Earnout Liabilities Measured at Fair Value on a Recurring Basis Unobservable Inputs (Details) - Fair Value, Inputs, Level 3 - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Balance at beginning of period	$ 7,500	$ 5,236
Additions	1,000	0
Net change in fair value and other adjustments	0	3,764
Payments	7,500	(1,500)
Balance at end of period	$ 1,000	$ 7,500

Retirement Plan

9 Months Ended

Sep. 30, 2022

Retirement Benefits [Abstract]

Retirement Plan

17. Retirement Plan

The Company has a 401(k) plan covering all employees who have met certain eligibility requirements. The Company made matching contributions in accordance with the plan documents. The Company incurred $0.7 million and $2.6 million in employer matching contributions during the three and nine months ended September 30, 2022, respectively, and $0.6 million and $1.7 million during the three and nine months ended September 30, 2021, respectively.

- Definition

The entire disclosure for retirement benefits.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
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-Name Accounting Standards Codification
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Long-term Debt - Additional Information (Details) - USD ($) $ in Thousands		9 Months Ended
	Sep. 17, 2021	Sep. 30, 2022	Dec. 31, 2021
Debt Instrument [Line Items]
Frequency of payment		The 2021 Term Loan is subject to annual amortization of principal, payable in equal quarterly installments on the last day of each fiscal quarter, commencing on December 31, 2021 (the "Initial Amortization Date"), equal to approximately 2.5% per annum of the principal amount of the term loans in the first year and second year after the Initial Amortization Date and approximately 5.0% per annum of the principal amount of the term loans in the third year, fourth year and fifth year after the Initial Amortization Date.
Financing costs		$ 3,500
2021 Term Loan [Member]
Debt Instrument [Line Items]
Repayment of debt		5,200
Outstanding principal balance		268,125	$ 273,282
Balloon payment		220,000
Financing costs		2,800
Unamortized debt issuance costs / financing costs		$ (2,186)	$ (2,599)
2021 Revolving Line of Credit [Member]
Debt Instrument [Line Items]
Maturity date	Sep. 17, 2026
Line of credit	$ 75,000
Interest rate		4.87%
Financing costs		$ 800
Unamortized debt issuance costs / financing costs		$ 600
2021 Revolving Line of Credit [Member] \| Minimum [Member]
Debt Instrument [Line Items]
Unused commitment fee percentage		0.25%
2021 Revolving Line of Credit [Member] \| Maximum [Member]
Debt Instrument [Line Items]
Unused commitment fee percentage		0.30%

Equity-Based Compensation Expense - Summary of Equity Based Compensation Expense Recognized (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation expense	$ 9,133	$ 2,317	$ 25,010	$ 4,338
Cost of Revenue
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation expense	236	48	698	79
Sales and Marketing
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation expense	2,260	326	11,062	567
Product Development
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation expense	2,171	187	5,301	341
General And Administrative Expense
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation expense	$ 4,466	$ 1,756	$ 7,949	$ 3,351

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS' EQUITY AND TOTAL EQUITY (Unaudited) - USD ($) $ in Thousands	Total	Reorganization Transactions [Member]	IPO [Member]	Definitive Healthcare Corp. [Member] IPO [Member]	Definitive OpCo [Member] IPO [Member]	Class A Units	Class A Units IPO [Member]	Class A Units Definitive Healthcare Corp. [Member] IPO [Member]	Class B Units	Class B Units Definitive OpCo [Member] IPO [Member]	Members Equity	Additional Paid In Capital	Additional Paid In Capital IPO [Member]	Additional Paid In Capital Definitive Healthcare Corp. [Member] IPO [Member]	Additional Paid In Capital Definitive OpCo [Member] IPO [Member]	Accumulated Deficit	Accumulated Deficit Reorganization Transactions [Member]	Accumulated Other Comprehensive (Loss) Income	Accumulated Other Comprehensive (Loss) Income IPO [Member]	Noncontrolling Interest	Noncontrolling Interest Reorganization Transactions [Member]	Previously Reported [Member]	Previously Reported [Member] Reorganization Transactions [Member]	Previously Reported [Member] Members Equity	Previously Reported [Member] Accumulated Other Comprehensive (Loss) Income
Beginning Balance at Dec. 31, 2020																						$ 1,195,563		$ 1,195,694	$ (131)
Net loss prior to Reorganization Transactions																							$ (10,487)	(10,487)
Other comprehensive income																						163			163
Equity-based compensation																						406		406
Ending Balance at Mar. 31, 2021																						1,185,645		1,185,613	32
Beginning Balance at Dec. 31, 2020																						1,195,563		1,195,694	(131)
Net loss	$ (46,493)
Net loss	(7,978)
Net Loss	(5,172)
Ending Balance at Sep. 30, 2021	1,283,084					$ 88						$ 700,773				$ (7,978)		$ 24		$ 590,177
Ending Balance (in shares) at Sep. 30, 2021						88,263,333			60,020,525
Beginning Balance at Mar. 31, 2021																						1,185,645		1,185,613	32
Net loss prior to Reorganization Transactions																							$ (15,040)	(15,040)
Other comprehensive income																						(19)			(19)
Equity-based compensation																						1,615		1,615
Distributions to members prior to Reorganization Transactions																						(3,328)		3,328
Members' contributions																						5,500		5,500
Ending Balance at Jun. 30, 2021																						1,174,373		1,174,360	13
Net loss	(20,966)
Net loss	(7,978)	$ (13,150)															$ (7,978)				$ (5,172)
Net Loss	(5,172)
Net loss prior to Reorganization Transactions																						(7,816)		(7,816)
Other comprehensive income			$ 13																$ 13			(2)			$ (2)
Equity-based compensation, additional paid in capital												1,574
Equity-based compensation																				1,021		(278)		(278)
Equity-based compensation, Total equity	2,595
Forfeited unvested incentive units									72,149
Distributions to members prior to Reorganization Transactions																						$ (3,811)		$ 3,811
Initial effect of the Reorganization Transactions and IPO on noncontrolling interests	(217,446)					$ 73					$ (1,162,455)	351,075								593,861
Initial effect of the Reorganization Transactions and IPO on noncontrolling interests, Share						72,871,733			61,262,052
Issuance of Class A common stock in IPO, net of costs			$ 441,418				$ 18						$ 441,400
Issuance of Class A common stock in IPO net of costs, Share							17,888,888
Repurchase of share				$ 63,212	$ 29,600			$ 3						$ (63,209)	$ (29,600)
Repurchase of share, Shares								2,497,288		1,169,378
Ending Balance at Sep. 30, 2021	1,283,084					$ 88						700,773				(7,978)		24		590,177
Ending Balance (in shares) at Sep. 30, 2021						88,263,333			60,020,525
Beginning Balance at Dec. 31, 2021	1,503,262					$ 97						890,724				(17,677)		62		630,056
Beginning Balance (in shares) at Dec. 31, 2021						97,030,095			58,244,627
Net loss	(13,057)
Net loss																(8,624)
Net Loss																				(4,433)
Other comprehensive income																		856
Other comprehensive income, Noncontrolling Interests																				487
Other comprehensive income, Total equity	1,343
Effect of LLC unit exchanges	(897)					$ 1						5,080								(5,978)
Effect of LLC unit exchanges, shares						544,302			(544,302)
Equity-based compensation, additional paid in capital												4,377
Equity-based compensation																				2,495
Equity-based compensation, Total equity	6,872
Distributions to noncontrolling interests	(258)																			(258)
Forfeited unvested incentive units									(33,549)
Vested incentive units												(696)								696
Ending Balance at Mar. 31, 2022	1,497,265					$ 98			$ 0			899,485				(26,301)		918		623,065
Ending Balance (in shares) at Mar. 31, 2022						97,574,397			57,666,776
Beginning Balance at Dec. 31, 2021	1,503,262					$ 97						890,724				(17,677)		62		630,056
Beginning Balance (in shares) at Dec. 31, 2021						97,030,095			58,244,627
Net loss	(28,990)
Net loss	(16,463)
Net Loss	(12,527)
Ending Balance at Sep. 30, 2022	1,477,522					$ 105			$ 0			962,874				(34,140)		3,911		544,772
Ending Balance (in shares) at Sep. 30, 2022						104,961,965			50,566,898
Beginning Balance at Mar. 31, 2022	1,497,265					$ 98			$ 0			899,485				(26,301)		918		623,065
Beginning Balance (in shares) at Mar. 31, 2022						97,574,397			57,666,776
Net loss	(9,579)
Net loss																(5,150)
Net Loss																				(4,429)
Other comprehensive income																		1,076
Other comprehensive income, Noncontrolling Interests																				580
Other comprehensive income, Total equity	1,656
Effect of LLC unit exchanges	(4,618)					$ 2						24,818								(29,438)
Effect of LLC unit exchanges, shares						2,898,589			(2,898,589)
Equity-based compensation, additional paid in capital												5,852
Equity-based compensation																				3,153
Equity-based compensation, Total equity	9,005
Forfeited unvested incentive units									(22,807)
Vested incentive units												(358)								358
Issuance of Class A Common Stock upon vesting of RSUs, shares						11,729
Issuance of Class A Common Stock upon vesting of RSUs												45								(45)
Distributions to members prior to Reorganization Transactions	(5,029)																			(5,029)
Ending Balance at Jun. 30, 2022	1,488,700					$ 100			$ 0			929,842				(31,451)		1,994		588,215
Ending Balance (in shares) at Jun. 30, 2022						100,484,715			54,745,380
Net loss	(6,354)
Net loss	(2,689)															(2,689)
Net Loss	(3,665)																			(3,665)
Other comprehensive income																		1,917
Other comprehensive income, Noncontrolling Interests																				934
Other comprehensive income, Total equity	2,851
Effect of LLC unit exchanges	(12,411)					$ 5			$ 0			34,285								(46,701)
Effect of LLC unit exchanges, shares						4,172,933			4,172,933
Equity-based compensation, additional paid in capital												6,141
Equity-based compensation																				2,992
Equity-based compensation, Total equity	9,133
Forfeited unvested incentive units									(5,549)
Vested incentive units												(5,728)								5,728
Issuance of Class A Common Stock upon vesting of RSUs, shares						440,317
Issuance of Class A Common Stock upon vesting of RSUs												1,079								1,079
Shares withheld related to net share settlement (in shares)						(136,000)
Shares withheld related to net share settlement	(2,745)											2,745
Distributions to members prior to Reorganization Transactions	(1,652)																			(1,652)
Ending Balance at Sep. 30, 2022	$ 1,477,522					$ 105			$ 0			$ 962,874				$ (34,140)		$ 3,911		$ 544,772
Ending Balance (in shares) at Sep. 30, 2022						104,961,965			50,566,898

Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2022

Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Abstract]

Schedule of Reconciliation of Earnout Liabilities Measured at Fair Value on a Recurring Basis Unobservable Inputs

The table below presents a reconciliation of earnout liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3):


(in thousands)	September 30, 2022			December 31, 2021
Balance at beginning of period	$	7,500		$	5,236
Additions		1,000			—
Net change in fair value and other adjustments		—			3,764
Payments		(7,500	)		(1,500	)
Balance at end of period	$	1,000		$	7,500

Schedule of Fair Value of Assets and Liabilities Measured at Fair Value on Recurring Basis

At September 30, 2022, assets and liabilities measured at fair value on a recurring basis were as follows:


(in thousands)	Total		Level 1		Level 2		Level 3
Assets:
Cash and cash equivalents:
Money market funds	$	102,741	$	102,741	$	—	$	—
Commercial paper (maturities less than 90 days)		13,539		—		13,539		—
Short-term investments:
U.S. Treasuries		44,699		—		44,699		—
Commercial paper		76,099		—		76,099		—
Prepaid expenses and other current assets:
Interest rate swap contracts		3,027		—		3,027		—
Other assets:
Interest rate swap contracts		3,646		—		3,646		—
Liabilities:
Other long-term liabilities:
Contingent consideration		1,000		—		—		1,000

Equity-Based Compensation (Tables)

9 Months Ended

Sep. 30, 2022

Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]

Summary of Equity Based Compensation Expense Recognized

A summary of the expense by line item in the condensed consolidated statements of operations for the three and nine months ended September 30, 2022 and 2021, respectively, is provided in the following table.


