SQUARE, INC., 10-Q filed on 5/1/2019
Quarterly Report
v3.19.1
Document and Entity Information - shares
3 Months Ended
Mar. 31, 2019
Apr. 26, 2019
Document and Entity Information [Abstract]    
Entity Registrant Name Square, Inc.  
Entity Central Index Key 0001512673  
Current Fiscal Year End Date --12-31  
Entity Filer Category Large Accelerated Filer  
Document Type 10-Q  
Document Period End Date Mar. 31, 2019  
Document Fiscal Year Focus 2019  
Document Fiscal Period Focus Q1  
Amendment Flag false  
Entity Emerging Growth Company false  
Entity Small Business false  
Class A    
Class of Stock [Line Items]    
Entity Common Stock, Shares Outstanding (in shares)   336,267,871
Class B    
Class of Stock [Line Items]    
Entity Common Stock, Shares Outstanding (in shares)   86,698,955
v3.19.1
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Current assets:    
Cash and cash equivalents $ 521,676 $ 583,173
Short-term investments 566,539 540,991
Restricted cash 33,220 33,838
Settlements receivable 1,391,078 364,946
Customer funds 445,417 334,017
Loans held for sale 123,471 89,974
Other current assets 185,121 164,966
Total current assets 3,266,522 2,111,905
Property and equipment, net 133,706 142,402
Goodwill 267,012 261,705
Acquired intangible assets, net 79,697 77,102
Long-term investments 481,063 464,680
Restricted cash 14,433 15,836
Built-to-suit lease asset 0 149,000
Operating lease right-of-use assets 111,956  
Other non-current assets 48,202 58,393
Total assets 4,402,591 3,281,023
Current liabilities:    
Customers payable 1,661,894 749,215
Settlements payable 266,121 54,137
Accrued transaction losses 36,047 33,682
Accrued expenses 87,812 82,354
Operating lease liabilities, current 23,041 0
Other current liabilities 108,644 99,153
Total current liabilities 2,183,559 1,018,541
Long-term debt, net of current portion (Note 12) 909,302 899,695
Built-to-suit lease liability 0 149,000
Operating lease liabilities, non-current 112,556  
Other non-current liabilities 75,585 93,286
Total liabilities 3,281,002 2,160,522
Commitments and contingencies (Note 17)
Stockholders’ equity:    
Preferred stock, $0.0000001 par value: 100,000,000 shares authorized at March 31, 2019 and December 31, 2018. None issued and outstanding at March 31, 2019 and December 31, 2018. 0 0
Additional paid-in capital 2,048,938 2,012,328
Accumulated other comprehensive loss (3,424) (6,053)
Accumulated deficit (923,925) (885,774)
Total stockholders’ equity 1,121,589 1,120,501
Total liabilities and stockholders’ equity 4,402,591 3,281,023
Class A    
Stockholders’ equity:    
Common stock 0 0
Class B    
Stockholders’ equity:    
Common stock $ 0 $ 0
v3.19.1
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares
Mar. 31, 2019
Dec. 31, 2018
Class of Stock [Line Items]    
Preferred stock, par value (in USD per share) $ 0.0000001 $ 0.0000001
Preferred stock, shares authorized (in shares) 100,000,000 100,000,000
Preferred stock, shares issued (in shares) 0 0
Preferred stock, shares outstanding (in shares) 0 0
Class A    
Class of Stock [Line Items]    
Common stock, par value (in USD per share) $ 0.0000001 $ 0.0000001
Common stock, shares authorized (in shares) 1,000,000,000 1,000,000,000
Common stock, shares issued (in shares) 334,650,231 323,546,864
Common stock, shares outstanding (in shares) 334,650,231 323,546,864
Class B    
Class of Stock [Line Items]    
Common stock, par value (in USD per share) $ 0.0000001 $ 0.0000001
Common stock, shares authorized (in shares) 500,000,000 500,000,000
Common stock, shares issued (in shares) 86,973,715 93,501,142
Common stock, shares outstanding (in shares) 86,973,715 93,501,142
v3.19.1
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Revenue:    
Revenue $ 959,359 $ 668,603
Cost of revenue:    
Total cost of revenue 562,605 413,433
Gross profit 396,754 255,170
Operating expenses:    
Product development 153,559 105,095
Sales and marketing 133,713 77,266
General and administrative 101,598 75,501
Transaction, loan and advance losses 27,841 18,031
Amortization of acquired customer assets 2,085 269
Total operating expenses 418,796 276,162
Operating loss (22,042) (20,992)
Interest expense, net 4,681 2,112
Other expense, net 11,299 707
Loss before income tax (38,022) (23,811)
Provision for income taxes 129 175
Net loss $ (38,151) $ (23,986)
Net loss per share:    
Basic (in USD per share) $ (0.09) $ (0.06)
Diluted (in USD per share) $ (0.09) $ (0.06)
Weighted-average shares used to compute net loss per share    
Basic (in shares) 419,289 395,948
Diluted (in shares) 419,289 395,948
Technology assets    
Cost of revenue:    
Amortization of acquired technology $ 1,376 $ 1,580
Transaction-based revenue    
Revenue:    
Revenue 656,762 523,037
Cost of revenue:    
Cost of revenue 409,069 327,911
Subscription and services-based revenue    
Revenue:    
Revenue 190,307 77,215
Revenue 218,857 97,054
Cost of revenue:    
Cost of revenue 60,523 30,368
Hardware revenue    
Revenue:    
Revenue 18,212 14,417
Cost of revenue:    
Cost of revenue 26,941 19,702
Bitcoin revenue    
Revenue:    
Revenue 65,528 34,095
Cost of revenue:    
Cost of revenue $ 64,696 $ 33,872
v3.19.1
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Statement of Comprehensive Income [Abstract]    
Net loss $ (38,151) $ (23,986)
Net foreign currency translation adjustments 266 549
Net unrealized gain on revaluation of intercompany loans 75 665
Net unrealized gain (loss) on marketable debt securities, net of tax 2,288 (1,190)
Total comprehensive loss $ (35,522) $ (23,962)
v3.19.1
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Cash flows from operating activities:    
Net loss $ (38,151) $ (23,986)
Adjustments to reconcile net loss to net cash provided by operating activities:    
Depreciation and amortization 18,971 10,160
Non-cash interest and other expense 8,224 4,847
Share-based compensation 61,088 46,824
Loss on revaluation of equity investment 14,087 0
Amortization of operating lease right-of-use assets and accretion of operating lease liabilities 6,690  
Recovery of common stock in connection with indemnification settlement agreement (789) 0
Transaction, loan and advance losses 27,841 18,031
Change in deferred income taxes (754) (654)
Changes in operating assets and liabilities:    
Settlements receivable (1,027,472) (81,452)
Customer funds (109,439) (49,619)
Purchase of loans held for sale (507,755) (344,976)
Sales and principal payments of loans held for sale 467,518 337,092
Other current assets (19,327) (13,444)
Other non-current assets (2,527) (1,256)
Customers payable 912,749 147,977
Settlements payable 211,984 2,114
Charge-offs to accrued transaction losses (17,443) (12,842)
Accrued expenses 15,721 2,703
Other current liabilities 16,991 5,155
Payments for operating lease liabilities (9,293)  
Other non-current liabilities 3,530 5,379
Net cash provided by operating activities 32,444 52,053
Cash flows from investing activities:    
Purchase of marketable debt securities (193,673) (50,221)
Proceeds from maturities of marketable debt securities 111,505 45,450
Proceeds from sale of marketable debt securities 44,810 0
Purchase of marketable debt securities from customer funds (34,613) 0
Proceeds from maturities of marketable debt securities from customer funds 33,000 0
Purchase of property and equipment (18,168) (8,083)
Payments for other investments (2,000) 0
Purchase of intangible assets 0 (1,584)
Business combinations, net of cash acquired (11,248) (1,055)
Net cash used in investing activities (70,387) (15,493)
Cash flows from financing activities:    
Payment of deferred purchase consideration (95) 0
Principal payments on finance lease obligation (1,284) (665)
Proceeds from the exercise of stock options, net 25,328 31,354
Payments for tax withholding related to vesting of restricted stock units (50,801) (27,651)
Net cash provided by (used in) financing activities (26,852) 3,038
Effect of foreign exchange rate on cash and cash equivalents 1,277 1,397
Net increase (decrease) in cash, cash equivalents and restricted cash (63,518) 40,995
Cash, cash equivalents and restricted cash, beginning of period 632,847 735,081
Cash, cash equivalents and restricted cash, end of period $ 569,329 $ 776,076
v3.19.1
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Unaudited) - USD ($)
$ in Thousands
Total
Class A and B common stock
Additional paid-in capital
Accumulated other comprehensive loss
Accumulated deficit
Beginning balance (in shares) at Dec. 31, 2017   395,194,075      
Beginning balance at Dec. 31, 2017 $ 786,333 $ 0 $ 1,630,386 $ (1,318) $ (842,735)
Increase (Decrease) in Stockholders' Equity [Roll Forward]          
Net loss (23,986)       (23,986)
Shares issued in connection with:          
Exercise of stock options (in shares)   4,213,775      
Exercise of stock options 31,354   31,354    
Vesting of early exercised stock options and other 136   136    
Vesting of restricted stock units (in shares)   1,625,534      
Change in other comprehensive loss 24     24  
Share-based compensation 48,356   48,356    
Tax withholding related to vesting of restricted stock units (in shares)   (649,305)      
Tax withholding related to vesting of restricted stock units (27,651)   (27,651)    
Ending balance (in shares) at Mar. 31, 2018   400,384,079      
Ending balance at Mar. 31, 2018 809,980 $ 0 1,682,581 (1,294) (871,307)
Beginning balance (in shares) at Dec. 31, 2018   417,048,006      
Beginning balance at Dec. 31, 2018 1,120,501 $ 0 2,012,328 (6,053) (885,774)
Increase (Decrease) in Stockholders' Equity [Roll Forward]          
Net loss $ (38,151)       (38,151)
Shares issued in connection with:          
Exercise of stock options (in shares) 3,588,052 3,588,052      
Exercise of stock options $ 25,328   25,328    
Vesting of early exercised stock options and other (in shares) 425        
Vesting of early exercised stock options and other $ 36   36    
Vesting of restricted stock units (in shares)   1,994,156      
Change in other comprehensive loss 2,629     2,629  
Share-based compensation 62,835   62,835    
Tax withholding related to vesting of restricted stock units (in shares)   (741,324)      
Tax withholding related to vesting of restricted stock units (50,801)   (50,801)    
Issuance of common stock in conjunction with the conversion of senior notes, due 2022 (in shares)   43      
Issuance of common stock in conjunction with the conversion of senior notes, due 2022 1   1    
Exercise of bond hedges in conjunction with the conversion of senior notes, due 2022 (in shares)   (250,614)      
Recovery of common stock in connection with indemnification settlement agreement (in shares)   (14,798)      
Recovery of common stock in connection with indemnification settlement agreement (789)   (789)    
Ending balance (in shares) at Mar. 31, 2019   421,623,946      
Ending balance at Mar. 31, 2019 $ 1,121,589 $ 0 $ 2,048,938 $ (3,424) $ (923,925)
v3.19.1
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
3 Months Ended
Mar. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Business
    
Square, Inc. (together with its subsidiaries, Square or the Company) creates tools that help sellers start, run, and grow their businesses. Square enables sellers to accept card payments and also provides reporting and analytics, and next-day settlement. Square’s point-of-sale software and other business services help sellers manage inventory, locations, and employees; access financing; engage buyers; build a website or online store; and grow sales. The Cash App is an easy way to send, spend, and store money, and Caviar is a food-ordering service. Square was founded in 2009 and is headquartered in San Francisco, with offices in the United States, Canada, Japan, Australia, Ireland, and the UK.

Basis of Presentation
    
The accompanying interim condensed consolidated financial statements of the Company are unaudited. These interim condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (U.S. GAAP) and the applicable rules and regulations of the Securities and Exchange Commission (SEC) for interim financial information. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The December 31, 2018 condensed consolidated balance sheet was derived from the audited financial statements as of that date, but does not include all of the information and footnotes required by U.S. GAAP for complete financial statements.

The accompanying unaudited interim condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and, in the opinion of management, reflect all adjustments of a normal recurring nature considered necessary to state fairly the Company's consolidated financial position, results of operations, comprehensive income (loss), and cash flows for the interim periods. All intercompany transactions and balances have been eliminated in consolidation. The interim results for the three months ended March 31, 2019 are not necessarily indicative of the results that may be expected for the year ending December 31, 2019, or for any other future annual or interim period.

The information included in this Quarterly Report on Form 10-Q should be read in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” “Quantitative and Qualitative Disclosures About Market Risk,” and the Consolidated Financial Statements and notes thereto included in Items 7, 7A, and 8, respectively, in the Company's Annual Report on Form 10-K for the year ended December 31, 2018.

Use of Estimates
The preparation of the Company’s consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses, as well as related disclosure of contingent assets and liabilities. Actual results could differ from the Company’s estimates. To the extent that there are material differences between these estimates and actual results, the Company’s financial condition or operating results will be materially affected. The Company bases its estimates on past experience and other assumptions that the Company believes are reasonable under the circumstances, and the Company evaluates these estimates on an ongoing basis.

Estimates, judgments, and assumptions in these consolidated financial statements include, but are not limited to, those related to revenue recognition, accrued transaction losses, valuation of the debt component of convertible senior notes, valuation of loans held for sale, goodwill, acquired intangible assets and deferred revenue, income and other taxes, operating and financing lease right-of-use assets and related liabilities, and share-based compensation.

Concentration of Credit Risk
    
For the three months ended March 31, 2019 and 2018, the Company had no customer that accounted for greater than 10% of total net revenue.

The Company had three third-party payment processors that represented approximately 55%, 35%, and 6% of settlements receivable as of March 31, 2019. The same three parties represented approximately 45%, 33%, and 9% of settlements receivable as of December 31, 2018. All other third-party processors were insignificant.

Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, restricted cash, marketable debt securities, settlements receivables, customer funds, and loans held for sale. The associated risk of concentration for cash and cash equivalents and restricted cash is mitigated by banking with creditworthy institutions. At certain times, amounts on deposit exceed federal deposit insurance limits. The associated risk of concentration for marketable debt securities is mitigated by holding a diversified portfolio of highly rated investments. Settlements receivable are amounts due from well-established payment processing companies and normally take one or two business days to settle which mitigates the associated risk of concentration. The associated risk of concentration for loans held for sale is partially mitigated by credit evaluations that are performed prior to facilitating the offering of loans and ongoing performance monitoring of the Company’s loan customers.

New Accounting Policies
The Company adopted Accounting Standards Codification (ASC) 842, Leases on January 1, 2019, and elected the optional transition method to apply the transition provisions from the effective date of adoption, which requires the Company to report the cumulative effect of the adoption of the standard on the date of adoption with no changes to the prior period balances. Pursuant to the practical expedients, the Company has elected not to reassess: (i) whether expired or existing contracts are or contain leases, (ii) the lease classification for any expired or existing leases, or, (iii) initial direct costs for any existing leases. Additionally, the Company has lease agreements with lease and non-lease components, which are accounted for separately. The Company recognized $112.0 million of operating right-of-use lease assets and $135.6 million of operating lease liabilities on its consolidated balance sheet as of March 31, 2019. Additionally, the Company derecognized $149 million related to the build-to-suit asset and liability upon adoption of this standard because the Company is no longer deemed to be the owner of the related asset under construction under the new standard. Refer to Note 17 for further detail.

Except for the adoption of ASC 842, there have been no material changes to the Company’s accounting policies during the three months ended March 31, 2019, as compared to the accounting policies described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018.

Recent Accounting Pronouncements

Recently issued accounting pronouncements not yet adopted

In June 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2016-13, Financial Instruments - Credit Losses, which requires measurement and recognition of expected credit losses for financial assets held. This guidance is effective for financial statements issued for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. The Company intends to adopt this guidance effective January 1, 2020. The Company is currently evaluating the impact this guidance may have on the consolidated financial statements and related disclosures.

In January 2017, the FASB issued ASU No. 2017-04, Simplifying the Test for Goodwill Impairment. The new guidance eliminates the requirement to calculate the implied fair value of goodwill assuming a hypothetical purchase price allocation (i.e., Step 2 of the goodwill impairment test) to measure a goodwill impairment charge. Instead, entities will record an impairment charge based on the excess of a reporting unit’s carrying amount over its fair value, not to exceed the carrying amount of goodwill. This standard should be adopted when the Company performs its annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019, with early adoption permitted. The amendments should be applied on a prospective basis. The Company intends to adopt this guidance effective with its 2019 annual goodwill impairment test which it performs as of December 31. The Company does not expect the adoption of this guidance to have a material impact on the consolidated financial statements and related disclosures.

In July 2018, the FASB issued ASU 2018-13, Changes to the Disclosure Requirements for Fair Value Measurement, which will remove, modify, and add disclosure requirements for fair value measurements to improve the overall usefulness of such disclosures. This guidance is effective for financial statements issued for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years, with early adoption permitted for any removed or modified disclosure requirements. Transition is on a prospective basis for the new and modified disclosures, and on a retrospective basis for disclosures that have been eliminated. The Company currently does not intend to early adopt any portion of this disclosure guidance. The Company is currently evaluating the impact this guidance may have on the consolidated financial statements and related disclosures.

