GOPRO, INC., 10-K filed on 2/14/2020
Annual Report
v3.19.3.a.u2
Document, Entity and Information - USD ($)
12 Months Ended
Dec. 31, 2019
Jan. 31, 2020
Class of Stock [Line Items]    
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 77-0629474  
Entity Address, Address Line One 3000 Clearview Way  
Entity Address, City or Town San Mateo,  
Entity Address, State or Province CA  
Entity Address, Postal Zip Code 94402  
Title of 12(b) Security Class A Common Stock  
Trading Symbol GPRO  
Entity Registrant Name GOPRO, INC.  
Entity Well-known Seasoned Issuer Yes  
Entity Voluntary Filers No  
City Area Code (650)  
Local Phone Number 332-7600  
Entity Central Index Key 0001500435  
Current Fiscal Year End Date --12-31  
Entity Filer Category Large Accelerated Filer  
Document Type 10-K  
Document Quarterly Report true  
Document Period End Date Dec. 31, 2019  
Document Transition Report false  
Entity File Number 001-36514  
Document Fiscal Year Focus 2019  
Document Fiscal Period Focus FY  
Amendment Flag false  
Entity Emerging Growth Company false  
Entity Small Business false  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Shell Company false  
Entity Public Float $ 677,709,000  
Security Exchange Name NASDAQ  
Common Class A [Member]    
Class of Stock [Line Items]    
Entity Common Stock, Shares Outstanding   127,099,096
Common Class B [Member]    
Class of Stock [Line Items]    
Entity Common Stock, Shares Outstanding   28,896,866
v3.19.3.a.u2
Condensed Consolidated Balance Sheets - USD ($)
Dec. 31, 2019
Dec. 31, 2018
Current assets:    
Cash and cash equivalents $ 150,301,000 $ 152,095,000
Marketable securities 14,847,000 45,417,000
Accounts receivable, net 200,634,000 129,216,000
Inventory 144,236,000 116,458,000
Prepaid expenses and other current assets 25,958,000 30,887,000
Total current assets 535,976,000 474,073,000
Property and equipment, net 36,539,000 46,567,000
Operating Lease, Right-of-Use Asset 53,121,000 0
Intangible assets, net 5,247,000 13,065,000
Goodwill 146,459,000 146,459,000
Other long-term assets 15,461,000 18,195,000
Total assets 792,803,000 698,359,000
Current liabilities:    
Accounts payable 160,695,000 148,478,000
Accrued expenses and other current liabilities 141,790,000 135,892,000
Short-term operating lease liabilities 9,099,000 0
Deferred revenue 15,467,000 15,129,000
Total current liabilities 327,051,000 299,499,000
Long-term taxes payable 13,726,000 19,553,000
Long-term debt 148,810,000 138,992,000
Long-term operating lease liabilities 62,961,000 0
Other long-term liabilities 6,726,000 28,203,000
Total liabilities 559,274,000 486,247,000
Commitments, contingencies and guarantees
Stockholders’ equity:    
Preferred stock, $0.0001 par value, 5,000 shares authorized; none issued 0 0
Common stock and additional paid-in capital, $0.0001 par value, 500,000 Class A shares authorized, 117,922 and 105,170 shares issued and outstanding, respectively; 150,000 Class B shares authorized, 28,897 and 35,897 shares issued and outstanding, respectively 930,875,000 894,755,000
Treasury stock, at cost, 10,710 and 10,710 shares, respectively (113,613,000) (113,613,000)
Accumulated deficit (583,733,000) (569,030,000)
Total stockholders’ equity 233,529,000 212,112,000
Total liabilities and stockholders’ equity $ 792,803,000 $ 698,359,000
v3.19.3.a.u2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares
Dec. 31, 2019
Dec. 31, 2018
Preferred Stock, par value (usd per share) $ 0.0001 $ 0.0001
Preferred Stock, Shares Authorized (shares) 5,000,000 5,000,000
Preferred Stock, Shares Issued (shares) 0 0
Common stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Treasury Stock, Shares (shares) 10,710,000 10,710,000
Common Class A [Member]    
Common Stock, Shares Authorized (shares) 500,000,000 500,000,000
Common Stock, Shares, Issued 117,922,000 105,170,000
Common stock outstanding (shares) 117,922,000 105,170,000
Common Class B [Member]    
Common Stock, Shares Authorized (shares) 150,000,000 150,000,000
Common Stock, Shares, Issued 28,897,000 35,897,000
Common stock outstanding (shares) 28,897,000 35,897,000
v3.19.3.a.u2
Condensed Consolidated Statements of Operations - USD ($)
shares in Thousands, $ in Thousands
12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Income Statement [Abstract]      
Revenue $ 1,194,651 $ 1,148,337 $ 1,179,741
Cost of revenue 781,862 786,903 795,211
Gross profit 412,789 361,434 384,530
Operating expenses:      
Research and development 142,894 167,296 229,265
Sales and marketing 206,431 222,096 236,581
General and administrative 65,797 66,004 82,144
Total operating expenses 415,122 455,396 547,990
Operating loss (2,333) (93,962) (163,460)
Interest expense (19,229) (18,683) (13,660)
Other income, net 2,492 4,970 733
Total other expense, net (16,737) (13,713) (12,927)
Loss before income taxes (19,070) (107,675) (176,387)
Income tax (benefit) expense 4,428 (1,359) (6,486)
Net loss $ (14,642) $ (109,034) $ (182,873)
Earnings Per Share, Basic and Diluted $ (0.10) $ (0.78) $ (1.32)
Weighted Average Number of Shares Outstanding, Basic and Diluted 144,891 139,495 138,056
v3.19.3.a.u2
Condensed Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Interest Paid, Including Capitalized Interest, Operating and Investing Activities $ 6,179 $ 6,125 $ 3,114
Other Payments to Acquire Businesses 0 0 75
Income Taxes Paid, Net 176 (32,090) 8,370
Payments for Repurchase of Equity, Prepaid Forward 0 0  
Payments for Repurchase of Common Stock     78,000
Payments of Debt Issuance Costs 0 0 5,964
Capital Expenditures Incurred but Not yet Paid 316 223 5,785
Proceeds from Sale of Intangible Assets 0 5,000 0
Repayments of Secured Debt 20,000 0 0
Net loss (14,642) (109,034) (182,873)
Adjustments to reconcile net loss to net cash used in operating activities:      
Depreciation and amortization 26,268 35,063 41,478
Amortization of Leased Asset 6,990 0 0
Stock-based compensation 37,188 40,887 51,255
Deferred income taxes (32) (389) (2,527)
Restructuring Reserve, Settled without Cash   6,282  
Non-cash restructuring charges (199)   (7,315)
Amortization of Debt Discount (Premium) 8,987 8,112 5,345
Gain (Loss) on Disposition of Intangible Assets 0 5,000 0
Other (1,182) 1,696 4,094
Changes in operating assets and liabilities:      
Accounts receivable, net (71,269) (16,460) 52,278
Inventory (27,778) 34,093 16,641
Prepaid expenses and other assets 7,486 35,390 9,303
Accounts payable and other liabilities 3,210 (70,400) (44,411)
Deferred revenue 529 (2,674) 5,249
Net Cash Provided by (Used in) Operating Activities (24,444) (42,434) (36,853)
Investing activities:      
Purchases of property and equipment, net (8,348) (11,004) (24,061)
Purchases of marketable securities (43,636) (57,731) (52,318)
Maturities of marketable securities 56,888 57,500 21,659
Sale of marketable securities 17,867 0 11,623
Net cash provided by (used in) investing activities 22,771 (6,235) (43,097)
Financing activities:      
Proceeds from issuance of common stock 5,574 5,169 9,751
Payments Related to Tax Withholding for Share-based Compensation (6,618) (6,650) (12,118)
Net cash provided by (used in) financing activities (1,044) (1,481) 88,594
Proceeds from Convertible Debt 0 0 175,000
Proceeds from Bank Debt 20,000 0 0
Effect of exchange rate changes on cash and cash equivalents 923 (259) 1,746
Net change in cash and cash equivalents (1,794) (50,409) 10,390
Cash and cash equivalents at beginning of period 152,095 202,504 192,114
Cash and cash equivalents at end of period $ 150,301 $ 152,095 $ 202,504
v3.19.3.a.u2
Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) Statement - USD ($)
shares in Thousands, $ in Thousands
Total
Common Stock Including Additional Paid in Capital [Member]
Treasury Stock [Member]
Retained Earnings [Member]
Beginning Balance at Dec. 31, 2016 $ 446,945 $ 757,226 $ (35,613) $ (274,668)
Beginning Balance (shares) at Dec. 31, 2016   141,359    
Common stock issued under employee benefit plans, net of shares withheld for tax 9,732 $ 9,732    
Adjustments Related to Tax Withholding for Share-based Compensation (12,118) $ 12,118    
Common stock issued under employee benefit plans, net of shares withheld for tax (shares)   4,807    
Allocated share-based compensation expense 54,037 $ 54,037    
Cumulative Effect Of New Accounting Principle On Retained Earnings 15,772 365   15,407
Net loss (182,873)     (182,873)
Ending Balance at Dec. 31, 2017 298,705 $ 854,452 (113,613) (442,134)
Ending Balance (shares) at Dec. 31, 2017   137,000    
Treasury Shares Acquired, Estimated, Prepaid Forward, Shares   9,166    
Repurchase of Equity, Prepaid Forward 78,001 $ 1 78,000  
Stock Issued During Period, Value, Conversion of Convertible Securities 45,211 45,211    
Common stock issued under employee benefit plans, net of shares withheld for tax 5,099 5,099    
Adjustments Related to Tax Withholding for Share-based Compensation (6,650) $ 6,650    
Common stock issued under employee benefit plans, net of shares withheld for tax (shares)   4,067    
Allocated share-based compensation expense 41,854 $ 41,854    
New Accounting Pronouncement or Change in Accounting Principle, Effect of Change on Net Income (17,862) 0   (17,862)
Net loss (109,034)     (109,034)
Ending Balance at Dec. 31, 2018 212,112 $ 894,755 (113,613) (569,030)
Ending Balance (shares) at Dec. 31, 2018   141,067    
Common stock issued under employee benefit plans, net of shares withheld for tax 5,553 $ 5,553    
Adjustments Related to Tax Withholding for Share-based Compensation (6,618) $ 6,618    
Common stock issued under employee benefit plans, net of shares withheld for tax (shares)   5,751    
Allocated share-based compensation expense 37,185 $ 37,185    
New Accounting Pronouncement or Change in Accounting Principle, Effect of Change on Net Income (61)     (61)
Net loss (14,642)     (14,642)
Ending Balance at Dec. 31, 2019 $ 233,529 $ 930,875 $ (113,613) $ (583,733)
Ending Balance (shares) at Dec. 31, 2019   146,818    
v3.19.3.a.u2
Summary of business and significant accounting policies
12 Months Ended
Dec. 31, 2019
Accounting Policies [Abstract]  
Summary of significant accounting policies Summary of business and significant accounting policies
GoPro, Inc. and its subsidiaries (GoPro or the Company) helps its consumers capture and share their experiences in immersive and exciting ways. The Company is committed to developing solutions that create an easy, seamless experience for consumers to capture, create and share engaging personal content. To date, the Company’s cameras, mountable and wearable accessories, and subscription services have generated substantially all of its revenue. The Company sells its products globally through retailers, distributors and on gopro.com. The Company’s global corporate headquarters are located in San Mateo, California.
Basis of presentation. The accompanying consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (GAAP). The Company’s fiscal year ends on December 31, and its fiscal quarters end on March 31, June 30 and September 30.
Principles of consolidation. These consolidated financial statements include all the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation.
Use of estimates. The preparation of consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the Company’s consolidated financial statements and accompanying notes. Significant estimates and assumptions made by management include those related to revenue recognition (including sales incentives, sales returns and implied post contract support), stock-based compensation, inventory valuation, product warranty liabilities, the valuation and useful lives of long-lived assets (property and equipment, operating leases, intangible assets and goodwill) and income taxes. The Company bases its estimates and assumptions on historical experience and on various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ materially from management’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations could be affected.
Comprehensive income (loss). For all periods presented, comprehensive income (loss) approximated net income (loss). Therefore, the consolidated statements of comprehensive income (loss) have been omitted.
Prior period reclassifications. Reclassifications of certain prior period amounts in the consolidated financial statements, including a refinement in methodology for revenue by geography, have been made to conform to the current period presentation.
Cash equivalents and marketable securities. Cash equivalents primarily consist of investments in money market funds with maturities of three months or less from the date of purchase. Marketable securities consist of commercial paper, U.S. treasury securities and corporate debt securities, and are classified as available-for-sale securities. The Company views these securities as available to support current operations and has classified all available-for-sale securities as current assets. Available-for-sale securities are carried at fair value with unrealized gains and losses, if any, included in stockholders’ equity. Unrealized losses are charged against other income, net, for declines in fair value below the cost of an individual investment that is deemed to be other than temporary. The Company has not identified any marketable securities as other-than-temporarily impaired for the periods presented. The cost of securities sold is based upon a specific identification method.
Accounts receivable and allowance for doubtful accounts. Accounts receivable are stated at invoice value less estimated allowances for doubtful accounts. Allowances are recorded based on the Company’s assessment of various factors, such as: historical experience, credit quality of its customers, age of the accounts receivable balances, geographic related risks, economic conditions and other factors that may affect a customer’s ability to pay. The allowance for doubtful accounts as of December 31, 2019 and 2018 was $0.8 million and $0.5 million, respectively.
Inventory. Inventory consists of finished goods and component parts, which are purchased directly from contract manufacturers or from suppliers. Inventory is stated at the lower of cost or net realizable value on a first-in, first-out basis. The Company writes down its inventory for estimated obsolescence or excess inventory equal to the difference between the cost of inventory and estimated market value plus the estimated cost to sell. The
Company’s assessment of market value is based upon assumptions around market conditions and estimated future demand for its products within a specified time horizon, generally 12 months. Adjustments to reduce inventory to net realizable value are recognized in cost of revenue.
Point of purchase (POP) displays. The Company provides retailers with POP displays, generally free of charge, in order to facilitate the marketing of the Company’s products within retail stores. The POP displays contain a display that broadcasts video images taken by GoPro cameras along with product placement available for cameras and accessories. POP display costs are capitalized as long-term assets and charged to sales and marketing expense over the expected period of benefit, which generally ranges from 24 to 36 months. Cash outflows and amortization related to POP displays are classified as operating activities in the consolidated statement of cash flows. Amortization was $7.5 million, $13.5 million and $19.2 million in 2019, 2018 and 2017, respectively.
Property and equipment, net. Property and equipment are stated at cost and are depreciated using the straight-line method over the estimated useful life of the assets, ranging from one to nine years. Leasehold improvements are amortized over the shorter of the lease term or their expected useful life. Property and equipment pending installation, configuration or qualification are classified as construction in progress. Costs of maintenance and repairs that do not improve or extend the lives of the respective assets are expensed as incurred.
Fair value measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the reporting date. The Company estimates and categorizes the fair value of its financial assets by applying the following hierarchy:
Level 1
Valuations based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to directly access.
Level 2
Valuations based on quoted prices for similar assets or liabilities; valuations for interest-bearing securities based on non-daily quoted prices in active markets; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable data for substantially the full term of the assets or liabilities.
Level 3
Valuations based on inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.
A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The fair value of Level 2 financial instruments is obtained from an independent pricing service, which may use quoted market prices for identical or comparable instruments or model driven valuations using observable market data or inputs corroborated by observable market data.
Leases. The Company leases its office space and facilities under cancelable and non-cancelable operating leases. Beginning January 1, 2019, operating leases are presented as operating lease right-of-use (ROU) assets, short-term operating lease liabilities and long-term operating lease liabilities on the Company’s consolidated balance sheets. ROU assets represent the Company’s right to control the use of an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease.
Operating lease ROU assets and liabilities are recognized at the lease commencement date based on the present value of future lease payments. The Company determines its incremental borrowing rate based on the approximate rate at which the Company would borrow, on a secured basis, to calculate the present value of future lease payments. Lease expenses are recognized on a straight-line basis over the lease term. Certain leases include an option to renew with terms that can extend the lease term from one to five years. The exercise of a lease renewal option is at the Company’s sole discretion and is included in the lease term when the Company is reasonably certain it will exercise the option.
Prior to January 1, 2019, the Company recognized leases under ASC 840, Leases, which had the following differences from the current lease standard, ASC 842, Leases:
Operating leases were previously not recorded on the Company’s consolidated balance sheets.
The Company calculated a liability for future costs to be incurred under a lease for its remaining term without economic benefit to the Company upon determination of a cease-use date. The fair value of the liability was determined based on remaining lease payments, estimated sublease income and the effects of any prepaid or deferred items recognized under the lease.
Goodwill and other intangible assets. Goodwill represents the excess of the purchase price over the fair value of the net assets acquired in a business combination. Acquired intangible assets other than goodwill are amortized over their useful lives unless the lives are determined to be indefinite. For intangible assets acquired in a business combination, the estimated fair values of the assets received are used to establish their recorded values. Valuation approaches consistent with the market approach, income approach and/or cost approach are used to measure fair value.
Impairment of goodwill and long-lived assets. The Company performs an annual assessment of its goodwill during the fourth quarter of each calendar year or more frequently if indicators of potential impairment exist, such as an adverse change in business climate or a decline in the overall industry demand, that would indicate it is more likely than not that the fair value of its single reporting unit is less than its carrying value. There was no impairment of goodwill recorded for any periods presented. For the Company’s annual impairment testing in 2019, the Company did not identify any indicators of potential impairment of its single reporting unit. Other indefinite-lived intangible assets are assessed for impairment at least annually. If their carrying value exceeds the estimated fair value, the difference is recorded as an impairment.
Long-lived assets, such as property and equipment and intangible assets subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset group may not be recoverable. Recoverability of assets to be held and used is measured by comparing the carrying amount to the estimated future undiscounted cash flows expected to be generated by the asset group. If it is determined that an asset group is not recoverable, an impairment charge is recognized for the amount by which the carrying amount of the asset group exceeds its fair value. There were no material impairments of long-lived assets for any period presented.
Warranty. The Company records a liability for estimated product warranty costs at the time product revenue is recognized. The Company’s standard warranty obligation to its end-users generally provides a 12-month warranty coverage on all of its products except in the European Union where the Company provides a 2-year warranty. The Company also offers extended warranty programs for a fee. The Company’s estimate of costs to service its warranty obligations is based on its historical experience of repair and replacement of the associated products and expectations of future conditions. The warranty obligation is affected by product failure rates and the related use of materials, labor costs and freight incurred in correcting any product failure.
Revenue recognition. The Company derives substantially all of its revenue from the sale of cameras, mounts and accessories, the related implied post contract support to customers, and subscription services. The Company recognizes revenue when control of the promised goods or services is transferred to customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. The transaction price the Company expects to be entitled to is primarily comprised of product revenue, net of returns and variable consideration, including sales incentives provided to customers. For most of the Company’s revenue, revenue is recognized at the time products are delivered and when collection is considered probable. For the Company’s subscription services, revenue is recognized on a ratable basis over the subscription term, with payments received in advance of services being rendered recorded in deferred revenue. For customers who purchase products directly from gopro.com, the Company retains a portion of the risk of loss on these sales during transit, which are accounted for as fulfillment costs. The Company provides sales commissions to internal and external sales representatives which are earned in the period in which revenue is recognized. As a result, the Company expenses such costs as incurred under Accounting Standards Update (ASU) 2014-19 Revenue from Contracts with Customers, which was adopted on January 1, 2018. Upon adoption, the Company’s accumulated deficit increased by $2.9 million, of which, $4.9 million related to certain estimated sales incentives which would have been recognized at the time product was shipped in the prior period, partially offset by $2.0 million related to sales from gopro.com that had been shipped but not delivered as of December 31, 2017.
The Company's standard terms and conditions of sale for non-web based sales do not allow for product returns other than under warranty. However, the Company grants limited rights of return, primarily to certain large
retailers. The Company reduces revenue and cost of sales for the estimated returns based on analyses of historical return trends by customer class and other factors. An estimated return liability along with a right to recover assets are recorded for future product returns. Return trends are influenced by product life cycles, new product introductions, market acceptance of products, product sell-through, the type of customer, seasonality and other factors. Return rates may fluctuate over time but are sufficiently predictable to allow the Company to estimate expected future product returns.
The Company’s camera sales contain multiple performance obligations that generally include the following three separate obligations: a) a hardware component (camera) and the embedded firmware essential to the functionality of the hardware component delivered at the time of sale, b) the implicit right to the Company's downloadable free apps and software solutions, and c) the implied right for the customer to receive support after the initial sale (post contract support or PCS). The Company’s PCS includes the right to receive on a when and if available basis, future unspecified firmware upgrades and features as well as bug fixes, and email and telephone support. The Company allocates a portion of the transaction price to the PCS performance obligation based on a cost-plus methodology. The transaction price is allocated to the remaining performance obligations on a residual value methodology. The Company’s process to allocate the transaction price considers multiple factors that may vary over time depending upon the unique facts and circumstances related to each deliverable, including: the level of support provided to customers, estimated costs to provide the Company’s support, the amount of time and cost that is allocated to the Company’s efforts to develop the undelivered elements and market trends in the pricing for similar offerings.
The transaction prices allocated to the delivered hardware, related embedded firmware and free software solutions are recognized as revenue at the time of sale, provided the conditions for recognition of revenue have been met. The transaction price allocated to PCS is deferred and recognized as revenue on a straight-line basis over the estimated term of the support period, which is estimated to be 15 months based on historical experience. Deferred revenue as of December 31, 2019 and 2018 also included immaterial amounts related to the Company’s GoPro Care and GoPro Plus fee-based service offerings. The Company’s short-term and long-term deferred revenue balances totaled $16.6 million and $16.1 million as of December 31, 2019 and 2018, respectively, and the Company recognized $15.0 million and $17.3 million of related revenue during the year ended December 31, 2019 and 2018, respectively.
Prior to January 1, 2018, the Company recognized revenue under Accounting Standards Codification (ASC) 605, Revenue Recognition. ASC 605 is materially similar to ASC 606, Revenue from Contracts with Customers, with the following differences:
The Company recognized revenue when persuasive evidence of an arrangement existed, delivery had occurred, the sales price was fixed and determinable and collectability was reasonably assured.
The Company allocated the transaction price based on its best estimate of the selling price (BESP). The Company’s process for determining BESP was materially the same as its’ current allocation of the transaction price to each performance obligations.
Sales incentives were recorded as a reduction to revenue in the period the incentives were offered to customers ore the related revenue was recognized, whichever was later.
Additionally, the Company allocated the transaction price based on its best estimate of the selling price (BESP). The Company’s process for determining BESP was materially the same as its’ current allocation of the transaction price to each performance obligation. Lastly, sales incentives were recorded as a reduction to revenue in the period the incentives were offered to customers or the related revenue was recognized, whichever was later.
Sales incentives. The Company offers sales incentives through various programs, including cooperative advertising, price protection, marketing development funds and other incentives. Sales incentives are considered to be variable consideration, which the Company estimates and records as a reduction to revenue at the date of sale. The Company estimates sales incentives based on historical experience, product sell-through and other factors.
Shipping costs. Amounts billed to customers for shipping and handling are classified as revenue, and the Company’s related shipping and handling costs incurred are classified as cost of revenue.
Sales taxes. Sales taxes collected from customers and remitted to respective governmental authorities are recorded as liabilities and are not included in revenue.
Advertising costs. Advertising costs consist of costs associated with print, television and e-commerce media advertisements and are expensed as incurred. The Company incurs promotional expenses resulting from payments under event, resort and athlete sponsorship contracts. These sponsorship arrangements are considered to be executory contracts and, as such, the costs are expensed as performance under the contract is received. The costs associated with the preparation of sponsorship activities, including the supply of GoPro products, media team support, and activation fees are expensed as incurred. Prepayments made under sponsorship agreements are included in prepaid expenses or other long-term assets depending on the period to which the prepayment applies. Advertising costs were $67.3 million, $73.0 million and $61.3 million in 2019, 2018 and 2017, respectively.
Stock-based compensation. Stock-based awards granted to qualified employees, non-employee directors and consultants are measured at fair value and recognized as an expense. The Company primarily issues restricted stock units and accounts for forfeitures as they occur. For service-based awards, stock-based compensation is recognized on a straight-line basis over the requisite service period. For performance and market-based awards which also require a service period, the Company uses graded vesting over the longer of the derived service period or when the performance or market condition is satisfied.
Foreign currency. The U.S. dollar is the functional currency of the Company’s foreign subsidiaries. The Company remeasures monetary assets or liabilities denominated in currencies other than the U.S. dollar using exchange rates prevailing on the balance sheet date, and non-monetary assets and liabilities at historical rates. Foreign currency remeasurement and transaction gains and losses are included in other income, net and have not been material for any periods presented.
Income taxes. The Company utilizes the asset and liability method for computing its income tax provision, under which deferred tax assets and liabilities are recognized for the expected future consequences of temporary differences between the financial reporting and tax bases of assets and liabilities using enacted tax rates. Management makes estimates, assumptions and judgments to determine the Company’s provision for income taxes, deferred tax assets and liabilities, and any valuation allowance recorded against deferred tax assets. The Company assesses the likelihood that its deferred tax assets will be recovered from future taxable income and, to the extent the Company believes recovery is not likely, establishes a valuation allowance. On January 1, 2018, the Company adopted ASU 2016-16 Income Taxes - Intra-Entity Transfers of Assets Other Than Inventory which required the Company to recognize the income tax consequence of intra-entity asset transfers when transfers occur. Upon adoption, the net impact to equity was an increase in the accumulated deficit of $15.0 million. Prior to January 1, 2018, the Company recognized the income tax consequence of intra-entity asset transfers when the asset was sold to an outside party or otherwise recovered through use.
The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized from such positions are then measured based on the largest benefit that has a greater than 50% likelihood of being realized upon settlement. Interest and penalties related to unrecognized tax benefits are recognized within income tax expense.
Segment information. The Company operates as one operating segment as it only reports financial information on an aggregate and consolidated basis to its Chief Executive Officer, who is the Company’s chief operating decision maker.
Recent accounting standards
Standard
 
