What changed in this filing

/stocks — the workspaceLOADING

Item 2. Management’s Discussion and Analysis

2024-11-12 compared with 2024-08-07 · 135 added, 112 removed, 340 unchanged (42% of the section changed)

19 unchanged sentences

failure of our businesses to attract, retain and engage users;

unfavorable decisions in proceedings related to future tax assessments;

unfavorable decisions in

proceedings related to future tax assessments;

taxation risks in various jurisdictions for past or future sales;

significant downturn not immediately reflected in our operating results;

our indebtedness and the potential inability to borrow funds under

our Credit Agreement (as defined below);

our indebtedness and the potential inability to borrow funds under our Credit Agreement (as defined below);

our ability to incur additional debt;

41 unchanged sentences

Our fees vary by customer based on the number of individual users of our databases of resumes, the number and type of job postings and profile views purchased and the terms of the packages purchased, which are predominately annual agreements.

Our Company sells recruitment packages, which comprise greater than 90% of our total revenue, that can include access to our databases of resumes and job posting capabilities.

We believe the key metrics that are material to an analysis of our businesses are our total number of Dice and ClearanceJobs recruitment package

customers and the revenue, on average, that these customers generate.

Our Company sells recruitment packages, which comprise greater than

90% of our total revenue, that can include access to our databases of resumes and job posting capabilities.

We believe the key metrics that are material to an analysis of our businesses are our total number of Dice and ClearanceJobs recruitment package customers and the revenue, on average, that these customers generate.

The Company's management uses these metrics to monitor the current and future activity of the businesses.

The tables below detail this customer data.

As of June 30, Increase (Decrease) Percent

As of September 30, Increase (Decrease) Percent

Recruitment Package Customers:

2 unchanged sentences

Average Annual Revenue per Recruitment Package Customer (1)

Three months ended June 30, Six months ended June 30,

2024 2023 Increase Percent

Change 2024 2023 Increase Percent

Three months ended September 30, Nine months ended September 30,

2024 2023 Increase (Decrease) Percent

Change 2024 2023 Increase (Decrease) Percent

ClearanceJobs $ 24,762 $ 21,422 $ 3,340 16 % $ 24,029 $ 20,928 $ 3,101 15 %

2 unchanged sentences

The simple average of each month is used to derive the amount for each period and then annualized to reflect 12 months.

ClearanceJobs had 2,009 recruitment package customers as of June 30, 2024 compared to 2,069 as of June 30, 2023, a decrease of 3%, and average annual revenue per recruitment package customer increased $3,433, or 16%, from the prior year quarter.

ClearanceJobs had 1,982 recruitment package customers as of September 30, 2024 compared to 2,054 as of September 30, 2023, a decrease of 4%, and average annual revenue per recruitment package customer increased $3,340, or 16%, from the prior year quarter.

The increased revenue per recruitment package customer for ClearanceJobs was due to continued high demand for professionals with government security clearance and consistent product releases and enhancements driving activity on the site.

The lower customer count was the result of churn among ClearanceJob's smaller customers while larger customers expanded the value of their contracts with ClearanceJobs.

Dice had 5,031 recruitment package customers as of June 30, 2024, which was a decrease of 976, or 16%, and average annual revenue per recruitment package customer for Dice increased $760, or 5%, from the prior year quarter.

Dice had 4,868 recruitment package customers as of September 30, 2024, which was a decrease of 884, or 15%, and average annual revenue per recruitment package customer for Dice increased $799, or 5%, from the prior year quarter.

The decrease in recruitment package customers was due to macroeconomic conditions causing customer counts to decline while the average annual revenue per recruitment package customer increased driven by strong retention rates as our larger recurring customers continue to renew with Dice.

9 unchanged sentences

(1) Backlog consists of deferred revenue plus customer contractual commitments not invoiced representing the value of future services to be rendered under committed contracts.

Backlog at June 30, 2024 increased $2.2 million from December 31, 2023 but decreased $7.5 million from June 30, 2023.

The increase in backlog compared to December 31, 2023 is primarily due to seasonally higher bookings in the first quarter of each year, which drives increases to backlog.

The decrease in backlog compared to June 30, 2023 is due to macroeconomic conditions causing lower demand for the Company's services.