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	2022		2021		2022		2021
Cost of revenue	$	236	$	48	$	698	$	79
Sales and marketing		2,260		326		11,062		567
Product development		2,171		187		5,301		341
General and administrative		4,466		1,756		7,949		3,351
Total compensation expense	$	9,133	$	2,317	$	25,010	$	4,338

IPO [Member]

Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]

Schedule of Company’s Unvested Time-Based and Performance-Based Unit Activity

The following table summarizes the Company’s unvested unit activity.


	Time-Based
				Weighted
	Non-Vested			Average Grant
	Units			Date Fair Value
Unvested at December 31, 2021		2,756,406		$	2.02
Vested		(906,377	)		2.20
Forfeited		(61,905	)		1.85
Unvested at September 30, 2022		1,788,124		$	1.94

Time Based RSUs

Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]

Schedule of Company’s Unvested Time-Based and Performance-Based Unit Activity

The following table summarizes the Company’s unvested time-based RSU activity for the nine months ended September 30, 2022:


	Time-Based RSUs
				Weighted
	Restricted			Average Grant
	Stock Units			Date Fair Value
Unvested at December 31, 2021		1,935,899		$	32.59
Granted		1,817,156			22.59
Vested		(452,046	)		25.19
Forfeited		(169,157	)		25.63
Unvested at September 30, 2022		3,131,852		$	28.23

Performance-Based RSUs

Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]

Schedule of Company’s Unvested Time-Based and Performance-Based Unit Activity

The following table summarizes the Company’s unvested PSU activity for the nine months ended September 30, 2022.


	Performance-Based PSUs
				Weighted
	Restricted			Average Grant
	Stock Units			Date Fair Value
Unvested at December 31, 2021		164,351		$	27.00
Granted		125,000			54.25
Vested		—			—
Forfeited		(9,259	)		27.00
Unvested at September 30, 2022		280,092		$	39.16

Goodwill and Intangible Assets - Schedule of Future Amortization Expense (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
2022, excluding the nine months ended September 30, 2022	$ 12,223
2023	49,385
2024	46,538
2025	42,148
2026	34,883
Thereafter	176,526
Net Carrying Amount	$ 361,703	$ 352,470

Leases - Schedule of maturities of lease liabilities (Details) $ in Thousands	Dec. 31, 2021 USD ($)
Leases [Abstract]
2022	$ 3,120
2023	1,895
2024	2,282
2025	2,174
2026	2,165
Thereafter	4,805
Total	$ 16,441

Summary of Significant Accounting Policies (Additional Information) (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Mar. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Disclosure Summary Of Significant Accounting Policies Additional Information Details [Line Items]
Contract liabilities	$ 84,324		$ 84,023	$ 61,200
Operating Lease, Liability	12,156
Operating lease right of use asset	$ 10,051		$ 0
AW acquisition
Disclosure Summary Of Significant Accounting Policies Additional Information Details [Line Items]
Contract liabilities		$ 3,400
ASU 2016-02 [Member]
Disclosure Summary Of Significant Accounting Policies Additional Information Details [Line Items]
Operating lease term of contract	12 months
Operating Lease, Liability	$ 14,000
Operating lease right of use asset	$ 12,700

Segment and Geographic Data - Schedule of Long-Lived Assets by Geographic Areas) (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Revenues From External Customers And Long Lived Assets [Line Items]
Total long-lived assets	$ 4,581	$ 5,069
United States [Member]
Revenues From External Customers And Long Lived Assets [Line Items]
Total long-lived assets	4,069	4,705
Rest of World [Member]
Revenues From External Customers And Long Lived Assets [Line Items]
Total long-lived assets	$ 512	$ 364

Revenue - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Disaggregation Of Revenue [Line Items]
Revenue	$ 57,382	$ 43,084	$ 162,054	$ 119,841
Subscription Services [Member]
Disaggregation Of Revenue [Line Items]
Revenue	56,156	42,780	159,136	118,545
Professional Services [Member]
Disaggregation Of Revenue [Line Items]
Revenue	$ 1,226	$ 304	$ 2,918	$ 1,296

- Definition

Amount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss).

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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+ Details

Equity-Based Compensation

9 Months Ended

Sep. 30, 2022

Share-Based Payment Arrangement [Abstract]

Equity-Based Compensation

16. Equity-Based Compensation

Equity-based compensation expense is allocated to all departments based on the recipients of the compensation. A summary of the expense by line item in the condensed consolidated statements of operations for the three and nine months ended September 30, 2022 and 2021, respectively, is provided in the following table.


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	2022		2021		2022		2021
Cost of revenue	$	236	$	48	$	698	$	79
Sales and marketing		2,260		326		11,062		567
Product development		2,171		187		5,301		341
General and administrative		4,466		1,756		7,949		3,351
Total compensation expense	$	9,133	$	2,317	$	25,010	$	4,338

2021 Equity Incentive Plan

The Definitive Healthcare Corp. 2021 Equity Incentive Plan (the “2021 Plan”) was adopted in September 2021. The types of grants available under the 2021 Plan include stock options (both incentive and non-qualified), stock appreciation rights ("SARs"), restricted stock awards ("RSAs"), restricted stock units ("RSUs"), and stock-based awards.

The aggregate number of shares of Class A Common Stock available for grant under the 2021 Plan was 5,261,049 shares at September 30, 2022. The outstanding RSUs have time-based and/or performance-based vesting criteria.

Time-Based RSUs

Outstanding time-based RSUs generally vest partially on the one-year anniversary of each grant and quarterly over the subsequent two- or three-year period. The following table summarizes the Company’s unvested time-based RSU activity for the nine months ended September 30, 2022:


	Time-Based RSUs
				Weighted
	Restricted			Average Grant
	Stock Units			Date Fair Value
Unvested at December 31, 2021		1,935,899		$	32.59
Granted		1,817,156			22.59
Vested		(452,046	)		25.19
Forfeited		(169,157	)		25.63
Unvested at September 30, 2022		3,131,852		$	28.23

The Company recognized $7.1 million and $19.2 million in stock-based compensation expense associated with time-based RSUs in the three and nine months ended September 30, 2022, respectively, and $0.4 million in the three and nine months ended September 30, 2021. Total unrecognized expense for these awards was estimated to be $76.2 million at September 30, 2022, to be recognized over a weighted-average period of approximately 2.7 years.

Performance-Based RSUs (“PSUs”)

The Company periodically grants PSUs to certain members of the Company’s senior management team subject to the satisfaction of annual and cumulative performance conditions and/or market conditions established by the Human Capital Management and Compensation Committee of the Board of Directors of Definitive Healthcare Corp. Those PSUs without market-based vesting conditions vest annually over three years subject to the achievement of certain performance targets and continued service. Expense for these awards is recognized when it becomes probable that performance measures triggering vesting will be achieved.

In May 2022, the Company granted PSUs to a member of the executive leadership team with performance criteria related to the relative ranking of the total stockholder return (“TSR”) of the Company’s common stock for the cumulative three-year performance period return relative to the TSR of certain peer companies within the Nasdaq Software & Services Index. TSR will be measured based on the 20-trading-day average closing stock price on the first day of the performance period compared to the 20-trading-day average closing stock price on the last day of such period, inclusive of applicable cash dividend payments. These PSUs subject to the performance criteria will cliff vest after three years, subject to the satisfaction of the performance criteria and the executive’s continued employment through the performance period. PSUs may vest in a range between 0% and 300%, based on the satisfaction of performance, and no shares will be issued if the minimum applicable performance metric is not achieved. As these PSUs vest based on the achievement of market conditions, the grant date fair values were determined using a Monte-Carlo valuation model. The Monte-Carlo valuation model considered a variety of potential future share prices for the Company as well as its peer companies in the selected market index. Expense for these awards is recognized ratably over the requisite service period based on the fair value of the award.

The following table summarizes the Company’s unvested PSU activity for the nine months ended September 30, 2022.


	Performance-Based PSUs
				Weighted
	Restricted			Average Grant
	Stock Units			Date Fair Value
Unvested at December 31, 2021		164,351		$	27.00
Granted		125,000			54.25
Vested		—			—
Forfeited		(9,259	)		27.00
Unvested at September 30, 2022		280,092		$	39.16

The number of PSUs awarded represents the target number of shares of common stock that may be earned; however, the actual number of shares may vary based on the satisfaction of performance criteria. The Company recognized $0.5 million and $1.2 million in stock-based compensation expense associated with PSUs in the three and nine months ended September 30, 2022, respectively, and did not recognize any expense associated with performance-based RSUs in the three or nine months ended September 30, 2021. Total unrecognized expense for these awards was estimated to be $6.3 million at September 30, 2022, to be recognized over a weighted-average period of approximately 1.7 years.

2019 Equity Incentive Plan

The AIDH Topco, LLC 2019 Equity Incentive Plan (the “2019 Plan”) was utilized prior to the Reorganization Transactions and the IPO for the issuance of equity awards in the form of Class B units to employees, consultants, directors, managers, or others providing services to the Company. In connection with the Reorganization Transactions and the IPO, unvested Class B Units held directly by employees of the Company or indirectly through Definitive OpCo, were exchanged for unvested Definitive OpCo units based on their respective participation thresholds and the IPO price of $27.00 per share. The Company no longer grants any awards under the 2019 Plan, though previously granted awards under the 2019 Plan remain outstanding and governed by the 2019 Plan, including unvested units.

The following table summarizes the Company’s unvested unit activity.


	Time-Based
				Weighted
	Non-Vested			Average Grant
	Units			Date Fair Value
Unvested at December 31, 2021		2,756,406		$	2.02
Vested		(906,377	)		2.20
Forfeited		(61,905	)		1.85
Unvested at September 30, 2022		1,788,124		$	1.94

The Company recorded $1.5 million and $4.5 million in stock-based compensation expense associated with these units in the three and nine months ended September 30, 2022, respectively. The Company recorded $0.8 million and $1.7 million in stock-based compensation expense associated with these units in the three and nine months ended September 30, 2021, respectively. The Company also recorded $1.9 million in incremental compensation expense in the third quarter of 2021 associated with the acceleration of an equity-based award upon retirement of an executive officer. At September 30, 2022, the Company had approximately $10.6 million of unrecognized unit-based compensation expense for unvested units, which is expected to be recognized over a weighted-average period of approximately 1.9 years.