Description
 
Company’s date of adoption
 
Effect on the consolidated financial statements or other significant matters
Standards that were adopted
 
 
 
 
Leases
ASU No.
2016-02,
2018-10,
2018-11, 2019-01, (ASC 842)
 
This standard replaces existing lease guidance for lessees and requires operating leases to be recognized on the balance sheet. Under the new standard, lessees recognize a lease liability for the present value of future lease payments and a corresponding right-to-use asset.

 
January 1, 2019
 
The new standard was applied using a modified retrospective approach. Prior periods were not retrospectively adjusted.
The Company completed its analysis of the impact of the standard by reviewing its lease agreements to identify changes resulting from applying the requirements of the new standard. The Company elected to utilize a package of practical expedients, which among other things, allowed the Company to maintain its existing classification of its current leases. The Company also elected the hindsight practical expedient to determine a reasonably certain lease term for existing leases. Additionally, the Company made a policy election to maintain its previous lease accounting for leases with an initial term of 12 months or less. Furthermore, the Company made the policy election to not separate non-lease components from lease components. The Company’s analysis of its lease agreements under the new standard resulted in the recognition of lease liabilities of $88.4 million and lease assets of $60.1 million on its consolidated balance sheet as of January 1, 2019. The new standard did not have a material impact on the Company’s consolidated income statement and consolidated statement of cash flows.