Backlog at September 30, 2024 decreased $4.6 million from December 31, 2023 and decreased $4.9 million from September 30, 2023.

The decrease in backlog compared to December 31, 2023 and September 30, 2023 is due to macroeconomic conditions causing lower demand for the Company's services.

Our contracts are subject to delay or default and contracts in the Company's backlog are subject to changes in the scope of services to be provided as well as adjustments to the costs relating to the applicable contracts.

Backlog may also be affected by, among other things, external market and economic factors beyond our control.

Accordingly, there is no assurance that the entirety of our backlog will be realized.

Accordingly, there is no assurance that the

entirety of our backlog will be realized.

The timing of new contracts and the mix of services can significantly affect backlog.

8 unchanged sentences

Product Releases

Dice Discover Companies, TopResume Integration Dice Premium Enhanced Company Profile, Dice Remote and Company Preferences, Dice Invite To Apply, Dice Matchscore on Jobs, Dice Connections

Dice Discover Companies, TopResume Integration, Dice Privacy & Trust Center Dice Premium Enhanced Company Profile, Dice Remote and Company Preferences, Dice Invite To Apply, Dice Matchscore on Jobs, Dice Connections

ClearanceJobs Live ClearanceJobs Comments, ClearanceJobs Expressed Interest, ClearanceJobs Enhanced Employer Profile, ClearanceJobs Mobile App

8 unchanged sentences

Marketing expenditures primarily consist of online advertising, brand promotion and lead generation to employers and job seekers.

Three Months Ended June 30, 2024 Compared to the Three Months Ended June 30, 2023

Three Months Ended June 30, Increase (Decrease) Percent

Three Months Ended September 30, 2024 Compared to the Three Months Ended September 30, 2023

Three Months Ended September 30, Increase (Decrease) Percent

(in thousands, except percentages)

3 unchanged sentences

(1) Includes Dice and Career Events

For the three months ended June 30, 2024, we experienced a decrease in revenue of $2.7 million, or 7%.

Revenues for ClearanceJobs increased $1.0 million, or 8%, as compared to the same period in 2023, primarily driven by continued high

demand for professionals with government clearance and consistent product releases and enhancements driving activity on the site.

For the three months ended September 30, 2024, we experienced a decrease in revenue of $2.2 million, or 6%.

Revenues for ClearanceJobs increased $0.8 million, or 6%, as compared to the same period in 2023, primarily driven by continued high demand for professionals with government clearance and consistent product releases and enhancements driving activity on the site.

Revenue at Dice decreased $2.9 million, or 12%, compared to the same period in 2023 due to macroeconomic conditions continuing to drive lower renewal rates, lower new business activity and lower activity with Dice's non-annual products.

Cost of Revenue

Three Months Ended June 30, Increase Percent

Three Months Ended September 30, Increase Percent

(in thousands, except percentages)

2 unchanged sentences

Cost of revenue expense increased $0.1 million, or 2% from the prior year.

The increase was driven by $0.2 million of lower capitalized labor, which increases operating expenses.

The increase was driven by $0.2 million in operational costs, including professional fees, and $0.1 million of lower capitalized labor, which increases operating expenses.

The increase is partially offset by a decrease of $0.2 million in compensation related costs, primarily related to lower headcount.

Product Development Expenses

Three Months Ended June 30, Increase Percent

Three Months Ended September 30, Increase Percent

(in thousands, except percentages)

4 unchanged sentences

Sales and Marketing Expenses

Three Months Ended June 30, Decrease Percent

Three Months Ended September 30, Decrease Percent

(in thousands, except percentages)

2 unchanged sentences

Sales and marketing expenses decreased $2.5 million, or 17% from the prior year.

This decrease was driven by a $1.8 million decrease in compensation related costs, primarily related to lower commissions and headcount, a $0.5 million decrease in discretionary marketing, and a $0.4 million decrease in operational costs, including credit card fees and sales performance incentives.

This decrease was driven by a $1.6 million decrease in compensation related costs, primarily related to lower commissions and headcount, a $0.6 million decrease in operational costs, including consulting, credit card fees and sales performance incentives, and a $0.3 million decrease in discretionary marketing.