In August 2018, the FASB issued ASU 2018-15, Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract, which is intended to align the requirements for capitalization of implementation costs incurred in a cloud computing arrangement that is a service contract with the existing guidance for internal-use software. This guidance is effective for financial statements issued for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years, with early adoption permitted. The guidance provides flexibility in adoption, allowing for either retrospective adjustment or prospective adjustment for all implementation costs incurred after the date of adoption. The Company is currently evaluating whether to early adopt this guidance as well as the impact it may have on the consolidated financial statements and related disclosures.
v3.19.1
REVENUE
3 Months Ended
Mar. 31, 2019
Revenue from Contract with Customer [Abstract]  
REVENUE
REVENUE

The following table presents the Company's revenue disaggregated by revenue source (in thousands):

 
Three Months Ended March 31,
 
2019
 
2018
Revenue from Contracts with Customers:
 
 
 
Transaction-based revenue
$
656,762

 
$
523,037

Subscription and services-based revenue
190,307

 
77,215

Hardware revenue
18,212

 
14,417

Bitcoin revenue
$
65,528

 
$
34,095

Revenue from other sources:
 
 
 
Subscription and services-based revenue
$
28,550

 
$
19,839



The deferred revenue balances were as follows (in thousands):

 
Three Months Ended March 31,
 
2019
 
2018
Deferred revenue, beginning of the period
$
36,451

 
$
5,893

Less: cumulative impact of the adoption of ASC 606

 
(4,303
)
Deferred revenue, beginning of the period, as adjusted
36,451

 
1,590

Deferred revenue, end of the period
42,160

 
3,353

Revenue recognized in the period from amounts included in deferred revenue at the beginning of the period
$
12,306

 
$
298

v3.19.1
INVESTMENTS
3 Months Ended
Mar. 31, 2019
Investments, Debt and Equity Securities [Abstract]  
INVESTMENTS
INVESTMENTS

The Company's short-term and long-term investments as of March 31, 2019 are as follows (in thousands):

 
Amortized Cost
 
Gross Unrealized Gains
 
Gross Unrealized Losses
 
Fair Value
Short-term debt securities:
 
 
 
 
 
 
 
U.S. agency securities
$
113,508

 
$
142

 
$
(15
)
 
$
113,635

Corporate bonds
84,832

 
289

 
(25
)
 
85,096

Municipal securities
20,237

 
54

 
(18
)
 
20,273

U.S. government securities
317,787

 
394

 
(71
)
 
318,110

Non-U.S. government securities
29,355

 
70

 

 
29,425

Total
$
565,719

 
$
949

 
$
(129
)
 
$
566,539

 
 
 
 
 
 
 
 
Long-term debt securities:
 
 
 
 
 
 
 
U.S. agency securities
$
85,993

 
$
299

 
$
(28
)
 
$
86,264

Corporate bonds
186,674

 
1,233

 
(11
)
 
187,896

Municipal securities
23,267

 
128

 
(2
)
 
23,393

U.S. government securities
174,515

 
541

 
(8
)
 
175,048

Non-U.S. government securities
8,417

 
45

 

 
8,462

Total
$
478,866

 
$
2,246

 
$
(49
)
 
$
481,063


The Company's short-term and long-term investments as of December 31, 2018 are as follows (in thousands):

 
Amortized Cost
 
Gross Unrealized Gains
 
Gross Unrealized Losses
 
Fair Value
Short-term debt securities:
 
 
 
 
 
 
 
U.S. agency securities
$
80,160

 
$
32

 
$
(70
)
 
$
80,122

Corporate bonds
109,807

 
80

 
(368
)
 
109,519

Municipal securities
27,839

 
52

 
(59
)
 
27,832

U.S. government securities
292,615

 
161

 
(509
)
 
292,267

Non-U.S. government securities
31,263

 
4

 
(16
)
 
31,251

Total
$
541,684

 
$
329

 
$
(1,022
)
 
$
540,991

 
 
 
 
 
 
 
 
Long-term debt securities:
 
 
 
 
 
 
 
U.S. agency securities
$
114,444

 
$
194

 
$
(78
)
 
$
114,560

Corporate bonds
159,783

 
419

 
(950
)
 
159,252

Municipal securities
28,453

 
167

 
(26
)
 
28,594

U.S. government securities
153,743

 
553

 
(172
)
 
154,124

Non-U.S. government securities
8,122

 
28

 

 
8,150

Total
$
464,545

 
$
1,361

 
$
(1,226
)
 
$
464,680



For the periods presented, gains or losses realized on the sale of investments were not material. Investments are reviewed periodically to identify possible other-than-temporary impairments. As the Company has the ability and intent to hold these investments with unrealized losses for a reasonable period of time sufficient for the recovery of fair value, which may be maturity, the Company does not consider these investments to be other-than-temporarily impaired for any of the periods presented.

The amortized cost of investments classified as cash equivalents approximated the fair value due to the short term nature of the investments.

The contractual maturities of the Company's short-term and long-term investments as of March 31, 2019 are as follows (in thousands):

 
Amortized Cost
 
Fair Value
Due in one year or less
$
565,719

 
$
566,539

Due in one to five years
478,866

 
481,063

Total
$
1,044,585

 
$
1,047,602

CUSTOMER FUNDS

The following table presents the assets underlying customer funds (in thousands):

 
March 31,
2019
 
December 31,
2018
Cash
$
278,967

 
$
158,697

Cash Equivalents:
 
 
 
Money market funds
862

 
18

U.S. agency securities
14,539

 
39,991

U.S. government securities
49,125

 
35,349

Short-term debt securities:
 
 
 
U.S. agency securities
22,286

 
27,291

U.S. government securities
79,638

 
72,671

Total
$
445,417

 
$
334,017



The Company's investments within customer funds as of March 31, 2019 are as follows (in thousands):

 
Amortized Cost
 
Gross Unrealized Gains
 
Gross Unrealized Losses
 
Fair Value
Short-term debt securities:
 
 
 
 
 
 
 
U.S. agency securities
$
22,281

 
$
7

 
$
(2
)
 
$
22,286

U.S. government securities
79,607

 
33

 
(2
)
 
79,638

Total
$
101,888

 
$
40

 
$
(4
)
 
$
101,924




The Company's investments within customer funds as of December 31, 2018 are as follows (in thousands):

 
Amortized Cost
 
Gross Unrealized Gains
 
Gross Unrealized Losses
 
Fair Value
Short-term debt securities:
 
 
 
 
 
 
 
U.S. agency securities
27,293

 
2

 
(4
)
 
27,291

U.S. government securities
72,662

 
12

 
(3
)
 
72,671

Total
$
99,955

 
$
14

 
$
(7
)
 
$
99,962



For the periods presented, gains or losses realized on the sale of investments were not material. Investments are reviewed periodically to identify possible other-than-temporary impairments. As the Company has the ability and intent to hold these investments with unrealized losses for a reasonable period of time sufficient for the recovery of fair value, which may be maturity, the Company does not consider these investments to be other-than-temporarily impaired for any of the periods presented.

The amortized cost of investments classified as cash equivalents approximated the fair value due to the short term nature of the investments.

The contractual maturities of the Company's investments within customer funds as of March 31, 2019 are as follows (in thousands):

 
Amortized Cost
 
Fair Value
Due in one year or less
$
101,888

 
$
101,924

Due in one to five years

 

Total
$
101,888

 
$
101,924

v3.19.1
CUSTOMER FUNDS
3 Months Ended
Mar. 31, 2019
Investments, Debt and Equity Securities [Abstract]  
CUSTOMER FUNDS
INVESTMENTS

The Company's short-term and long-term investments as of March 31, 2019 are as follows (in thousands):

 
Amortized Cost
 
Gross Unrealized Gains
 
Gross Unrealized Losses
 
Fair Value
Short-term debt securities:
 
 
 
 
 
 
 
U.S. agency securities
$
113,508

 
$
142

 
$
(15
)
 
$
113,635

Corporate bonds
84,832

 
289

 
(25
)
 
85,096

Municipal securities
20,237

 
54

 
(18
)
 
20,273

U.S. government securities
317,787

 
394

 
(71
)
 
318,110

Non-U.S. government securities
29,355

 
70

 

 
29,425

Total
$
565,719

 
$
949

 
$
(129
)
 
$
566,539

 
 
 
 
 
 
 
 
Long-term debt securities:
 
 
 
 
 
 
 
U.S. agency securities
$
85,993

 
$
299

 
$
(28
)
 
$
86,264

Corporate bonds
186,674

 
1,233

 
(11
)
 
187,896

Municipal securities
23,267

 
128

 
(2
)
 
23,393

U.S. government securities
174,515

 
541

 
(8
)
 
175,048

Non-U.S. government securities
8,417

 
45

 

 
8,462

Total
$
478,866

 
$
2,246

 
$
(49
)
 
$
481,063


The Company's short-term and long-term investments as of December 31, 2018 are as follows (in thousands):

 
Amortized Cost
 
Gross Unrealized Gains
 
Gross Unrealized Losses
 
Fair Value
Short-term debt securities:
 
 
 
 
 
 
 
U.S. agency securities
$
80,160

 
$
32

 
$
(70
)
 
$
80,122

Corporate bonds
109,807

 
80

 
(368
)
 
109,519

Municipal securities
27,839

 
52

 
(59
)
 
27,832

U.S. government securities
292,615

 
161

 
(509
)
 
292,267

Non-U.S. government securities
31,263

 
4

 
(16
)
 
31,251

Total
$
541,684

 
$
329

 
$
(1,022
)
 
$
540,991

 
 
 
 
 
 
 
 
Long-term debt securities:
 
 
 
 
 
 
 
U.S. agency securities
$
114,444

 
$
194

 
$
(78
)
 
$
114,560

Corporate bonds
159,783

 
419

 
(950
)
 
159,252

Municipal securities
28,453

 
167

 
(26
)
 
28,594

U.S. government securities
153,743

 
553

 
(172
)
 
154,124

Non-U.S. government securities
8,122

 
28

 

 
8,150

Total
$
464,545

 
$
1,361

 
$
(1,226
)
 
$
464,680



For the periods presented, gains or losses realized on the sale of investments were not material. Investments are reviewed periodically to identify possible other-than-temporary impairments. As the Company has the ability and intent to hold these investments with unrealized losses for a reasonable period of time sufficient for the recovery of fair value, which may be maturity, the Company does not consider these investments to be other-than-temporarily impaired for any of the periods presented.

The amortized cost of investments classified as cash equivalents approximated the fair value due to the short term nature of the investments.

The contractual maturities of the Company's short-term and long-term investments as of March 31, 2019 are as follows (in thousands):

 
Amortized Cost
 
Fair Value
Due in one year or less
$
565,719

 
$
566,539

Due in one to five years
478,866

 
481,063

Total
$
1,044,585

 
$
1,047,602

CUSTOMER FUNDS

The following table presents the assets underlying customer funds (in thousands):

 
March 31,
2019
 
December 31,
2018
Cash
$
278,967

 
$
158,697

Cash Equivalents:
 
 
 
Money market funds
862

 
18

U.S. agency securities
14,539

 
39,991

U.S. government securities
49,125

 
35,349

Short-term debt securities:
 
 
 
U.S. agency securities
22,286

 
27,291

U.S. government securities
79,638

 
72,671

Total
$
445,417

 
$
334,017



The Company's investments within customer funds as of March 31, 2019 are as follows (in thousands):

 
Amortized Cost
 
Gross Unrealized Gains
 
Gross Unrealized Losses
 
Fair Value
Short-term debt securities:
 
 
 
 
 
 
 
U.S. agency securities
$
22,281

 
$
7

 
$
(2
)
 
$
22,286

U.S. government securities
79,607

 
33

 
(2
)
 
79,638

Total
$
101,888

 
$
40

 
$
(4
)
 
$
101,924




The Company's investments within customer funds as of December 31, 2018 are as follows (in thousands):

 
Amortized Cost
 
Gross Unrealized Gains
 
Gross Unrealized Losses
 
Fair Value
Short-term debt securities:
 
 
 
 
 
 
 
U.S. agency securities
27,293

 
2

 
(4
)
 
27,291

U.S. government securities
72,662

 
12

 
(3
)
 
72,671

Total
$
99,955

 
$
14

 
$
(7
)
 
$
99,962



For the periods presented, gains or losses realized on the sale of investments were not material. Investments are reviewed periodically to identify possible other-than-temporary impairments. As the Company has the ability and intent to hold these investments with unrealized losses for a reasonable period of time sufficient for the recovery of fair value, which may be maturity, the Company does not consider these investments to be other-than-temporarily impaired for any of the periods presented.

The amortized cost of investments classified as cash equivalents approximated the fair value due to the short term nature of the investments.

The contractual maturities of the Company's investments within customer funds as of March 31, 2019 are as follows (in thousands):

 
Amortized Cost
 
Fair Value
Due in one year or less
$
101,888

 
$
101,924

Due in one to five years

 

Total
$
101,888

 
$
101,924

v3.19.1
FAIR VALUE OF FINANCIAL INSTRUMENTS
3 Months Ended
Mar. 31, 2019
Fair Value Disclosures [Abstract]  
FAIR VALUE OF FINANCIAL INSTRUMENTS
FAIR VALUE OF FINANCIAL INSTRUMENTS

The Company measures its cash equivalents, customer funds, short-term and long-term marketable debt securities, and marketable equity investments at fair value. The Company classifies these investments within Level 1 or Level 2 of the fair value hierarchy because the Company values these investments using quoted market prices or alternative pricing sources and models utilizing market observable inputs.
The Company’s financial assets and liabilities that are measured at fair value on a recurring basis are classified as follows (in thousands):
 
March 31, 2019
 
December 31, 2018
 
Level 1
 
Level 2
 
Level 3
 
Level 1
 
Level 2
 
Level 3
Cash Equivalents:
 
 
 
 
 
 
 
 
 
 
 
Money market funds
$
164,457

 
$

 
$

 
$
218,109

 
$

 
$

U.S. agency securities

 
19,712

 

 

 
46,423

 

Commercial paper

 
2,997

 

 

 

 

U.S. government securities
102,199

 

 

 

 

 

Municipal securities

 

 

 
86,239

 

 

Non-U.S. government securities

 

 

 

 
23,981

 

Customer funds:
 
 
 
 
 
 
 
 
 
 
 
Money market funds
862

 

 

 
18

 

 

U.S. agency securities

 
36,825

 

 

 
67,282

 

U.S. government securities
128,763

 

 

 
108,020

 

 

Short-term debt securities:
 
 
 
 
 
 
 
 
 
 
 
U.S. agency securities

 
113,635

 

 

 
80,122

 

Corporate bonds

 
85,096

 

 

 
109,519

 

Municipal securities

 
20,273

 

 

 
27,832

 

U.S. government securities
318,110

 

 

 
292,267

 

 

Non-U.S. government securities

 
29,425

 

 

 
31,251

 

Long-term debt securities:
 
 
 
 
 
 
 
 
 
 
 
U.S. agency securities

 
86,264

 

 

 
114,560

 

Corporate bonds

 
187,896

 

 

 
159,252

 

Municipal securities

 
23,393

 

 

 
28,594

 

U.S. government securities
175,048

 

 

 
154,124

 

 

Non-U.S. government securities

 
8,462

 

 

 
8,150

 

Other:
 
 
 
 
 
 
 
 
 
 
 
Equity investment
31,255

 

 

 
45,342

 

 

Total
$
920,694

 
$
613,978

 
$

 
$
904,119

 
$
696,966

 
$



The carrying amounts of certain financial instruments, including settlements receivable, accounts payable, customers payable, accrued expenses and settlements payable, approximate their fair values due to their short-term nature.

The Company estimates the fair value of its convertible senior notes based on their last actively traded prices (Level 1) or market observable inputs (Level 2). The estimated fair value and carrying value of the convertible senior notes were as follows (in thousands):
 
March 31, 2019
 
December 31, 2018
 
Carrying Value
 
Fair Value (Level 2)
 
Carrying Value
 
Fair Value (Level 2)
2023 Notes
$
725,900

 
$
1,042,987

 
$
718,522

 
$
901,468

2022 Notes
183,402

 
690,691

 
181,173

 
515,693

Total
$
909,302

 
$
1,733,678

 
$
899,695

 
$
1,417,161



The estimated fair value and carrying value of loans held for sale is as follows (in thousands):

 
March 31, 2019
 
December 31, 2018
 
Carrying Value
 
Fair Value (Level 3)
 
Carrying Value
 
Fair Value (Level 3)
Loans held for sale
$
123,471

 
$
128,358

 
$
89,974

 
$
93,064

Total
$
123,471

 
$
128,358

 
$
89,974

 
$
93,064



For the three months ended March 31, 2019, the Company recorded a charge for the excess of amortized cost over fair value of the loans of $6.7 million. For the three months ended March 31, 2018, the Company recorded a charge for the excess of amortized cost over fair value of the loans of $2.5 million.
If applicable, the Company will recognize transfers into and out of levels within the fair value hierarchy at the end of the reporting period in which the actual event or change in circumstance occurs. During the three months ended March 31, 2019 and 2018, the Company did not have any transfers in or out of Level 1, Level 2, or Level 3 assets or liabilities.
v3.19.1
PROPERTY AND EQUIPMENT, NET
3 Months Ended
Mar. 31, 2019
Property, Plant and Equipment [Abstract]  
PROPERTY AND EQUIPMENT, NET
PROPERTY AND EQUIPMENT, NET
The following is a summary of property and equipment, less accumulated depreciation and amortization (in thousands):    

March 31,
2019

December 31,
2018
Leasehold improvements
$
105,244

 
$
107,611

Computer equipment
82,056


80,093

Capitalized software
64,233

 
58,908

Office furniture and equipment
20,713


20,699

 
272,246

 
267,311

Less: Accumulated depreciation and amortization
(138,540
)

(124,909
)
Property and equipment, net
$
133,706

 
$
142,402


Depreciation and amortization expense on property and equipment was $15.5 million for the three months ended March 31, 2019. Depreciation and amortization expense on property and equipment was $8.3 million for the three months ended March 31, 2018.
v3.19.1
ACQUISITIONS
3 Months Ended
Mar. 31, 2019
Business Combinations [Abstract]  
ACQUISITIONS
ACQUISITIONS

Weebly, Inc.
On May 31, 2018, the Company acquired 100% of the outstanding shares of Weebly, a technology company that offers customers website hosting and domain name registration solutions. The acquisition of Weebly enables the Company to combine Weebly’s web presence tools with the Company's in-person and online offerings to create a cohesive solution for sellers to start or grow an omnichannel business. The acquisition expanded the Company’s customer base globally and added a new recurring revenue stream.

The purchase consideration was comprised of $132.4 million in cash and 2,418,271 shares of the Company’s Class A common stock with an aggregate fair value of $140.1 million based on the closing price of the Company’s Class A common stock on the acquisition date. As part of the acquisition, the Company paid an aggregate of $17.7 million in cash and shares to settle outstanding vested and unvested employee options, of which $2.6 million was accounted for as post-combination compensation expense and is excluded from the purchase consideration. Third-party acquisition-related costs were insignificant. The results of Weebly's operations have been included in the consolidated financial statements since the closing date.
The acquisition was accounted for as a business combination. This method requires, among other things, that assets acquired and liabilities assumed be recognized at their fair values as of the acquisition date and that the difference between the fair value of the consideration paid for the acquired entity and the fair value of the net assets acquired be recorded as goodwill, which is not amortized but is tested at least annually for impairment.
The table below summarizes the consideration paid for Weebly and the preliminary assessment of the fair value of the assets acquired and liabilities assumed at the closing date (in thousands, except share data).
Consideration:
 
Cash
$
132,432

Stock (2,418,271 shares of Class A common stock)
140,107

 
$
272,539

Recognized amounts of identifiable assets acquired and liabilities assumed:
 
Current assets (inclusive of cash acquired of $25,758)
$
46,814

Intangible customer assets
42,700

Intangible technology assets
14,900

Intangible trade name
11,300

Intangible other assets
961

Total liabilities assumed (including deferred revenue of $22,800)
(37,592
)
Total identifiable net assets acquired
79,083

Goodwill
193,456

Total
$
272,539


The Company prepared an initial determination of the fair value of the assets acquired and liabilities assumed as of the acquisition date using preliminary information. Subsequently, the Company recognized measurement period adjustments to the purchase consideration and the fair value of certain liabilities assumed as a result of further refinements in the Company’s estimates. These adjustments were prospectively applied. The effect of these adjustments on the preliminary purchase price allocation was an increase in goodwill and tax liabilities assumed of $3.9 million and $4.8 million, respectively. There was no impact to the consolidated statements of operations as result of these adjustments. The Company continues the process of completing the evaluation of contingencies and potential tax exposures related to the acquisition. Accordingly, the preliminary values reflected in the table above are subject to change.
As of March 31, 2019, $19.1 million of cash and 357,780 shares of the total consideration were withheld as security for indemnification obligations related to general representations and warranties, in addition to certain potential tax exposures.
Goodwill from the Weebly acquisition is primarily attributable to the value of expected synergies created by incorporating Weebly solutions into the Company's technology platform and the value of the assembled workforce. None of the goodwill generated from the Weebly acquisition or the acquired intangible assets are expected to be deductible for tax purposes. Additionally the acquisition would have resulted in recognition of deferred tax assets arising mainly from the net of deferred tax assets from acquired net operating losses (NOLs) and research and development credits, and deferred tax liabilities associated with intangible assets and deferred revenue. However, the realization of such deferred tax assets depends primarily on the Company's post-acquisition ability to generate taxable income in future periods. Accordingly, a valuation allowance was recorded against the net acquired deferred tax asset in accounting for the acquisition.