Derivative Instruments and Hedging Activities - Additional Information (Details)	9 Months Ended
	Sep. 30, 2022 USD ($)	Mar. 31, 2022 Segment	Dec. 31, 2021 USD ($)
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Net pre-tax gains	$ 0		$ 0
Interest Rate Swaps [Member]
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Derivative, Number of Instruments Held \| Segment		2
Notional amount	$ 67,000,000.0
Maturity date	Mar. 31, 2025
Net pre-tax gains	$ 3,000,000.0
Interest Rate Swaps [Member] \| Goldman Sachs Bank USA [Member]
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Fixed interest rates	2.0135%
Interest Rate Swaps [Member] \| Bank of America N.A [Member]
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Fixed interest rates	2.012%

Property and Equipment (Tables)

9 Months Ended

Sep. 30, 2022

Property, Plant and Equipment [Abstract]

Schedule of Property and Equipment

Property and equipment consisted of the following:


(in thousands)	September 30, 2022			December 31, 2021
Computers and software	$	5,557		$	4,744
Furniture and equipment		1,659			1,580
Leasehold improvements		2,798			3,348
		10,014			9,672
Less: accumulated depreciation and amortization		(5,433	)		(4,603	)
Property and equipment, net	$	4,581		$	5,069

Short-term Investments

9 Months Ended

Sep. 30, 2022

Investments, Debt and Equity Securities [Abstract]

Short-term Investments

6. Short-term Investments

Short-term investments classified as available-for-sale consisted of the following:


	September 30, 2022
(in thousands)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Short-term investments:
US Treasuries	$	44,892	$	—	$	(193	)	$	44,699
Commercial paper		76,309		—		(210	)		76,099
Total short-term investments	$	121,201	$	—	$	(403	)	$	120,798

All short-term investments had stated maturity dates of less than one year

Goodwill and Intangible Assets - Schedule of Intangible Assets and Goodwill (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 551,223	$ 499,710
Accumulated Amortization	(189,520)	(147,240)
Net Carrying Amount	361,703	352,470
Goodwill [Member]
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	1,322,959	1,261,444
Accumulated Amortization	0	0
Net Carrying Amount	1,322,959	1,261,444
Goodwill And Intangible Assets [Member]
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	1,874,182	1,761,154
Accumulated Amortization	(189,520)	(147,240)
Net Carrying Amount	1,684,662	1,613,914
Customer Relationships [Member]
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	409,430	370,030
Accumulated Amortization	(119,720)	(92,942)
Net Carrying Amount	289,710	277,088
Developed Technology [Member]
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	56,878	51,100
Accumulated Amortization	(23,379)	(17,475)
Net Carrying Amount	33,499	33,625
Trade Names [Member]
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	35,881	35,500
Accumulated Amortization	(6,592)	(5,034)
Net Carrying Amount	29,289	30,466
Databases [Member]
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	49,034	43,080
Accumulated Amortization	(39,829)	(31,789)
Net Carrying Amount	$ 9,205	$ 11,291

Leases

9 Months Ended

Sep. 30, 2022

Leases [Abstract]

Leases

5. Leases

The Company leases real estate in the form of office space facilities. Generally, the term for real estate leases ranges from 1 to 9 years at inception of the contract. Some real estate leases include options to renew that can extend the original term by 5 to 10 years.

Operating lease costs are allocated according to headcount to cost of revenue, sales and marketing, product development and general and administrative expenses in the condensed consolidated statements of operations. As of September 30, 2022, the Company does not have any finance leases.

During the first quarter of 2022, the Company gave notice of its intent to extend one of its office lease facilities for an additional five-year period and the extension was accounted for as a lease modification under ASC 842. Accordingly, the Company recorded a right-of-use asset and corresponding operating lease liability of $6.0 million, which represented the present value of the expected future minimum lease payments. During the quarter ended June 30, 2022, the Company’s executive leadership team approved a program to exit the office lease facility and signed an agreement with the landlord to withdraw the Company’s exercise of the option to extend. As a result, the lease will terminate on December 31, 2022. This was accounted for as a lease modification under ASC 842 and the Company reduced the right-of-use asset by $6.0 million in the second quarter of 2022. The Company ceased use of the office facility during the quarter and accordingly recorded an impairment charge of $0.7 million, which represented the remaining carrying value of the right-of-use asset as of June 30, 2022.

Also during the second quarter of 2022, the Company executed a plan to exit one of its office facilities by exercising an early termination clause, which was accounted for as a lease modification under ASC 842. The Company ceased use of the office facility during the second quarter and accordingly recorded a $0.2 million impairment charge, which represented the remaining carrying value of the right-of-use asset as of June 30, 2022.

The Company recorded the following lease costs for the three and nine months ended September 30, 2022:


(in thousands)	Three Months Ended September 30, 2022		Nine Months Ended September 30, 2022
Lease Cost
Capitalized operating lease cost	$	848	$	2,571
Variable lease cost		—		1
Total lease cost	$	848	$	2,572


(in thousands)
Supplemental Cash Flow and Other Information
Cash paid for amounts included in measurement of lease liabilities and capitalized operating leases:
Operating cash flows	$	2,340

Right-of-use assets obtained in exchange for lease liabilities:
Capitalized operating leases	$	979

Lease term and discount rate consisted of the following at September 30, 2022:


	September 30, 2022
Weighted-average remaining lease term (in years):
Capitalized operating leases		5.85

Weighted-average discount rate:
Capitalized operating leases		4.2	%


(in thousands)	Capitalized Operating Lease
2022, excluding the nine months ended September 30, 2022	$	800
2023		1,955
2024		2,348
2025		2,144
2026		2,071
Thereafter		4,458
	$	13,776

Imputed interest		1,620
Lease liability balance at September 30, 2022	$	12,156

Future aggregate minimum annual lease payments as of December 31, 2021 reported in our 2021 Form 10-K under the previous lease accounting standard were as follows:


(in thousands)	Operating Lease
2022	$	3,120
2023		1,895
2024		2,282
2025		2,174
2026		2,165
Thereafter		4,805
	$	16,441

Total rent expense, which was allocated according to headcount to cost of revenue, sales and marketing, product development and general and administrative expenses in the condensed consolidated statements of operations, was $0.5 and $0.7 million in the three months ended September 30, 2022 and 2021, respectively, and $2.0 million and $2.1 million in the nine months ended September 30, 2022 and 2021, respectively.

Accrued Expenses and Other Current Liabilities - Schedule of Accrued Expenses And Other Current Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Accounts Payable and Accrued Liabilities, Current [Abstract]
Payroll and payroll-related	$ 9,983	$ 10,311
Contingent consideration, current	0	7,500
Sales, franchise and other taxes	3,844	1,785
Other	5,058	3,062
Accrued expenses and other current liabilities	$ 18,885	$ 22,658

Goodwill and Intangible Assets - Additional Information (Details)	3 Months Ended		9 Months Ended
	Sep. 30, 2022 USD ($)	Sep. 30, 2021 USD ($)	Sep. 30, 2022 USD ($) Segment	Sep. 30, 2021 USD ($)
Finite Lived Intangible Assets [Line Items]
Amortization of intangible assets			$ 42,497,000	$ 43,517,000
Amortization	$ 3,155,000	$ 5,356,000	$ 14,113,000	15,896,000
Number of Reporting Units \| Segment			1
Impairment of goodwill			$ 0	0
AW acquisition
Finite Lived Intangible Assets [Line Items]
Goodwill, Period Increase (Decrease)			61,500,000
Finite Lived Intangible Assets [Member]
Finite Lived Intangible Assets [Line Items]
Amortization of intangible assets	12,700,000	14,700,000	42,500,000	43,500,000
Amortization	$ 3,200,000	$ 5,400,000	$ 14,100,000	$ 15,900,000

Segment and Geographic Data (Tables)

9 Months Ended

Sep. 30, 2022

Segment Reporting [Abstract]

Schedule of Revenue by Geographic Areas

Revenues by geographic area presented based upon the location of the customer are as follows:


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
(in thousands)	2022		2021		2022		2021
United States	$	54,483	$	40,863	$	154,091	$	114,339
Rest of world		2,899		2,221		7,963		5,502
Total revenues	$	57,382	$	43,084	$	162,054	$	119,841

Schedule of Long-Lived Assets by Geographic Areas


(in thousands)	September 30, 2022		December 31, 2021
United States	$	4,069	$	4,705
Rest of world		512		364
Total long-lived assets	$	4,581	$	5,069

Acquisitions - Summary of Transaction Transferred (Details) - USD ($) $ in Thousands		9 Months Ended	12 Months Ended
	Feb. 18, 2022	Sep. 30, 2022	Dec. 31, 2021
Business Combinations [Abstract]
Initial cash investment in December 2021	$ 40,000		$ 40,000
Cash consideration paid at closing	58,600	$ 58,645
Working capital adjustments	200	(202)
Contingent consideration	$ 5,000	1,000
Purchase price		$ 99,443

Goodwill and Intangible Assets (Tables)

9 Months Ended

Sep. 30, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Intangible Assets and Goodwill

The carrying amounts of goodwill and intangible assets, as of September 30, 2022 and December 31, 2021, consist of the following:


	September 30, 2022
(in thousands)	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Finite-lived intangible assets:
Customer relationships	$	409,430	$	(119,720	)	$	289,710
Developed technologies		56,878		(23,379	)		33,499
Tradenames		35,881		(6,592	)		29,289
Database		49,034		(39,829	)		9,205
Total finite-lived intangible assets		551,223		(189,520	)		361,703
Goodwill		1,322,959		—			1,322,959
Total goodwill and Intangible assets	$	1,874,182	$	(189,520	)	$	1,684,662


	December 31, 2021
(in thousands)	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Finite-lived intangible assets:
Customer relationships	$	370,030	$	(92,942	)	$	277,088
Developed technologies		51,100		(17,475	)		33,625
Tradenames		35,500		(5,034	)		30,466
Database		43,080		(31,789	)		11,291
Total finite-lived intangible assets		499,710		(147,240	)		352,470
Goodwill		1,261,444		—			1,261,444
Total goodwill and Intangible assets	$	1,761,154	$	(147,240	)	$	1,613,914

Schedule of Future Amortization Expense

Estimated total intangible amortization expense during the next five years and thereafter is as follows:


(in thousands)
2022, excluding the nine months ended September 30, 2022	$	12,223
2023		49,385
2024		46,538
2025		42,148
2026		34,883
Thereafter		176,526
Total	$	361,703

Income Taxes - Additional Information (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Tax Credit Carryforward [Table]
Unrecognized tax benefits	$ 0		$ 0		$ 0
Effective tax rate	0.20%	0.30%	0.50%	0.30%
Deferred tax liability	$ 91,500,000		$ 91,500,000
Tax receivable agreement liability			$ 157,200,000
Tax receivable agreement realized tax benefits payable to related parties percent			85.00%
Tax Receivable Agreement Benefit percentage			15.00%
Tax Receivable Agreement Realized Tax Benefits Payable To Related Parties			$ 0
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent			21.00%
TRA Remeasurement Gain	$ 5,200,000		$ 8,300,000