General and Administrative Expenses

Three Months Ended June 30, Decrease Percent

Three Months Ended September 30, Increase Percent

(in thousands, except percentages)

1 unchanged sentence

Percentage of revenue 21.5 % 19.3 %

General and administrative expenses decreased $1.2 million, or 14% from the prior year.

The decrease was driven by a $0.6 million decrease in operational costs, including bad debt expense and consulting, and a $0.5 million decrease in compensation related costs, primarily due to headcount and stock-based compensation.

Three Months Ended June 30, Increase Percent

General and administrative expenses increased $0.4 million, or 5% from the prior year.

The increase was driven by a $0.5 million increase in operational costs, including professional fees and bad debt expense.

The increase was partially offset by a $0.1 million decrease in software subscriptions.

Three Months Ended September 30, Increase Percent

(in thousands, except percentages)

4 unchanged sentences

Restructuring

Three Months Ended June 30, Decrease Percent

Three Months Ended September 30, Increase Percent

(in thousands, except percentages)

1 unchanged sentence

Percentage of revenue 3.1 % 0.8 %

During the three months ended June 30, 2023, the Company recorded restructuring charges of $2.1 million as part of an organizational restructuring intended to streamline its operations, drive business objectives, reduce operating expenses and improve operating margins.

The restructuring included a reduction of the Company’s then-current workforce by approximately 10%.

There were no restructuring charges during the three months ended June 30, 2024.

During the three months ended September 30, 2024, the Company recorded a restructuring charge of $1.1 million, which included a reduction of the Company’s then-current workforce by approximately 7% (the "2024 restructuring").

During the second quarter of 2023, the Company announced an organizational restructuring that included a reduction of the Company's then-current workforce by approximately 10% (the "2023 restructuring").

In connection with the 2023 restructuring, the Company recorded a restructuring charge of $0.3 million during the three months ended September 30, 2023.

The 2023 restructuring and the 2024 restructuring were intended to streamline the Company's operations, drive business objectives, reduce operating expenses and improve operating margins.

Operating Income

Three Months Ended June 30, Increase (Decrease) Percent

Three Months Ended September 30, Increase (Decrease) Percent

(in thousands, except percentages)

Revenue $ 35,283 $ 37,433 $ (2,150) (6) %

Operating income 2,003 (29) 2,032 n.m.

Operating income 627 2,241 (1,614) (72) %

Operating margin 1.8 % 6.0 %

Operating income for the three months ended June 30, 2024 was $2.0 million, a positive margin of 5.6%, compared to operating income of zero for the same period in 2023, an increase of $2.0 million.

The increase in operating income and percentage margin was driven by lower sales and marketing, general and administrative, and restructuring charges, partially offset by lower revenue in the current year period.

Operating income for the three months ended September 30, 2024 was $0.6 million, a positive margin of 1.8%, compared to operating income of $2.2 million, a positive margin of 6.0%, for the same period in 2023, a decrease of $1.6 million.

The decrease in operating income and percentage margin was driven by lower revenues and the restructuring charge, partially offset by lower sales and marketing expenses.

Income from Equity Method Investment

Three Months Ended June 30, Increase Percent

Three Months Ended September 30, Decrease Percent

(in thousands, except percentages)

1 unchanged sentence

Percentage of revenue 0.1 % 0.4 %

During the three months ended June 30, 2024 and 2023, the Company recorded $0.2 million and $0.1 million, respectively, of income related to its proportionate share of eFinancialCareer's net income.

During the three months ended September 30, 2024 and 2023, the Company recorded $0.0 million and $0.2 million, respectively, of income related to its proportionate share of eFinancialCareer's net income.

The Company records its proportionate share of eFinancialCareer's net income three months in arrears.

See note 7 for additional information.

See note 7 to the condensed consolidated financial statements included elsewhere in this report for additional information.

Gain on Sale of Investment

Three Months Ended September 30, Decrease Percent

(in thousands, except percentages)

Gain on sale of investment $ — $ 614 $ (614) (100) %

Percentage of revenue — % 1.6 %

During the three months ended September 30, 2023, the Company recognized a $0.6 million gain on sale of a portion of its investment in eFinancialCareers.