The acquisition of Weebly did not have a material impact on the Company's reported revenue or net loss amounts for any period presented. Accordingly, pro forma financial information has not been presented.
v3.19.1
GOODWILL
3 Months Ended
Mar. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]  
GOODWILL
GOODWILL

Goodwill is recorded when the consideration paid for an acquisition of a business exceeds the fair value of identifiable net tangible and intangible assets acquired.

The change in carrying value of goodwill in the period was as follows (in thousands):
Balance at December 31, 2018
$
261,705

Acquisitions
7,437

Other adjustments
(2,130
)
Balance at March 31, 2019
$
267,012



The Company performs a goodwill impairment test annually on December 31 and more frequently if events and circumstances indicate that the asset might be impaired. For the periods presented, the Company had recorded no impairment charges.
v3.19.1
ACQUIRED INTANGIBLE ASSETS
3 Months Ended
Mar. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]  
ACQUIRED INTANGIBLE ASSETS
ACQUIRED INTANGIBLE ASSETS    

During the three months ended March 31, 2019, the Company did not make any material acquisitions.
    
The following table presents the detail of acquired intangible assets as of the periods presented (in thousands):
 
Balance at March 31, 2019
Cost
 
Accumulated Amortization
 
Net
Technology assets
49,007

 
(29,796
)
 
19,211

Customer assets
57,109

 
(9,361
)
 
47,748

Trade name
11,300

 
(2,354
)
 
8,946

Other
5,299

 
(1,507
)
 
3,792

Total
$
122,715

 
$
(43,018
)
 
$
79,697


 
Balance at December 31, 2018
Cost
 
Accumulated Amortization
 
Net
Technology assets
45,978

 
(28,420
)
 
17,558

Customer assets
57,109

 
(8,068
)
 
49,041

Trade name
11,300

 
(1,648
)
 
9,652

Other
2,246

 
(1,395
)
 
851

Total
$
116,633

 
$
(39,531
)
 
$
77,102



All intangible assets are amortized over their estimated useful lives. The weighted average amortization periods for acquired technology, customer intangible assets, and acquired trade name are approximately 5 years, 11 years and 4 years, respectively.

The changes to the carrying value of intangible assets were as follows (in thousands):

 
Three Months Ended March 31,
 
2019
 
2018
Acquired intangible assets, net, beginning of the period
$
77,102

 
$
14,334

Acquisitions
6,082

 
1,679

Amortization expense
3,487

 
1,875

Acquired intangible assets, net, end of the period
$
79,697

 
$
14,138



The total estimated future amortization expense of these intangible assets as of March 31, 2019 is as follows (in thousands):
2019 (remaining 9 months)
$
11,185

2020
12,611

2021
11,413

2022
9,484

2023
7,953

Thereafter
27,051

Total
$
79,697

v3.19.1
OTHER CONSOLIDATED BALANCE SHEET COMPONENTS (CURRENT)
3 Months Ended
Mar. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
OTHER CONSOLIDATED BALANCE SHEET COMPONENTS (CURRENT)
OTHER CONSOLIDATED BALANCE SHEET COMPONENTS (CURRENT)
Other Current Assets
The following table presents the detail of other current assets (in thousands):
    
 
March 31,
2019
 
December 31,
2018
Inventory, net
$
26,679

 
$
28,627

Processing costs receivable
59,470

 
46,102

Prepaid expenses
23,526

 
21,782

Accounts receivable, net
28,665

 
22,393

Other
46,781

 
46,062

Total
$
185,121

 
$
164,966





Accrued Expenses
The following table presents the detail of accrued expenses (in thousands):    
 
March 31,
2019
 
December 31,
2018
Accrued facilities expenses
$
5,853

 
$
13,040

Accrued payroll
18,282

 
9,612

Accrued professional fees
6,173

 
5,232

Accrued advertising and other marketing
15,940

 
12,201

Processing costs payable
13,190

 
12,683

Accrued non income tax liabilities
6,568

 
9,503

Accrued hardware costs
5,413

 
5,125

Other accrued liabilities
16,393

 
14,958

Total
$
87,812

 
$
82,354



Other Current Liabilities
The following table presents the detail of other current liabilities (in thousands):    
    
 
March 31,
2019
 
December 31,
2018
Accounts payable
$
24,635

 
$
36,416

Deferred revenue, current
36,343

 
31,474

Square Capital payable (i)
18,459

 
6,092

Square Payroll payable (ii)
12,338

 
7,534

Other
16,869

 
17,637

Total
$
108,644

 
$
99,153



(i) Square Capital payable represents unpaid amounts arising from the purchase of loans or loan repayments collected on behalf of third parties.

(ii) Square Payroll payable represents amounts received from Square Payroll product customers that will be utilized to settle the customers' employee payroll and related obligations.
OTHER CONSOLIDATED BALANCE SHEET COMPONENTS (NON-CURRENT)

Other Non-Current Assets

The following table presents the detail of other non-current assets (in thousands):

 
March 31,
2019
 
December 31,
2018
Equity investment (i)
$
31,255

 
$
45,342

Other
16,947

 
13,051

Total
$
48,202

 
$
58,393


(i) This balance represents the Company's investment in Class B common shares of Eventbrite, Inc. (Eventbrite). The investment is carried at fair value with changes in fair value being recorded on the consolidated statement of operations. During the three months ended March 31, 2019, the Company recorded a loss of $14.1 million to other expense (income), net on the consolidated statements of operations arising from revaluation of this investment.
    

Other Non-Current Liabilities
The following table presents the detail of other non-current liabilities (in thousands):
 
March 31,
2019
 
December 31,
2018
Statutory liabilities (ii)
$
57,839

 
$
54,748

Deferred rent, non-current (iii)

 
23,003

Deferred revenue, non-current
5,817

 
4,977

Other
11,929

 
10,558

Total
$
75,585

 
$
93,286



(ii) Statutory liabilities represent loss contingencies that may arise from the Company's interpretation and application of certain guidelines and rules issued by various federal, state, local, and foreign regulatory authorities.

(iii) The adoption of ASC 842 on January 1, 2019, resulted in the reclassification of deferred rent as an offset to right-of-use lease assets.
v3.19.1
OTHER CONSOLIDATED BALANCE SHEET COMPONENTS (NON-CURRENT)
3 Months Ended
Mar. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
OTHER CONSOLIDATED BALANCE SHEET COMPONENTS (NON-CURRENT)
OTHER CONSOLIDATED BALANCE SHEET COMPONENTS (CURRENT)
Other Current Assets
The following table presents the detail of other current assets (in thousands):
    
 
March 31,
2019
 
December 31,
2018
Inventory, net
$
26,679

 
$
28,627

Processing costs receivable
59,470

 
46,102

Prepaid expenses
23,526

 
21,782

Accounts receivable, net
28,665

 
22,393

Other
46,781

 
46,062

Total
$
185,121

 
$
164,966





Accrued Expenses
The following table presents the detail of accrued expenses (in thousands):    
 
March 31,
2019
 
December 31,
2018
Accrued facilities expenses
$
5,853

 
$
13,040

Accrued payroll
18,282

 
9,612

Accrued professional fees
6,173

 
5,232

Accrued advertising and other marketing
15,940

 
12,201

Processing costs payable
13,190

 
12,683

Accrued non income tax liabilities
6,568

 
9,503

Accrued hardware costs
5,413

 
5,125

Other accrued liabilities
16,393

 
14,958

Total
$
87,812

 
$
82,354



Other Current Liabilities
The following table presents the detail of other current liabilities (in thousands):    
    
 
March 31,
2019
 
December 31,
2018
Accounts payable
$
24,635

 
$
36,416

Deferred revenue, current
36,343

 
31,474

Square Capital payable (i)
18,459

 
6,092

Square Payroll payable (ii)
12,338

 
7,534

Other
16,869

 
17,637

Total
$
108,644

 
$
99,153



(i) Square Capital payable represents unpaid amounts arising from the purchase of loans or loan repayments collected on behalf of third parties.

(ii) Square Payroll payable represents amounts received from Square Payroll product customers that will be utilized to settle the customers' employee payroll and related obligations.
OTHER CONSOLIDATED BALANCE SHEET COMPONENTS (NON-CURRENT)

Other Non-Current Assets

The following table presents the detail of other non-current assets (in thousands):

 
March 31,
2019
 
December 31,
2018
Equity investment (i)
$
31,255

 
$
45,342

Other
16,947

 
13,051

Total
$
48,202

 
$
58,393


(i) This balance represents the Company's investment in Class B common shares of Eventbrite, Inc. (Eventbrite). The investment is carried at fair value with changes in fair value being recorded on the consolidated statement of operations. During the three months ended March 31, 2019, the Company recorded a loss of $14.1 million to other expense (income), net on the consolidated statements of operations arising from revaluation of this investment.
    

Other Non-Current Liabilities
The following table presents the detail of other non-current liabilities (in thousands):
 
March 31,
2019
 
December 31,
2018
Statutory liabilities (ii)
$
57,839

 
$
54,748

Deferred rent, non-current (iii)

 
23,003

Deferred revenue, non-current
5,817

 
4,977

Other
11,929

 
10,558

Total
$
75,585

 
$
93,286



(ii) Statutory liabilities represent loss contingencies that may arise from the Company's interpretation and application of certain guidelines and rules issued by various federal, state, local, and foreign regulatory authorities.

(iii) The adoption of ASC 842 on January 1, 2019, resulted in the reclassification of deferred rent as an offset to right-of-use lease assets.
v3.19.1
INDEBTEDNESS
3 Months Ended
Mar. 31, 2019
Debt Disclosure [Abstract]  
INDEBTEDNESS
INDEBTEDNESS

Revolving Credit Facility

In November 2015, the Company entered into a revolving credit agreement with certain lenders, which extinguished the prior revolving credit agreement and provided for a $375.0 million revolving secured credit facility maturing in November 2020. This revolving credit agreement is secured by certain tangible and intangible assets.

Loans under the credit facility bear interest at the Company’s option of (i) a base rate based on the highest of the prime rate, the federal funds rate plus 0.50%, and an adjusted LIBOR rate for a one-month interest period, in each case plus a margin ranging from 0.00% to 1.00%, or (ii) an adjusted LIBOR rate plus a margin ranging from 1.00% to 2.00%. This margin is determined based on the Company’s total leverage ratio for the preceding four fiscal quarters. The Company is obligated to pay other customary fees for a credit facility of this size and type including an annual administrative agent fee of $0.1 million and an unused commitment fee of 0.15%. To date no funds have been drawn under the credit facility, with $375.0 million remaining available. The Company paid $0.1 million and $0.1 million in unused commitment fees during both the three months ended March 31, 2019 and 2018, respectively. As of March 31, 2019, the Company was in compliance with all financial covenants associated with this credit facility.

Convertible Senior Notes due in 2023

On May 25, 2018, the Company issued an aggregate principal amount of $862.5 million of convertible senior notes (2023 Notes). The 2023 Notes mature on May 15, 2023, unless earlier converted or repurchased, and bear interest at a rate of 0.50% payable semi-annually on May 15 and November 15 of each year. The 2023 Notes are convertible at an initial conversion rate of 12.8456 shares of the Company's Class A common stock per $1,000 principal amount of 2023 Notes, which is equivalent to an initial conversion price of approximately $77.85 per share of Class A common stock. Holders may convert their 2023 Notes at any time prior to the close of business on the business day immediately preceding February 15, 2023 only under the following circumstances: (1) during any calendar quarter commencing after September 30, 2018 (and only during such calendar quarter), if the last reported sale price of the Company’s Class A common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (2) during the five business day period after any five consecutive trading day period (the measurement period) in which the trading price (as defined in the indenture governing the 2023 Notes) per $1,000 principal amount of 2023 Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the Company’s Class A common stock and the conversion rate on each such trading day; or (3) upon the occurrence of specified corporate events, including certain distributions, the occurrence of a fundamental change (as defined in the indenture governing the 2023 Notes) or a transaction resulting in the Company’s Class A common stock converting into other securities or property or assets. On or after February 15, 2023, up until the close of business on the second scheduled trading day immediately preceding the maturity date, a holder may convert all or any portion of its 2023 Notes regardless of the foregoing circumstances. Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of its Class A common stock, or a combination of cash and shares of its Class A common stock, at the Company’s election. The Company's current policy is to settle conversions entirely in shares of the Company's Class A common stock. The Company will reevaluate this policy from time to time as conversion notices are received from holders of the 2023 Notes. The circumstances required to allow the holders to convert their 2023 Notes were not met during the three months ended March 31, 2019.

In accounting for the issuance of the 2023 Notes, the Company separated the 2023 Notes into liability and equity components. The carrying amount of the liability component was calculated by measuring the fair value of a similar debt instrument that does not have an associated convertible feature. The carrying amount of the equity component representing the conversion option was $155.3 million and was determined by deducting the fair value of the liability component from the par value of the 2023 Notes. The equity component is not remeasured as long as it continues to meet the conditions for equity classification. The excess of the principal amount of the liability component over its carrying amount ("debt discount") is amortized to interest expense over the term of the 2023 Notes at an effective interest rate of 4.69% over the contractual terms of the 2023 Notes.

Debt issuance costs related to the 2023 Notes comprised of discounts and commissions payable to the initial purchasers of $6.0 million and third party offering costs of $0.8 million. The Company allocated the total amount incurred to the liability and equity components of the 2023 Notes based on their relative values. Issuance costs attributable to the liability component were $5.6 million and will be amortized to interest expense using the effective interest method over the contractual term. Issuance costs attributable to the equity component were netted with the equity component in stockholders’ equity.

Convertible Senior Notes due in 2022

On March 6, 2017, the Company issued an aggregate principal amount of $440.0 million of convertible senior notes (2022 Notes). The 2022 Notes mature on March 1, 2022, unless earlier converted or repurchased, and bear interest at a rate of 0.375% payable semi-annually on March 1 and September 1 of each year. The 2022 Notes are convertible at an initial conversion rate of 43.5749 shares of the Company's Class A common stock per $1,000 principal amount of 2022 Notes, which is equivalent to an initial conversion price of approximately $22.95 per share of Class A common stock. Holders may convert their 2022 Notes at any time prior to the close of business on the business day immediately preceding December 1, 2021 only under the following circumstances: (1) during any calendar quarter (and only during such calendar quarter), if the last reported sale price of the Company’s Class A common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (2) during the five business day period after any five consecutive trading day period (the measurement period) in which the trading price (as defined in the indenture governing the 2022 Notes) per $1,000 principal amount of 2022 Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the Company’s Class A common stock and the conversion rate on each such trading day; or (3) upon the occurrence of specified corporate events, including certain distributions, the occurrence of a fundamental change (as defined in the indenture governing the 2022 Notes) or a transaction resulting in the Company’s Class A common stock converting into other securities or property or assets. On or after December 1, 2021, up until the close of business on the second scheduled trading day immediately preceding the maturity date, a holder may convert all or any portion of its 2022 Notes regardless of the foregoing circumstances. Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of its Class A common stock, or a combination of cash and shares of its Class A common stock, at the Company’s election. The circumstances required to allow the holders to convert their 2022 Notes were met starting January 1, 2018 and continued to be met through March 31, 2019. In 2018, certain holders of the 2022 Notes converted an aggregate principal amount of $228.3 million of their Notes. The Company settled the conversions through a combination of $219.4 million in cash and issuance of 7.3 million shares of the Company's Class A common stock. Conversions in the three months ended March 31, 2019 were not material. The Company currently expects to settle future conversions entirely in shares of the Company's Class A common stock. The Company will reevaluate this policy from time to time as conversion notices are received from holders of the 2022 Notes.

In accounting for the issuance of the 2022 Notes, the Company separated the 2022 Notes into liability and equity components. The carrying amount of the liability component was calculated by measuring the fair value of a similar debt instrument that does not have an associated convertible feature. The carrying amount of the equity component representing the conversion option was $86.2 million and was determined by deducting the fair value of the liability component from the par value of the 2022 Notes. The equity component is not remeasured as long as it continues to meet the conditions for equity classification. The debt discount is amortized to interest expense over the term of the 2022 Notes at an effective interest rate of 5.34% over the contractual terms of the 2022 Notes.

Debt issuance costs related to the 2022 Notes comprised of discounts and commissions payable to the initial purchasers of $11.0 million and third party offering costs of $0.8 million. The Company allocated the total amount incurred to the liability and equity components of the 2022 Notes based on their relative values. Issuance costs attributable to the liability component were $9.4 million and will be amortized to interest expense using the effective interest method over the contractual term.  Issuance costs attributable to the equity component were netted with the equity component in stockholders’ equity.

The debt component associated with the 2022 Notes that were converted as of December 31, 2018, was accounted for as an extinguishment of debt, with the Company recording loss on extinguishment of $5.0 million, as the difference between the estimated fair value and the carrying value of such 2022 Notes. The equity component associated with the 2022 Notes that were converted was accounted for as a reacquisition of equity upon the conversion of such 2022 Notes. Accordingly, the excess of the fair value of the consideration issued to settle the conversion over the fair value of the debt component of $21.0 million was accounted for as a reduction to the additional paid in capital.


The net carrying amount of the Notes were as follows (in thousands):

 
Principal outstanding
 
Unamortized debt discount
 
Unamortized debt issuance costs
 
Net carrying value
March 31, 2019
 
 
 
 
 
 
 
2023 Notes
$
862,500

 
$
(131,767
)
 
$
(4,833
)
 
$
725,900

2022 Notes
211,728

 
(25,563
)
 
(2,763
)
 
183,402

Total
$
1,074,228

 
$
(157,330
)
 
$
(7,596
)
 
$
909,302

 
 
 
 
 
 
 
 
December 31, 2018
 
 
 
 
 
 
 
2023 Notes
$
862,500

 
$
(138,924
)
 
$
(5,054
)
 
$
718,522

2022 Notes
211,728

 
(27,569
)
 
(2,986
)
 
181,173

 
$
1,074,228

 
$
(166,493
)
 
$
(8,040
)
 
$
899,695



The net carrying amount of the equity component of the 2023 Notes and 2022 Notes were as follows (in thousands):

 
Amount allocated to conversion option
 
Less: allocated issuance costs
 
Equity component, net
March 31, 2019 and December 31, 2018
 
 
 
 
 
2023 Notes
$
155,250

 
$
(1,231
)
 
$
154,019

2022 Notes
41,481

 
(1,108
)
 
40,373

Total
196,731

 
(2,339
)
 
194,392




The Company recognized interest expense on the Notes as follows (in thousands, except for percentages):

 
Three Months Ended March 31,
 
2019
 
2018
Contractual interest expense
$
1,277

 
$
413

Amortization of debt discount and issuance costs
9,608

 
4,393

Total
$
10,885

 
$
4,806



The effective interest rate of the liability component is 4.69% and 5.34% for the 2023 Notes and 2022 Notes, respectively.

