YELP INC, 10-K filed on 2/28/2022
Annual Report
v3.22.0.1
Cover page - USD ($)
12 Months Ended
Dec. 31, 2021
Feb. 18, 2022
Jun. 30, 2021
Cover [Abstract]      
Document Type 10-K    
Document Annual Report true    
Document Period End Date Dec. 31, 2021    
Current Fiscal Year End Date --12-31    
Document Transition Report false    
Entity File Number 001-35444    
Entity Registrant Name YELP INC    
Entity Incorporation, State or Country Code DE    
Entity Tax Identification Number 20-1854266    
Entity Address, Address Line One 350 Mission Street, 10th Floor    
Entity Address, City or Town San Francisco    
Entity Address, State or Province CA    
Entity Address, Postal Zip Code 94105    
City Area Code 415    
Local Phone Number 908-3801    
Title of 12(b) Security Common Stock, par value $0.000001 per share    
Trading Symbol YELP    
Security Exchange Name NYSE    
Entity Well-known Seasoned Issuer Yes    
Entity Voluntary Filers No    
Entity Current Reporting Status Yes    
Entity Interactive Data Current Yes    
Entity Filer Category Large Accelerated Filer    
Entity Small Business false    
Entity Emerging Growth Company false    
ICFR Auditor Attestation Flag true    
Entity Shell Company false    
Entity Public Float     $ 2,538,873,385
Entity Common Stock, Shares Outstanding   71,104,767  
Documents Incorporated by Reference Portions of the registrant’s definitive Proxy Statement for the 2022 Annual Meeting of Stockholders to be filed with the U.S. Securities and Exchange Commission pursuant to Regulation 14A not later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K are incorporated by reference in Part III, Items 10-14 of this Annual Report on Form 10-K.    
Entity Central Index Key 0001345016    
Document Fiscal Year Focus 2021    
Document Fiscal Period Focus FY    
Amendment Flag false    
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Audit Information
12 Months Ended
Dec. 31, 2021
Audit Information [Abstract]  
Auditor Firm ID 34
Auditor Name DELOITTE & TOUCHE LLP
Auditor Location San Francisco, California
v3.22.0.1
CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Current assets:    
Cash and cash equivalents $ 479,783 $ 595,875
Accounts receivable (net of allowance for doubtful accounts of $7,153 and $11,559 at December 31, 2021 and 2020, respectively) 107,358 88,400
Prepaid expenses and other current assets 57,536 28,450
Total current assets 644,677 712,725
Property, equipment and software, net 83,857 101,718
Operating lease right-of-use assets 140,785 168,209
Goodwill 105,128 109,261
Intangibles, net 10,673 13,521
Restricted cash 858 665
Other non-current assets 64,550 48,848
Total assets 1,050,528 1,154,947
Current liabilities:    
Accounts payable and accrued liabilities 119,620 87,760
Operating lease liabilities — current 40,237 51,161
Deferred revenue 4,156 4,109
Total current liabilities 164,013 143,030
Operating lease liabilities — long-term 127,979 148,935
Other long-term liabilities 7,218 8,448
Total liabilities 299,210 300,413
Commitments and contingencies (Note 13)
Stockholders’ equity:    
Common stock, $0.000001 par value — 200,000 shares authorized, 72,171 shares issued and outstanding at December 31, 2021 and 75,371 shares issued and 75,272 shares outstanding at December 31, 2020 0 0
Additional paid-in capital 1,522,572 1,398,248
Treasury stock 0 (2,964)
Accumulated other comprehensive loss (11,090) (6,807)
Accumulated deficit (760,164) (533,943)
Total stockholders’ equity 751,318 854,534
Total liabilities and stockholders’ equity $ 1,050,528 $ 1,154,947
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CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Statement of Financial Position [Abstract]        
Accounts receivable, allowance for credit loss, current $ 7,153 $ 11,559 $ 7,686 $ 8,685
Common stock, par value (in dollars per share) $ 0.000001 $ 0.000001    
Common stock, shares authorized (in shares) 200,000,000 200,000,000    
Common stock, shares issued (in shares) 72,171,000 75,371,000    
Common stock, shares outstanding (in shares) 72,171,000 75,272,000    
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CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)
shares in Thousands, $ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Income Statement [Abstract]      
Net revenue $ 1,031,839 $ 872,933 $ 1,014,194