See note 7 to the condensed consolidated financial statements included elsewhere in this report for additional information.

Impairment of Investment

Three Months Ended September 30, Decrease Percent

(in thousands, except percentages)

Impairment of Investment $ — $ 300 $ (300) (100) %

Percentage of revenue — % (0.8) %

During the three months ended September 30, 2023, the Company recognized a $0.3 million loss related to the impairment of an investment.

See note 7 to the consolidated financial statements included elsewhere in this report for additional information.

Interest Expense and Other

Three Months Ended June 30, Decrease Percent

Three Months Ended September 30, Decrease Percent

(in thousands, except percentages)

1 unchanged sentence

Percentage of revenue 2.1 % 2.5 %

Interest expense and other of $0.8 million was approximately flat from the prior year.

Three Months Ended June 30,

Interest expense and other decreased $0.2 million, or 20%, from the prior year, due to lower debt outstanding and lower interest rates on our revolving credit facility during the current period.

Three Months Ended September 30,

(in thousands, except

Income (loss) before income taxes $ (105) $ 1,769

Income tax expense (benefit) 383 (677)

Income tax expense 95 759

Effective tax rate (90.5) % 42.9 %

The effective tax rate for the three months ended June 30, 2024, differed from the statutory rate due to tax expense of $0.1 million from the tax impacts of share-based compensation awards.

The tax rate for the three months ended June 30, 2023, differed from the statutory rate due to a tax benefit of $0.4 million from research tax credits.

The effective tax rate for the three months ended September 30, 2024 differed from the statutory rate due to tax expense of $0.1 million from the tax impacts of share-based compensation awards.

The tax rate for the three months ended September 30, 2023 differed from the statutory rate due to tax expense of $0.1 million from deduction limitations on executive compensation and $0.1 million from a valuation allowance related to the impairment of an investment.

Earnings per Share

Three Months Ended June 30,

Three Months Ended September 30,

(in thousands, except

5 unchanged sentences

Diluted earnings (loss) per share $ — $ 0.02

Diluted earnings (loss) per share was $0.02 and zero for the three months ended June 30, 2024 and 2023, respectively.

The increase was driven by higher operating income, as discussed above.

Six Months Ended June 30, 2024 Compared to the Six Months Ended June 30, 2023

Six Months Ended June 30, Increase (Decrease) Percent

Diluted earnings (loss) per share was zero and $0.02 for the three months ended September 30, 2024 and 2023, respectively.

The decrease was driven by lower operating income, as described above.

Nine Months Ended September 30, 2024 Compared to the Nine Months Ended September 30, 2023

Nine Months Ended September 30, Increase (Decrease) Percent

(in thousands, except percentages)

7 unchanged sentences

Cost of Revenue

Six Months Ended June 30, Increase Percent

Nine Months Ended September 30, Increase Percent

(in thousands, except percentages)

1 unchanged sentence

Percentage of revenue 14.1 % 12.9 %

Cost of revenue increased $0.2 million, or 2%, driven by an increase of $0.2 million from higher operational costs, primarily software subscriptions.

Cost of revenue increased $0.3 million, or 2%, driven by an increase of $0.7 million from higher operational costs, primarily professional fees and software subscriptions and $0.3 million of lower capitalized labor, which increases operating expenses.

These increases were partially offset by a $0.7 million decrease in compensation related costs due to lower headcount.

Product Development Expenses

Six Months Ended June 30, Increase Percent

Nine Months Ended September 30, Increase Percent

(in thousands, except percentages)

1 unchanged sentence

Percentage of revenue 13.3 % 11.6 %

Product development increased $0.7 million, or 8%, driven by lower capitalized labor of $1.5 million, which increases operating expense, from the restructuring in the second quarter of 2023.

The increase was partially offset by a $0.7 million decrease in compensation related costs due to lower headcount.

Product development increased $1.0 million, or 8%, driven by lower capitalized labor of $1.9 million, which increases operating expense.

The increase was partially offset by a $0.8 million decrease in compensation related costs from lower headcount and lower operational costs, primarily consulting fees.