Convertible Note Hedge and Warrant Transactions

In connection with the offering of the 2023 Notes, the Company entered into convertible note hedge transactions (2023 convertible note hedges) with certain financial institution counterparties (2018 Counterparties) whereby the Company has the option to purchase a total of approximately 11.1 million shares of its Class A common stock at a price of approximately $77.85 per share. The total cost of the 2023 convertible note hedge transactions was $172.6 million. In addition, the Company sold warrants (2023 warrants) to the 2018 Counterparties whereby the 2018 Counterparties have the option to purchase a total of 11.1 million shares of the Company’s Class A common stock at a price of approximately $109.26 per share. The Company received $112.1 million in cash proceeds from the sale of the 2023 warrants. Taken together, the purchase of the 2023 convertible note hedges and sale of the 2023 warrants are intended to reduce dilution from the conversion of the 2023 Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of the converted 2023 Notes, as the case may be, and to effectively increase the overall conversion price from approximately $77.85 per share to approximately $109.26 per share. As these instruments are considered indexed to the Company's own stock and are considered equity classified, the 2023 convertible note hedges and 2023 warrants are recorded in stockholders’ equity, are not accounted for as derivatives and are not remeasured each reporting period. The net costs incurred in connection with the 2023 convertible note hedge and 2023 warrant transactions were recorded as a reduction to additional paid-in capital on the condensed consolidated balance sheets.

In connection with the offering of the 2022 Notes, the Company entered into convertible note hedge transactions (2022 convertible note hedges) with certain financial institution counterparties (2017 Counterparties) whereby the Company has the option to purchase a total of approximately 19.2 million shares of its Class A common stock at a price of approximately $22.95 per share. The total cost of the 2022 convertible note hedge transactions was $92.1 million. In addition, the Company sold warrants (2022 warrants) to the 2017 Counterparties whereby the 2017 Counterparties have the option to purchase a total of 19.2 million shares of the Company’s Class A common stock at a price of approximately $31.18 per share. The Company received $57.2 million in cash proceeds from the sale of the 2022 warrants. Taken together, the purchase of the 2022 convertible note hedges and sale of the 2022 warrants are intended to reduce dilution from the conversion of the 2022 Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of the converted 2022 Notes, as the case may be, and to effectively increase the overall conversion price from approximately $22.95 per share to approximately $31.18 per share. As these instruments are considered indexed to the Company's own stock and are considered equity classified, the 2022 convertible note hedges and 2022 warrants are recorded in stockholders’ equity, are not accounted for as derivatives and are not remeasured each reporting period. The net costs incurred in connection with the 2022 convertible note hedge and 2022 warrant transactions were recorded as a reduction to additional paid-in capital on the condensed consolidated balance sheets. In 2018, the Company exercised a pro-rata portion of the 2022 convertible note hedges to offset the shares of the Company's Class A common stock issued to settle the conversion of the 2022 Notes discussed above. The 2022 convertible note hedges were net share settled, and the Company received 6.9 million shares of the Company's Class A common stock from the 2017 Counterparties in 2018. During the three months ended March 31, 2019, the Company received an additional 0.3 million shares of the Company's Class A common stock.
v3.19.1
ACCRUED TRANSACTION LOSSES
3 Months Ended
Mar. 31, 2019
Product Warranties Disclosures [Abstract]  
ACCRUED TRANSACTION LOSSES
ACCRUED TRANSACTION LOSSES
The Company is exposed to transaction losses due to chargebacks as a result of fraud or uncollectibility.
The following table summarizes the activities of the Company’s reserve for transaction losses (in thousands):
    
 
Three Months Ended March 31,
 
2019
 
2018
Accrued transaction losses, beginning of the period
$
33,682

 
$
26,893

Provision for transaction losses
19,808

 
14,258

Charge-offs to accrued transaction losses
(17,443
)
 
(12,842
)
Accrued transaction losses, end of the period
$
36,047

 
$
28,309

v3.19.1
INCOME TAXES
3 Months Ended
Mar. 31, 2019
Income Tax Disclosure [Abstract]  
INCOME TAXES
INCOME TAXES
The Company recorded an income tax expense of $0.1 million for the three months ended March 31, 2019, compared to income tax expense of $0.2 million for the three months ended March 31, 2018. The income tax expense recorded for the three months ended March 31, 2019 was primarily due to state and foreign income tax expense as well as a change in the valuation allowance on the Company's deferred tax assets.

The Company’s effective tax rate was (0.3)% for the three months ended March 31, 2019, compared to an effective tax rate of (0.7)% for the three months ended March 31, 2018. The difference between the effective tax rate and the federal statutory tax rate for the three months ended March 31, 2019 and March 31, 2018 primarily relates to fluctuations in the Company's pre-tax book income.

The Company’s effective tax rate may be subject to fluctuation during the year as new information is obtained, which may affect the assumptions used to estimate the annual effective tax rate, including factors such as the mix of forecasted pre-tax earnings in the various jurisdictions in which the Company operates, valuation allowances against deferred tax assets, the recognition and de-recognition of tax benefits related to uncertain tax positions, and changes in or the interpretation of tax laws in jurisdictions where the Company conducts business.

As of March 31, 2019, the Company retains a full valuation allowance on its deferred tax assets in the U.S. and certain foreign jurisdictions. The realization of the Company’s deferred tax assets depends primarily on its ability to generate taxable income in future periods. The amount of deferred tax assets considered realizable in future periods may change as management continues to reassess the underlying factors it uses in estimating future taxable income.
The tax provision for the three months ended March 31, 2019 and March 31, 2018, was calculated on a jurisdictional basis. The Company estimated the foreign income tax provision using the effective income tax rate expected to be applicable for the full year.

v3.19.1
STOCKHOLDERS' EQUITY
3 Months Ended
Mar. 31, 2019
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]  
STOCKHOLDERS' EQUITY
STOCKHOLDERS’ EQUITY
Common Stock

The Company has authorized the issuance of Class A common stock and Class B common stock. Class A common stock and Class B common stock are referred to as "common stock" throughout these Notes to the Condensed Consolidated Financial Statements, unless otherwise noted. As of March 31, 2019, the Company was authorized to issue 1,000,000,000 shares of Class A common stock and 500,000,000 shares of Class B common stock, each with a par value of $0.0000001 per share. As of March 31, 2019, there were 334,650,231 shares of Class A common stock and 86,973,715 shares of Class B common stock outstanding. Options and awards granted following the Company's initial public offering are related to underlying Class A common stock. Additionally, holders of Class B common stock are able to convert such shares into Class A common stock.

Warrants

In conjunction with the 2023 Notes offering, the Company sold the 2023 warrants whereby the 2018 Counterparties have the option to purchase a total of approximately 11.1 million shares of the Company’s Class A common stock at a price of $109.26 per share. The Company received $112.1 million in cash proceeds from the sale of the 2023 warrants. See Note 12, Indebtedness, for more details on this transaction.

In conjunction with the 2022 Notes offering, the Company sold warrants whereby the 2017 Counterparties have the option to purchase a total of approximately 19.2 million shares of the Company’s Class A common stock at a price of $31.18 per share. None of the warrants associated with the 2022 and 2023 Notes offering were exercised as of March 31, 2019.


Stock Plans

The Company maintains two share-based employee compensation plans: the 2009 Stock Plan (2009 Plan) and the 2015 Equity Incentive Plan (2015 Plan). The 2015 Plan serves as the successor to the 2009 Plan. The 2015 Plan became effective as of November 17, 2015. Outstanding awards under the 2009 Plan continue to be subject to the terms and conditions of the 2009 Plan. Since November 17, 2015, no additional awards have been nor will be in the future granted under the 2009 Plan.

Under the 2015 Plan, shares of the Company's Class A common stock are reserved for the issuance of incentive and nonstatutory stock options, restricted stock awards (RSAs), restricted stock units (RSUs), performance shares, and stock bonuses to qualified employees, directors, and consultants. The awards must be granted at a price per share not less than the fair market value at the date of grant. Initially, 30,000,000 shares were reserved under the 2015 Plan, and any shares subject to options or other similar awards granted under the 2009 Plan that expire, are forfeited, are repurchased by the Company, or otherwise terminate unexercised, will become available under the 2015 Plan. The number of shares available for issuance under the 2015 Plan will be increased on the first day of each fiscal year, in an amount equal to the least of (i) 40,000,000 shares, (ii) 5% of the outstanding shares on the last day of the immediately preceding fiscal year, or (iii) such number of shares determined by the Company’s board of directors or a committee thereof. As of March 31, 2019, the total number of shares subject to stock options, RSAs and RSUs outstanding under the 2015 Plan was 20,822,979, and 86,449,187 shares were available for future issuance. As of March 31, 2019, the total number of shares subject to stock options, RSAs and RSUs outstanding under the 2009 Plan was 24,792,142.

A summary of stock option activity for the three months ended March 31, 2019 is as follows (in thousands, except share and per share data):
 
Number of Stock Options Outstanding
 
Weighted
Average
Exercise
Price
 
Weighted
Average
Remaining
Contractual
Term
(in years)
 
Aggregate
Intrinsic
Value
Balance at December 31, 2018
33,152,881

 
$
9.52

 
5.45
 
$
1,543,793

Granted
97,701

 
73.94

 
 
 
 
Exercised
(3,588,052
)
 
7.06

 
 
 
 
Forfeited
(95,141
)
 
11.78

 
 
 
 
Balance at March 31, 2019
29,567,389

 
$
10.03

 
5.41
 
$
1,918,661

Options exercisable as of
 
 
 
 
 
 
 
March 31, 2019
27,693,334

 
$
8.88

 
5.23
 
$
1,828,856



Restricted Stock Activity
Activity related to RSAs and RSUs during the three months ended March 31, 2019 is set forth below:
 
Number of
shares
 
Weighted
Average Grant
Date Fair Value
Unvested as of December 31, 2018
17,934,728

 
$
31.34

Granted
552,596

 
69.20

Vested
(1,880,545
)
 
24.12

Forfeited
(559,047
)
 
29.35

Unvested as of March 31, 2019
16,047,732

 
$
33.56



Share-Based Compensation
The fair value of stock options and employee stock purchase plan rights are estimated on the date of grant using the Black-Scholes-Merton option valuation model. The fair value of RSAs and RSUs is determined by the closing price of the Company’s common stock on each grant date. 
The fair value of stock options granted was estimated using the following weighted-average assumptions:
    
 
Three Months Ended March 31,
 
2019
Dividend yield
%
Risk-free interest rate
2.59
%
Expected volatility
38.55
%
Expected term (years)
6.08



There were no stock options granted during the three months ended March 31, 2018.

The following table summarizes the effects of share-based compensation on the Company's condensed consolidated statements of operations (in thousands):
 
Three Months Ended March 31,
 
2019
 
2018
Cost of revenue
$
21

 
$
31

Product development
42,649

 
30,482

Sales and marketing
6,202

 
4,961

General and administrative
12,216

 
11,350

Total
$
61,088

 
$
46,824


    
The Company recorded $4.3 million of share-based compensation expense related to the Company's 2015 Employee Stock Purchase Plan during the three months ended March 31, 2019, compared to $2.3 million for the three months ended March 31, 2018, which are included in the table above.

The Company capitalized $1.7 million of share-based compensation expense related to capitalized software costs during the three months ended March 31, 2019, compared to $1.5 million for the three months ended March 31, 2018.
As of March 31, 2019, there was $527.0 million of total unrecognized compensation cost related to outstanding awards that are expected to be recognized over a weighted-average period of 2.7 years.
v3.19.1
NET LOSS PER SHARE
3 Months Ended
Mar. 31, 2019
Earnings Per Share [Abstract]  
NET LOSS PER SHARE
LOSS PER SHARE
Basic net loss per share is computed by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per share is the same as basic net loss per share because the effects of potentially dilutive items were anti-dilutive given the Company’s net loss.
The following table presents the calculation of basic and diluted net loss per share (in thousands, except per share data):
 
Three Months Ended March 31,
2019
 
2018
Net loss
$
(38,151
)
 
$
(23,986
)
Basic shares:
 
 
 
Weighted-average common shares outstanding
419,860

 
397,246
Weighted-average unvested shares
(571
)
 
(1,298
)
Weighted-average shares used to compute basic net loss per share
419,289

 
395,948

Diluted shares:
 
 
 
Weighted-average shares used to compute diluted net loss per share
419,289

 
395,948

Net loss per share:
 
 
 
Basic
$
(0.09
)
 
$
(0.06
)
Diluted
$
(0.09
)
 
$
(0.06
)


Additionally, since the Company intends to settle future conversions of its outstanding 2022 Notes and 2023 Notes entirely in shares of its Class A common stock, the Company will consider the number of shares expected to be issued in calculating any potential dilutive effect of the conversions, if applicable. In the periods that the Company has reported a net loss the diluted loss per share is the same as basic loss per share for those periods.

The following potential common shares were excluded from the calculation of diluted net loss per share because their effect would have been anti-dilutive for the periods presented (in thousands):

 
Three Months Ended March 31,
 
2019
 
2018
Stock options and restricted stock units
47,833

 
66,382

Common stock warrants
30,252

 
19,173

Convertible senior notes
20,305

 

Unvested shares
571

 
1,298

Employee stock purchase plan
212

 
264

Total anti-dilutive securities
99,173

 
87,117

v3.19.1
COMMITMENTS AND CONTINGENCIES
3 Months Ended
Mar. 31, 2019
Commitments and Contingencies Disclosure [Abstract]  
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES
Operating and Finance Leases

The Company’s operating leases are primarily comprised of office facilities, with the most significant leases relating to corporate headquarters in San Francisco and an office in New York. The Company's leases have remaining lease terms of 1 year to 12 years, some of which include options to extend for 5 year terms, or include options to terminate the leases within 1 year. None of the options to extend the leases have been included in the measurement of the right of use asset or the associated lease liability. The Company elects to apply the short-term lease measurement and recognition exemption to its leases where applicable. In December 2018, the Company entered into a lease arrangement for 355,762 square feet of office space in Oakland, California for a term of 12 years with options to extend the lease term for two five year terms. The lease commencement date is expected to be in November 2019 with total lease payments over the term of approximately $276 million. Under the terms of this lease, the Company is required to make certain payments during the construction stage of the office space, which the Company will record as a prepaid lease asset. Additionally, the Company has finance leases for data center equipment, with remaining lease terms of approximately 2 years.
    
The components of lease expense were as follows (in thousands):

 
Three Months Ended March 31,
 
2019
Operating lease costs
$
6,690

 
 
Finance lease costs
 
Amortization of right-of-use assets
1,293

Interest on lease liabilities

Total finance lease costs
$
1,293


For the periods presented, costs associated with short-term leases were not material.

Other information related to leases was as follows:
 
Three Months Ended March 31,
 
2019
Weighted Average Remaining Lease Term:
 
Operating leases
4.80 years

Finance leases
1.75 years

Weighted Average Discount Rate:
 
Operating leases
4
%
Finance leases
%


Future minimum lease payments under non-cancelable operating leases (with initial lease terms in excess of one year) and future minimum finance lease payments as of March 31, 2019 are as follows (in thousands):

 
Finance
 
Operating
Year:
 
 
 
2019 (remaining 9 months)
$
3,745

 
$
20,112

2020
2,446

 
39,182

2021

 
53,426

2022

 
54,229

2023

 
47,952

Thereafter

 
211,056

Total
$
6,191

 
$
425,957

Less amount representing interest

 
14,323

Less leases executed but not yet commenced

 
276,037

Total
$
6,191

 
$
135,597



The current portion of the finance lease liability is included within other current liabilities while the non-current portion is included within other non-current liabilities on the condensed consolidated balance sheets. The associated finance lease assets are included in property and equipment, net on the condensed consolidated balance sheets.
 
Litigation
The Company is currently a party to, and may in the future be involved in, various litigation matters (including intellectual property litigation), legal claims, and government investigations.

The Treasurer & Tax Collector of the City and County of San Francisco (Tax Collector) has issued a decision for fiscal years 2014 and 2015, that the Tax Collector believes the Company’s primary business activity is financial services rather than information services, and accordingly, the Company would be liable for the Gross Receipts Tax and Payroll Expense Tax under the rules for financial services business activities. The Company paid the liability for fiscal years 2014 and 2015 in the first quarter of 2018, as assessed by the Tax Collector. The Company believes its position has merit and intends to vigorously defend its position, including possibly through litigation. Should the Company not prevail, the Company could be obligated to pay additional taxes together with any associated penalties and interest for subsequent years that together, in aggregate, could be material. The Company is currently unable to estimate the range of possible loss given the uncertainties associated with this matter, including uncertainties about the Tax Collector’s rationale for its position and about the amounts that may ultimately be subject to such taxes.

On May 14, 2018, Joshua Woodle, on behalf of a class of couriers who have delivered with Caviar in California, filed a lawsuit in San Francisco County Superior Court against the Company doing business as Caviar, which alleges that Caviar misclassified Mr. Woodle and other similarly situated couriers as independent contractors and, in doing so, violated various provisions of the California Labor Code and California Business and Professions Code. Plaintiffs seek damages and injunctive relief. The Court compelled arbitration of Mr. Woodle’s arbitrable claims on November 5, 2018. On August 24, 2018, Mervyn Cole, on behalf of the State of California and similarly situated couriers who have delivered with Caviar in California filed a lawsuit in Los Angeles County Superior Court against the Company doing business as Caviar. The complaint alleges that Caviar misclassified Mr. Cole and other similarly situated couriers as independent contractors and, in doing so, violated certain provisions of the California Labor Code. The action is being brought as a representative action under the Private Attorneys General Act (“PAGA”). Plaintiffs seek civil penalties and injunctive relief. Given the early stage of these proceedings, it is not yet possible to reliably determine any potential liability that could result from these matters.