The cumulative effect of the changes made to the Company’s consolidated January 1, 2019 balance sheet for the adoption of ASC 842, Leases were as follows:
(in thousands)
Balance at
December 31, 2018
 
Adjustment due to ASC 842
 
Balance at
January 1, 2019
Operating lease right-of-use assets
$

 
$
60,111

 
$
60,111

Property and equipment, net (1)
46,567

 
(57
)
 
46,510

Accrued expenses and other current liabilities (2)
135,892

 
(4,332
)
 
131,560

Short-term operating lease liabilities

 
10,812

 
10,812

Long-term operating lease liabilities

 
77,545

 
77,545

Other long-term liabilities (2)
28,203

 
(23,900
)
 
4,303

Accumulated deficit
(569,030
)
 
(61
)
 
(569,091
)

(1) 
Represents the reclassification of leasehold acquisition costs to operating lease right-of-use assets.
(2) 
Represents the reclassification of deferred rent, tenant incentives and accrued cease-use charges to operating lease right-of-use assets.
Standard
 
Description
 
Expected date of adoption
 
Effect on the consolidated financial statements or other significant matters
Standards not yet adopted
 
 
 
 
Intangible - Goodwill and Other
ASU No. 2017-04 (Topic 350)

 
This standard simplifies the accounting for goodwill and removes Step 2 of the annual goodwill impairment test. Upon adoption, goodwill impairment will be determined based on the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017, and requires use of a prospective transition method.
 
January 1, 2020
 
The Company does not expect that the adoption of this standard will have a material impact on its consolidated financial statements and related disclosures.
Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments
ASU No. 2016-13
(Topic 326)
 
The standard changes the impairment model for most financial assets and replaces the existing incurred loss model with a current expected credit loss (CECL) model. The standard should be applied on a modified retrospective approach.
 
January 1, 2020
 
The Company’s allowance for doubtful accounts and valuation of available-for-sale securities are subject to this standard. The Company has finalized its analysis of adopting this standard and concluded the standard will not have a material impact on its consolidated financial statements and related disclosures.

Although there are several other new accounting standards issued or proposed by the FASB, which the Company has adopted or will adopt, as applicable, the Company does not believe any of these accounting pronouncements has had or will have a material impact on its consolidated financial statements.
v3.19.3.a.u2
Fair value measurements
12 Months Ended
Dec. 31, 2019
Fair Value Disclosures [Abstract]  
Fair Value measurements Fair value measurements
The Company’s assets that are measured at fair value on a recurring basis within the fair value hierarchy are summarized as follows:
 
December 31, 2019
 
December 31, 2018
(in thousands)
Level 1
 
Level 2
 
Total
 
Level 1
 
Level 2
 
Total
Cash equivalents (1):
 
 
 
 
 
 
 
 
 
 
 
Money market funds
$
4,413

 
$

 
$
4,413

 
$
10,901

 
$

 
$
10,901

Commercial paper

 

 

 
7,577

 

 
7,577

Total cash equivalents
$
4,413

 
$

 
$
4,413

 
$
18,478

 
$

 
$
18,478

Marketable securities:
 
 
 
 
 
 
 
 
 
 
 
U.S. treasury securities
$

 
$

 
$

 
$

 
$
6,336

 
$
6,336

Commercial paper

 

 

 
20,657

 

 
20,657

Corporate debt securities

 
14,847

 
14,847

 

 
18,424

 
18,424

Total marketable securities
$

 
$
14,847

 
$
14,847

 
$
20,657

 
$
24,760

 
$
45,417

(1) 
Included in cash and cash equivalents in the accompanying consolidated balance sheets. Cash balances were $145.9 million and $133.6 million as of December 31, 2019 and 2018, respectively.
Cash equivalents and marketable securities are classified as Level 1 or Level 2 because the Company uses quoted market prices or alternative pricing sources and models utilizing market observable inputs to determine their fair value. The contractual maturities of available-for-sale marketable securities as of December 31, 2019 and 2018 were all less than one year in duration. At December 31, 2019 and 2018, the Company had no financial assets or liabilities that were classified as Level 3, which are valued based on inputs supported by little or no market activity.
At December 31, 2019 and December 31, 2018, the amortized cost of the Company’s cash equivalents and marketable securities approximated their fair value and there were no material realized or unrealized gains or losses, either individually or in the aggregate.
In April 2017, the Company issued $175.0 million principal amount of Convertible Senior Notes due 2022 (Notes) (see Note 4 Financing Arrangements). The estimated fair value of the Notes is based on quoted market prices of the Company’s instruments in markets that are not active and are classified as Level 2 within the fair value hierarchy. The Company estimated the fair value of the Notes by evaluating quoted market prices and calculating the upfront cash payment a market participant would require to assume these obligations. The calculated fair value of the Notes of $170.0 million, is highly correlated to the Company’s stock price and as a result, significant changes to the Company’s stock price will have a significant impact on the calculated fair value of the Notes.
For certain other financial assets and liabilities, including accounts receivable, accounts payable and other current assets and liabilities, the carrying amounts approximate their fair value primarily due to the relatively short maturity of these balances.
v3.19.3.a.u2
Condensed consolidated financial statement details Condensed consolidated financial statement details
12 Months Ended
Dec. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Consolidated financial statement details Consolidated financial statement details
The following sections and tables provide details of selected balance sheet items.
Inventory
(in thousands)
December 31, 2019
 
December 31, 2018
Components
$
20,370

 
$
19,205

Finished goods
123,866

 
97,253

Total inventory
$
144,236

 
$
116,458


Property and equipment, net
(in thousands)
Useful life
(in years)
 
December 31, 2019
 
December 31, 2018
Leasehold improvements
1–9
 
$
50,736

 
$
66,198

Production, engineering and other equipment
1-4
 
45,649

 
43,019

Tooling
1–2
 
19,216

 
17,808

Computers and software
2
 
21,719

 
20,865

Furniture and office equipment
3
 
10,846

 
14,969

Tradeshow equipment and other
2–5
 
7,009

 
7,009

Construction in progress
 
 
45

 
80

Gross property and equipment
 
 
155,220

 
169,948

Less: Accumulated depreciation and amortization
 
 
(118,681
)
 
(123,381
)
Property and equipment, net
 
 
$
36,539

 
$
46,567


Depreciation expense was $18.5 million, $23.6 million and $32.4 million in 2019, 2018 and 2017, respectively. In 2017, the Company recorded accelerated depreciation charges in connection with its plans to vacate certain leased office facilities as disclosed in Note 11 Restructuring charges.
Intangible assets
 
Useful life
(in months)
 
December 31, 2019
(in thousands)
 
 
Gross carrying value
 
Accumulated amortization
 
Net carrying value
Purchased technology
20-72
 
$
50,501

 
$
(45,269
)
 
$
5,232

Domain name
 
 
15

 

 
15

Total intangible assets
 
 
$
50,516

 
$
(45,269
)
 
$
5,247


 
Useful life
(in months)
 
December 31, 2018
(in thousands)
 
 
Gross carrying value
 
Accumulated amortization
 
Net carrying value
Purchased technology
20-72
 
$
50,501

 
$
(37,451
)
 
$
13,050

Domain name
 
 
15

 

 
15

Total intangible assets
 
 
$
50,516

 
$
(37,451
)
 
$
13,065


Amortization expense was $7.8 million, $11.4 million and $9.0 million in 2019, 2018 and 2017, respectively. At December 31, 2019, expected amortization expense of intangible assets with definite lives for future periods was as follows:
(in thousands)
Total
Year ending December 31,
 
2020
$
4,363

2021
869

 
$
5,232


Other long-term assets
(in thousands)
December 31, 2019
 
December 31, 2018
Point of purchase (POP) displays
$
7,595

 
$
9,130

Long-term deferred tax assets
864

 
945

Deposits and other
7,002

 
8,120

Other long-term assets
$
15,461

 
$
18,195


Accrued expenses and other current liabilities
(in thousands)
December 31, 2019
 
December 31, 2018
Accrued payables (1)
$
42,153

 
$
34,696

Accrued sales incentives
39,120

 
40,918

Employee related liabilities (1)
20,494

 
19,775

Return liability
14,854

 
13,100

Warranty liability
9,899

 
9,604

Inventory received
5,737

 
5,061

Customer deposits
2,063

 
3,105

Purchase order commitments
1,710

 
2,015

Income taxes payable
1,166

 
1,948

Other
4,594

 
5,670

Accrued expenses and other current liabilities
$
141,790

 
$
135,892


(1) 
See Note 11 Restructuring charges for amounts associated with restructuring liabilities.
Product warranty
 
Year ended December 31,
(in thousands)
2019
 
2018
 
2017
Beginning balance
$
10,971

 
$
10,373

 
$
11,945

Charged to cost of revenue
16,933

 
24,725

 
20,139

Settlement of warranty claims
(16,506
)
 
(24,127
)
 