Costs and expenses:      
Cost of revenue (exclusive of depreciation and amortization shown separately below) 78,097 57,186 62,410
Sales and marketing 454,224 437,060 500,386
Product development 276,473 232,561 230,440
General and administrative 135,816 130,450 136,091
Depreciation and amortization 55,683 50,609 49,356
Restructuring 32 3,862 0
Total costs and expenses 1,000,325 911,728 978,683
Income (loss) from operations 31,514 (38,795) 35,511
Other income, net 2,204 3,670 14,256
Income (loss) before income taxes 33,718 (35,125) 49,767
(Benefit from) provision for income taxes (5,953) (15,701) 8,886
Net income (loss) attributable to common stockholders $ 39,671 $ (19,424) $ 40,881
Net income (loss) per share attributable to common stockholders      
Basic (in dollars per share) $ 0.53 $ (0.27) $ 0.55
Diluted (in dollars per share) $ 0.50 $ (0.27) $ 0.52
Weighted-average shares used to compute net income (loss) per share attributable to common stockholders      
Basic (in shares) 74,221 73,005 74,627
Diluted (in shares) 78,616 73,005 77,969
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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Statement of Comprehensive Income [Abstract]      
Net income (loss) $ 39,671 $ (19,424) $ 40,881
Other comprehensive (loss) income:      
Foreign currency translation adjustments, net of tax (4,283) 4,952 (738)
Other comprehensive (loss) income (4,283) 4,952 (738)
Comprehensive income (loss) $ 35,388 $ (14,472) $ 40,143
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CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($)
$ in Thousands
Total
Cumulative Effect, Period of Adoption, Adjustment
Common Stock
Additional Paid-In Capital
Treasury Stock
Accumulated Other Comprehensive Loss
Accumulated Deficit
Accumulated Deficit
Cumulative Effect, Period of Adoption, Adjustment
Balance (in shares) at Dec. 31, 2018     81,997,000          
Balance at Dec. 31, 2018 $ 1,075,518   $ 0 $ 1,139,462 $ 0 $ (11,021) $ (52,923)  
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Issuance of common stock upon exercises of employee stock options (in shares)     826,000          
Issuance of common stock upon exercises of employee stock options 17,488     17,488        
Issuance of common stock upon vesting of RSUs (in shares)     2,018,000          
Issuance of common stock upon vesting of RSUs 0              
Issuance of common stock for employee stock purchase plan (in shares)     534,000          
Issuance of common stock for employee stock purchase plan 14,775     14,775        
Stock-based compensation (inclusive of capitalized stock-based compensation) 131,223     131,223        
Shares withheld related to net share settlement of equity awards (43,145)     (43,145)        
Repurchases of common stock (481,011)       (481,011)      
Retirement of common stock (in shares)     (14,190,000)          
Retirement of common stock 0       481,011   (481,011)  
Foreign currency adjustments, net of tax (738)         (738)    
Net income (loss) 40,881           40,881  
Balance (in shares) at Dec. 31, 2019     71,185,000          
Balance at Dec. 31, 2019 $ 754,991 $ (34) $ 0 1,259,803 0 (11,759) (493,053) $ (34)
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Accounting Standards Update [Extensible List] Accounting Standards Update 2016-13 [Member]              
Issuance of common stock upon exercises of employee stock options (in shares)     1,545,000          
Issuance of common stock upon exercises of employee stock options $ 13,168     13,168        
Issuance of common stock upon vesting of RSUs (in shares)     2,684,000          
Issuance of common stock upon vesting of RSUs 0              
Issuance of common stock for employee stock purchase plan (in shares)     662,000          
Issuance of common stock for employee stock purchase plan 14,214     14,214        
Stock-based compensation (inclusive of capitalized stock-based compensation) 134,003     134,003        
Shares withheld related to net share settlement of equity awards (22,940)     (22,940)        
Repurchases of common stock $ (24,396)       (24,396)      
Retirement of common stock (in shares) (704,673)   (705,000)          
Retirement of common stock $ 0       21,432   (21,432)  
Foreign currency adjustments, net of tax 4,952         4,952    