In addition, from time to time, the Company is involved in various other litigation matters and disputes arising in the ordinary course of business. The Company cannot at this time fairly estimate a reasonable range of exposure, if any, of the potential liability with respect to these other matters. While the Company does not believe, at this time, that any ultimate liability resulting from any of these other matters will have a material adverse effect on the Company's results of operations, financial position, or liquidity, the Company cannot give any assurance regarding the ultimate outcome of these other matters, and their resolution could be material to the Company's operating results for any particular period.
v3.19.1
SEGMENT AND GEOGRAPHICAL INFORMATION
3 Months Ended
Mar. 31, 2019
Segment Reporting [Abstract]  
SEGMENT AND GEOGRAPHIC INFORMATION
SEGMENT AND GEOGRAPHICAL INFORMATION
Operating segments are defined as components of an enterprise for which discrete financial information is available that is evaluated regularly by the chief operating decision maker (CODM) for purposes of allocating resources and evaluating financial performance. The Company’s CODM is the chief executive officer who reviews financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance. As such, the Company’s operations constitute a single operating segment and one reportable segment.
Revenue
Revenue by geography is based on the billing addresses of the sellers or customers. The following table sets forth revenue by geographic area (in thousands):

 
Three Months Ended March 31,
 
2019
 
2018
Revenue
 
 
 
United States
$
914,656

 
$
640,173

International
44,703

 
28,430

Total net revenue
$
959,359

 
$
668,603



No individual country from the international markets contributed in excess of 10% of total revenue for the three months ended March 31, 2019 and 2018.

Long-Lived Assets
The following table sets forth long-lived assets by geographic area (in thousands):
 
March 31,
2019
 
December 31,
2018
Long-lived assets
 
 
 
United States
$
579,397

 
$
471,970

International
12,974

 
9,239

Total long-lived assets
$
592,371

 
$
481,209

v3.19.1
SUPPLEMENTAL CASH FLOW INFORMATION
3 Months Ended
Mar. 31, 2019
Supplemental Cash Flow Elements [Abstract]  
SUPPLEMENTAL CASH FLOW INFORMATION
SUPPLEMENTAL CASH FLOW INFORMATION

The supplemental disclosures of cash flow information consist of the following (in thousands):

 
Three Months Ended March 31,
 
2019
 
2018
Supplemental Cash Flow Data:
 
 
 
Cash paid for interest
$
538

 
$
966

Cash paid for income taxes
1,342

 
658

Right-of-use assets obtained in exchange for operating lease obligations
19,918

 

Supplemental disclosures of non-cash investing and financing activities:
 
 
 
Change in purchases of property and equipment in accounts payable and accrued expenses
13,114

 
(3,813
)
Unpaid business combination purchase price
6,447

 
1,151

Recovery of common stock in connection with indemnification settlement agreement
789

 

v3.19.1
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)
3 Months Ended
Mar. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Basis of Presentation
Basis of Presentation
    
The accompanying interim condensed consolidated financial statements of the Company are unaudited. These interim condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (U.S. GAAP) and the applicable rules and regulations of the Securities and Exchange Commission (SEC) for interim financial information. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The December 31, 2018 condensed consolidated balance sheet was derived from the audited financial statements as of that date, but does not include all of the information and footnotes required by U.S. GAAP for complete financial statements.

The accompanying unaudited interim condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and, in the opinion of management, reflect all adjustments of a normal recurring nature considered necessary to state fairly the Company's consolidated financial position, results of operations, comprehensive income (loss), and cash flows for the interim periods. All intercompany transactions and balances have been eliminated in consolidation. The interim results for the three months ended March 31, 2019 are not necessarily indicative of the results that may be expected for the year ending December 31, 2019, or for any other future annual or interim period.

The information included in this Quarterly Report on Form 10-Q should be read in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” “Quantitative and Qualitative Disclosures About Market Risk,” and the Consolidated Financial Statements and notes thereto included in Items 7, 7A, and 8, respectively, in the Company's Annual Report on Form 10-K for the year ended December 31, 2018.
Use of Estimates
Use of Estimates
The preparation of the Company’s consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses, as well as related disclosure of contingent assets and liabilities. Actual results could differ from the Company’s estimates. To the extent that there are material differences between these estimates and actual results, the Company’s financial condition or operating results will be materially affected. The Company bases its estimates on past experience and other assumptions that the Company believes are reasonable under the circumstances, and the Company evaluates these estimates on an ongoing basis.

Estimates, judgments, and assumptions in these consolidated financial statements include, but are not limited to, those related to revenue recognition, accrued transaction losses, valuation of the debt component of convertible senior notes, valuation of loans held for sale, goodwill, acquired intangible assets and deferred revenue, income and other taxes, operating and financing lease right-of-use assets and related liabilities, and share-based compensation.

Concentration of Credit Risk
Concentration of Credit Risk
    
For the three months ended March 31, 2019 and 2018, the Company had no customer that accounted for greater than 10% of total net revenue.

The Company had three third-party payment processors that represented approximately 55%, 35%, and 6% of settlements receivable as of March 31, 2019. The same three parties represented approximately 45%, 33%, and 9% of settlements receivable as of December 31, 2018. All other third-party processors were insignificant.

Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, restricted cash, marketable debt securities, settlements receivables, customer funds, and loans held for sale. The associated risk of concentration for cash and cash equivalents and restricted cash is mitigated by banking with creditworthy institutions. At certain times, amounts on deposit exceed federal deposit insurance limits. The associated risk of concentration for marketable debt securities is mitigated by holding a diversified portfolio of highly rated investments. Settlements receivable are amounts due from well-established payment processing companies and normally take one or two business days to settle which mitigates the associated risk of concentration. The associated risk of concentration for loans held for sale is partially mitigated by credit evaluations that are performed prior to facilitating the offering of loans and ongoing performance monitoring of the Company’s loan customers.

New Accounting Policies and Recent Accounting Pronouncements
New Accounting Policies
The Company adopted Accounting Standards Codification (ASC) 842, Leases on January 1, 2019, and elected the optional transition method to apply the transition provisions from the effective date of adoption, which requires the Company to report the cumulative effect of the adoption of the standard on the date of adoption with no changes to the prior period balances. Pursuant to the practical expedients, the Company has elected not to reassess: (i) whether expired or existing contracts are or contain leases, (ii) the lease classification for any expired or existing leases, or, (iii) initial direct costs for any existing leases. Additionally, the Company has lease agreements with lease and non-lease components, which are accounted for separately. The Company recognized $112.0 million of operating right-of-use lease assets and $135.6 million of operating lease liabilities on its consolidated balance sheet as of March 31, 2019. Additionally, the Company derecognized $149 million related to the build-to-suit asset and liability upon adoption of this standard because the Company is no longer deemed to be the owner of the related asset under construction under the new standard. Refer to Note 17 for further detail.

Except for the adoption of ASC 842, there have been no material changes to the Company’s accounting policies during the three months ended March 31, 2019, as compared to the accounting policies described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018.

Recent Accounting Pronouncements

Recently issued accounting pronouncements not yet adopted

In June 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2016-13, Financial Instruments - Credit Losses, which requires measurement and recognition of expected credit losses for financial assets held. This guidance is effective for financial statements issued for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. The Company intends to adopt this guidance effective January 1, 2020. The Company is currently evaluating the impact this guidance may have on the consolidated financial statements and related disclosures.

In January 2017, the FASB issued ASU No. 2017-04, Simplifying the Test for Goodwill Impairment. The new guidance eliminates the requirement to calculate the implied fair value of goodwill assuming a hypothetical purchase price allocation (i.e., Step 2 of the goodwill impairment test) to measure a goodwill impairment charge. Instead, entities will record an impairment charge based on the excess of a reporting unit’s carrying amount over its fair value, not to exceed the carrying amount of goodwill. This standard should be adopted when the Company performs its annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019, with early adoption permitted. The amendments should be applied on a prospective basis. The Company intends to adopt this guidance effective with its 2019 annual goodwill impairment test which it performs as of December 31. The Company does not expect the adoption of this guidance to have a material impact on the consolidated financial statements and related disclosures.

In July 2018, the FASB issued ASU 2018-13, Changes to the Disclosure Requirements for Fair Value Measurement, which will remove, modify, and add disclosure requirements for fair value measurements to improve the overall usefulness of such disclosures. This guidance is effective for financial statements issued for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years, with early adoption permitted for any removed or modified disclosure requirements. Transition is on a prospective basis for the new and modified disclosures, and on a retrospective basis for disclosures that have been eliminated. The Company currently does not intend to early adopt any portion of this disclosure guidance. The Company is currently evaluating the impact this guidance may have on the consolidated financial statements and related disclosures.

In August 2018, the FASB issued ASU 2018-15, Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract, which is intended to align the requirements for capitalization of implementation costs incurred in a cloud computing arrangement that is a service contract with the existing guidance for internal-use software. This guidance is effective for financial statements issued for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years, with early adoption permitted. The guidance provides flexibility in adoption, allowing for either retrospective adjustment or prospective adjustment for all implementation costs incurred after the date of adoption. The Company is currently evaluating whether to early adopt this guidance as well as the impact it may have on the consolidated financial statements and related disclosures.
v3.19.1
REVENUE (Tables)
3 Months Ended
Mar. 31, 2019
Revenue from Contract with Customer [Abstract]  
Schedule of Disaggregation of Revenue
The following table presents the Company's revenue disaggregated by revenue source (in thousands):

 
Three Months Ended March 31,
 
2019
 
2018
Revenue from Contracts with Customers:
 
 
 
Transaction-based revenue
$
656,762

 
$
523,037

Subscription and services-based revenue
190,307

 
77,215

Hardware revenue
18,212

 
14,417

Bitcoin revenue
$
65,528

 
$
34,095

Revenue from other sources:
 
 
 
Subscription and services-based revenue
$
28,550

 
$
19,839

Schedule of Deferred Revenue
The deferred revenue balances were as follows (in thousands):

 
Three Months Ended March 31,
 
2019
 
2018
Deferred revenue, beginning of the period
$
36,451

 
$
5,893

Less: cumulative impact of the adoption of ASC 606

 
(4,303
)
Deferred revenue, beginning of the period, as adjusted
36,451

 
1,590

Deferred revenue, end of the period
42,160

 
3,353

Revenue recognized in the period from amounts included in deferred revenue at the beginning of the period
$
12,306

 
$
298

v3.19.1
INVESTMENTS (Tables)
3 Months Ended
Mar. 31, 2019
Investments, Debt and Equity Securities [Abstract]  
Short-term and Long-term Investments
The Company's short-term and long-term investments as of March 31, 2019 are as follows (in thousands):

 
Amortized Cost
 
Gross Unrealized Gains
 
Gross Unrealized Losses
 
Fair Value
Short-term debt securities:
 
 
 
 
 
 
 
U.S. agency securities
$
113,508

 
$
142

 
$
(15
)
 
$
113,635

Corporate bonds
84,832

 
289

 
(25
)
 
85,096

Municipal securities
20,237

 
54

 
(18
)
 
20,273

U.S. government securities
317,787

 
394

 
(71
)
 
318,110

Non-U.S. government securities
29,355

 
70

 

 
29,425

Total
$
565,719

 
$
949

 
$
(129
)
 
$
566,539

 
 
 
 
 
 
 
 
Long-term debt securities:
 
 
 
 
 
 
 
U.S. agency securities
$
85,993

 
$
299

 
$
(28
)
 
$
86,264

Corporate bonds
186,674

 
1,233

 
(11
)
 
187,896

Municipal securities
23,267

 
128

 
(2
)
 
23,393

U.S. government securities
174,515

 
541

 
(8
)
 
175,048

Non-U.S. government securities
8,417

 
45

 

 
8,462

Total
$
478,866

 
$
2,246

 
$
(49
)
 
$
481,063


The Company's short-term and long-term investments as of December 31, 2018 are as follows (in thousands):

 
Amortized Cost
 
Gross Unrealized Gains
 
Gross Unrealized Losses
 
Fair Value
Short-term debt securities:
 
 
 
 
 
 
 
U.S. agency securities
$
80,160

 
$
32

 
$
(70
)
 
$
80,122

Corporate bonds
109,807

 
80

 
(368
)
 
109,519

Municipal securities
27,839

 
52

 
(59
)
 
27,832

U.S. government securities
292,615

 
161

 
(509
)
 
292,267

Non-U.S. government securities
31,263

 
4

 
(16
)
 
31,251

Total
$
541,684

 
$
329

 
$
(1,022
)
 
$
540,991

 
 
 
 
 
 
 
 
Long-term debt securities:
 
 
 
 
 
 
 
U.S. agency securities
$
114,444

 
$
194

 
$
(78
)
 
$
114,560

Corporate bonds
159,783

 
419

 
(950
)
 
159,252

Municipal securities
28,453

 
167

 
(26
)
 
28,594

U.S. government securities
153,743

 
553

 
(172
)
 
154,124

Non-U.S. government securities
8,122

 
28

 

 
8,150

Total
$
464,545

 
$
1,361

 
$
(1,226
)
 
$
464,680

Contractual Maturities of Short-Term and Long-Term Investments
The contractual maturities of the Company's short-term and long-term investments as of March 31, 2019 are as follows (in thousands):

 
Amortized Cost
 
Fair Value
Due in one year or less
$
565,719

 
$
566,539

Due in one to five years
478,866

 
481,063

Total
$
1,044,585

 
$
1,047,602

The contractual maturities of the Company's investments within customer funds as of March 31, 2019 are as follows (in thousands):

 
Amortized Cost
 
Fair Value
Due in one year or less
$
101,888

 
$
101,924

Due in one to five years

 

Total
$
101,888

 
$
101,924

v3.19.1
CUSTOMER FUNDS (Tables)
3 Months Ended
Mar. 31, 2019
Investments, Debt and Equity Securities [Abstract]  
Assets Underlying Customer Funds
The following table presents the assets underlying customer funds (in thousands):

 
March 31,
2019
 
December 31,
2018
Cash
$
278,967

 
$
158,697

Cash Equivalents:
 
 
 
Money market funds
862

 
18

U.S. agency securities
14,539

 
39,991

U.S. government securities
49,125

 
35,349

Short-term debt securities:
 
 
 
U.S. agency securities
22,286

 
27,291

U.S. government securities
79,638

 
72,671

Total
$
445,417

 
$
334,017

Investments within Customer Funds
The Company's investments within customer funds as of December 31, 2018 are as follows (in thousands):

 
Amortized Cost
 
Gross Unrealized Gains
 
Gross Unrealized Losses
 
Fair Value
Short-term debt securities:
 
 
 
 
 
 
 
U.S. agency securities
27,293

 
2

 
(4
)
 
27,291

U.S. government securities
72,662

 
12

 
(3
)
 
72,671

Total
$
99,955

 
$
14

 
$
(7
)
 
$
99,962

The Company's investments within customer funds as of March 31, 2019 are as follows (in thousands):

 
Amortized Cost
 
Gross Unrealized Gains
 
Gross Unrealized Losses
 
Fair Value
Short-term debt securities:
 
 
 
 
 
 
 
U.S. agency securities
$
22,281

 
$
7

 
$
(2
)
 
$
22,286

U.S. government securities
79,607

 
33

 
(2
)
 
79,638

Total
$
101,888

 
$
40

 
$
(4
)
 
$
101,924

Contractual Maturities of Short-Term and Long-Term Investments within Customer Funds
The contractual maturities of the Company's short-term and long-term investments as of March 31, 2019 are as follows (in thousands):

 
Amortized Cost
 
Fair Value
Due in one year or less
$
565,719

 
$
566,539

Due in one to five years
478,866

 
481,063

Total
$
1,044,585

 
$
1,047,602

The contractual maturities of the Company's investments within customer funds as of March 31, 2019 are as follows (in thousands):

 
Amortized Cost
 
Fair Value
Due in one year or less
$
101,888

 
$
101,924

Due in one to five years

 

Total
$
101,888

 
$
101,924

v3.19.1
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables)
3 Months Ended
Mar. 31, 2019
Fair Value Disclosures [Abstract]  
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis
The estimated fair value and carrying value of the convertible senior notes were as follows (in thousands):
 
March 31, 2019
 
December 31, 2018
 
Carrying Value
 
Fair Value (Level 2)
 
Carrying Value
 
Fair Value (Level 2)
2023 Notes
$
725,900

 
$
1,042,987

 
$
718,522

 
$
901,468

2022 Notes
183,402

 
690,691

 
181,173

 
515,693

Total
$
909,302

 
$
1,733,678

 
$
899,695

 
$
1,417,161

The estimated fair value and carrying value of loans held for sale is as follows (in thousands):

 
March 31, 2019
 
December 31, 2018
 
Carrying Value
 
Fair Value (Level 3)
 
Carrying Value
 
Fair Value (Level 3)
Loans held for sale
$
123,471

 
$
128,358

 
$
89,974

 
$
93,064

Total
$
123,471

 
$
128,358

 
$
89,974

 
$
93,064

The Company’s financial assets and liabilities that are measured at fair value on a recurring basis are classified as follows (in thousands):
 
March 31, 2019
 
December 31, 2018
 
Level 1
 
Level 2
 
Level 3
 
Level 1
 
Level 2
 
Level 3
Cash Equivalents:
 
 
 
 
 
 
 
 
 
 
 
Money market funds
$
164,457

 
$

 
$

 
$
218,109

 
$

 
$

U.S. agency securities

 
19,712

 

 

 
46,423

 

Commercial paper

 
2,997

 

 

 

 

U.S. government securities
102,199

 

 

 

 

 

Municipal securities

 

 

 
86,239

 

 

Non-U.S. government securities

 

 

 

 
23,981

 

Customer funds:
 
 
 
 
 
 
 
 
 
 
 
Money market funds
862

 

 

 
18

 

 

U.S. agency securities

 
36,825

 

 

 
67,282

 

U.S. government securities
128,763

 

 

 
108,020

 

 

Short-term debt securities:
 
 
 
 
 
 
 
 
 
 
 
U.S. agency securities

 
113,635

 

 

 
80,122

 

Corporate bonds

 
85,096

 

 

 
109,519

 

Municipal securities

 
20,273

 

 

 
27,832

 

U.S. government securities
318,110

 

 

 
292,267

 

 

Non-U.S. government securities

 
29,425

 

 

 
31,251

 

Long-term debt securities:
 
 
 
 
 
 
 
 
 
 
 
U.S. agency securities

 
86,264

 

 

 
114,560

 

Corporate bonds

 
187,896

 

 

 
159,252

 

Municipal securities

 
23,393

 

 

 
28,594

 

U.S. government securities
175,048

 

 

 
154,124

 

 

Non-U.S. government securities

 
8,462

 

 

 
8,150

 

Other:
 
 
 
 
 
 
 
 
 
 
 
Equity investment
31,255

 

 

 
45,342

 

 

Total
$
920,694

 
$
613,978

 
$

 
$
904,119

 
$
696,966

 
$

v3.19.1
PROPERTY AND EQUIPMENT, NET (Tables)
3 Months Ended
Mar. 31, 2019
Property, Plant and Equipment [Abstract]  
Schedule of Property and Equipment
The following is a summary of property and equipment, less accumulated depreciation and amortization (in thousands):    

March 31,
2019

December 31,
2018
Leasehold improvements
$
105,244

 
$
107,611

Computer equipment
82,056


80,093

Capitalized software
64,233

 
58,908

Office furniture and equipment
20,713


20,699

 
272,246

 
267,311

Less: Accumulated depreciation and amortization
(138,540
)