(21,711
)
Warranty liability
$
11,398

 
$
10,971

 
$
10,373

At December 31, 2019 and 2018, $9.9 million and $9.6 million of the warranty liability was recorded as a component of accrued expenses and other current liabilities, respectively, and $1.5 million and $1.4 million was recorded as a component of other long-term liabilities, respectively.
v3.19.3.a.u2
Financing Arrangements
12 Months Ended
Dec. 31, 2019
Line of Credit Facility [Line Items]  
Financing Arrangements Financing Arrangements
Credit Facility
In March 2016, the Company entered into a Credit Agreement (Credit Agreement) with certain banks which provides for a secured revolving credit facility (Credit Facility) under which the Company may borrow up to an aggregate amount of $250.0 million. The Company and its lenders may increase the total commitments under the Credit Facility to up to an aggregate amount of $300.0 million, subject to certain conditions. The Credit Facility will terminate and any outstanding borrowings become due and payable in March 2021.
The amount that may be borrowed under the Credit Facility is determined at periodic intervals and is based upon the Company’s inventory and accounts receivable balances. Borrowed funds accrue interest based on an annual rate of (a) London Interbank Offered Rate (LIBOR) or (b) the administrative agent’s base rate, plus an applicable margin of between 1.50% and 2.00% for LIBOR rate loans, and between 0.50% and 1.00% for base rate loans. The Company is required to pay a commitment fee on the unused portion of the Credit Facility of 0.25% or 0.375% per annum, based on the level of utilization of the Credit Facility. Amounts owed under the Credit Agreement and related credit documents are guaranteed by GoPro, Inc. and its material subsidiaries. GoPro, Inc. and its Netherlands subsidiary have also granted security interests in substantially all of their assets to collateralize this obligation.
The Credit Agreement contains customary covenants, such as financial statement reporting requirements and limiting the ability of the Company and its subsidiaries to pay dividends or incur debt, create liens and encumbrances, make investments, and redeem or repurchase stock. The Company is required to maintain a
minimum fixed charge coverage ratio if and when the unborrowed availability under the Credit Facility is less than the greater of $25.0 million or 10.0% of the borrowing base at such time. The Credit Agreement also contains customary events of default, such as the failure to pay obligations when due, initiation of bankruptcy or insolvency proceedings, or defaults on certain other indebtedness. Upon an event of default, the lenders may, subject to customary cure rights, require the immediate payment of all amounts outstanding and foreclose on collateral.
At December 31, 2019 and 2018, the Company was in compliance with all financial covenants contained in the Credit Agreement. As of December 31, 2019 and 2018, the Company had zero outstanding borrowings under the Credit Agreement.
Convertible Notes
In April 2017, the Company issued $175.0 million aggregate principal amount of 3.50% Convertible Senior Notes due 2022 (Notes). The Notes are senior, unsecured obligations of GoPro and mature on April 15, 2022 (Maturity Date), unless earlier repurchased or converted into shares of Class A common stock under certain circumstances. The Notes are convertible into cash, shares of the Company’s Class A common stock, or a combination thereof, at the Company’s election, at an initial conversion rate of 94.0071 shares of Class A common stock per $1,000 principal amount of the Notes, which is equivalent to an initial conversion price of approximately $10.64 per share of common stock, subject to adjustment. Based on current and projected liquidity, the Company has the intent and ability to deliver cash up to the principal amount of the Notes then outstanding upon conversion. The Company pays interest on the Notes semi-annually in arrears on April 15 and October 15 of each year.
The $175.0 million of proceeds received from the issuance of the Notes were allocated between long-term debt (liability component) of $128.3 million and additional paid-in-capital (equity component) of $46.7 million on the consolidated balance sheet. The fair value of the liability component was measured using rates determined for similar debt instruments without a conversion feature. The carrying amount of the equity component, representing the conversion option, was determined by deducting the fair value of the liability component from the aggregate face value of the Notes. The liability component will be accreted up to the face value of the Notes of $175.0 million, which will result in additional non-cash interest expense being recognized in the consolidated statements of operations through the Notes’ Maturity Date. The accretion of the Notes to par and debt issuance cost recorded to long-term debt is amortized into interest expense over the term of the Note using an effective interest rate of approximately 10.5%. The equity component will not be remeasured as long as it continues to meet the conditions for equity classification.
The Company incurred approximately $5.7 million of issuance costs related to the issuance of the Notes, of which $4.2 million and $1.5 million were recorded to long-term debt and additional paid-in capital, respectively. The $4.2 million of issuance costs recorded as long-term debt on the consolidated balance sheet are being amortized over the five-year contractual term of the Notes using the effective interest method.
The Company may not redeem the Notes prior to the Maturity Date and no sinking fund is provided for the Notes. The indenture includes customary terms and covenants, including certain events of default after which the Notes may be due and payable immediately.
Holders have the option to convert the Notes in multiples of $1,000 principal amount at any time prior to January 15, 2022, but only in the following circumstances:
during any calendar quarter beginning after the calendar quarter ending on September 30, 2017, if the last reported sale price of Class A common stock for at least 20 trading days (whether or not consecutive) during the last 30 consecutive trading days of the immediately preceding fiscal quarter is greater than or equal to 130% of the conversion price of the Notes on each applicable trading day;
during the five-business day period following any five consecutive trading day period in which the trading price for the Notes is less than 98% of the product of the last reported sale price of Class A common stock and the conversion rate for the Notes on each such trading day; or
upon the occurrence of specified corporate events.
At any time on or after January 15, 2022 until the second scheduled trading day immediately preceding the Maturity Date of the Notes on April 15, 2022, a holder may convert its Notes, in multiples of $1,000 principal
amount. Holders of the Notes who convert their Notes in connection with a make-whole fundamental change (as defined in the indenture) are, under certain circumstances, entitled to an increase in the conversion rate. In addition, in the event of a fundamental change prior to the Maturity Date, holders will, subject to certain conditions, have the right, at their option, to require the Company to repurchase for cash all or part of the Notes at a repurchase price equal to 100% of the principal amount of the Notes to be repurchased, plus accrued and unpaid interest up to, but excluding, the repurchase date.
As of December 31, 2019 and 2018, the outstanding principal on the Notes was $175.0 million, the unamortized debt discount was $24.3 million and $33.3 million, respectively, the unamortized debt issuance cost was $1.9 million and $2.7 million, respectively, and the net carrying amount of the liability component was $148.8 million and $139.0 million, respectively, which was recorded as long-term debt within the consolidated balance sheets. For the year ended December 31, 2019 and 2018 the Company recorded interest expense of $6.1 million for contractual coupon interest, and $0.8 million for amortization of debt issuance costs. For the year ended December 31, 2017, the Company recorded interest expense of $4.4 million for contractual coupon interest, and $0.6 million for amortization of debt issuance costs. For the year ended December 31, 2019, 2018 and 2017, the Company recorded $9.0 million, $8.1 million and $5.3 million, respectively, for amortization of the debt discount.
In connection with the offering, the Company entered into a prepaid forward stock repurchase transaction (Prepaid Forward) with a financial institution (Forward Counterparty). Pursuant to the Prepaid Forward, the Company used approximately $78.0 million of the net proceeds from the offering of the Notes to fund the Prepaid Forward. The aggregate number of shares of the Company’s Class A common stock underlying the Prepaid Forward was approximately 9.2 million. The expiration date for the Prepaid Forward is April 15, 2022, although it may be settled earlier in whole or in part. Upon settlement of the Prepaid Forward, at expiration or upon any early settlement, the Forward Counterparty will deliver to the Company the number of shares of Class A common stock underlying the Prepaid Forward or the portion thereof being settled early. The shares purchased under the Prepaid Forward are treated as treasury stock on the consolidated balance sheet (and not outstanding for purposes of the calculation of basic and diluted income (loss) per share), but will remain outstanding for corporate law purposes, including for purposes of any future stockholders’ votes, until the Forward Counterparty delivers the shares underlying the Prepaid Forward to the Company. The Company’s Prepaid Forward hedge transaction exposes the Company to credit risk to the extent that its counterparty may be unable to meet the terms of the transaction. The Company mitigates this risk by limiting its counterparty to a major financial institution.
v3.19.3.a.u2
Stockholders' equity Stockholders' equity
12 Months Ended
Dec. 31, 2019
Equity [Abstract]  
Stockholders' Equity Note Disclosure [Text Block] Stockholders’ equity
Common stock. The Company has two classes of authorized common stock: Class A common stock with 500 million shares authorized and Class B common stock with 150 million shares authorized. As of December 31, 2019, 117.9 million shares of Class A stock were issued and outstanding and 28.9 million shares of Class B stock were issued and outstanding. The rights of the holders of Class A and Class B common stock are identical, except with respect to voting power and conversion rights. Each share of Class A common stock is entitled to one vote per share and each share of Class B common stock is entitled to ten votes per share. Each share of Class B common stock is convertible at any time at the option of the stockholder into one share of Class A common stock and has no expiration date. The Class B common stock is also convertible into Class A common stock on the same basis upon any transfer, whether or not for value, except for “permitted transfers” as defined in the Company’s restated certificate of incorporation. Each share of Class B common stock will convert automatically into one share of Class A common stock upon the date when the outstanding shares of Class B common stock represent less than 10% of the aggregate number of shares of common stock then outstanding. As of December 31, 2019, the Class B stock continued to represent greater than 10% of the overall outstanding shares.
The Company had the following shares of common stock reserved for issuance upon the exercise of equity instruments as of December 31, 2019:
(in thousands)
December 31, 2019
Stock options outstanding
3,963