Equity-Based Compensation - Schedule of Company's Unvested Time-Based and Performance-Based Unit Activity (Details)	9 Months Ended
	Sep. 30, 2022 $ / shares shares
Time-Based RSUs
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Non-vested at December 31, 2021 \| shares	1,935,899
Granted \| shares	1,817,156
Vested \| shares	(452,046)
Forfeited \| shares	(169,157)
Non-vested at September 30, 2022 \| shares	3,131,852
Non vested weighted average grant date fair value \| $ / shares	$ 32.59
Non vested weighted average grant date fair value, Granted \| $ / shares	22.59
Non vested weighted average grant date fair value, vested \| $ / shares	25.19
Non vested weighted average grant date fair value, forfeited \| $ / shares	25.63
Non vested weighted average grant date fair value \| $ / shares	$ 28.23
Performance-Based RSUs
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Non-vested at December 31, 2021 \| shares	164,351
Granted \| shares	125,000
Vested \| shares	0
Forfeited \| shares	(9,259)
Non-vested at September 30, 2022 \| shares	280,092
Non vested weighted average grant date fair value \| $ / shares	$ 27.00
Non vested weighted average grant date fair value, Granted \| $ / shares	54.25
Non vested weighted average grant date fair value, vested \| $ / shares	0
Non vested weighted average grant date fair value, forfeited \| $ / shares	27.00
Non vested weighted average grant date fair value \| $ / shares	$ 39.16
Time Based Unit
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Non-vested at December 31, 2021 \| shares	2,756,406
Vested \| shares	(906,377)
Forfeited \| shares	(61,905)
Non-vested at September 30, 2022 \| shares	1,788,124
Non vested weighted average grant date fair value \| $ / shares	$ 2.02
Non vested weighted average grant date fair value, vested \| $ / shares	2.20
Non vested weighted average grant date fair value, forfeited \| $ / shares	1.85
Non vested weighted average grant date fair value \| $ / shares	$ 1.94

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Sep. 30, 2022	Dec. 31, 2021
Common Class A
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	600,000,000	600,000,000
Common stock, shares issued	104,961,965	97,030,095
Common stock, shares outstanding	104,961,965	97,030,095
Common Class B
Common stock, par value	$ 0.00001	$ 0.00001
Common stock, shares authorized	65,000,000	65,000,000
Common stock, shares issued	50,566,898	58,244,627
Common stock, shares outstanding	48,778,774	55,488,221

Retirement Plan - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Retirement Benefits [Abstract]
Employer matching contributions, amount	$ 0.7	$ 0.6	$ 2.6	$ 1.7

Leases - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended				6 Months Ended	9 Months Ended
	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2021	Jun. 30, 2022	Sep. 30, 2022	Sep. 30, 2021
Lessee, Lease, Description [Line Items]
Finance lease liability	$ 0					$ 0
Option to extend lease term			the Company gave notice of its intent to extend one of its office lease facilities for an additional five-year period and the extension was accounted for as a lease modification under ASC 842.
Lease existence of option to extend			true
Additional lease term period			5 years
Operating lease liability to be paid	13,776					13,776
Product Development [Member]
Lessee, Lease, Description [Line Items]
Rental Expenses	$ 500			$ 700		$ 2,000	$ 2,100
Office Space Facilities
Lessee, Lease, Description [Line Items]
Operating lease liability to be paid		$ 6,000	$ 6,000		$ 6,000
Impairment charge		$ 200			$ 700
Office Space Facilities \| Maximum [Member]
Lessee, Lease, Description [Line Items]
Operating lease term of contract	9 years					9 years
Operating lease, renewal term	10 years					10 years
Office Space Facilities \| Minimum [Member]
Lessee, Lease, Description [Line Items]
Operating lease term of contract	1 year					1 year
Operating lease, renewal term	5 years					5 years

Accumulated Other Comprehensive Income

9 Months Ended

Sep. 30, 2022

Stockholders' Equity Note [Abstract]

Accumulated Other Comprehensive Income

15. Accumulated Other Comprehensive Income

The following table summarize the changes in accumulated balances of other comprehensive income for the three and nine months ended September 30, 2022 and 2021, respectively.


	Three Months Ended September 30, 2022												Nine Months Ended September 30, 2022
(in thousands)	Unrealized Gains on Cash Flow Hedges			Unrealized Loss on Investments			Foreign Currency Translation Adjustments			Total			Unrealized Gains on Cash Flow Hedges		Unrealized Loss on Investments			Foreign Currency Translation Adjustments			Total
Beginning balance	$	2,150		$	(290	)	$	134		$	1,994		$	—	$	—		$	62		$	62
Other comprehensive income (loss) before reclassifications		2,288			31			(355	)		1,964			4,162		(259	)		(283	)		3,620
Amounts reclassified from AOCI		(47	)		—			—			(47	)		229		—			—			229
Ending balance	$	4,391		$	(259	)	$	(221	)	$	3,911		$	4,391	$	(259	)	$	(221	)	$	3,911


	Three months ended September 30, 2021								Nine months ended September 30, 2021
(in thousands)	Unrealized Gains on Cash Flow Hedges		Unrealized Loss on Investments		Foreign Currency Translation Adjustments		Total		Unrealized Gains on Cash Flow Hedges		Unrealized Loss on Investments		Foreign Currency Translation Adjustments			Total
Beginning balance	$	—	$	—	$	13	$	13	$	—	$	—	$	(131	)	$	(131	)
Other comprehensive income (loss)		—		—		11		11		—		—		155			155
Ending balance	$	––	$	––	$	24	$	24	$	––	$	––	$	24		$	24

Description of Business - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions			9 Months Ended
	Nov. 22, 2021	Sep. 17, 2021	Sep. 30, 2022
Entity Incorporation, Date of Incorporation			May 05, 2021
Acquisition of Limited Liability Company (LLC)		14,222,222
Purchase Of Limited Liability Company (LLC) Unit		1,169,378
Noninterest Expense Offering Cost			$ 11.4
Fees and Expense			11.4
Common Class A [Member]
Issuance of Class A common stock in IPO net of costs, Share		17,888,888
Share Price		$ 27.00
Proceeds from Issuance Initial Public Offering		$ 452.8
Repurchase of share, Shares		2,497,288
Follow-On Offering [Member] \| Common Class A [Member]
Issuance of Class A common stock in IPO net of costs, Share	11,000,000
Share Price	$ 36.00
Proceeds from Issuance Initial Public Offering	$ 382.1
IPO [Member]
Proceeds to repay outstanding debt			$ 199.6
Definitive OpCo [Member] \| Follow-On Offering [Member]
Acquisition of Limited Liability Company (LLC)	7,000,000
Purchase Of Limited Liability Company (LLC) Unit	1,766,762
Noninterest Expense Offering Cost	$ 1.6
Fees and Expense	$ 1.6
Definitive OpCo [Member] \| Follow-On Offering [Member] \| Common Class A [Member]
Repurchase of share, Shares	2,233,238

Accounts Receivable - Schedule of Accounts Receivable (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Accounts and Financing Receivable, after Allowance for Credit Loss, Current [Abstract]
Accounts receivable	$ 34,615	$ 44,303
Unbilled receivable	859	430
Accounts receivable, gross	35,474	44,733
Less: allowance for doubtful accounts	(1,785)	(1,397)
Accounts receivable, net	$ 33,689	$ 43,336

Description of Business

9 Months Ended

Sep. 30, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Description of Business

1. Description of Business

Definitive Healthcare Corp., through its operating subsidiaries, provides comprehensive and up-to-date hospital and healthcare-related information and insight across the entire healthcare continuum via a multi-tenant software-as-a-service (“SaaS”) platform which combines proprietary and public sources to deliver insights. The Company is headquartered in Framingham, Massachusetts.

Organization

Definitive Healthcare Corp. was formed on May 5, 2021 as a Delaware corporation to facilitate an initial public offering (“IPO”) and other related transactions to carry on the business of Definitive OpCo. Following consummation of the Reorganization Transactions, Definitive OpCo became a subsidiary of Definitive Healthcare Corp.

Initial Public Offering

On September 17, 2021, Definitive Healthcare completed its IPO, in which it sold 17,888,888 shares of Class A Common Stock (including shares issued pursuant to the exercise in full of the underwriters’ option to purchase additional shares) at a public offering price of $27.00 per share for net proceeds of $452.8 million, after deducting underwriters’ discounts and commissions (but excluding other offering expenses and reimbursements).

Definitive Healthcare used net proceeds from the IPO to (i) acquire 14,222,222 newly issued limited liability company interests (“LLC Units”) from Definitive OpCo; (ii) purchase 1,169,378 LLC Units from certain holders of LLC Units prior to the IPO; and (iii) repurchase 2,497,288 shares of Class A Common Stock received by the former shareholders of certain Blocker Companies (as defined below). Definitive OpCo used proceeds from the IPO to pay fees and expenses of approximately $11.4 million incurred in connection with the IPO and the Reorganization Transactions and to repay $199.6 million, inclusive of accrued interest expense, of the outstanding borrowings under our 2019 Credit Agreement, with the remaining proceeds intended to be used for general corporate purposes.

Reorganization Transactions

In connection with the IPO, the Company completed the following transactions (the “Reorganization Transactions”). Definitive OpCo entered into a second amended and restated limited liability company agreement (the “Amended LLC Agreement”) pursuant to which members of Definitive OpCo prior to the IPO who continue to hold LLC Units have the right to require Definitive OpCo to exchange all or a portion of their LLC Units for newly issued shares of Class A Common Stock. Until exchanged, each LLC Unit is coupled with one share of Definitive Healthcare Corp. Class B Common Stock. The total amount of shares of Class B Common Stock outstanding is equal to the number of vested LLC Units outstanding. Entities treated as corporations for U.S. tax purposes that held LLC Units (individually, a “Blocker Company” and collectively, the "Blocker Companies") each merged with a merger subsidiary and subsequently merged into Definitive Healthcare Corp. and are now holders of Class A Common Stock.

Following the Reorganization Transactions, Definitive Healthcare Corp. became a holding company, with its sole material asset being a controlling equity interest in Definitive OpCo. Definitive Healthcare Corp. operates and controls all of the business and affairs of Definitive OpCo, and through Definitive OpCo and its subsidiaries, conducts its business. Accordingly, Definitive Healthcare Corp. consolidates the financial results of Definitive OpCo and reports the noncontrolling interests of unexchanged LLC Unit holders on its condensed consolidated financial statements.

In connection with the Reorganization Transactions and the IPO, Definitive Healthcare Corp. entered into a tax receivable agreement. See Note 18. Income Taxes.

Follow-On Offering

On November 22, 2021, Definitive Healthcare Corp. completed a follow-on offering, in which it sold 11,000,000 shares of Class A Common Stock at a public offering price of $36.00 per share for net proceeds of $382.1 million, after deducting underwriters’ discounts and commissions (but excluding other offering expenses and reimbursements).

Definitive Healthcare Corp. used net proceeds from the follow-on offering to (i) acquire 7,000,000 newly issued LLC Units from Definitive OpCo; (ii) purchase 1,766,762 LLC Units from certain unitholders; and (iii) repurchase 2,233,238 shares of Class A Common Stock received by the former shareholders of certain Blocker Companies. Definitive OpCo used net proceeds from the follow-on offering to pay fees and expenses of approximately $1.6 million incurred in connection with the follow-on offering, with the remaining proceeds intended to be used for general corporate purposes.