(124,909
)
Property and equipment, net
$
133,706

 
$
142,402

v3.19.1
ACQUISITIONS (Tables)
3 Months Ended
Mar. 31, 2019
Business Combinations [Abstract]  
Schedule of Assets Acquired and Liabilities Assumed
The table below summarizes the consideration paid for Weebly and the preliminary assessment of the fair value of the assets acquired and liabilities assumed at the closing date (in thousands, except share data).
Consideration:
 
Cash
$
132,432

Stock (2,418,271 shares of Class A common stock)
140,107

 
$
272,539

Recognized amounts of identifiable assets acquired and liabilities assumed:
 
Current assets (inclusive of cash acquired of $25,758)
$
46,814

Intangible customer assets
42,700

Intangible technology assets
14,900

Intangible trade name
11,300

Intangible other assets
961

Total liabilities assumed (including deferred revenue of $22,800)
(37,592
)
Total identifiable net assets acquired
79,083

Goodwill
193,456

Total
$
272,539

v3.19.1
GOODWILL (Tables)
3 Months Ended
Mar. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Goodwill
The change in carrying value of goodwill in the period was as follows (in thousands):
Balance at December 31, 2018
$
261,705

Acquisitions
7,437

Other adjustments
(2,130
)
Balance at March 31, 2019
$
267,012

v3.19.1
ACQUIRED INTANGIBLE ASSETS (Tables)
3 Months Ended
Mar. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Finite Lived Intangible Assets
The changes to the carrying value of intangible assets were as follows (in thousands):

 
Three Months Ended March 31,
 
2019
 
2018
Acquired intangible assets, net, beginning of the period
$
77,102

 
$
14,334

Acquisitions
6,082

 
1,679

Amortization expense
3,487

 
1,875

Acquired intangible assets, net, end of the period
$
79,697

 
$
14,138

The following table presents the detail of acquired intangible assets as of the periods presented (in thousands):
 
Balance at March 31, 2019
Cost
 
Accumulated Amortization
 
Net
Technology assets
49,007

 
(29,796
)
 
19,211

Customer assets
57,109

 
(9,361
)
 
47,748

Trade name
11,300

 
(2,354
)
 
8,946

Other
5,299

 
(1,507
)
 
3,792

Total
$
122,715

 
$
(43,018
)
 
$
79,697


 
Balance at December 31, 2018
Cost
 
Accumulated Amortization
 
Net
Technology assets
45,978

 
(28,420
)
 
17,558

Customer assets
57,109

 
(8,068
)
 
49,041

Trade name
11,300

 
(1,648
)
 
9,652

Other
2,246

 
(1,395
)
 
851

Total
$
116,633

 
$
(39,531
)
 
$
77,102

Schedule of Future Amortization Expense of Intangible Assets
The total estimated future amortization expense of these intangible assets as of March 31, 2019 is as follows (in thousands):
2019 (remaining 9 months)
$
11,185

2020
12,611

2021
11,413

2022
9,484

2023
7,953

Thereafter
27,051

Total
$
79,697

v3.19.1
OTHER CONSOLIDATED BALANCE SHEET COMPONENTS (CURRENT) (Tables)
3 Months Ended
Mar. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Schedule of Other Current Assets
The following table presents the detail of other current assets (in thousands):
    
 
March 31,
2019
 
December 31,
2018
Inventory, net
$
26,679

 
$
28,627

Processing costs receivable
59,470

 
46,102

Prepaid expenses
23,526

 
21,782

Accounts receivable, net
28,665

 
22,393

Other
46,781

 
46,062

Total
$
185,121

 
$
164,966




Schedule of Accrued Expenses
The following table presents the detail of accrued expenses (in thousands):    
 
March 31,
2019
 
December 31,
2018
Accrued facilities expenses
$
5,853

 
$
13,040

Accrued payroll
18,282

 
9,612

Accrued professional fees
6,173

 
5,232

Accrued advertising and other marketing
15,940

 
12,201

Processing costs payable
13,190

 
12,683

Accrued non income tax liabilities
6,568

 
9,503

Accrued hardware costs
5,413

 
5,125

Other accrued liabilities
16,393

 
14,958

Total
$
87,812

 
$
82,354

Schedule of Other Current Liabilities
The following table presents the detail of other current liabilities (in thousands):    
    
 
March 31,
2019
 
December 31,
2018
Accounts payable
$
24,635

 
$
36,416

Deferred revenue, current
36,343

 
31,474

Square Capital payable (i)
18,459

 
6,092

Square Payroll payable (ii)
12,338

 
7,534

Other
16,869

 
17,637

Total
$
108,644

 
$
99,153



(i) Square Capital payable represents unpaid amounts arising from the purchase of loans or loan repayments collected on behalf of third parties.

(ii) Square Payroll payable represents amounts received from Square Payroll product customers that will be utilized to settle the customers' employee payroll and related obligations.

v3.19.1
OTHER CONSOLIDATED BALANCE SHEET COMPONENTS (NON-CURRENT) (Tables)
3 Months Ended
Mar. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Schedule of Other Non-Current Assets
The following table presents the detail of other non-current assets (in thousands):

 
March 31,
2019
 
December 31,
2018
Equity investment (i)
$
31,255

 
$
45,342

Other
16,947

 
13,051

Total
$
48,202

 
$
58,393


(i) This balance represents the Company's investment in Class B common shares of Eventbrite, Inc. (Eventbrite). The investment is carried at fair value with changes in fair value being recorded on the consolidated statement of operations. During the three months ended March 31, 2019, the Company recorded a loss of $14.1 million to other expense (income), net on the consolidated statements of operations arising from revaluation of this investment.
    

Schedule of Other Non-Current Liabilities
The following table presents the detail of other non-current liabilities (in thousands):
 
March 31,
2019
 
December 31,
2018
Statutory liabilities (ii)
$
57,839

 
$
54,748

Deferred rent, non-current (iii)

 
23,003

Deferred revenue, non-current
5,817

 
4,977

Other
11,929

 
10,558

Total
$
75,585

 
$
93,286



(ii) Statutory liabilities represent loss contingencies that may arise from the Company's interpretation and application of certain guidelines and rules issued by various federal, state, local, and foreign regulatory authorities.

(iii) The adoption of ASC 842 on January 1, 2019, resulted in the reclassification of deferred rent as an offset to right-of-use lease assets.

v3.19.1
INDEBTEDNESS (Tables)
3 Months Ended
Mar. 31, 2019
Debt Disclosure [Abstract]  
Convertible Notes
The net carrying amount of the Notes were as follows (in thousands):

 
Principal outstanding
 
Unamortized debt discount
 
Unamortized debt issuance costs
 
Net carrying value
March 31, 2019
 
 
 
 
 
 
 
2023 Notes
$
862,500

 
$
(131,767
)
 
$
(4,833
)
 
$
725,900

2022 Notes
211,728

 
(25,563
)
 
(2,763
)
 
183,402

Total
$
1,074,228

 
$
(157,330
)
 
$
(7,596
)
 
$
909,302

 
 
 
 
 
 
 
 
December 31, 2018
 
 
 
 
 
 
 
2023 Notes
$
862,500

 
$
(138,924
)
 
$
(5,054
)
 
$
718,522

2022 Notes
211,728

 
(27,569
)
 
(2,986
)
 
181,173

 
$
1,074,228

 
$
(166,493
)
 
$
(8,040
)
 
$
899,695



The net carrying amount of the equity component of the 2023 Notes and 2022 Notes were as follows (in thousands):

 
Amount allocated to conversion option
 
Less: allocated issuance costs
 
Equity component, net
March 31, 2019 and December 31, 2018
 
 
 
 
 
2023 Notes
$
155,250

 
$
(1,231
)
 
$
154,019

2022 Notes
41,481

 
(1,108
)
 
40,373

Total
196,731

 
(2,339
)
 
194,392

Interest Expense on Convertible Notes
The Company recognized interest expense on the Notes as follows (in thousands, except for percentages):

 
Three Months Ended March 31,
 
2019
 
2018
Contractual interest expense
$
1,277

 
$
413

Amortization of debt discount and issuance costs
9,608

 
4,393

Total
$
10,885

 
$
4,806

v3.19.1
ACCRUED TRANSACTION LOSSES (Tables)
3 Months Ended
Mar. 31, 2019
Product Warranties Disclosures [Abstract]  
Schedule of Reserve for Transaction Losses
The following table summarizes the activities of the Company’s reserve for transaction losses (in thousands):
    
 
Three Months Ended March 31,
 
2019
 
2018
Accrued transaction losses, beginning of the period
$
33,682

 
$
26,893

Provision for transaction losses
19,808

 
14,258

Charge-offs to accrued transaction losses
(17,443
)
 
(12,842
)
Accrued transaction losses, end of the period
$
36,047

 
$
28,309

v3.19.1
STOCKHOLDERS' EQUITY (Tables)
3 Months Ended
Mar. 31, 2019
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]  
Summary of Stock Option Activity
A summary of stock option activity for the three months ended March 31, 2019 is as follows (in thousands, except share and per share data):
 
Number of Stock Options Outstanding
 
Weighted
Average
Exercise
Price
 
Weighted
Average
Remaining
Contractual
Term
(in years)
 
Aggregate
Intrinsic
Value
Balance at December 31, 2018
33,152,881

 
$
9.52

 
5.45
 
$
1,543,793

Granted
97,701

 
73.94

 
 
 
 
Exercised
(3,588,052
)
 
7.06

 
 
 
 
Forfeited
(95,141
)
 
11.78

 
 
 
 
Balance at March 31, 2019
29,567,389

 
$
10.03

 
5.41
 
$
1,918,661

Options exercisable as of
 
 
 
 
 
 
 
March 31, 2019
27,693,334

 
$
8.88

 
5.23
 
$
1,828,856

Schedule of Restricted Stock Awards and Restricted Stock Units Activity
Activity related to RSAs and RSUs during the three months ended March 31, 2019 is set forth below:
 
Number of
shares
 
Weighted
Average Grant
Date Fair Value
Unvested as of December 31, 2018
17,934,728

 
$
31.34

Granted
552,596

 
69.20

Vested
(1,880,545
)
 
24.12

Forfeited
(559,047
)
 
29.35

Unvested as of March 31, 2019
16,047,732

 
$
33.56

Schedule of Fair Value Assumptions for Options
The fair value of stock options granted was estimated using the following weighted-average assumptions:
    
 
Three Months Ended March 31,
 
2019
Dividend yield
%
Risk-free interest rate
2.59
%
Expected volatility
38.55
%
Expected term (years)
6.08

Summary of the Effect of Share-Based Compensation on the Condensed Consolidated Statements of Operations
The following table summarizes the effects of share-based compensation on the Company's condensed consolidated statements of operations (in thousands):
 
Three Months Ended March 31,
 
2019
 
2018
Cost of revenue
$
21

 
$
31

Product development
42,649

 
30,482

Sales and marketing
6,202

 
4,961

General and administrative
12,216

 
11,350

Total
$
61,088

 
$
46,824

v3.19.1
NET LOSS PER SHARE (Tables)
3 Months Ended
Mar. 31, 2019
Earnings Per Share [Abstract]  
Schedule of Basic and Diluted Net Loss Per Share
The following table presents the calculation of basic and diluted net loss per share (in thousands, except per share data):
 
Three Months Ended March 31,
2019
 
2018
Net loss
$
(38,151
)
 
$
(23,986
)
Basic shares:
 
 
 
Weighted-average common shares outstanding
419,860

 
397,246
Weighted-average unvested shares
(571
)
 
(1,298
)
Weighted-average shares used to compute basic net loss per share
419,289

 
395,948

Diluted shares:
 
 
 
Weighted-average shares used to compute diluted net loss per share
419,289

 
395,948

Net loss per share:
 
 
 
Basic
$
(0.09
)
 
$
(0.06
)
Diluted
$
(0.09
)
 
$
(0.06
)
Schedule of Antidilutive Securities Excluded from Calculation of Diluted Net Loss Per Share
The following potential common shares were excluded from the calculation of diluted net loss per share because their effect would have been anti-dilutive for the periods presented (in thousands):

 
Three Months Ended March 31,
 
2019
 
2018
Stock options and restricted stock units
47,833

 
66,382

Common stock warrants
30,252

 
19,173

Convertible senior notes
20,305

 

Unvested shares
571

 
1,298

Employee stock purchase plan
212

 
264

Total anti-dilutive securities
99,173

 
87,117

v3.19.1
COMMITMENTS AND CONTINGENCIES (Tables)
3 Months Ended
Mar. 31, 2019
Commitments and Contingencies Disclosure [Abstract]  
Schedule of Lease Expense Components and Other Information Related to Leases
The components of lease expense were as follows (in thousands):

 
Three Months Ended March 31,
 
2019
Operating lease costs
$
6,690

 
 
Finance lease costs
 
Amortization of right-of-use assets
1,293

Interest on lease liabilities

Total finance lease costs
$
1,293


For the periods presented, costs associated with short-term leases were not material.

Other information related to leases was as follows:
 
Three Months Ended March 31,
 
2019
Weighted Average Remaining Lease Term:
 
Operating leases
4.80 years

Finance leases
1.75 years

Weighted Average Discount Rate:
 
Operating leases
4
%
Finance leases
%
Future Minimum Lease Payments under Non-Cancelable Operating Leases
Future minimum lease payments under non-cancelable operating leases (with initial lease terms in excess of one year) and future minimum finance lease payments as of March 31, 2019 are as follows (in thousands):

 
Finance
 
Operating
Year:
 
 
 
2019 (remaining 9 months)
$
3,745

 
$
20,112

2020
2,446

 
39,182

2021

 
53,426

2022

 
54,229

2023

 
47,952

Thereafter

 
211,056

Total
$
6,191

 
$
425,957

Less amount representing interest

 
14,323

Less leases executed but not yet commenced

 
276,037

Total
$
6,191

 
$
135,597

Future Minimum Finance Lease Payments
Future minimum lease payments under non-cancelable operating leases (with initial lease terms in excess of one year) and future minimum finance lease payments as of March 31, 2019 are as follows (in thousands):

 
Finance
 
Operating
Year:
 
 
 
2019 (remaining 9 months)
$
3,745

 
$
20,112

2020
2,446

 
39,182

2021

 
53,426

2022

 
54,229

2023

 
47,952

Thereafter

 
211,056

Total
$
6,191

 
$
425,957

Less amount representing interest

 
14,323

Less leases executed but not yet commenced

 
276,037

Total
$
6,191

 
$
135,597

v3.19.1
SEGMENT AND GEOGRAPHICAL INFORMATION (Tables)
3 Months Ended
Mar. 31, 2019
Segment Reporting [Abstract]  
Revenue by Geographic Area
Revenue by geography is based on the billing addresses of the sellers or customers. The following table sets forth revenue by geographic area (in thousands):

 
Three Months Ended March 31,
 
2019
 
2018
Revenue
 
 
 
United States
$
914,656

 
$
640,173

International
44,703

 
28,430

Total net revenue
$
959,359

 
$
668,603

Long-lived Assets by Geographic Area
The following table sets forth long-lived assets by geographic area (in thousands):
 
March 31,
2019
 
December 31,
2018
Long-lived assets
 
 
 
United States
$
579,397

 
$
471,970

International
12,974

 
9,239

Total long-lived assets
$
592,371

 
$
481,209

v3.19.1
SUPPLEMENTAL CASH FLOW INFORMATION (Tables)
3 Months Ended
Mar. 31, 2019
Supplemental Cash Flow Elements [Abstract]  
Schedule of Cash Flow, Supplemental Disclosures
The supplemental disclosures of cash flow information consist of the following (in thousands):

 
Three Months Ended March 31,
 
2019
 
2018
Supplemental Cash Flow Data:
 
 
 
Cash paid for interest
$
538

 
$
966

Cash paid for income taxes
1,342

 
658

Right-of-use assets obtained in exchange for operating lease obligations
19,918

 

Supplemental disclosures of non-cash investing and financing activities:
 
 
 
Change in purchases of property and equipment in accounts payable and accrued expenses
13,114

 
(3,813
)
Unpaid business combination purchase price
6,447

 
1,151

Recovery of common stock in connection with indemnification settlement agreement
789

 