Sales and Marketing Expenses

Six Months Ended June 30, Decrease Percent

Nine Months Ended September 30, Decrease Percent

(in thousands, except percentages)

1 unchanged sentence

Percentage of revenue 33.9 % 39.1 %

Sales and marketing expenses decreased $6.1 million, or 20% from the prior year.

The decrease was driven by a $4.6 million decrease in compensation related costs, including lower commissions and headcount, a $0.8 million decrease in operational costs, including credit card fees and company events, and a $0.7 million decrease in discretionary marketing expenses.

Sales and marketing expenses decreased $8.5 million, or 19% from the prior year period.

The decrease was driven by a $6.2 million decrease in compensation related costs, including lower commissions and headcount, a $1.4 million decrease in operational costs, including consulting fees, credit card fees, and sales performance incentives, and a $0.9 million decrease in discretionary marketing expenses.

General and Administrative Expenses

Six Months Ended June 30, Decrease Percent

Nine Months Ended September 30, Decrease Percent

(in thousands, except percentages)

2 unchanged sentences

General and administrative costs decreased $1.8 million, or 7%, from the prior year.

The decrease was driven by a $1.1 million decrease in operational costs, including lower bad debt expense and consulting costs, and a $1.0 million decrease in compensation related costs, primarily related to stock-based compensation.

Six Months Ended June 30, Increase Percent

The decrease was driven by a $1.4 million decrease in compensation related costs, primarily related to stock-based compensation, and $0.3 million decrease in operational costs, primarily software subscriptions.

Nine Months Ended September 30, Increase Percent

(in thousands, except percentages)

4 unchanged sentences

Restructuring

Six Months Ended June 30, Decrease Percent

Nine Months Ended September 30, Decrease Percent

(in thousands, except percentages)

Restructuring $ — $ 2,115 $ (2,115) n/a

Restructuring $ 1,111 $ 2,417 $ (1,305) (54) %

Percentage of revenue 1.0 % 2.1 %

During the six months ended June 30, 2023, the Company recorded restructuring charges of $2.1 million as part of an organizational restructuring intended to streamline its operations, drive business objectives, reduce operating expenses and improve operating margins.

The restructuring included a reduction of the Company’s then-current workforce by approximately 10%.

There were no restructuring charges during the six months ended June 30, 2024.

During the nine months ended September 30, 2024 and 2023, the Company recorded restructuring charges of $1.1 million and $2.4 million, respectively, as part of organizational restructurings intended to streamline its operations, drive business objectives, reduce operating expenses and improve operating margins.

The restructuring included a reduction of the Company’s then-current workforce by approximately 7% and 10% for the nine months ended September 30, 2024 and 2023, respectively.

Operating Income

Six Months Ended June 30, Increase (Decrease) Percent

Nine Months Ended September 30, Increase (Decrease) Percent

(in thousands, except percentages)

2 unchanged sentences

Operating margin 4.3 % 2.4 %

Operating income for the six months ended June 30, 2024 was $4.0 million, a positive margin of 5.5%, compared to operating income of $0.5 million, a positive margin of 0.7%, for the same period in 2023, an increase of $3.4 million.

The increase in operating income and higher percentage margin was primarily driven by lower sales and marketing, general and administrative, and restructuring charges, partially offset by lower revenue in the current year period.

Operating income for the nine months ended September 30, 2024 was $4.6 million, a positive margin of 4.3%, compared to operating income of $2.8 million, a positive margin of 2.4%, for the same period in 2023, an increase of $1.8 million.

The increase in operating income and higher percentage margin was primarily driven by lower operating expenses, primarily sales and marketing, and lower restructuring charges, partially offset by lower revenue in the current year period.

Income from Equity Method Investment

Six Months Ended June 30, Increase Percent Change

Nine Months Ended September 30, Decrease Percent Change

(in thousands, except percentages)

1 unchanged sentence

Percentage of revenue 0.3 % 0.4 %

During each of the six month periods ended June 30, 2024 and 2023, the Company recorded $0.3 million of income related to its proportionate share of eFinancialCareer's net income.

During the nine month periods ended September 30, 2024 and 2023, the Company recorded $0.3 million and $0.4 million, respectively, of income related to its proportionate share of eFinancialCareer's net income.

The Company records its proportionate share of eFC's net income three months in arrears.

See note 7 for additional information.