Restricted stock units outstanding
8,225

Performance stock units outstanding
788

Common stock available for future grants
32,358

Total common stock shares reserved for issuance
45,334


v3.19.3.a.u2
Employee benefit plans
12 Months Ended
Dec. 31, 2019
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]  
Employee benefit plans Employee benefit plans
Equity incentive plans. The Company has outstanding equity grants from its three stock-based employee compensation plans: the 2014 Equity Incentive Plan (2014 Plan), the 2010 Equity Incentive Plan (2010 Plan) and the 2014 Employee Stock Purchase Plan (ESPP). No new options or awards have been granted under the 2010 Plan since June 2014. Outstanding options and awards under the 2010 Plan continue to be subject to the terms and conditions of the 2010 Plan.
The 2014 Plan serves as a successor to the 2010 Plan and provides for the granting of incentive and nonqualified stock options, restricted stock awards (RSAs), restricted stock units (RSUs), stock appreciation rights, stock bonus awards and performance awards to qualified employees, non-employee directors and consultants. Options granted under the 2014 Plan generally expire within ten years from the date of grant and generally vest over one to four years. RSUs granted under the 2014 Plan generally vest over two to four years based upon continued service and are settled at vesting in shares of the Company’s Class A common stock. Performance stock units (PSUs) granted under the 2014 Plan generally vest over three years based upon continued service and the Company achieving certain revenue targets, and are settled at vesting in shares of the Company’s Class A common stock. The Company accounts for forfeitures of stock-based payment awards in the period they occur.
The ESPP allows eligible employees to purchase shares of the Company’s Class A common stock through payroll deductions at a price equal to 85% of the lesser of the fair market value of the stock as of the first date or the ending date of each six-month offering period. The 2014 Plan and the ESPP also provide for automatic annual increases in the number of shares reserved for future issuance.
Employee retirement plan. The Company has a defined contribution retirement plan covering the United States and other international full-time employees that provides for voluntary employee contributions from 1% to 100% of annual compensation, subject to a maximum limit allowed by Internal Revenue Service guidelines. The Company matches 100% of each employee’s contributions up to a maximum of 4% of the employee’s eligible compensation. The Company’s matching contributions to the plan were $4.0 million, $4.3 million and $5.5 million in 2019, 2018 and 2017, respectively.
Stock options
A summary of the Company’s stock option activity is as follows:
 
Shares
(in thousands)
 
Weighted-average
exercise price
 
Weighted-average remaining contractual term (in years)
 
Aggregate intrinsic value
(in thousands)
Outstanding at December 31, 2018
5,993

 
$
7.28

 
5.44
 
$
7,897

Granted
527

 
7.42

 
 
 
 
Exercised
(2,158
)
 
0.75

 
 
 
 
Forfeited/Cancelled
(399
)
 
14.29

 
 
 
 
Outstanding at December 31, 2019
3,963

 
$
10.16

 
6.35
 
$
374

 
 
 
 
 
 
 
 
Vested and expected to vest at December 31, 2019
3,963

 
$
10.16

 
6.35
 
$
374

Exercisable at December 31, 2019
2,987

 
$
11.25

 
5.56
 
$
370


The weighted-average grant date fair value of all options granted and assumed was $3.70, $2.95 and $4.06 per share in 2019, 2018 and 2017, respectively. The total fair value of all options vested was $3.5 million, $6.1 million and $19.5 million in 2019, 2018 and 2017, respectively. The aggregate intrinsic value of the stock options outstanding as of December 31, 2019 represents the value of the Company’s closing stock price on the last trading day of the year in excess of the exercise price multiplied by the number of options outstanding.
Restricted stock units
A summary of the Company’s RSU activity is as follows:
 
Shares
(in thousands)
 
Weighted-average grant date fair value
Non-vested shares at December 31, 2018
7,217

 
$
8.15

Granted
6,104

 
5.70

Vested
(3,925
)
 
8.90

Forfeited
(1,171
)
 
7.25

Non-vested shares at December 31, 2019
8,225

 
$
6.11


The weighted-average grant date fair value of all RSUs granted was $5.70, $5.83 and $9.40 per share in 2019, 2018 and 2017, respectively. The total fair value of all RSUs vested was $34.9 million, $41.6 million and $57.7 million in 2019, 2018 and 2017, respectively.
Performance stock units
A summary of the Company’s PSU activity is as follows:
 
Shares
(in thousands)
 
Weighted-average grant date fair value
Non-vested shares at December 31, 2018
300

 
$
5.76

Granted
819

 
7.51

Forfeited
(331
)
 
5.93

Non-vested shares at December 31, 2019
788

 
$
7.51


The weighted-average grant date fair value of all PSUs granted was $7.51 and $5.76 in 2019 and 2018, respectively. No PSUs vested in 2019 and 2018.
Employee stock purchase plan. In 2019, 2018 and 2017, the Company issued 958,000, 981,000 and 934,000 shares under its ESPP, respectively, at weighted-average prices of $4.13, $4.78 and $8.02, respectively.
Fair value disclosures. The Company measures compensation expense for all stock-based payment awards based on the estimated fair values on the date of the grant. The fair value of RSUs and PSUs are determined using the Company’s closing stock price on the date of grant. The Company recognizes compensation expense for PSUs when it is probable that the vesting conditions will be met. The fair value of stock options granted and purchases under the Company’s ESPP is estimated using the Black-Scholes option pricing model. Expected term of stock options granted was estimated based on the simplified method. Expected stock price volatility was estimated by taking the Company’s average historic volatility and if applicable, the historical volatility for industry peers based on daily price observations over a period equivalent to the expected term. Risk-free interest rate was based on the yields of U.S. Treasury securities with maturities similar to the expected term. Dividend yield was zero as the Company does not have any history of, nor plans to make, dividend payments.
The fair value of stock options granted was estimated as of the grant date using the following assumptions:
 
Year ended December 31,
 
2019
 
2018
 
2017
Volatility
50%-52%
 
51%
 
44%-49%
Expected term (years)
6.1
 
5.4-6.1
 
5.3-5.8
Risk-free interest rate
1.5%-2.2%
 
2.7%-3.0%
 
1.8%-2.1%
Dividend yield
—%
 
—%
 
—%

The fair value of stock purchase rights granted under the ESPP was estimated using the following assumptions:
 
Year ended December 31,
 
2019
 
2018
 
2017
Volatility
41%-54%
 
48%-53%
 
33%-36%
Expected term (years)
0.5
 
0.5
 
0.5
Risk-free interest rate
1.9%-2.5%
 
1.8%-2.2%
 
0.7%-1.2%
Dividend yield
—%
 
—%
 
—%

Stock-based compensation expense. The following table summarizes stock-based compensation expense included in the consolidated statements of operations:
 
Year ended December 31,
(in thousands)
2019
 
2018
 
2017
Cost of revenue
$
1,902

 
$
1,954

 
$
1,935

Research and development
17,167

 
19,636

 
24,963

Sales and marketing
8,043

 
9,459

 
10,498

General and administrative
10,076

 
9,838

 
13,859

Total stock-based compensation expense
$
37,188

 
$
40,887

 
$
51,255

The income tax benefit related to stock-based compensation expense was zero for 2019, 2018 and 2017 due to a full valuation allowance on the Company’s United States net deferred tax assets (see Note 8 Income taxes).
At December 31, 2019, total unearned stock-based compensation of $45.4 million related to stock options, RSUs, PSUs and ESPP shares is expected to be recognized over a weighted-average period of 2.1 years.
v3.19.3.a.u2
Net loss per share
12 Months Ended
Dec. 31, 2019
Earnings Per Share [Abstract]  
Net loss per share Net loss per share
The following table presents the calculations of basic and diluted net loss per share:
 
Year ended December 31,
(in thousands, except per share data)
2019
 
2018
 
2017
Numerator:
 
 
 
 
 
Net loss
$
(14,642
)
 
$
(109,034
)
 
$
(182,873
)
 
 
 
 
 
 
Denominator:
 
 
 
 
 
Weighted-average common shares—basic and diluted for Class A and Class B common stock
144,891

 
139,495

 
138,056

 
 
 
 
 
 
Basic and diluted net loss per share
$
(0.10
)
 
$
(0.78
)
 
$
(1.32
)

The following potentially dilutive shares were not included in the calculation of diluted shares outstanding as the effect would have been anti-dilutive:
 
Year ended December 31,
(in thousands)
2019
 
2018
 
2017
Anti-dilutive stock-based awards
13,039

 
15,356

 
19,022


The Company has the intent and ability to deliver cash up to the principal amount of the Notes subject to conversion, based on the Company’s current and projected liquidity. As such, no shares associated with the Note conversion were included in the Company’s weighted-average number of common shares outstanding for any periods presented. The Company’s Notes mature on April 15, 2022, unless earlier repurchased or converted into shares of Class A common stock under certain circumstances as described further in Note 4 Financing Arrangements. The Notes are convertible into cash, shares of the Company’s Class A common stock, or a combination thereof, at the Company’s election. While the Company has the intent and ability to deliver cash up to the principal amount, the maximum number of shares issuable upon conversion of the Notes is 20.6 million shares of Class A common stock. Additionally, the calculation of weighted-average shares outstanding for the year ended December 31, 2019 and 2018 excludes approximately 9.2 million, and for the year ended December 31, 2017, excludes approximately 6.6 million shares, effectively repurchased and held in treasury stock on the consolidated balance sheets as a result of the Prepaid Forward transaction entered into in connection with the Note offering.
The rights of the holders of Class A common stock and Class B common stock are identical, except with respect to voting and conversion. Each share of Class A common stock is entitled to one vote per share and each share of Class B common stock is entitled to ten votes per share. Each share of Class B common stock is convertible at any time at the option of the stockholder into one share of Class A common stock and has no expiration date. Each share of Class B common stock will convert automatically into one share of Class A common stock upon the date when the outstanding shares of Class B common stock represent less than 10% of the aggregate number of shares of common stock then outstanding. Class A common stock is not convertible into Class B common stock. The computation of the diluted net loss per share of Class A common stock assumes the conversion of Class B common stock.
v3.19.3.a.u2
Income taxes
12 Months Ended
Dec. 31, 2019
Income Tax Disclosure [Abstract]  
Income taxes Income taxes
Loss before income taxes consisted of the following:
 