Equity-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense	$ 9,133	$ 2,317	$ 25,010	$ 4,338
Time Based RSUs [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense	7,100	400	19,200	400
Unrecognized expense related to unit-based compensation	76,200		$ 76,200
Weighted-average period over which cost not yet recognized is expected to be recognized			2 years 8 months 12 days
Performance Based RSUs [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense	500	0	$ 1,200	0
Unrecognized expense related to unit-based compensation	6,300		$ 6,300
Weighted-average period over which cost not yet recognized is expected to be recognized			1 year 8 months 12 days
Performance Based RSUs [Member] \| Maximum [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Award vesting percentage			300.00%
Performance Based RSUs [Member] \| Minimum [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Award vesting percentage			0.00%
Time Based Unit
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense	1,500	800	$ 4,500	$ 1,700
Unrecognized expense related to unit-based compensation	$ 10,600		$ 10,600
Weighted-average period over which cost not yet recognized is expected to be recognized			1 year 10 months 24 days
2021 Equity Incentive Plan \| Common Class A
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized	5,261,049		5,261,049
IPO \| 2019 Equity Incentive Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Issue price per share	$ 27.00		$ 27.00
Executive Officer
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Share based compensation plan modification incremental compensation cost		$ 1,900

Accumulated Other Comprehensive Income (Tables)

9 Months Ended

Sep. 30, 2022

Stockholders' Equity Note [Abstract]

Summary of Changes in Accumulated Balances in Other Comprehensive Income

The following table summarize the changes in accumulated balances of other comprehensive income for the three and nine months ended September 30, 2022 and 2021, respectively.


	Three Months Ended September 30, 2022												Nine Months Ended September 30, 2022
(in thousands)	Unrealized Gains on Cash Flow Hedges			Unrealized Loss on Investments			Foreign Currency Translation Adjustments			Total			Unrealized Gains on Cash Flow Hedges		Unrealized Loss on Investments			Foreign Currency Translation Adjustments			Total
Beginning balance	$	2,150		$	(290	)	$	134		$	1,994		$	—	$	—		$	62		$	62
Other comprehensive income (loss) before reclassifications		2,288			31			(355	)		1,964			4,162		(259	)		(283	)		3,620
Amounts reclassified from AOCI		(47	)		—			—			(47	)		229		—			—			229
Ending balance	$	4,391		$	(259	)	$	(221	)	$	3,911		$	4,391	$	(259	)	$	(221	)	$	3,911


	Three months ended September 30, 2021								Nine months ended September 30, 2021
(in thousands)	Unrealized Gains on Cash Flow Hedges		Unrealized Loss on Investments		Foreign Currency Translation Adjustments		Total		Unrealized Gains on Cash Flow Hedges		Unrealized Loss on Investments		Foreign Currency Translation Adjustments			Total
Beginning balance	$	—	$	—	$	13	$	13	$	—	$	—	$	(131	)	$	(131	)
Other comprehensive income (loss)		—		—		11		11		—		—		155			155
Ending balance	$	––	$	––	$	24	$	24	$	––	$	––	$	24		$	24

Income Taxes

9 Months Ended

Sep. 30, 2022

Income Tax Disclosure [Abstract]

Income Taxes

18. Income Taxes

During the three months ended September 30, 2022, management performed an assessment of the recoverability of deferred tax assets. Management determined, based on the accounting standards applicable to such assessment, that there was sufficient negative evidence as a result of the Company’s scheduled reversal of deferred tax liabilities and cumulative losses to conclude it was more likely than not that its deferred tax assets would not be realized and has recorded a valuation allowance against its deferred tax assets that are not more likely than not to be realized. In the event that management was to determine that the Company would be able to

realize its deferred tax assets in the future in excess of their net recorded amount, an adjustment to the valuation allowance would be made which would reduce the provision for income taxes.

As of September 30, 2022, the Company has recorded a net deferred tax liability of $91.5 million. The net deferred tax liability reflects a valuation allowance against deferred tax assets that are more likely than not to not be realized as well as reversing taxable temporary differences that will not provide a source of taxable income due to attribute limitation rules.

The Company recognizes uncertain income tax positions when it is more-likely-than-not the position will be sustained upon examination. As of September 30, 2022 and December 31, 2021, the Company has not identified any uncertain tax positions and has not recognized any related reserves.

The Company's effective tax rate was 0.2% and (0.3%) for the three months ended September 30, 2022 and 2021, respectively, and 0.5% and (0.3%) for the nine months ended September 30, 2022 and 2021, respectively. The Company’s effective tax rate differs from the statutory tax rate of 21% due to the valuation allowance recorded, foreign tax rates that differ from the U.S. statutory tax rate, and partnership income that is not taxed.

Tax Receivable Agreement

Pursuant to the Company's election under Section 754 of the Internal Revenue Code (the "Code"), the Company expects to obtain an increase in its share of the tax basis in the net assets of AIDH Topco, LLC when LLC Interests are redeemed or exchanged by other members. The Company plans to make an election under Section 754 of the Code for each taxable year in which a redemption of exchange of LLC Interest occurs. The Company intends to treat any redemptions and exchanges of LLC Interest as direct purchases of LLC Interests for U.S. federal income tax purposes. These increases in tax basis may reduce the amounts that would otherwise be paid in the future to various tax authorities. They may also decrease gains (or increase losses) on future dispositions of certain capital assets to the extent tax basis is allocated to those capital assets.

In connection with the IPO, the Company entered into a Tax Receivable Agreement ("TRA") and has recorded a liability under the TRA of $157.2 million as of September 30, 2022. During the three and nine months ended September 30, 2022, the Company recognized a TRA remeasurement gain of $5.2 million and $8.3 million within Other income, net in the Company’s condensed consolidated statements of operations. Under the TRA, the Company generally will be required to pay to the Original LLC Unitholders 85% of the amount of cash savings, if any, in U.S. federal, state, or local tax that the Company actually realizes directly or indirectly (or are deemed to realize in certain circumstances) as a result of (i) certain tax attributes created as a result of any sales or exchanges (as determined for U.S. federal income tax purposes) to or with the Company of their interests in AIDH TopCo, LLC, including any basis adjustment relating to the assets of AIDH TopCo, LLC, (ii) existing tax attributes acquired by the Company in the pre-IPO restructuring, and (iii) tax benefits attributable to payments made under the TRA. The Company expects to benefit from the remaining 15% of any tax benefits that it may actually realize. To the extent that the Company is unable to timely make payments under the TRA for any reason, such payments generally will be deferred and will accrue interest until paid. No amounts are expected to be paid within the next 12 months.

- Definition

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.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 21
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330215-122817

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 17
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 14
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 270
-Section 50
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-URI https://asc.fasb.org/topic&trid=2144680

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 30
-Section 50
-Paragraph 2
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Revenue - Summary of Remaining Performance Obligation (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Revenue from Contract with Customer [Abstract]
Current	$ 159,699	$ 155,134
Noncurrent	86,902	95,354
Total	$ 246,601	$ 250,488

Accrued Expenses and Other Current Liabilities

9 Months Ended

Sep. 30, 2022

Accounts Payable and Accrued Liabilities, Current [Abstract]

Accrued Expenses and Other Current Liabilities

13. Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consisted of the following:


(in thousands)	September 30, 2022		December 31, 2021
Payroll and payroll-related	$	9,983	$	10,311
Contingent consideration, current		—		7,500
Sales, franchise and other taxes		3,844		1,785
Other		5,058		3,062
Accrued expenses and other current liabilities	$	18,885	$	22,658

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 228,828	$ 387,498
Short-term investments	120,798	0
Accounts receivable, net	33,689	43,336
Prepaid expenses and other current assets	9,716	6,518
Current portion of deferred contract costs	9,179	6,880
Total current assets	402,210	444,232
Property and equipment, net	4,581	5,069
Operating lease right-of-use assets, net	10,051	0
Other assets	5,105	8,431
Deferred contract costs, net of current portion	13,164	11,667
Investment in equity securities	0	32,675
Intangible assets, net	361,703	352,470
Goodwill	1,322,959	1,261,444
Total assets	2,119,773	2,115,988
Current liabilities:
Accounts payable	10,266	4,651
Accrued expenses and other current liabilities	18,885	22,658
Current portion of deferred revenue	83,820	83,611
Current portion of term loan	6,875	6,875
Current portion of operating lease liabilities	1,706	0
Total current liabilities	121,552	117,795
Long term liabilities:
Deferred revenue	504	412
Term loan, net of current portion	259,064	263,808
Operating lease liabilities, net of current portion	10,450	0
Tax receivable agreements liability	157,175	153,529
Deferred tax liabilities	91,533	75,888
Other long-term liabilities	1,973	1,294
Total liabilities	642,251	612,726
Equity:
Additional paid-in capital	962,874	890,724
Accumulated other comprehensive income	3,911	62
Accumulated deficit	(34,140)	(17,677)
Noncontrolling interests	544,772	630,056
Total equity	1,477,522	1,503,262
Total liabilities and equity	2,119,773	2,115,988
Common Class A
Equity:
Common stock, value	105	97
Common Class B
Equity:
Common stock, value	$ 0	$ 0

Revenue (Tables)

9 Months Ended

Sep. 30, 2022

Revenue from Contract with Customer [Abstract]

Schedule of Disaggregation of Revenue

The following table represents a disaggregation of revenue from arrangements with customers for the three and nine months ended September 30, 2022 and 2021, respectively:


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	2022		2021		2022		2021
Subscription services	$	56,156	$	42,780	$	159,136	$	118,545
Professional services		1,226		304		2,918		1,296
Total revenue	$	57,382	$	43,084	$	162,054	$	119,841

Summary of Receivables, Deferred Contract Costs and Contract Liabilities from Contract with Customers

The opening and closing balances of the Company’s receivables, deferred contract costs and contract liabilities from contracts with customers are as follows:


(in thousands)	September 30, 2022		December 31, 2021
Accounts receivable, net	$	33,689	$	43,336
Deferred contract costs, current portion		9,179		6,880
Deferred contract costs, long-term		13,164		11,667
Deferred revenues		84,324		84,023

Deferred Contract Costs

A summary of the activity impacting the deferred contract costs for the nine months ended September 30, 2022 and the year ended December 31, 2021 is presented below:


(in thousands)	Nine Months Ended September 30, 2022			Twelve Months Ended December 31, 2021
Balance at beginning of period	$	18,547		$	8,899
Costs amortized		(6,274	)		(4,792	)
Additional amounts deferred		10,070			14,440
Balance at end of period		22,343			18,547
Classified as:
Current		9,179			6,880
Non-current		13,164			11,667
Total deferred contract costs (deferred commissions)	$	22,343		$	18,547

Summary of Deferred Revenue Balances

A summary of the activity impacting deferred revenue balances during the nine months ended September 30, 2022 and for the year ended December 31, 2021 is presented below:


(in thousands)	Nine Months Ended September 30, 2022			Twelve Months Ended December 31, 2021
Balance at beginning of period	$	84,023		$	61,200
Revenue recognized		(162,054	)		(166,154	)
Additional amounts deferred		162,355			188,977
Balance at end of period	$	84,324		$	84,023

Summary of Remaining Performance Obligation

The remaining performance obligations consisted of the following:


(in thousands)	September 30, 2022		December 31, 2021
Current	$	159,699	$	155,134
Non-current		86,902		95,354
Total	$	246,601	$	250,488

Accounts Receivable

9 Months Ended

Sep. 30, 2022

Receivables [Abstract]

Accounts Receivable

7. Accounts Receivable

Accounts receivable consisted of the following:


(in thousands)	September 30, 2022			December 31, 2021
Accounts receivable	$	34,615		$	44,303
Unbilled receivable		859			430
		35,474			44,733
Less: allowance for doubtful accounts		(1,785	)		(1,397	)
Accounts receivable, net	$	33,689		$	43,336