See Note 7 to the condensed consolidated financial statements included elsewhere in this report for additional information.

Gain on Sale of Investments

Nine Months Ended September 30, Decrease Percent

(in thousands, except percentages)

Gain on sale of investments $ — $ 614 $ (614) (100) %

Percentage of revenue — % 1.6 %

During the nine month period ended September 30, 2023, the Company recognized a $0.6 million gain from a partial sale of its 40% common share interest in eFinancialCareers.

See Note 7 to the condensed consolidated financial statements included elsewhere in this report for additional information.

Impairment of Investment

Six Months Ended June 30, Increase Percent

Nine Months Ended September 30, Increase Percent

(in thousands, except percentages)

1 unchanged sentence

Percentage of revenue 0.4 % 0.3 %

During the six month period ended June 30, 2024, the Company recognized a $0.4 million loss related to the impairment of an investment.

See note 7 for additional information.

During the nine month periods ended September 30, 2024 and 2023, the Company recognized losses of $0.4 million and $0.3 million, respectively, related to the impairment of an investment.

See Note 7 to the condensed consolidated financial statements included elsewhere in this report for additional information.

Interest Expense and Other

Six Months Ended June 30, Increase Percent

Nine Months Ended September 30, Decrease Percent

(in thousands, except percentages)

1 unchanged sentence

Percentage of revenue 2.4 % 2.3 %

Interest expense and other increased $0.1 million, or 7%, compared to the same period in 2023, due to higher interest rates.

Six Months Ended June 30,

Interest expense and other decreased $0.1 million, or 3%, compared to the same period in 2023, primarily due to lower debt outstanding on our revolving credit facility during the current period.

Nine Months Ended September 30,

(in thousands, except

Income (loss) before income taxes $ 2,083 $ (858)

Income before income taxes $ 1,978 $ 911

Income tax expense (benefit) 2,747 (432)

Effective tax rate 138.9 % (47.4) %

Our effective tax rate for the six months ended June 30, 2024, differed from the statutory rate due to tax expense of $1.9 million from the tax impacts of share-based compensation awards and $0.2 million from state taxes related to research and development expenditures.

The tax rate for the six months ended June 30, 2023, differed from the statutory rate due to tax benefits of $0.4 million from the tax impacts of share-based compensation awards and $0.4 million from research tax credits.

Our effective tax rate for the nine months ended September 30, 2024, differed from the statutory rate due to tax expense of $2.0 million from the tax impacts of share-based compensation awards and $0.2 million from state taxes related to research and development expenditures.

The tax rate for the nine months ended September 30, 2023, differed from the statutory rate due to tax benefits of $0.4 million from the tax impacts of share-based compensation awards and $0.4 million from research tax credits.

Earnings (Loss) per Share

Six Months Ended June 30,

Nine Months Ended September 30,

(in thousands, except

5 unchanged sentences

Diluted earnings (loss) per share $ (0.02) $ 0.03

Diluted earnings (loss) per share was $(0.01) and $0.01 for the six months ended June 30, 2024 and 2023, respectively.

The decrease was driven by the tax impacts of stock-based compensation, as described above.

Diluted earnings (loss) per share was $(0.02) and $0.03 for the nine months ended September 30, 2024 and 2023, respectively.

The decrease was driven by higher tax expense, primarily the tax impacts of stock-based compensation, partially offset by higher operating income, as described above.

Liquidity and Capital Resources

A summary of our cash flows for the six months ended June 30, 2024 and 2023 follows (in thousands):

Six Months Ended June 30,

A summary of our cash flows for the nine months ended September 30, 2024 and 2023 follows (in thousands):

Nine Months Ended September 30,

Cash from operating activities $ 16,676 $ 13,724

2 unchanged sentences

We have financed our operations primarily through cash provided by operating activities and borrowings under our revolving credit facility.

At June 30, 2024, we had cash of $3.0 million compared to $4.2 million at December 31, 2023.

At September 30, 2024, we had cash of $2.1 million compared to $4.2 million at December 31, 2023.

Our principal internal sources of liquidity are cash, as well as the cash flow that we generate from our operations.

In addition, we had $57.0 million in borrowing capacity under our $100.0 million Credit Agreement, as defined below, at June 30, 2024.