Year ended December 31,
(in thousands)
2019
 
2018
 
2017
United States
$
(28,233
)
 
$
(110,318
)
 
$
(123,325
)
Foreign
9,163

 
2,643

 
(53,062
)
 
$
(19,070
)
 
$
(107,675
)
 
$
(176,387
)

Income tax (benefit) expense consisted of the following:
 
Year ended December 31,
(in thousands)
2019
 
2018
 
2017
Current
 
 
 
 
 
Federal
$
(52
)
 
$
(2,821
)
 
$
(1,857
)
State
48

 
175

 
240

Foreign
(4,391
)
 
4,394

 
10,631

Total current
(4,395
)
 
1,748

 
9,014

Deferred
 
 
 
 
 
Federal

 
248

 
(248
)
Foreign
(33
)
 
(637
)
 
(2,280
)
Total deferred
(33
)
 
(389
)
 
(2,528
)
Income tax (benefit) expense
$
(4,428
)
 
$
1,359

 
$
6,486


 
Year ended December 31,
 
2019
 
2018
 
2017
(dollars in thousands)
$
 
%
 
$
 
%
 
$
 
%
Reconciliation to statutory rate
 
 
 
 
 
 
 
 
 
 
 
Tax at federal statutory rate
$
(4,005
)
 
21.0
 %
 
$
(22,612
)
 
21.0
 %
 
$
(61,735
)
 
35.0
 %
Change in valuation allowance
4,717

 
(24.7
)
 
42,772

 
(39.7
)
 
(36,497
)
 
20.7

DTA rate change impact due to TCJA

 

 

 

 
73,423

 
(41.6
)
Impact of foreign operations
(3,949
)
 
20.7

 
3,285

 
(3.1
)
 
34,039

 
(19.3
)
Stock-based compensation
1,731

 
(9.1
)
 
10,974

 
(10.2
)
 
12,001

 
(6.8
)
State income taxes, net of federal benefit
1,872

 
(9.8
)
 
(2,997
)
 
2.8

 
(6,469
)
 
3.7

Impact of IRS audit

 

 
(9,687
)
 
9.0

 

 

Restructuring adjustment

 

 
(18,694
)
 
17.4

 

 

Tax credits
(5,123
)
 
26.8

 
(5,996
)
 
5.6

 
(9,957
)
 
5.6

Permanent tax adjustments
305

 
(1.6
)
 
3,786

 
(3.5
)
 

 

Other
24

 
(0.1
)
 
528

 
(0.6
)
 
1,681

 
(1.0
)
Income tax provision at effective tax rate
$
(4,428
)
 
23.2
 %
 
$
1,359

 
(1.3
)%
 
$
6,486

 
(3.7
)%

The effective tax rate of 23.2% for 2019 resulted from a benefit primarily related to an overall decrease in losses before income taxes, a benefit from the reversal of a previously accrued tax provision on uncertain tax positions that were no longer necessary due to the expiration of the statute of limitations and settlements with certain taxing jurisdictions, partially offset by the valuation allowance on United States federal and state net deferred tax assets and a shortfall tax impact from stock-based compensation. The negative effective tax rate of 1.3% for 2018 resulted from a benefit related to the conclusion of the IRS audit and a benefit related to the set up and the activity of disregarded entities (foreign branches) for United States tax purposes, partially offset by the valuation
allowance on United States federal and state net deferred tax assets and a shortfall tax impact from stock-based compensation. Overall, the provision for income taxes in each period has differed from the tax computed at the United States federal statutory tax rates due to changes in the valuation allowance, the effect of non-United States operations, deductible and non-deductible stock-based compensation expense, states income taxes, United States research and development tax credits, and other adjustments.
Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The Company did not have any significant deferred tax liabilities for the periods presented. Significant components of the Company’s deferred tax assets were as follows:
 
Year ended December 31,
(in thousands)
2019
 
2018
Deferred tax assets:
 
 
 
Net operating loss carryforwards
$
163,832

 
$
166,281

Tax credit carryforwards
75,624

 
70,189

Stock-based compensation
5,710

 
6,414

Allowance for returns
4,150

 
3,147

Intangible assets
5,384

 
4,591

Depreciation and amortization

 
609

Accruals and reserves
23,857

 
20,975

Total deferred tax assets
278,557

 
272,206

Valuation allowance
(277,693
)
 
(271,374
)
Net deferred tax assets, net of valuation allowance
$
864

 
$
832


Recognition of deferred tax assets is appropriate when the realization of such assets is more likely than not. Based upon the weight of available evidence, the Company believes it is not more likely than not that the United States deferred tax assets will be realized. Accordingly, a valuation allowance has been established and maintained against United States deferred tax assets. The remaining deferred tax asset balances at December 31, 2019 reflect foreign deferred tax assets in each jurisdiction and are supported by taxable income or in the case of acquired companies, by the future reversal of deferred tax liabilities. It is more likely than not that the Company’s foreign deferred tax assets will be realized and thus, a valuation allowance is not required on its foreign deferred tax assets. The Company will continue to assess the realizability of the deferred tax assets in each of the applicable jurisdictions going forward. The Company’s valuation allowance increased by $6.3 million to $277.7 million as of December 31, 2019, primarily due to a $5.0 million change in United States deferred tax assets and a $1.6 million change due to the adoption of new accounting standards, partially offset by a $0.3 million change in other deferred tax assets.
As of December 31, 2019, the Company’s federal, California and other state net operating loss carryforwards for income tax purposes were $635.2 million, $235.4 million and $230.5 million, net of reserves, respectively. Also, the Company’s federal and California state tax credit carryforwards were $44.0 million and $40.0 million, net of reserves, respectively. If not utilized, federal net operating losses that arose before 2018, federal credit and California loss carryforwards will begin to expire from 2030 to 2038, while other state loss carryforwards will begin to expire from 2020 to 2039. Federal net operating losses that arise after 2017 and all California tax credits will be carried forward indefinitely.
Under the provisions of §382 of the Internal Revenue Code, a change of control may impose an annual limitation on the amount of the Company’s net operating loss and tax credit carryforwards that can be used to reduce future tax liabilities. Of the Company’s total $635.2 million federal net operating loss carryforwards, approximately $8.1 million was from one of the Company’s acquisitions in 2016. These acquired tax attributes are subject to an annual limitation of $1.7 million per year for federal purposes and will begin to expire in the year 2034, if not utilized.
Uncertain income tax positions. The Company had gross unrecognized tax benefits of $27.2 million, $32.6 million and $58.6 million, as of December 31, 2019, 2018 and 2017, respectively. For fiscal year 2019, 2018 and 2017, total unrecognized income tax benefits were $12.5 million, $17.3 million and $19.8 million, respectively, and if recognized, would reduce income tax expense after considering the impact of the change in the valuation allowance in the United States. A material portion of the Company’s gross unrecognized tax benefits, if recognized, would increase the Company’s net operating loss carryforward, which would be offset by a full valuation allowance based on present circumstances.
These unrecognized tax benefits relate primarily to unresolved matters with taxing authorities regarding the Company’s transfer pricing positions and tax positions based on the Company’s interpretation of certain United States trial and appellate court decisions, which remain subject to appeal and therefore could be overturned in future periods. While it is often difficult to predict the final outcome or the timing of resolution of any particular uncertain tax position, the Company believes that its reserves reflect the more likely outcome. The Company believes, due to statute of limitations expiration, that within the next 12 months it is possible that up to $13.0 million of uncertain tax position could be released. It is also reasonably possible that additional uncertain tax positions will be added. It is not reasonably possible at this time to quantify the net effect.
A reconciliation of the beginning and ending amount of gross unrecognized income tax benefits are as follows:
 
Year ended December 31,
(in thousands)
2019
 
2018
 
2017
Balance at January 1
$
32,556

 
$
58,584

 
$
56,909

Increase related to current year tax positions
250

 
483

 
20,002

Decrease related to tax rate change for current year tax positions

 

 
(2,299
)
Increase related to prior year tax positions

 
445

 

Decrease related to prior year tax positions
(5,628
)
 
(26,956
)
 
(3,927
)
Decrease related to tax rate change for prior year tax positions

 

 
(12,101
)
 
$
27,178

 
$
32,556

 
$
58,584


The Company’s policy is to account for interest and penalties related to income tax liabilities within the provision for income taxes. The balances of accrued interest and penalties recorded in the balance sheets and provision were not material for any period presented.
The Company files income tax returns in the United States and in non-United States jurisdictions. As of December 31, 2019, the Company continues to assert indefinite reinvestment to the extent of any foreign withholding taxes on the undistributed earnings related to these foreign branches. Any foreign withholding tax on these earnings is deemed not to be material.
v3.19.3.a.u2
Commitments, contingencies and guarantees
12 Months Ended
Dec. 31, 2019
Commitments and Contingencies Disclosure [Abstract]  
Commitments, contingencies and guarantees Commitments, contingencies and guarantees
Facility Leases. The Company leases its facilities under long-term operating leases, which expire at various dates through 2027.
The components of net lease cost, which were recorded in operating expenses, were as follows:
 