Summary of Significant Accounting Policies (Policies)	9 Months Ended
Summary of Significant Accounting Policies (Policies)	Sep. 30, 2022
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and in conformity with rules applicable to quarterly financial information. Any reference in these notes to applicable accounting guidance is meant to refer to the authoritative nongovernmental GAAP as found in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”). The condensed consolidated financial statements as of September 30, 2022 and for the three and nine months ended September 30, 2022 and 2021 are unaudited. Amounts for the period from January 1, 2021 through September 15, 2021 presented in the condensed consolidated financial statements and notes to the condensed consolidated financial statements herein represent the historical operations of Definitive OpCo. The amounts as of September 30, 2022 and December 31, 2021 and for the period from September 16, 2021 reflect the consolidated operations of Definitive Healthcare Corp. and its consolidated subsidiaries. All adjustments, consisting of normal recurring adjustments, except as otherwise noted, considered necessary for a fair presentation of the unaudited interim condensed consolidated financial statements for these interim periods have been included. Refer to Note 2 below and to Note 2. Summary of Significant Accounting Policies in the notes to the consolidated financial statements in the Annual Report on Form 10-K for the fiscal year ended December 31, 2021 for the Company’s significant accounting policies and estimates.
Use of Estimates in the Preparation of Financial Statements	Use of Estimates in the Preparation of Financial Statements The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates, judgments, 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, as well as the reported amounts of revenues and expenses during the reporting period. These estimates include, but are not limited to, revenue recognition, allowance for doubtful accounts, contingencies, valuations and useful lives of intangible assets acquired in business combinations, equity-based compensation, and income taxes. Actual results could differ from those estimates.
Leases	Leases Effective January 1, 2022, the Company adopted Accounting Standards Update (“ASU”) No. 2016-02—Leases (Topic 842) (“ASC 842”). In accordance with ASC 842, the Company, at the inception of the contract, determines whether a contract is or contains a lease. For leases with terms greater than 12 months, the Company records the related operating or finance right of use asset and lease liability at the present value of lease payments over the lease term. The Company is generally not able to readily determine the implicit rate in the lease and therefore uses the determined incremental borrowing rate at lease commencement to determine the present value of lease payments. The incremental borrowing rate represents an estimate of the market interest rate the Company would incur at lease commencement to borrow an amount equal to the lease payments on a collateralized basis over the term of a lease. Renewal options are not included in the measurement of the right of use assets and lease liabilities unless the Company is reasonably certain to exercise the optional renewal periods. Some leases also include early termination options, which can be exercised under specific conditions. Additionally, certain leases contain incentives, such as construction allowances from landlords. These incentives reduce the right-of-use asset related to the lease. Some of the Company's leases contain rent escalations over the lease term. The Company recognizes expense for operating leases on a straight-line basis over the lease term. The Company’s lease agreements contain variable lease payments for common area maintenance, utility, and taxes. The Company has elected the practical expedient to combine lease and non-lease components for all asset categories. Therefore, the lease payments used to measure the lease liability for these leases include fixed minimum rentals along with fixed non-lease component charges. The Company does not have significant residual value guarantees or restrictive covenants in the lease portfolio.
Derivative Instruments and Hedging Activities	Derivative Instruments and Hedging Activities FASB Accounting Standards Codification (“ASC”) 815—Derivatives and Hedging (“ASC 815”), provides the disclosure requirements for derivatives and hedging activities with the intent to provide users of financial statements with an enhanced understanding of: (a) how and why an entity uses derivative instruments, (b) how the entity accounts for derivative instruments and related hedged items, and (c) how derivative instruments and related hedged items affect an entity’s financial position, financial performance, and cash flows. Further, qualitative disclosures are required that explain the Company’s objectives and strategies for using derivatives, as well as quantitative disclosures about the fair value of and gains and losses on derivative instruments, and disclosures about credit-risk-related contingent features in derivative instruments. As required by ASC 815, the Company records all derivatives on the balance sheet at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Derivatives may also be designated as hedges of the foreign currency exposure of a net investment in a foreign operation. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company may enter into derivative contracts that are intended to economically hedge certain of its risk, even though hedge accounting does not apply or the Company elects not to apply hedge accounting. In accordance with the FASB’s fair value measurement guidance in ASU 2011-04—Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRS (“ASC 820”), the Company made an accounting policy election to measure the credit risk of its derivative financial instruments that are subject to master netting agreements on a net basis by counterparty portfolio.
Adoption of Recently Issued Financial Accounting Standards	Adoption of Recently Issued Financial Accounting Standards In October 2021, the FASB issued ASU No. 2021-08—Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. This new accounting standard requires contract assets and contract liabilities (i.e., deferred revenue) acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with ASC 606—Revenue from Contracts with Customers. The standard requires the acquirer to recognize contract assets and contract liabilities at the same amounts recorded by the acquiree. The new accounting guidance is effective for fiscal years beginning after December 15, 2022, with early adoption permitted. The Company adopted this new accounting guidance effective January 1, 2022. In connection with the acquisition of Analytical Wizards completed in the first quarter of 2022, the Company recorded contract liabilities of $3.4 million. Refer to Note 3. Acquisitions for further details. In March 2020, the FASB issued ASU No. 2020-04—Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The amendments of ASU No. 2020-04 are effective for companies as of March 12, 2020 through December 31, 2022. An entity may elect to apply the amendments for contract modifications by Topic or Industry Subtopic as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020, or prospectively from a date within an interim period that includes or is subsequent to March 12, 2020, up to the date that the financial statements are available to be issued. The amendments in this update apply only to contracts, hedging relationships and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform and provide optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. The Company adopted the update effective October 1, 2022, but the adoption did not have a material impact on the Company’s condensed consolidated financial statements. In December 2019, the FASB issued ASU No. 2019-12—Income Taxes (Topic 740), Simplifying the Accounting for Income Taxes. This standard removes certain exceptions for investments, intra-period allocations and interim tax calculations and adds guidance to reduce complexity in accounting for income taxes. The amendment is effective for fiscal years beginning after December 15, 2021. The Company adopted this new accounting guidance effective January 1, 2022, but the adoption did not have a material impact on the Company’s condensed consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02—Leases. The new standard establishes a right-of-use (“ROU”) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than twelve months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. The Company adopted ASU No. 2016-02—Leases effective January 1, 2022 using the modified retrospective transition method. Prior period results will continue to be presented under ASC 840 as it was the accounting standard in effect for such periods. The Company elected to apply the package of practical expedients that allows entities to forgo reassessing at the transition date: (1) whether any expired or existing contracts are or contain leases; (2) lease classification for any expired or existing leases; and (3) whether unamortized initial direct costs for existing leases meet the definition of initial direct costs under the new guidance. The Company did not elect the hindsight practical expedient. The Company elected to use the practical expedient that allows the combination of lease and non-lease contract components in all of its underlying asset categories. Finally, the Company also elected a policy of not recording leases on its condensed consolidated balance sheets when the leases have a term of 12 months or less and the Company is not reasonably certain to elect an option to renew the leased asset. Due to the adoption of this guidance, the Company recognized operating right-of-use assets of $12.7 million and operating lease liabilities of $14.0 million as of the date of adoption. The difference between the right-of-use assets and lease liabilities on the accompanying condensed consolidated balance sheet is primarily due to the accrual for lease payments as a result of straight-line lease expense and unamortized tenant incentive liability balances. The Company did not have any impact to opening retained earnings as a result of the adoption of the guidance. The adoption of this new guidance did not have a material impact on the Company’s results of operations, comprehensive loss, cash flows, liquidity or the Company’s covenant compliance under its existing credit agreement. Recently Issued Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU No. 2016-13—Financial Instruments – Credit Losses (Topic 326) – Measurement of Credit Losses on Financial Instruments. This standard is intended to improve financial reporting by requiring earlier recognition of credit losses on financing receivables and other financial assets in scope, such as trade receivables. The amendment is effective for fiscal years beginning after December 15, 2022. The Company will adopt the update effective January 1, 2023 and does not expect the adoption of the standard to have a material impact on its consolidated financial statements.

Property and Equipment

9 Months Ended

Sep. 30, 2022

Property, Plant and Equipment [Abstract]

Property and Equipment

8. Property and Equipment

Property and equipment consisted of the following:


(in thousands)	September 30, 2022			December 31, 2021
Computers and software	$	5,557		$	4,744
Furniture and equipment		1,659			1,580
Leasehold improvements		2,798			3,348
		10,014			9,672
Less: accumulated depreciation and amortization		(5,433	)		(4,603	)
Property and equipment, net	$	4,581		$	5,069

Depreciation and amortization expense associated with property and equipment was $0.5 million for the three months ended September 30, 2022 and 2021, and $1.7 million and $1.2 million for the nine months ended September 30, 2022 and 2021, respectively. During the second quarter of 2022, in relation to our office relocations, the Company recorded an impairment charge of $1.0 million, comprised of $0.9 million relating to the operating lease right-of-use assets, and $0.1 million relating to the leasehold improvements. These charges were recognized within Transaction, integration and restructuring expenses in the Company’s condensed consolidated statements of operations. The Company also recorded accelerated depreciation of computer equipment of $0.2 million. In connection with the office relocations, the Company disposed of $1.0 million of fully-depreciated property and equipment in the second quarter of 2022.

Segment and Geographic Data - Schedule of Revenue by Geographic Areas (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Entity Wide Revenue Major Customer [Line Items]
Revenue	$ 57,382	$ 43,084	$ 162,054	$ 119,841
United States [Member]
Entity Wide Revenue Major Customer [Line Items]
Revenue	54,483	40,863	154,091	114,339
Rest of World [Member]
Entity Wide Revenue Major Customer [Line Items]
Revenue	$ 2,899	$ 2,221	$ 7,963	$ 5,502

- Definition

+ References

+ Details

Derivative Instruments and Hedging Activities

9 Months Ended

Sep. 30, 2022

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Instruments and Hedging Activities

11. Derivative Instruments and Hedging Activities

Risk Management Objective of Using Derivatives

The Company is exposed to risks from changes in interest rates related to the 2021 Term Loan (See Note 10. Long-Term Debt). The Company uses derivative financial instruments, specifically, interest rate swap contracts, in order to manage its exposure to interest rate movements. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. Our primary objective in holding derivatives is to reduce the volatility of cash flows associated with changes in interest rates. The Company does not enter into derivative transactions for speculative or trading purposes.

Cash Flow Hedges of Interest Rate Risk

In March of 2022, the Company entered into two interest rate swap agreements. As of September 30, 2022, the two outstanding interest rate swap agreements each had a notional value of $67.0 million. The Company has not recorded any amounts due to ineffectiveness for the nine months ended September 30, 2022. The notional value of each interest rate swap agreement is expected to match the corresponding principal amount of a portion of our borrowings under the 2021 Term Loan. The swap agreements became effective as of March 31, 2022 and mature on March 31, 2025. During this period, the two notional amounts will have fixed interest rates of 2.0135% and 2.012%, and the counterparties to each of the agreements will pay the Company interest at a floating rate based on the one-month USD-LIBOR swap rate on the notional amounts. Interest payments will be made monthly on a net settlement basis.

On October 31, 2022, in conjunction with the amendment to the 2021 Credit Agreement (See Note 10. Long-Term Debt), the Company amended the two interest rate swap agreements to replace the LIBO rate with Term SOFR.