In addition, we had $58.0 million in borrowing capacity under our $100.0 million Credit Agreement, as defined below, at September 30, 2024.

Borrowings are subject to certain availability limits including our consolidated leverage ratio, which generally limits borrowings to 2.5 times annual Adjusted EBITDA levels, as defined in the Credit Agreement.

5 unchanged sentences

Net cash flows from operating activities primarily consist of net income adjusted for certain non-cash items, including depreciation, amortization, changes in deferred tax assets and liabilities, stock-based compensation, income from equity method investments, gain or impairments on investments, and the effect of changes in working capital.

Net cash flows from operating activities were $11.2 million and $8.1 million for the six-month periods ended June 30, 2024 and 2023, respectively.

Net cash flows from operating activities were $16.7 million and $13.7 million for the nine-month periods ended September 30, 2024 and 2023, respectively.

Cash inflow from operations is driven by earnings and is dependent on the amount and timing of payments to vendors and employees and billings to and cash collections from our customers.

2 unchanged sentences

Investing Activities

Cash used in investing activities during the six-month period ended June 30, 2024 was $7.9 million compared to $9.2 million used in the same period of 2023.

Cash used in investing activities in the six-month period ended June 30, 2024 is primarily comprised of $6.6 million of capitalized development costs and $1.0 million of costs associated with the Company's office space.

Cash used in investing activities in the six month period ended June 30, 2023 is primarily comprised of capitalized development costs.

The reduction to capitalized development costs in the current year period is due to lower headcount from the May 2023 restructuring.

Cash used in investing activities during the nine-month period ended September 30, 2024 was $11.1 million compared to $10.0 million used in the same period of 2023.

Cash used in investing activities in the nine-month period ended September 30, 2024 is primarily comprised of $9.8 million of capitalized development costs and $1.0 million of costs associated with the Company's office space.

Cash used in investing activities in the nine-month period ended September 30, 2023 is primarily comprised of $12.8 million of capitalized development costs and $1.2 million of costs associated with the Company's office space, partially offset by $4.9 million of cash received from the sale of its investment in eFinancialCareers as described above.

Financing Activities

Cash used in financing activities during the six-month period ended June 30, 2024 was $4.5 million and was driven by $3.0 million of net payments on long-term debt, partially offset by $1.5 million related to share repurchases.

Cash from financing activities during the six-month period ended June 30, 2023 was $0.9 million and was driven by $13.0 million of net proceeds on long-term debt, partially offset by $12.1 million related to share repurchases.

Cash used in financing activities during the nine-month period ended September 30, 2024 was $7.7 million and was driven by $6.0 million of net payments on long-term debt and $1.7 million related to share repurchases.

Cash used in financing activities during the nine-month period ended September 30, 2023 was $3.0 million and was driven by $13 million related to share repurchases, partially offset by $10.0 million of net proceeds on long-term debt.

Non-GAAP Financial Measures

24 unchanged sentences

Adjusted EBITDA and Adjusted EBITDA Margin are not measurements of our financial performance under GAAP and should not be considered as an alternative to revenue, operating income, net income, net income margin, cash provided by operating activities, or any other performance measures derived in accordance with GAAP as a measure of our profitability or liquidity.

A reconciliation of Adjusted EBITDA for the six months ended June 30, 2024 and 2023 follows (in thousands):

Six Months Ended June 30,

A reconciliation of Adjusted EBITDA for the nine months ended September 30, 2024 and 2023 follows (in thousands):

Nine Months Ended September 30,

Reconciliation of Net Income (Loss) to Adjusted EBITDA:

5 unchanged sentences

Income from equity method investment (325) (428)

Gain on sale of investment — (614)

Impairment of investment 400 300

15 unchanged sentences

Adjusted EBITDA $ 26,160 $ 26,191

A reconciliation of Adjusted EBITDA Margin for the six months ended June 30, 2024 and 2023 follows (in thousands):

Six Months Ended June 30,

A reconciliation of Adjusted EBITDA Margin for the nine months ended September 30, 2024 and 2023 follows (in thousands):

Nine Months Ended September 30,

Revenue $ 107,141 $ 114,591

10 unchanged sentences

(a wholly-owned subsidiary of the Company) and its wholly-owned subsidiary, Dice Career Solutions, Inc.,entered into a Third Amended and Restated Credit Agreement (the “Credit Agreement”), which matures in June 2027.