Year ended December 31,
(in thousands)
2019 (1)
 
2018 (2)
 
2017 (2)
Operating lease cost
$
17,811

 
$
13,649

 
$
19,128

Sublease income
(656
)
 
(765
)
 
(677
)
Net lease cost
$
17,155

 
$
12,884

 
$
18,451

(1) 
Operating lease cost includes variable lease costs, which are immaterial.
(2) 
Represents rent expense and sublease income under ASC 840, Leases.
Supplemental cash flow information related to leases was as follows:
(in thousands)
 
Year ended December 31, 2019
Cash paid for amounts included in the measurement of lease liabilities
 
 
Operating cash flows from operating leases
 
$
14,015

Right-of-use assets obtained in exchange for new operating lease liabilities
 
13,287


Supplemental balance sheet information related to leases was as follows:
 
 
December 31, 2019
Weighted-average remaining lease term (in years) - operating leases
 
6.44
Weighted-average discount rate - operating leases
 
6.2%

As of December 31, 2019, maturities of operating lease liabilities under ASC 842, Leases, were as follows:
(in thousands)
 
December 31, 2019
2020
 
$
13,339

2021
 
13,651

2022
 
12,803

2023
 
12,035

2024
 
11,897

Thereafter
 
25,065

Total lease payments
 
88,790

Less: Imputed interest
 
(16,722
)
Present value of lease liabilities
 
$
72,068


As of December 31, 2018, future minimum lease payments under ASC 840, Leases, were as follows:
(in thousands)
 
December 31, 2018
2019
 
$
14,845

2020
 
17,654

2021
 
17,763

2022
 
17,552

2023
 
17,052

Thereafter
 
22,951

Total lease payments
 
$
107,817


Other Commitments. In the ordinary course of business, the Company enters into multi-year agreements to purchase sponsorships with event organizers, resorts and athletes as part of its marketing efforts; software licenses related to its financial and IT systems; debt agreements; and various other contractual commitments. As of December 31, 2019, future commitments were as follows:
(in thousands)
Total
 
2020
 
2021
 
2022
 
2023
 
2024
 
Thereafter
Sponsorship commitments
$
3,215

 
$
1,682

 
$
1,083

 
$
450

 
$

 
$

 
$

Other contractual commitments
36,614

 
22,006

 
12,867

 
1,741

 

 

 

Long-term debt (1)
175,000

 

 

 
175,000

 

 

 

Total contractual cash obligations
$
214,829

 
$
23,688

 
$
13,950

 
$
177,191

 
$

 
$

 
$

(1) 
The Company's convertible senior notes are due April 2022. Refer to Note 4 Financing Arrangements.
Legal proceedings and investigations
On February 13, 2018 and February 27, 2018, two purported shareholder derivative lawsuits (the Consolidated Federal Derivative Actions) were filed in the United States District Court for the Northern District of California against certain of GoPro’s current and former directors and executive officers and naming the Company as a nominal defendant. The Consolidated Federal Derivative Actions are based on allegations similar to those in two now-resolved shareholder class actions - one filed in 2016 which was settled and received final approval of the Court on September 20, 2019, and the other filed in 2018 which had final judgment entered in favor of defendants on June 24, 2019, following the Court’s granting of defendants’ motion to dismiss. The Consolidated Federal Derivative Actions assert causes of action against the individual defendants for breach of fiduciary duty, and for making false and misleading statements about the Company’s business, operations and prospects in violation of Sections 10(b) and 14(a) of the Securities Exchange Act of 1934. The plaintiffs seek corporate reforms, disgorgement of profits from stock sales, and fees and costs. The Consolidated Federal Derivative Actions are currently stayed.
Different shareholders filed two similar purported shareholder derivative actions on October 30, 2018 and November 7, 2018 in the Delaware Court of Chancery (the Consolidated Delaware Derivative Actions). Defendants’ motion to dismiss the Consolidated Delaware Derivative Actions is pending.
Other shareholders filed similar purported shareholder derivative actions on December 26, 2018, February 15, 2019, and January 27, 2020 in the Delaware Court of Chancery. Those actions are either stayed or defendants’ time to respond to the complaint has not yet passed.
On January 5, 2015, Contour LLC filed a complaint against the Company in federal court in Utah alleging, among other things, patent infringement in relation to certain GoPro cameras sold after November 2014. On November 30, 2015, Contour dismissed the Utah action. On November 30, 2015, Contour IP Holdings LLC (“CIPH”), a non-practicing entity re-filed a similar complaint in Delaware seeking unspecified damages. GoPro filed an inter partes review (IPR) at the US Patent and Trademark Office. The case was transferred to the Northern District of California in July 2017 and was stayed in favor of the IPR proceedings, most recently on December 12, 2018. Upon conclusion of the IPRs, the District Court lifted the stay on October 1, 2019. On October 8, 2019, the court entered a schedule for the remainder of the case, with trial currently scheduled to begin on August 31, 2020. We believe that this matter lacks merit and we intend to vigorously defend against CIPH.
We regularly evaluate the associated developments of the legal proceedings described above, as well as other legal proceedings that arise in the ordinary course of business. While litigation is inherently uncertain, based on the currently available information, we are unable to determine a range of loss, and do not believe the ultimate cost to resolve these matters will have a material adverse effect on our business, financial condition, cash flows or results of operations.
Indemnifications. In the normal course of business, the Company enters into agreements that contain a variety of representations and warranties, and provide for general indemnification. The Company’s exposure under these agreements is unknown because it involves claims that may be made against the Company in the future, but have not yet been made. It is not possible to determine the maximum potential amount under these indemnification agreements due to the Company’s limited history with indemnification claims and the unique facts and circumstances involved in each particular agreement. As of December 31, 2019, the Company has not paid any claims nor has it been required to defend any action related to its indemnification obligations. However, the Company may record charges in the future as a result of these indemnification obligations.
v3.19.3.a.u2
Concentrations of risk and geographic information
12 Months Ended
Dec. 31, 2019
Risks and Uncertainties [Abstract]  
Concentrations of risk and segment information Concentrations of risk and geographic information
Customer concentration. Financial instruments which potentially subject the Company to concentrations of credit risk, consist principally of trade receivables. The Company believes that credit risk for accounts receivable is mitigated by the Company’s credit evaluation process, relatively short collection terms and dispersion of its customer base. The Company generally does not require collateral and losses on trade receivables have historically been within management’s expectations.
Customers who represented 10% or more of the Company’s net accounts receivable balance were as follows:
 
December 31, 2019
 
December 31, 2018
Customer A
15%
 
*
Customer B
11%
 
11%
Customer C
*
 
12%

* Less than 10% of net accounts receivable for the period indicated.
The following table summarizes the Company’s accounts receivables sold, without recourse, and factoring fees paid:
 
Year ended December 31,
(in thousands)
2019
 
2018
 
2017
Accounts receivable sold
$
120,728

 
$
126,220

 
$
178,300

Factoring fees
1,509

 
1,639

 
1,630


Customers who represented 10% or more of the Company’s total revenue were as follows:
 
Year ended December 31,
 
2019
 
2018
 
2017
Customer A
11%
 
13%
 
15%

Supplier concentration. The Company relies on third parties for the supply and manufacture of its products, some of which are sole-source suppliers. The Company believes that outsourcing manufacturing enables greater scale and flexibility. As demand and product lines change, the Company periodically evaluates the need and advisability of adding manufacturers to support its operations. In instances where a supply and manufacture agreement does not exist or suppliers fail to perform their obligations, the Company may be unable to find alternative suppliers or satisfactorily deliver its products to its customers on time, if at all. The Company also relies on third parties with whom it outsources supply chain activities related to inventory warehousing, order fulfillment, distribution and other direct sales logistics. In instances where an outsourcing agreement does not exist or these third parties fail to perform their obligations, the Company may be unable to find alternative partners or satisfactorily deliver its products to its customers on time.
Geographic information
Revenue by geographic region was as follows:
 
Year ended December 31,
 
2019 vs 2018
 
2018 vs 2017
(in thousands)
2019
 
2018
 
2017
 
% Change
 
% Change
Americas
$
523,975

 
$
494,797

 
$
582,917

 
6
 %
 
(15
)%
Europe, Middle East and Africa (EMEA)
359,187

 
366,438

 
333,454

 
(2
)
 
10

Asia and Pacific (APAC)
311,489

 
287,102

 
263,370

 
8

 
9

Total revenue
$
1,194,651

 
$
1,148,337

 
$
1,179,741

 
4
 %
 
(3
)%

Revenue in the United States, which is included in the Americas geographic region, was $429.9 million, $401.1 million and $497.0 million for 2019, 2018 and 2017, respectively. No other individual country exceeded 10% of total revenue for any period presented. The Company does not disclose revenue by product category as it does not track sales incentives and other revenue adjustments by product category to report such data.
As of December 31, 2019 and 2018, long-lived assets, which represent net property and equipment, located outside the United States, primarily in Hong Kong and Mainland China, were $11.0 million and $15.9 million, respectively.
v3.19.3.a.u2
Restructuring charges
12 Months Ended
Dec. 31, 2019
Restructuring and Related Activities [Abstract]  
Restructuring charges Restructuring charges
Restructuring charges for each period were as follows:
 
Year ended December 31,
(in thousands)
2019
 
2018
 
2017
Cost of revenue
$