v3.19.1
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Narrative (Details)
$ in Thousands
3 Months Ended 12 Months Ended
Mar. 31, 2019
USD ($)
customer
third_party_processor
Mar. 31, 2018
customer
Dec. 31, 2018
USD ($)
third_party_processor
Concentration Risk [Line Items]      
Operating lease right-of-use assets $ 111,956    
Operating lease liability 135,597    
Derecognition of build-to-suit lease asset 0   $ (149,000)
Derecognition of build-to-suit lease liability $ 0   $ (149,000)
Total Net Revenue | Customer Concentration Risk      
Concentration Risk [Line Items]      
Number of customers accoutning for greater than 10% of total net revenue | customer 0 0  
Settlements Receivable | Credit Concentration Risk      
Concentration Risk [Line Items]      
Number of third party processors | third_party_processor 3   3
Settlements Receivable | Credit Concentration Risk | Third Party Processor One      
Concentration Risk [Line Items]      
Concentration risk, settlements receivable 55.00%   45.00%
Settlements Receivable | Credit Concentration Risk | Third Party Processor Two      
Concentration Risk [Line Items]      
Concentration risk, settlements receivable 35.00%   33.00%
Settlements Receivable | Credit Concentration Risk | Third Party Processor Three      
Concentration Risk [Line Items]      
Concentration risk, settlements receivable 6.00%   9.00%
Minimum      
Concentration Risk [Line Items]      
Settlements receivable period 1 day    
Maximum      
Concentration Risk [Line Items]      
Settlements receivable period 2 days    
Accounting Standards Update 2016-02      
Concentration Risk [Line Items]      
Operating lease right-of-use assets $ 112,000    
Operating lease liability 135,600    
Derecognition of build-to-suit lease asset     $ 149,000
Derecognition of build-to-suit lease liability $ 149,000    
v3.19.1
REVENUE - Disaggregation of Revenue (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Transaction-based revenue    
Disaggregation of Revenue [Line Items]    
Revenue from contracts with customers $ 656,762 $ 523,037
Subscription and services-based revenue    
Disaggregation of Revenue [Line Items]    
Revenue from contracts with customers 190,307 77,215
Revenues from other sources 28,550 19,839
Hardware revenue    
Disaggregation of Revenue [Line Items]    
Revenue from contracts with customers 18,212 14,417
Bitcoin revenue    
Disaggregation of Revenue [Line Items]    
Revenue from contracts with customers $ 65,528 $ 34,095
v3.19.1
REVENUE - Deferred Revenue (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
New Accounting Pronouncements or Change in Accounting Principle [Line Items]    
Deferred revenue, beginning of the period $ 36,451 $ 1,590
Deferred revenue, end of the period 42,160 3,353
Revenue recognized in the period from amounts included in deferred revenue at the beginning of the period 12,306 298
Balances without adoption of ASC 606    
New Accounting Pronouncements or Change in Accounting Principle [Line Items]    
Deferred revenue, beginning of the period 36,451 5,893
Accounting Standards Update 2014-09 | Effect of change    
New Accounting Pronouncements or Change in Accounting Principle [Line Items]    
Deferred revenue, beginning of the period $ 0 $ (4,303)
v3.19.1
INVESTMENTS - Short-Term and Long-Term Investments (Details) - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost $ 1,044,585  
Fair Value 1,047,602  
Short-term Investments    
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost 565,719 $ 541,684
Gross Unrealized Gains 949 329
Gross Unrealized Losses (129) (1,022)
Fair Value 566,539 540,991
Long-term Investments    
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost 478,866 464,545
Gross Unrealized Gains 2,246 1,361
Gross Unrealized Losses (49) (1,226)
Fair Value 481,063 464,680
U.S. agency securities | Short-term Investments    
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost 113,508 80,160
Gross Unrealized Gains 142 32
Gross Unrealized Losses (15) (70)
Fair Value 113,635 80,122
U.S. agency securities | Long-term Investments    
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost 85,993 114,444
Gross Unrealized Gains 299 194
Gross Unrealized Losses (28) (78)
Fair Value 86,264 114,560
Corporate bonds | Short-term Investments    
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost 84,832 109,807
Gross Unrealized Gains 289 80
Gross Unrealized Losses (25) (368)
Fair Value 85,096 109,519
Corporate bonds | Long-term Investments    
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost 186,674 159,783
Gross Unrealized Gains 1,233 419
Gross Unrealized Losses (11) (950)
Fair Value 187,896 159,252
Municipal securities | Short-term Investments    
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost 20,237 27,839
Gross Unrealized Gains 54 52
Gross Unrealized Losses (18) (59)
Fair Value 20,273 27,832
Municipal securities | Long-term Investments    
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost 23,267 28,453
Gross Unrealized Gains 128 167
Gross Unrealized Losses (2) (26)
Fair Value 23,393 28,594
U.S. government securities | Short-term Investments    
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost 317,787 292,615
Gross Unrealized Gains 394 161
Gross Unrealized Losses (71) (509)
Fair Value 318,110 292,267
U.S. government securities | Long-term Investments    
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost 174,515 153,743
Gross Unrealized Gains 541 553
Gross Unrealized Losses (8) (172)
Fair Value 175,048 154,124
Non-U.S. government securities | Short-term Investments    
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost 29,355 31,263
Gross Unrealized Gains 70 4
Gross Unrealized Losses 0 (16)
Fair Value 29,425 31,251
Non-U.S. government securities | Long-term Investments    
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost 8,417 8,122
Gross Unrealized Gains 45 28
Gross Unrealized Losses 0 0
Fair Value $ 8,462 $ 8,150
v3.19.1
INVESTMENTS - Contractual Maturities of Short-Term and Long-Term Investments (Details)
$ in Thousands
Mar. 31, 2019
USD ($)
Amortized Cost  
Due in one year or less $ 565,719
Due in one to five years 478,866
Amortized Cost 1,044,585
Fair Value  
Due in one year or less 566,539
Due in one to five years 481,063
Fair Value $ 1,047,602
v3.19.1
CUSTOMER FUNDS - Assets Underlying Customer Funds (Details) - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Debt Securities, Available-for-sale [Line Items]    
Customer funds $ 445,417 $ 334,017
U.S. agency securities    
Debt Securities, Available-for-sale [Line Items]    
Customer funds 22,286 27,291
U.S. government securities    
Debt Securities, Available-for-sale [Line Items]    
Customer funds 79,638 72,671
Cash    
Debt Securities, Available-for-sale [Line Items]    
Customer funds 278,967 158,697
Cash Equivalents | Money market funds    
Debt Securities, Available-for-sale [Line Items]    
Customer funds 862 18
Cash Equivalents | U.S. agency securities    
Debt Securities, Available-for-sale [Line Items]    
Customer funds 14,539 39,991
Cash Equivalents | U.S. government securities    
Debt Securities, Available-for-sale [Line Items]    
Customer funds $ 49,125 $ 35,349
v3.19.1
CUSTOMER FUNDS - Investments within Customer Funds (Details) - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost $ 1,044,585  
Fair Value 1,047,602  
Customer funds    
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost 101,888 $ 99,955
Gross Unrealized Gains 40 14
Gross Unrealized Losses (4) (7)
Fair Value 101,924 99,962
Customer funds | U.S. agency securities    
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost 22,281 27,293
Gross Unrealized Gains 7 2
Gross Unrealized Losses (2) (4)
Fair Value 22,286 27,291
Customer funds | U.S. government securities    
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost 79,607 72,662
Gross Unrealized Gains 33 12
Gross Unrealized Losses (2) (3)
Fair Value $ 79,638 $ 72,671
v3.19.1
CUSTOMER FUNDS - Contractual Maturities of Short-Term and Long-Term Investments within Customer Funds (Details) - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Amortized Cost    
Due in one year or less $ 565,719  
Due in one to five years 478,866  
Amortized Cost 1,044,585  
Fair Value    
Due in one year or less 566,539  
Due in one to five years 481,063  
Fair Value 1,047,602  
Customer funds    
Amortized Cost    
Due in one year or less 101,888  
Due in one to five years 0  
Amortized Cost 101,888 $ 99,955
Fair Value    
Due in one year or less 101,924  
Due in one to five years 0  
Fair Value $ 101,924 $ 99,962
v3.19.1
FAIR VALUE OF FINANCIAL INSTRUMENTS - Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Customer funds $ 445,417 $ 334,017
Short-term debt securities 566,539 540,991
Long-term debt securities 481,063 464,680
Equity investment 31,255 45,342
U.S. agency securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Customer funds 22,286 27,291
U.S. government securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Customer funds 79,638 72,671
Fair Value, Measurements, Recurring | Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Equity investment 31,255 45,342
Total 920,694 904,119
Fair Value, Measurements, Recurring | Level 1 | Money market funds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 164,457 218,109
Customer funds 862 18
Fair Value, Measurements, Recurring | Level 1 | U.S. agency securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 0 0
Customer funds 0 0
Short-term debt securities 0 0
Long-term debt securities 0 0
Fair Value, Measurements, Recurring | Level 1 | Commercial paper    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 0 0
Fair Value, Measurements, Recurring | Level 1 | U.S. government securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 102,199 0
Customer funds 128,763 108,020
Short-term debt securities 318,110 292,267
Long-term debt securities 175,048 154,124
Fair Value, Measurements, Recurring | Level 1 | Corporate bonds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term debt securities 0 0
Long-term debt securities 0 0
Fair Value, Measurements, Recurring | Level 1 | Municipal securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 0 86,239
Short-term debt securities 0 0
Long-term debt securities 0 0
Fair Value, Measurements, Recurring | Level 1 | Non-U.S. government securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 0 0
Short-term debt securities 0 0
Long-term debt securities 0 0
Fair Value, Measurements, Recurring | Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Equity investment 0 0
Total 613,978 696,966
Fair Value, Measurements, Recurring | Level 2 | Money market funds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 0 0
Customer funds 0 0
Fair Value, Measurements, Recurring | Level 2 | U.S. agency securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 19,712 46,423
Customer funds 36,825 67,282
Short-term debt securities 113,635 80,122
Long-term debt securities 86,264 114,560
Fair Value, Measurements, Recurring | Level 2 | Commercial paper    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 2,997 0
Fair Value, Measurements, Recurring | Level 2 | U.S. government securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 0 0
Customer funds 0 0
Short-term debt securities 0 0
Long-term debt securities 0 0
Fair Value, Measurements, Recurring | Level 2 | Corporate bonds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term debt securities 85,096 109,519
Long-term debt securities 187,896 159,252
Fair Value, Measurements, Recurring | Level 2 | Municipal securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 0 0
Short-term debt securities 20,273 27,832
Long-term debt securities 23,393 28,594
Fair Value, Measurements, Recurring | Level 2 | Non-U.S. government securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 0 23,981
Short-term debt securities 29,425 31,251
Long-term debt securities 8,462 8,150
Fair Value, Measurements, Recurring | Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Equity investment 0 0
Total 0 0
Fair Value, Measurements, Recurring | Level 3 | Money market funds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 0 0
Customer funds 0 0
Fair Value, Measurements, Recurring | Level 3 | U.S. agency securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 0 0
Customer funds 0 0
Short-term debt securities 0 0
Long-term debt securities 0 0
Fair Value, Measurements, Recurring | Level 3 | Commercial paper    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 0 0
Fair Value, Measurements, Recurring | Level 3 | U.S. government securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 0 0
Customer funds 0 0
Short-term debt securities 0 0
Long-term debt securities 0 0
Fair Value, Measurements, Recurring | Level 3 | Corporate bonds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term debt securities 0 0
Long-term debt securities 0 0
Fair Value, Measurements, Recurring | Level 3 | Municipal securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 0 0
Short-term debt securities 0 0
Long-term debt securities 0 0
Fair Value, Measurements, Recurring | Level 3 | Non-U.S. government securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 0 0
Short-term debt securities 0 0
Long-term debt securities $ 0 $ 0
v3.19.1
FAIR VALUE OF FINANCIAL INSTRUMENTS - Fair Value of Convertible Senior Notes (Details) - Level 2 - Fair Value, Measurements, Recurring - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Carrying Value    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Convertible senior notes $ 909,302 $ 899,695
Fair Value (Level 2)    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Convertible senior notes 1,733,678 1,417,161
2023 Notes | Carrying Value    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Convertible senior notes 725,900 718,522
2023 Notes | Fair Value (Level 2)    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Convertible senior notes 1,042,987 901,468
2022 Notes | Carrying Value    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Convertible senior notes 183,402 181,173
2022 Notes | Fair Value (Level 2)    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Convertible senior notes $ 690,691 $ 515,693
v3.19.1
FAIR VALUE OF FINANCIAL INSTRUMENTS - Fair Value of Loans Held for Sale (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Dec. 31, 2018
Carrying Value | Level 3 | Fair Value, Measurements, Recurring      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Loans held for sale $ 123,471   $ 89,974
Fair Value (Level 3) | Level 3 | Fair Value, Measurements, Recurring      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Loans held for sale 128,358   $ 93,064
Loans Receivable Held-For-Sale      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Excess amortized cost over fair value of loans $ 6,700 $ 2,500  
v3.19.1
PROPERTY AND EQUIPMENT, NET (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Dec. 31, 2018
Property, Plant and Equipment [Line Items]      
Property and equipment, gross $ 272,246   $ 267,311
Less: Accumulated depreciation and amortization (138,540)   (124,909)
Property and equipment, net 133,706   142,402
Depreciation and amortization expense 15,500 $ 8,300  
Leasehold improvements      
Property, Plant and Equipment [Line Items]      
Property and equipment, gross 105,244   107,611
Computer equipment      
Property, Plant and Equipment [Line Items]      
Property and equipment, gross 82,056   80,093
Capitalized software      
Property, Plant and Equipment [Line Items]      
Property and equipment, gross 64,233   58,908
Office furniture and equipment      
Property, Plant and Equipment [Line Items]      
Property and equipment, gross $ 20,713   $ 20,699
v3.19.1
ACQUISITIONS - Narrative (Details) - Weebly, Inc. - USD ($)
$ in Thousands
3 Months Ended
May 31, 2018
Mar. 31, 2019
Business Acquisition [Line Items]    
Percent of outstanding shares acquired 100.00%  
Cash consideration $ 132,432  
Equity consideration (in shares) 2,418,271  
Equity consideration fair value $ 140,107  
Payment to settle outstanding vested and unvested employee options 17,700  
Post-combination compensation expense $ 2,600  
Goodwill adjustment to purchase price allocation   $ 3,900
Tax liabilities adjustment to purchase price allocation   4,800
Cash withheld for indemnification   $ 19,100
Shares withheld for indemnification (in shares)   357,780
v3.19.1
ACQUISITIONS - Schedule of Assets Acquired and Liabilities Assumed (Details) - USD ($)
$ in Thousands
May 31, 2018
Mar. 31, 2019
Dec. 31, 2018
Recognized amounts of identifiable assets acquired and liabilities assumed:      
Goodwill   $ 267,012 $ 261,705
Weebly, Inc.      
Consideration:      
Cash $ 132,432    
Stock (2,418,271 shares of Class A common stock) $ 140,107    
Stock (in shares) 2,418,271    
Total consideration $ 272,539    
Recognized amounts of identifiable assets acquired and liabilities assumed:      
Current assets (inclusive of cash acquired of $25,758) 46,814    
Cash acquired 25,758    
Total liabilities assumed (including deferred revenue of $22,800) (37,592)    
Deferred revenue 22,800    
Total identifiable net assets acquired 79,083    
Goodwill 193,456    
Total 272,539    
Weebly, Inc. | Intangible customer assets      
Recognized amounts of identifiable assets acquired and liabilities assumed:      
Intangible assets 42,700    
Weebly, Inc. | Intangible technology assets      
Recognized amounts of identifiable assets acquired and liabilities assumed:      
Intangible assets 14,900    
Weebly, Inc. | Intangible trade name      
Recognized amounts of identifiable assets acquired and liabilities assumed:      
Intangible assets 11,300    
Weebly, Inc. | Intangible other assets      
Recognized amounts of identifiable assets acquired and liabilities assumed:      
Intangible assets $ 961    
v3.19.1
GOODWILL (Details) - USD ($)
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Goodwill [Roll Forward]    
Goodwill, beginning balance $ 261,705,000  
Acquisitions 7,437,000  
Other adjustments (2,130,000)  
Goodwill, ending balance 267,012,000  
Goodwill, impairment charges $ 0 $ 0
v3.19.1
ACQUIRED INTANGIBLE ASSETS - Narrative (Details)
3 Months Ended
Mar. 31, 2019
Technology assets  
Acquired Finite-Lived Intangible Assets [Line Items]  
Amortization period 5 years
Customer assets  
Acquired Finite-Lived Intangible Assets [Line Items]  
Amortization period 11 years
Trade name  
Acquired Finite-Lived Intangible Assets [Line Items]  
Amortization period 4 years
v3.19.1
ACQUIRED INTANGIBLE ASSETS - Schedule of Acquired Intangible Assets (Details) - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Mar. 31, 2018
Dec. 31, 2017
Acquired Finite-Lived Intangible Assets [Line Items]        
Cost $ 122,715 $ 116,633    
Accumulated Amortization (43,018) (39,531)    
Net 79,697 77,102 $ 14,138 $ 14,334
Technology assets        
Acquired Finite-Lived Intangible Assets [Line Items]        
Cost 49,007 45,978    
Accumulated Amortization (29,796) (28,420)    
Net 19,211 17,558    
Customer assets        
Acquired Finite-Lived Intangible Assets [Line Items]        
Cost 57,109 57,109    
Accumulated Amortization (9,361) (8,068)    
Net 47,748 49,041    
Trade name        
Acquired Finite-Lived Intangible Assets [Line Items]        
Cost 11,300 11,300    
Accumulated Amortization (2,354) (1,648)    
Net 8,946 9,652    
Other        
Acquired Finite-Lived Intangible Assets [Line Items]        
Cost 5,299 2,246    
Accumulated Amortization (1,507) (1,395)    
Net $ 3,792 $ 851    
v3.19.1
ACQUIRED INTANGIBLE ASSETS - Change in Carrying Value of Intangible Assets (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Finite-lived Intangible Assets [Roll Forward]    
Acquired intangible assets, net, beginning of the period $ 77,102 $ 14,334
Acquisitions 6,082 1,679
Amortization expense 3,487 1,875
Acquired intangible assets, net, end of the period $ 79,697 $ 14,138
v3.19.1
ACQUIRED INTANGIBLE ASSETS - Future Amortization Expense of Intangible Assets (Details) - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Mar. 31, 2018
Dec. 31, 2017
Goodwill and Intangible Assets Disclosure [Abstract]        
2019 (remaining 9 months) $ 11,185      
2020 12,611      
2021 11,413      
2022 9,484      
2023 7,953      
Thereafter 27,051      
Net $ 79,697 $ 77,102 $ 14,138 $ 14,334
v3.19.1
OTHER CONSOLIDATED BALANCE SHEET COMPONENTS (CURRENT) - Other Current Assets (Details) - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]    
Inventory, net $ 26,679 $ 28,627
Processing costs receivable 59,470 46,102
Prepaid expenses 23,526 21,782
Accounts receivable, net 28,665 22,393
Other 46,781 46,062
Total $ 185,121 $ 164,966
v3.19.1
OTHER CONSOLIDATED BALANCE SHEET COMPONENTS (CURRENT) - Accrued Expenses (Details) - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]    
Accrued facilities expenses $ 5,853 $ 13,040
Accrued payroll 18,282 9,612
Accrued professional fees 6,173 5,232
Accrued advertising and other marketing 15,940 12,201
Processing costs payable 13,190 12,683
Accrued non income tax liabilities 6,568 9,503
Accrued hardware costs 5,413 5,125
Other accrued liabilities 16,393 14,958
Total $ 87,812 $ 82,354
v3.19.1
OTHER CONSOLIDATED BALANCE SHEET COMPONENTS (CURRENT) - Other Current Liabilities (Details) - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]    
Accounts payable $ 24,635 $ 36,416
Deferred revenue, current 36,343 31,474