The derivative interest rate swaps are designated and qualify as cash flow hedges. Consequently, the change in the estimated fair value of the effective portion of the derivative is recognized in accumulated other comprehensive income (“AOCI”) on our Condensed Consolidated Balance Sheets and reclassified to interest expense, net, when the underlying transaction has an impact on earnings. The Company expects to recognize approximately $3.0 million of net pre-tax gains from accumulated other comprehensive income as a reduction of interest expense in the next twelve months associated with its interest rate swap. The Company recognizes derivative

instruments and hedging activities on a gross basis as either assets or liabilities on the Company’s Condensed Consolidated Balance Sheets and measures them at fair value. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the earnings effect of the hedged forecasted transactions in a cash flow hedge. To receive hedge accounting treatment, all hedging relationships are formally documented at the inception of the hedge, and the hedges must be highly effective in offsetting changes to future cash flows on hedged transactions.

The fair values of the interest rate swaps and their respective locations in our condensed consolidated balance sheets at September 30, 2022 were as follows:


(in thousands)
Description	Balance Sheet Location	September 30, 2022
Short-term derivative asset	Prepaid expenses and other current assets	$	3,027
Long-term derivative asset	Other assets		3,646

Derivative Instruments and Hedging Activities - Summary of Fair Values of the Interest Rate Swap (Details) - Interest Rate Swap [Member] $ in Thousands	Sep. 30, 2022 USD ($)
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Long-term derivative asset	$ 3,646
Short-term derivative asset	$ 3,027
Derivative Asset, Current, Statement of Financial Position [Extensible Enumeration]	Prepaid Expense and Other Assets, Current
Derivative Asset, Noncurrent, Statement of Financial Position [Extensible Enumeration]	Other Assets, Noncurrent

Short-term Investments - Schedule of short-term Investments (Details) $ in Thousands	Sep. 30, 2022 USD ($)
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost	$ 121,201
Gross unrealized gains	0
Gross unrealized losses	(403)
Fair Value	120,798
U.S. Treasuries [Member]
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost	44,892
Gross unrealized gains	0
Gross unrealized losses	(193)
Fair Value	44,699
Commercial Paper [Member]
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost	76,309
Gross unrealized gains	0
Gross unrealized losses	(210)
Fair Value	$ 76,099

Loss Per Share (Tables)

9 Months Ended

Sep. 30, 2022

Earnings Per Share [Abstract]

Schedule of Net Loss Per Share, Basic and Diluted


(in thousands)	Three Months Ended September 30, 2022			Three Months Ended September 30, 2021			Nine Months Ended September 30, 2022			Nine Months Ended September 30, 2021
Numerator:
Net loss	$	(6,354	)	$	(20,966	)	$	(28,990	)	$	(46,493	)
Less: Net loss attributable to Definitive OpCo prior to the Reorganization Transactions		—			(7,816	)		—			(33,343	)
Less: Net loss attributable to noncontrolling interests		(3,665	)		(5,172	)		(12,527	)		(5,172	)
Net loss attributable to Definitive Healthcare Corp.	$	(2,689	)	$	(7,978	)	$	(16,463	)		(7,978	)


(in thousands, except number of shares and per share amounts)	Three Months Ended September 30, 2022			Three Months Ended September 30, 2021			Nine Months Ended September 30, 2022			Nine Months Ended September 30, 2021
Basic net loss per share attributable to common stockholders
Numerator:
Allocation of net loss attributable to Definitive Healthcare Corp.	$	(2,689	)	$	(7,978	)	$	(16,463	)	$	(7,978	)
Denominator:
Weighted average number of shares of Class A Common Stock outstanding		102,904,565			88,263,333			99,776,742			88,263,333
Net loss per share, basic and diluted	$	(0.03	)	$	(0.09	)	$	(0.16	)	$	(0.09	)

Schedule of Dilutive Securities Excluded from Computation of Diluted Net Loss Per Share

The following table presents potentially dilutive securities excluded from the computation of diluted net loss per share for the period presented because their effect would have been anti-dilutive:


	Nine Months Ended September 30, 2022		Nine Months Ended September 30, 2021
Definitive OpCo Units (vested and unvested)		50,566,898		60,020,525
Restricted Stock Units		3,411,944		1,462,025

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($)
$ in Thousands

3 Months Ended

9 Months Ended

Sep. 30, 2022

Sep. 30, 2021

Sep. 30, 2022

Sep. 30, 2021

Income Statement [Abstract]

Revenue

$ 57,382

$ 43,084

$ 162,054

$ 119,841

Cost of revenue:

Cost of revenue exclusive of amortization

6,569

5,129

18,717

13,895

Amortization

3,155

5,356

14,113

15,896

Gross profit

47,658

32,599

129,224

90,050

Operating expenses:

Sales and marketing

21,184

14,376

66,062

39,003

Product development

9,205

4,746

24,761

12,817

General and administrative

13,718

7,880

33,564

18,891

Depreciation and amortization

10,037

9,760

30,105

28,814

Transaction, integration and restructuring expenses

2,945

(137)

6,362

3,332

Total operating expenses

57,089

36,625

160,854

102,857

Loss from operations

(9,431)

(4,026)

(31,630)

(12,807)

Other expense, net:

Other income ,net

5,528

119

9,429

143

Interest expense, net

(2,466)

(7,186)

(6,930)

(23,956)

Loss on extinguishment of debt

(9,873)

Total other income (expense), net

3,062

(16,940)

2,499

(33,686)

Net loss before income taxes

(6,369)

(20,966)

(29,131)

(46,493)

Income tax benefit

141

Net loss

(6,354)

(20,966)

(28,990)

(46,493)

Less: Net loss attributable to Definitive OpCo prior to the Reorganization Transactions

(7,816)

(33,343)

Net Loss

(3,665)

(5,172)

(12,527)

(5,172)

Net loss attributable to Definitive Healthcare Corp.

$ (2,689)

$ (7,978)

$ (16,463)

$ (7,978)

Net loss per share of Class A common stock:

Basic and diluted

^[1]

$ (0.03)

$ (0.09)

$ (0.16)

$ (0.09)

Basic and diluted

^[1]

$ (0.03)

$ (0.09)

$ (0.16)

$ (0.09)

Weighted average Class A Common Stock outstanding:

Basic and diluted

^[1]

102,904,565

88,263,333

99,776,742

88,263,333

Basic and diluted

^[1]

102,904,565

88,263,333

99,776,742

88,263,333

[1]

Acquisitions - Additional Information (Details) $ in Thousands			9 Months Ended	12 Months Ended
	Feb. 18, 2022 USD ($)	Dec. 22, 2021 USD ($)	Sep. 30, 2022 USD ($)	Dec. 31, 2021 USD ($)
Investment		$ 40,000
Purchase option ownership percentage		65.00%
Purchase of Ownership percentage	65
Cash consideration paid at closing	$ 58,600		$ 58,645
Purchase price			99,443
Working capital adjustments	200		(202)
Contingent consideration	5,000		1,000
Initial value of contingent consideration			1,000
Fair value of the contingent consideration	1,000
Initial cash investment in December 2021	40,000			$ 40,000
Escrow deposit	10,000
Purchase price consideration	65,000
Developed software
Other assets	6,100
Analytical Wizards Acquisition [Member]
Purchase price	99,400
Trade Names [Member]
Other assets	500
Customer Relationships [Member]
Other assets	39,400
Goodwill [Member]
Other assets	61,500
Series Of Individually Immaterial Business Acquisitions Member
Potential payouts range, Low	0
Potential payouts range, High	5,000
AW acquisition
Fair value of the contingent consideration	$ 1,000
Weighted average amortization period	20 years
Business combination, Acquisition related costs			$ 1,300
Date of acquisition			Feb. 18, 2022
AW acquisition \| Developed software
Other assets	$ 6,100
Weighted average amortization period	6 years
AW acquisition \| Trade Names [Member]
Weighted average amortization period	5 years
AW acquisition \| Trademarks Member
Other assets	$ 500
Customer relationships	5 years
AW acquisition \| Customer Relationships [Member]
Other assets	$ 39,400
Weighted average amortization period	20 years
Call Option [Member]
Stock issued during period value stock options exercised		$ 65,000
Option indexed to issuers equity settlement alternatives cash at fair value		$ 7,300
Series B Preferred Stock [Member]
Preferred stock convertible conversion ratio		0.35
Option indexed to issuers equity settlement alternatives cash at fair value		$ 32,700
Series B Preferred Stock [Member] \| Purchase Option [Member]
Option indexed to issuers equity settlement alternatives cash at fair value		$ 40,000

Revenue - Summary of Deferred Revenue Balances (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Revenue from Contract with Customer [Abstract]
Balance at beginning of period	$ 84,023	$ 61,200
Revenue recognized	(162,054)	(166,154)
Additional amounts deferred	162,355	188,977
Balance at end of period	$ 84,324	$ 84,023

Long-term Debt (Tables)

9 Months Ended

Sep. 30, 2022

Long-Term Debt, Unclassified [Abstract]

Schedule of Long-term Debt

Long-term debt consisted of the following as of September 30, 2022 and December 31, 2021, respectively:


	September 30, 2022
(in thousands)	Principal		Unamortized debt issuance costs / financing costs			Total debt, net
2021 Term Loan	$	268,125	$	(2,186	)	$	265,939
Less: current portion of long-term debt							6,875
Long-term debt						$	259,064


	December 31, 2021
(in thousands)	Principal		Unamortized debt issuance costs / financing costs			Total debt, net
2021 Term Loan	$	273,282	$	(2,599	)	$	270,683
Less: current portion of long-term debt							6,875
Long-term debt						$	263,808

- Definition

Tabular disclosure of long-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 entity, if longer.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
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-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 3
-Subparagraph (SX 210.12-04(a))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e24072-122690

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
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-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 1A
-URI https://asc.fasb.org/extlink&oid=124435984&loc=d3e28541-108399

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
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-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
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-URI https://asc.fasb.org/extlink&oid=126973232&loc=d3e21506-112644

Reference 5: http://www.xbrl.org/2003/role/exampleRef
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-Name Accounting Standards Codification
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Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
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-Section 45
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-URI https://asc.fasb.org/extlink&oid=124435984&loc=d3e28551-108399

Reference 7: http://www.xbrl.org/2003/role/exampleRef
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-URI https://asc.fasb.org/extlink&oid=123466577&loc=SL123495743-112612

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
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-URI https://asc.fasb.org/extlink&oid=126973232&loc=d3e21538-112644

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 470
-Section 50
-Paragraph 3
-URI https://asc.fasb.org/extlink&oid=123599511&loc=d3e64711-112823

Reference 11: http://fasb.org/us-gaap/role/ref/legacyRef
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-URI https://asc.fasb.org/extlink&oid=114775985&loc=d3e28878-108400

Reference 12: http://fasb.org/us-gaap/role/ref/legacyRef
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-Topic 505
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-URI https://asc.fasb.org/extlink&oid=126973232&loc=d3e21475-112644

+ Details

Acquisitions (Tables)

9 Months Ended

Sep. 30, 2022

Business Combinations [Abstract]

Summary of Transaction Transferred

The consideration transferred for the transaction is summarized as follows:


(in thousands)
Initial cash investment in December 2021	$	40,000
Cash consideration paid at closing		58,645
Working capital adjustment		(202	)
Contingent consideration		1,000
Purchase price	$	99,443