Under the Credit Agreement, we have a $100 million revolving credit facility, with an expansion option of $50 million, bringing the total facility to $150 million, with $ 35.0 million of borrowings on the facility at June 30, 2024.

Under the Credit Agreement, we have a $100 million revolving credit facility, with an expansion option of $50 million, bringing the total facility to $150 million, with $ 32.0 million of borrowings on the facility at September 30, 2024.

The Company has $ 58.0 million available for future borrowings, subject to the terms of the Credit Agreement, which generally limits borrowings to 2.5 times annual Adjusted EBITDA levels.

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The Company incurs a commitment fee ranging from 0.35% to 0.50% on any unused capacity under the revolving loan facility, determined by the Company's most recent consolidated leverage ratio.

Assuming an int eres t rate of 7.69 % (the rate in effect on June 30, 2024) on our current borrowings, interest payments are expected to be $1.3 million from July 1, 2024 to December 31, 2024, $2.7 million in each of 2025 and 2026, and $1.3 million in 2027.

Assuming an interest rate of 6.97 % (the rate in effect on September 30, 2024) on our current borrowings, interest payments are expected to be $0.6 million from October 1, 2024 to December 31, 2024, $2.2 million in each of 2025 and 2026, and $1.1 million in 2027.

The Credit Agreement contains various affirmative and negative covenants and also contains certain financial covenants, including a consolidated leverage ratio and a consolidated interest coverage ratio.

As of June 30, 2024, the Company was in compliance with all of the financial covenants under the Credit Agreement.

Refer to Note 10 in the notes to the condensed consolidated financial statements and Item 3.

As of September 30, 2024, the Company was in compliance with all of the financial covenants under the Credit Agreement.

Refer to Note 10 in the notes to the condensed consolidated financial statements included elsewhere in this report and Item 3.

"Quantitative and Qualitative Disclosures about Market Risk - Interest Rate Risk."

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No leases include options to purchase the leased property.

As of June 30, 2024, the value of our lease right-of-use asset was $7.1 million and the value of our lease liability was $11.2 million.

See note 6 to the condensed consolidated financial statements for further information.

As of September 30, 2024, the value of our lease right-of-use asset was $6.8 million and the value of our lease liability was $11.0 million.

See Note 6 to the condensed consolidated financial statements included elsewhere in this report for further information.

We make commitments to purchase advertising from online vendors, which we pay for on a monthly basis.

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Other Capital Requirements

As of June 30, 2024, we recorded approximately $1.1 million of unrecognized tax benefits as liabilities, and we are uncertain if or when such amounts may be settled.

As of September 30, 2024, we recorded approximately $1.2 million of unrecognized tax benefits as liabilities, and we are uncertain if or when such amounts may be settled.

Related to the unrecognized tax benefits considered permanent differences, we have also recorded a liability for potential penalties and interest.

Included in the balance of unrecognized tax benefits at June 30, 2024, are $1.1 million of tax benefits that would affect the effective tax rate if recognized.

Included in the balance of unrecognized tax benefits at September 30, 2024, are $1.2 million of tax benefits that would affect the effective tax rate if recognized.

The Company believes it is reasonably possible that as much as $0.2 million of its unrecognized tax benefits may be recognized in the next 12 months.

The Board previously approved a stock repurchase program that permitted the Company to repurchase its common stock.

As of June 30, 2024, the Company had no stock repurchase programs and all previously approved stock repurchase programs had expired in accordance with their terms.

As of September 30, 2024, the Company had no stock repurchase programs and all previously approved stock repurchase programs had expired in accordance with their terms.

Management has discretion in determining the conditions under which shares may be purchased from time to time.

See note 13 of the notes to the condensed consolidated financial statements for further information.

See Note 13 to the condensed consolidated financial statements included elsewhere in this report for further information.

We anticipate capital expenditures for the fiscal year ending December 31, 2024 to be approximately $14 million to $15 million.

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 2. Management’s Discussion and Analysis