Square Capital payable 18,459 6,092
Square Payroll payable 12,338 7,534
Other 16,869 17,637
Total $ 108,644 $ 99,153
v3.19.1
OTHER CONSOLIDATED BALANCE SHEET COMPONENTS (NON-CURRENT) - Other Non-Current Assets (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Dec. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]      
Equity investment $ 31,255   $ 45,342
Other 16,947   13,051
Total 48,202   $ 58,393
Loss on equity investment $ 14,087 $ 0  
v3.19.1
OTHER CONSOLIDATED BALANCE SHEET COMPONENTS (NON-CURRENT) - Other Non-Current Liabilities (Details) - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]    
Statutory liabilities $ 57,839 $ 54,748
Deferred rent, non-current 0 23,003
Deferred revenue, non-current 5,817 4,977
Other 11,929 10,558
Total $ 75,585 $ 93,286
v3.19.1
INDEBTEDNESS - Revolving Credit Facility Narrative (Details) - Revolving Credit Facility - Line of Credit - USD ($)
1 Months Ended 3 Months Ended
Nov. 30, 2015
Mar. 31, 2019
Mar. 31, 2018
Debt Instrument [Line Items]      
Maximum borrowing capacity $ 375,000,000    
Administrative agent fee $ 100,000    
Unused commitment fee percentage 0.15%    
Remaining borrowing capacity   $ 375,000,000  
Unused commitment fees   $ 100,000 $ 100,000
Federal Funds Rate      
Debt Instrument [Line Items]      
Basis spread on variable rate 0.50%    
One Month LIBOR | Minimum      
Debt Instrument [Line Items]      
Basis spread on variable rate 0.00%    
One Month LIBOR | Maximum      
Debt Instrument [Line Items]      
Basis spread on variable rate 1.00%    
LIBOR | Maximum      
Debt Instrument [Line Items]      
Basis spread on variable rate 2.00%    
v3.19.1
INDEBTEDNESS - Convertible Senior Notes Narrative (Details)
$ / shares in Units, shares in Millions
12 Months Ended
Dec. 31, 2018
USD ($)
May 25, 2018
USD ($)
day
$ / shares
Mar. 06, 2017
USD ($)
day
$ / shares
Dec. 31, 2018
USD ($)
shares
Mar. 31, 2019
USD ($)
Debt Instrument [Line Items]          
Principal payment on conversion of senior notes       $ 219,400,000  
Convertible Debt          
Debt Instrument [Line Items]          
Conversion price (in USD per share) | $ / shares   $ 77.85 $ 22.95    
Carrying amount of equity component $ 194,392,000     194,392,000 $ 194,392,000
Issuance costs attributable to the liability component 8,040,000     8,040,000 7,596,000
Convertible Debt | Convertible Senior Notes due in 2023          
Debt Instrument [Line Items]          
Aggregate principal amount   $ 862,500,000.00      
Over-allotment option as a percentage of a principal amount   15.00%      
Over-allotment option   $ 112,500,000.0      
Interest rate   0.50%      
Conversion rate   0.0128456      
Conversion price (in USD per share) | $ / shares   $ 77.85      
Carrying amount of equity component 154,019,000 $ 155,300,000   154,019,000 $ 154,019,000
Effective interest rate of the liability component   4.69%     4.69%
Discounts and commissions payable   $ 6,000,000      
Third party offering costs   800,000      
Issuance costs attributable to the liability component 5,054,000 $ 5,600,000   5,054,000 $ 4,833,000
Convertible Debt | Convertible Senior Notes due in 2023 | Debt Instrument, Conversion Term One          
Debt Instrument [Line Items]          
Threshold trading days | day   20      
Threshold consecutive trading days | day   30      
Threshold percentage of stock price trigger   130.00%      
Convertible Debt | Convertible Senior Notes due in 2023 | Debt Instrument Conversion Term Two          
Debt Instrument [Line Items]          
Threshold trading days | day   5      
Threshold consecutive trading days | day   5      
Threshold percentage of stock price trigger   98.00%      
Convertible Debt | Convertible Senior Notes due in 2022          
Debt Instrument [Line Items]          
Aggregate principal amount     $ 440,000,000.0    
Over-allotment option as a percentage of a principal amount     10.00%    
Over-allotment option     $ 40,000,000.0    
Interest rate     0.375%    
Conversion rate     0.0435749    
Conversion price (in USD per share) | $ / shares     $ 22.95    
Carrying amount of equity component 40,373,000   $ 86,200,000 40,373,000 $ 40,373,000
Effective interest rate of the liability component     5.34%   5.34%
Discounts and commissions payable     $ 11,000,000    
Third party offering costs     800,000    
Issuance costs attributable to the liability component 2,986,000   $ 9,400,000 2,986,000 $ 2,763,000
Notes converted       $ 228,300,000  
Shares issued upon conversion | shares       7.3  
Loss on extinguishment of long-term debt 5,000,000        
Reduction to additional paid in capital $ 21,000,000        
Convertible Debt | Convertible Senior Notes due in 2022 | Debt Instrument, Conversion Term One          
Debt Instrument [Line Items]          
Threshold trading days | day     20    
Threshold consecutive trading days | day     30    
Threshold percentage of stock price trigger     130.00%    
Convertible Debt | Convertible Senior Notes due in 2022 | Debt Instrument Conversion Term Two          
Debt Instrument [Line Items]          
Threshold trading days | day     5    
Threshold consecutive trading days | day     5    
Threshold percentage of stock price trigger     98.00%    
v3.19.1
INDEBTEDNESS - Components of Convertible Notes (Details) - Convertible Debt - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
May 25, 2018
Mar. 06, 2017
Debt Instrument [Line Items]        
Principal outstanding $ 1,074,228 $ 1,074,228    
Unamortized debt discount (157,330) (166,493)    
Unamortized debt issuance costs (7,596) (8,040)    
Net carrying value 909,302 899,695    
Convertible Senior Notes due in 2023        
Debt Instrument [Line Items]        
Principal outstanding 862,500 862,500    
Unamortized debt discount (131,767) (138,924)    
Unamortized debt issuance costs (4,833) (5,054) $ (5,600)  
Net carrying value 725,900 718,522    
Convertible Senior Notes due in 2022        
Debt Instrument [Line Items]        
Principal outstanding 211,728 211,728    
Unamortized debt discount (25,563) (27,569)    
Unamortized debt issuance costs (2,763) (2,986)   $ (9,400)
Net carrying value $ 183,402 $ 181,173    
v3.19.1
INDEBTEDNESS - Carrying Amount of Equity Component of Convertible Notes (Details) - Convertible Debt - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
May 25, 2018
Mar. 06, 2017
Debt Instrument [Line Items]        
Amount allocated to conversion option $ 196,731 $ 196,731    
Less: allocated issuance costs (2,339) (2,339)    
Equity component, net 194,392 194,392    
Convertible Senior Notes due in 2023        
Debt Instrument [Line Items]        
Amount allocated to conversion option 155,250 155,250    
Less: allocated issuance costs (1,231) (1,231)    
Equity component, net 154,019 154,019 $ 155,300  
Convertible Senior Notes due in 2022        
Debt Instrument [Line Items]        
Amount allocated to conversion option 41,481 41,481    
Less: allocated issuance costs (1,108) (1,108)    
Equity component, net $ 40,373 $ 40,373   $ 86,200
v3.19.1
INDEBTEDNESS - Interest Expense on Convertible Notes (Details) - Convertible Debt - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
May 25, 2018
Mar. 06, 2017
Debt Instrument [Line Items]        
Contractual interest expense $ 1,277 $ 413    
Amortization of debt discount and issuance costs 9,608 4,393    
Total $ 10,885 $ 4,806    
Convertible Senior Notes due in 2023        
Debt Instrument [Line Items]        
Effective interest rate of the liability component 4.69%   4.69%  
Convertible Senior Notes due in 2022        
Debt Instrument [Line Items]        
Effective interest rate of the liability component 5.34%     5.34%
v3.19.1
INDEBTEDNESS - Convertible Note Hedge and Warrant Transactions (Details) - USD ($)
$ / shares in Units, shares in Millions, $ in Millions
May 25, 2018
Mar. 06, 2017
Mar. 31, 2019
Dec. 31, 2018
Convertible Debt        
Debt Instrument [Line Items]        
Conversion price of convertible debt (in USD per share) $ 77.85 $ 22.95    
Conversion price of convertible debt after effect of warrants and note hedge (in USD per share) $ 109.26 $ 31.18    
Common Stock Warrant        
Debt Instrument [Line Items]        
Warrants to purchase aggregate shares of capital stock (in shares) 11.1 19.2    
Warrants, weighted average exercise price (in USD per share) $ 109.26 $ 31.18    
Proceeds from issuance of warrants $ 112.1 $ 57.2    
Shares of common stock received due to exercise of note hedges (in shares)     0.3 6.9
Options        
Debt Instrument [Line Items]        
Warrants to purchase aggregate shares of capital stock (in shares) 11.1 19.2    
Convertible note hedge, option to purchase common stock, price (in USD per share) $ 77.85 $ 22.95    
Cost of convertible note hedge $ 172.6 $ 92.1    
v3.19.1
ACCRUED TRANSACTION LOSSES (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Loss Contingency Accrual    
Accrued transaction losses, beginning of the period $ 33,682  
Provision for transaction losses 27,841 $ 18,031
Accrued transaction losses, end of the period 36,047  
Transaction Losses    
Loss Contingency Accrual    
Accrued transaction losses, beginning of the period 33,682 26,893
Provision for transaction losses 19,808 14,258
Charge-offs to accrued transaction losses (17,443) (12,842)
Accrued transaction losses, end of the period $ 36,047 $ 28,309
v3.19.1
INCOME TAXES (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Income Tax Disclosure [Abstract]    
Income tax expense (benefit) $ 129 $ 175
Effective tax rate (0.30%) (0.70%)
v3.19.1
STOCKHOLDERS' EQUITY - Common Stock and Warrants Narrative (Details) - USD ($)
$ / shares in Units, $ in Millions
May 25, 2018
Mar. 06, 2017
Mar. 31, 2019
Dec. 31, 2018
Common Stock Warrant        
Class of Stock [Line Items]        
Warrants to purchase aggregate shares of capital stock (in shares) 11,100,000 19,200,000    
Warrants, weighted average exercise price (in USD per share) $ 109.26 $ 31.18    
Proceeds from issuance of warrants $ 112.1 $ 57.2    
Number of warrants exercised     0  
Class A        
Class of Stock [Line Items]        
Common stock, shares authorized (in shares)     1,000,000,000 1,000,000,000
Common stock, par value (in USD per share)     $ 0.0000001 $ 0.0000001
Common stock, shares outstanding (in shares)     334,650,231 323,546,864
Class B        
Class of Stock [Line Items]        
Common stock, shares authorized (in shares)     500,000,000 500,000,000
Common stock, par value (in USD per share)     $ 0.0000001 $ 0.0000001
Common stock, shares outstanding (in shares)     86,973,715 93,501,142
v3.19.1
STOCKHOLDERS' EQUITY - Stock Plans and Share Based Compensation Narrative (Details)
$ in Thousands
3 Months Ended
Mar. 31, 2019
USD ($)
plan
shares
Mar. 31, 2018
USD ($)
shares
Nov. 17, 2015
shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Number of share based compensation plans | plan 2    
Granted (in shares) 97,701 0  
Employee stock purchase plan, compensation expense | $ $ 61,088 $ 46,824  
Capitalized share-based compensation expense | $ 1,700 1,500  
Unrecognized compensation cost, options | $ 527,000    
Employee stock purchase plan      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Employee stock purchase plan, compensation expense | $ $ 4,300 $ 2,300  
Stock options      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Unrecognized compensation cost, period for recognition 2 years 7 months 28 days    
2009 Stock Option Plan      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Shares available for future issuance (in shares) 0    
2009 Stock Option Plan | Stock options, RSAs, and RSUs      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Equity instruments outstanding (in shares) 24,792,142    
2015 Equity Incentive Plan      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Shares available for future issuance (in shares) 86,449,187    
Shares reserved for future issuance (in shares)     30,000,000
Shares reserved for future issuance, percentage of annual increase 5.00%    
2015 Equity Incentive Plan | Stock options, RSAs, and RSUs      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Equity instruments outstanding (in shares) 20,822,979    
2015 Equity Incentive Plan | Maximum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Shares reserved for future issuance, amount of annual increase (in shares) 40,000,000    
v3.19.1
STOCKHOLDERS' EQUITY - Stock Option Activity (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 12 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Dec. 31, 2018
Mar. 31, 2019
Number of Stock Options Outstanding        
Beginning balance (in shares) 33,152,881      
Granted (in shares) 97,701 0    
Exercised (in shares) (3,588,052)      
Forfeited (in shares) (95,141)      
Ending balance (in shares) 29,567,389   33,152,881  
Weighted Average Exercise Price        
Beginning balance (in USD per share) $ 9.52      
Granted (in USD per share) 73.94      
Exercised (in USD per share) 7.06      
Forfeited (in USD per share) 11.78      
Ending balance (in USD per share) $ 9.52   $ 9.52 $ 10.03
Options Exercisable        
Options exercisable (in shares)       27,693,334
Options exercisable (in USD per share)       $ 8.88
Additional Disclosures        
Weighted average remaining contractual term, options outstanding 5 years 4 months 28 days   5 years 5 months 13 days  
Weighted average remaining contractual term, options exercisable 5 years 2 months 23 days      
Aggregate intrinsic value, options outstanding     $ 1,543,793 $ 1,918,661
Aggregate intrinsic value, options exercisable       $ 1,828,856
v3.19.1
STOCKHOLDERS' EQUITY - Restricted Stock Awards and Restricted Stock Units Activity (Details) - RSAs and RSUs
3 Months Ended
Mar. 31, 2019
$ / shares
shares
Number of shares  
Beginning balance (in shares) | shares 17,934,728
Granted (in shares) | shares 552,596
Vested (in shares) | shares (1,880,545)
Forfeited (in shares) | shares (559,047)
Ending balance (in shares) | shares 16,047,732
Weighted Average Grant Date Fair Value  
Beginning balance (in USD per share) | $ / shares $ 31.34
Granted (in USD per share) | $ / shares 69.20
Vested (in USD per share) | $ / shares 24.12
Forfeited (in USD per share) | $ / shares 29.35
Ending balance (in USD per share) | $ / shares $ 33.56
v3.19.1
STOCKHOLDERS' EQUITY - Stock Option Fair Value Assumptions (Details) - Stock options
3 Months Ended
Mar. 31, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Dividend yield 0.00%
Risk-free interest rate 2.59%
Expected volatility 38.55%
Expected term (years) 6 years 29 days
v3.19.1
STOCKHOLDERS' EQUITY - Effects of Share-Based Compensation on Statements of Operations (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]    
Share-based compensation expense $ 61,088 $ 46,824
Cost of revenue    
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]    
Share-based compensation expense 21 31
Product development    
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]    
Share-based compensation expense 42,649 30,482
Sales and marketing    
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]    
Share-based compensation expense 6,202 4,961
General and administrative    
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]    
Share-based compensation expense $ 12,216 $ 11,350
v3.19.1
NET LOSS PER SHARE - Calculation of Basic and Diluted Net Loss Per Share (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Earnings Per Share [Abstract]    
Net loss $ (38,151) $ (23,986)
Basic shares:    
Weighted-average common shares outstanding (in shares) 419,860 397,246
Weighted-average unvested shares (in shares) (571) (1,298)
Weighted-average shares used to compute basic net loss per share (in shares) 419,289 395,948
Diluted shares:    
Weighted-average shares used to compute diluted income (loss) per share (in shares) 419,289 395,948
Net loss per share:    
Basic (in USD per share) $ (0.09) $ (0.06)
Diluted (in USD per share) $ (0.09) $ (0.06)
v3.19.1
NET LOSS PER SHARE - Antidilutive Securities Excluded from Computation of Diluted Net Income (Loss) Per Share (Details) - shares
shares in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive securities excluded from calculation of diluted net income (loss) per share (in shares) 99,173 87,117
Stock options and restricted stock units    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive securities excluded from calculation of diluted net income (loss) per share (in shares) 47,833 66,382
Common stock warrants    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive securities excluded from calculation of diluted net income (loss) per share (in shares) 30,252 19,173
Convertible senior notes    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive securities excluded from calculation of diluted net income (loss) per share (in shares) 20,305 0
Unvested shares    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive securities excluded from calculation of diluted net income (loss) per share (in shares) 571 1,298
Employee stock purchase plan    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive securities excluded from calculation of diluted net income (loss) per share (in shares) 212 264
v3.19.1
COMMITMENTS AND CONTINGENCIES - Operating and Finance Leases Narrative (Details)
$ in Thousands
1 Months Ended 3 Months Ended
Dec. 31, 2018
USD ($)
ft²
renewal_option
Mar. 31, 2019
USD ($)
Lessee, Lease, Description [Line Items]    
Operating lease renewal term   5 years
Operating lease option to terminate term   1 year
Total lease payments over term   $ 425,957
Minimum    
Lessee, Lease, Description [Line Items]    
Operating lease term   1 year
Maximum    
Lessee, Lease, Description [Line Items]    
Operating lease term   12 years
Equipment    
Lessee, Lease, Description [Line Items]    
Finance lease, remaining lease term   2 years
Oakland, California | Building    
Lessee, Lease, Description [Line Items]    
Operating lease term 12 years  
Operating lease renewal term 5 years  
Leased area of office space (in sq ft) | ft² 355,762  
Operating lease, number of renewal options | renewal_option 2  
Total lease payments over term $ 276,000  
v3.19.1
COMMITMENTS AND CONTINGENCIES - Schedule of Lease Expense Components (Details)
$ in Thousands
3 Months Ended
Mar. 31, 2019
USD ($)
Commitments and Contingencies Disclosure [Abstract]  
Operating lease costs $ 6,690
Finance lease costs  
Amortization of right-of-use assets 1,293
Interest on lease liabilities 0
Total finance lease costs $ 1,293
v3.19.1
COMMITMENTS AND CONTINGENCIES - Other Information Related to Leases (Details)
Mar. 31, 2019
Weighted Average Remaining Lease Term:  
Operating leases 4 years 9 months 18 days
Finance leases 1 year 9 months
Weighted Average Discount Rate:  
Operating leases 4.00%
Finance leases 0.00%
v3.19.1
COMMITMENTS AND CONTINGENCIES - Schedule of Future Minimum Lease Payments Under Non-Cancelable Operating Leases and Finance Leases (Details)
$ in Thousands
Mar. 31, 2019
USD ($)
Finance  
2019 (remaining 9 months) $ 3,745
2020 2,446
2021 0
2022 0
2023 0
Thereafter 0
Total 6,191
Less amount representing interest 0
Less leases executed but not yet commenced 0
Total 6,191
Operating  
2019 (remaining 9 months) 20,112
2020 39,182
2021 53,426
2022 54,229
2023 47,952
Thereafter 211,056
Total 425,957
Less amount representing interest 14,323
Less leases executed but not yet commenced 276,037
Total $ 135,597
v3.19.1
SEGMENT AND GEOGRAPHICAL INFORMATION - Narrative (Details)
3 Months Ended
Mar. 31, 2019
segment
Segment Reporting [Abstract]  
Number of operating segments 1
Number of reportable segments 1
v3.19.1
SEGMENT AND GEOGRAPHICAL INFORMATION - Revenue by Geographic Area (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Revenues from External Customers and Long-Lived Assets [Line Items]    
Revenue $ 959,359 $ 668,603
United States    
Revenues from External Customers and Long-Lived Assets [Line Items]    
Revenue 914,656 640,173
International    
Revenues from External Customers and Long-Lived Assets [Line Items]    
Revenue $ 44,703 $ 28,430
v3.19.1
SEGMENT AND GEOGRAPHICAL INFORMATION - Long-lived Assets by Geographic Area (Details) - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Revenues from External Customers and Long-Lived Assets [Line Items]    
Long-lived assets $ 592,371 $ 481,209
United States    
Revenues from External Customers and Long-Lived Assets [Line Items]    
Long-lived assets 579,397 471,970
International    
Revenues from External Customers and Long-Lived Assets [Line Items]    
Long-lived assets $ 12,974 $ 9,239
v3.19.1
SUPPLEMENTAL CASH FLOW INFORMATION (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Supplemental Cash Flow Data:    
Cash paid for interest $ 538 $ 966
Cash paid for income taxes 1,342 658
Right-of-use assets obtained in exchange for operating lease obligations 19,918  
Supplemental disclosures of non-cash investing and financing activities:    
Change in purchases of property and equipment in accounts payable and accrued expenses 13,114 (3,813)
Unpaid business combination purchase price $ 6,447 $ 1,151
v3.19.1
Label Element Value
Cumulative Effect of New Accounting Principle in Period of Adoption us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption $ (4,586,000)
Retained Earnings [Member]  
Cumulative Effect of New Accounting Principle in Period of Adoption us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption $ (4,586,000)