Summary of Allocation of Purchase Price to the Fair Value of Assets Acquired


(in thousands)
Purchase price allocation:	Preliminary, as previously reported			Measurement period adjustments			As adjusted
Cash	$	2,146		$	—		$	2,146
Accounts receivable		3,575			(50	)		3,525
Prepaid expenses and other current assets		506			170			676
Property and equipment		134			—			134
Intangible assets		46,000			—			46,000
Right-of-use asset, operating leases		832			—			832
Other assets		—			703			703
Accounts payable and accrued expenses		(485	)		(372	)		(857	)
Deferred revenue		(3,691	)		326			(3,365	)
Right-of-use liability, operating leases		(832	)		—			(832	)
Deferred taxes		(10,345	)		210			(10,135	)
Other liabilities		(267	)		(633	)		(900	)
Total assets acquired and liabilities assumed		37,573			354			37,927
Goodwill		62,072			(556	)		61,516
Purchase price	$	99,645		$	(202	)	$	99,443

Schedule of Business Acquisition, Pro Forma Information

Unaudited Pro Forma Supplementary Data as if the transaction had occurred on January 1, 2021:


	Nine Months Ended September 30,
(in thousands)	2022			2021
Revenue	$	163,531		$	127,352
Net loss		(28,187	)		(47,817	)

Loss Per Share - Schedule of Dilutive Securities Excluded from Computation of Diluted Net Loss Per Share (Details) - shares	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Vested and Unvested Units [Member]
Antidilutive securities excluded from computation of earnings per share, amount	50,566,898	60,020,525
Restricted Stock Unit [Member]
Antidilutive securities excluded from computation of earnings per share, amount	3,411,944	1,462,025

Noncontrolling Interest

9 Months Ended

Sep. 30, 2022

Noncontrolling Interest [Abstract]

Noncontrolling Interest

14. Noncontrolling Interest

Definitive Healthcare Corp. operates and controls all of the business and affairs of Definitive OpCo, and through Definitive OpCo and its subsidiaries, conducts its business. Accordingly, Definitive Healthcare Corp. consolidates the financial results of Definitive OpCo, and reports the noncontrolling interests of its consolidated subsidiaries on its condensed consolidated financial statements based on the Definitive OpCo Units held by Continuing LLC Members. Changes in Definitive Healthcare Corp.'s ownership interest in its consolidated subsidiaries are accounted for as equity transactions. As such, future redemptions or direct exchanges of Definitive OpCo Units by Continuing LLC Members will result in a change in ownership and reduce or increase the amount recorded as noncontrolling interests and increase or decrease additional paid-in capital in the Company’s Condensed Consolidated Balance Sheets.

During the nine months ended September 30, 2022, 7,615,824 Definitive OpCo Units held by Continuing LLC Members were exchanged for shares of Class A Common Stock of Definitive Healthcare Corp. pursuant to the terms of the Amended LLC Agreement. In addition, 316,046 restricted stock units vested, resulting in the issuance of 316,046 shares of Class A Common Stock of Definitive Healthcare Corp., for which Definitive OpCo Units were issued on a one-for-one basis pursuant to the Definitive OpCo second amended and restated limited liability company agreement entered into in connection with the IPO.

As of September 30, 2022, Definitive Healthcare Corp. held 104,961,965 units in the Definitive OpCo resulting in an ownership interest of 68.3% and a noncontrolling interest of 31.7%.

Revenue

9 Months Ended

Sep. 30, 2022

Revenue from Contract with Customer [Abstract]

Revenue

4. Revenue

The Company disaggregates revenue from its arrangements with customers by type of service as it believes these categories best depict how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors.

The following table represents a disaggregation of revenue from arrangements with customers for the three and nine months ended September 30, 2022 and 2021, respectively:


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	2022		2021		2022		2021
Subscription services	$	56,156	$	42,780	$	159,136	$	118,545
Professional services		1,226		304		2,918		1,296
Total revenue	$	57,382	$	43,084	$	162,054	$	119,841

The opening and closing balances of the Company’s receivables, deferred contract costs and contract liabilities from contracts with customers are as follows:


(in thousands)	September 30, 2022		December 31, 2021
Accounts receivable, net	$	33,689	$	43,336
Deferred contract costs, current portion		9,179		6,880
Deferred contract costs, long-term		13,164		11,667
Deferred revenues		84,324		84,023

Deferred Contract Costs

A summary of the activity impacting the deferred contract costs for the nine months ended September 30, 2022 and the year ended December 31, 2021 is presented below:


(in thousands)	Nine Months Ended September 30, 2022			Twelve Months Ended December 31, 2021
Balance at beginning of period	$	18,547		$	8,899
Costs amortized		(6,274	)		(4,792	)
Additional amounts deferred		10,070			14,440
Balance at end of period		22,343			18,547
Classified as:
Current		9,179			6,880
Non-current		13,164			11,667
Total deferred contract costs (deferred commissions)	$	22,343		$	18,547

Contract Liabilities

A summary of the activity impacting deferred revenue balances during the nine months ended September 30, 2022 and for the year ended December 31, 2021 is presented below:


(in thousands)	Nine Months Ended September 30, 2022			Twelve Months Ended December 31, 2021
Balance at beginning of period	$	84,023		$	61,200
Revenue recognized		(162,054	)		(166,154	)
Additional amounts deferred		162,355			188,977
Balance at end of period	$	84,324		$	84,023

Remaining Performance Obligations

Transaction price allocated to remaining performance obligations represents contracted revenue that has not yet been recognized, which includes unearned revenue and unbilled amounts that will be invoiced and recognized as revenue in future periods. The Company expects to recognize approximately 65% of the revenue within the next year and the remainder thereafter.

The remaining performance obligations consisted of the following:


(in thousands)	September 30, 2022		December 31, 2021
Current	$	159,699	$	155,134
Non-current		86,902		95,354
Total	$	246,601	$	250,488

- Definition

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.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Accumulated Other Comprehensive Income - Summary of Changes in Accumulated Balances in Other Comprehensive Loss (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Unrealized Gains on Cash Flow Hedges
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning Balance	$ 2,150	$ 0	$ 0
Other comprehensive income (loss)		0
Other comprehensive income (loss) before reclassifications	2,288		4,162
Amounts reclassified from AOCI	(47)		229
Ending Balance	4,391	0	4,391	$ 0
Unrealized Loss on Investments
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning Balance	(290)	0	0
Other comprehensive income (loss)		0		0
Other comprehensive income (loss) before reclassifications	(31)		(259)
Amounts reclassified from AOCI	0		0
Ending Balance	(259)	0	(259)	0
Foreign Currency Translation Adjustment
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning Balance	134	13	62	(131)
Other comprehensive income (loss)		11		155
Other comprehensive income (loss) before reclassifications	(355)		(283)
Amounts reclassified from AOCI	0		0
Ending Balance	(221)	24	(221)	24
AOCI Attributable to Parent [Member]
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning Balance	1,994	13	62	0
Other comprehensive income (loss)		11		155
Other comprehensive income (loss) before reclassifications	1,964		3,620
Amounts reclassified from AOCI	(47)		229
Ending Balance	$ 3,911	$ 24	$ 3,911	$ 24

- Definition

Amount after tax and reclassification adjustments of other comprehensive income (loss).

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

- Definition

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.

+ References

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
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+ Details

Related Parties

9 Months Ended

Sep. 30, 2022

Related Parties

21. Related Parties

The Company has engaged in revenue transactions within the ordinary course of business with entities affiliated with its private equity Sponsors and with members of the Company’s board of directors. During each of the three months ended September 30, 2022 and 2021 the Company recorded revenue from related parties of $0.2 million and $0.3 million, respectively. During each of the nine months ended September 30, 2022 and 2021 the Company recorded revenue from related parties of $0.7 million, respectively. The

associated receivable for the related party revenue transactions amounted to $0.1 million and $0.6 million at September 30, 2022 and December 31, 2021, respectively.

The Company reimburses its private equity sponsors for services and any related travel and out-of-pocket expenses. Such expenses were not material for the three months ended September 30, 2022 and 2021 and for the nine months ended September 30, 2022. During the nine months ended September 30, 2021, the Company had expenses for services, travel and out-of-pocket expenses to its private equity sponsors of $0.2 million. The associated payable for the service transactions was not material at September 30, 2022 and December 31, 2021.

Leases - Schedule of operating lease liabilities (Details) $ in Thousands	Sep. 30, 2022 USD ($)
Leases [Abstract]
2022, excluding the nine months ended September 30, 2022	$ 800
2023	1,955
2024	2,348
2025	2,144
2026	2,071
Thereafter	4,458
Total undiscounted future minimum lease payments	13,776
Imputed interest	(1,620)
Operating lease liability	$ 12,156

Fair Value Measurements - Schedule of Fair Value of Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration	$ (1,000)	$ 0
Recurring [Member] \| U.S. Treasuries [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	44,699
Recurring [Member] \| Commercial Paper [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	76,099
Recurring [Member] \| Interest Rate Swap [Member] \| Prepaid Expenses and Other Current Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	3,027
Recurring [Member] \| Interest Rate Swap [Member] \| Other Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	3,646
Recurring [Member] \| Contingent Consideration [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration	1,000
Recurring [Member] \| Money Market Funds [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	102,741
Recurring [Member] \| Commercial Paper Maturities Less Than 90 Days [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	13,539
Level 1 [Member] \| Recurring [Member] \| U.S. Treasuries [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	0
Level 1 [Member] \| Recurring [Member] \| Commercial Paper [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	0
Level 1 [Member] \| Recurring [Member] \| Interest Rate Swap [Member] \| Prepaid Expenses and Other Current Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	0
Level 1 [Member] \| Recurring [Member] \| Interest Rate Swap [Member] \| Other Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	0
Level 1 [Member] \| Recurring [Member] \| Contingent Consideration [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration	0
Level 1 [Member] \| Recurring [Member] \| Money Market Funds [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	102,741
Level 1 [Member] \| Recurring [Member] \| Commercial Paper Maturities Less Than 90 Days [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	0
Level 2 [Member] \| Recurring [Member] \| U.S. Treasuries [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	44,699
Level 2 [Member] \| Recurring [Member] \| Commercial Paper [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	76,099
Level 2 [Member] \| Recurring [Member] \| Interest Rate Swap [Member] \| Prepaid Expenses and Other Current Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	3,027
Level 2 [Member] \| Recurring [Member] \| Interest Rate Swap [Member] \| Other Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	3,646
Level 2 [Member] \| Recurring [Member] \| Contingent Consideration [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration	0
Level 2 [Member] \| Recurring [Member] \| Money Market Funds [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	0
Level 2 [Member] \| Recurring [Member] \| Commercial Paper Maturities Less Than 90 Days [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	13,539
Level 3 [Member] \| Recurring [Member] \| U.S. Treasuries [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	0
Level 3 [Member] \| Recurring [Member] \| Commercial Paper [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	0
Level 3 [Member] \| Recurring [Member] \| Interest Rate Swap [Member] \| Prepaid Expenses and Other Current Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	0
Level 3 [Member] \| Recurring [Member] \| Interest Rate Swap [Member] \| Other Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	0
Level 3 [Member] \| Recurring [Member] \| Contingent Consideration [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration	1,000
Level 3 [Member] \| Recurring [Member] \| Money Market Funds [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	0
Level 3 [Member] \| Recurring [Member] \| Commercial Paper Maturities Less Than 90 Days [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	$ 0