Net income (loss) $ (19,424)           (19,424)  
Balance (in shares) at Dec. 31, 2020 75,272,000   75,371,000          
Balance at Dec. 31, 2020 $ 854,534   $ 0 1,398,248 (2,964) (6,807) (533,943)  
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Issuance of common stock upon exercises of employee stock options (in shares) 663,000   663,000          
Issuance of common stock upon exercises of employee stock options $ 8,650     8,650        
Issuance of common stock upon vesting of RSUs (in shares)     2,714,000          
Issuance of common stock upon vesting of RSUs 0              
Issuance of common stock for employee stock purchase plan (in shares)     517,000          
Issuance of common stock for employee stock purchase plan 16,334     16,334        
Stock-based compensation (inclusive of capitalized stock-based compensation) 162,295     162,295        
Shares withheld related to net share settlement of equity awards (62,955)     (62,955)        
Repurchases of common stock $ (262,928)       (262,928)      
Retirement of common stock (in shares) (7,094,000)   (7,094,000)          
Retirement of common stock $ 0       265,892   (265,892)  
Foreign currency adjustments, net of tax (4,283)         (4,283)    
Net income (loss) $ 39,671           39,671  
Balance (in shares) at Dec. 31, 2021 72,171,000   72,171,000          
Balance at Dec. 31, 2021 $ 751,318   $ 0 $ 1,522,572 $ 0 $ (11,090) $ (760,164)  
v3.22.0.1
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Operating Activities      
Net income (loss) $ 39,671 $ (19,424) $ 40,881
Adjustments to reconcile net income (loss) to net cash provided by operating activities:      
Depreciation and amortization 55,683 50,609 49,356
Provision for doubtful accounts 14,574 32,265 22,543
Stock-based compensation 151,679 124,574 121,512
Noncash lease cost 39,339 42,235 41,365
Deferred income taxes (9,190) (11,181) (2,799)
Asset Impairment Charges 11,164 0 0
Noncash gain on lease termination (11,485) 0 0
Other adjustments, net 392 2,193 (2,997)
Changes in operating assets and liabilities:      
Accounts receivable (33,535) (13,833) (42,070)
Prepaid expenses and other assets (34,633) 164 (1,349)
Operating lease liabilities (41,008) (46,283) (41,808)
Accounts payable, accrued liabilities and other liabilities 30,004 15,382 20,148
Net cash provided by operating activities 212,655 176,701 204,782
Investing Activities      
Sales and maturities of marketable securities — available-for-sale 0 290,395 0
Purchases of marketable securities — held-to-maturity 0 (87,438) (541,451)
Maturities of marketable securities — held-to-maturity 0 93,200 674,097
Purchases of other investments 0 (10,000) 0
Release of escrow deposit 0 0 28,750
Purchases of property, equipment and software (28,282) (32,002) (37,522)
Purchase of intangible asset 0 (6,129) 0
Other investing activities 632 333 461
Net cash (used in) provided by investing activities (27,650) 248,359 124,335
Financing Activities      
Proceeds from issuance of common stock for employee stock-based plans 24,984 27,382 32,263
Taxes paid related to the net share settlement of equity awards (62,545) (23,605) (42,771)
Repurchases of common stock (262,928) (24,396) (481,011)
Other financing activities 0 (433) 0
Net cash used in financing activities (300,489) (21,052) (491,519)
Effect of exchange rate changes on cash, cash equivalents and restricted cash (415) 214 (115)
Change in cash, cash equivalents and restricted cash (115,899) 404,222 (162,517)
Cash, cash equivalents and restricted cash — Beginning of period 596,540 192,318 354,835
Cash, cash equivalents and restricted cash — End of period 480,641 596,540 192,318
Supplemental Disclosures of Other Cash Flow Information      
Cash paid for income taxes, net 2,523 214 6,912
Supplemental Disclosures of Noncash Investing and Financing Activities      
Purchases of property, equipment and software recorded in accounts payable and accrued liabilities 1,595 1,155 1,490
Tax liabilities related to equity awards included in accounts payable and accrued liabilities 17 45 912
Operating lease right-of-use assets obtained in exchange for new operating lease liabilities 36,049 13,549 6,325
Repurchases of common stock recorded in accounts payable and accrued liabilities $ 1,948 $ 1,689 $ 0
v3.22.0.1
ORGANIZATION AND DESCRIPTION OF BUSINESS
12 Months Ended
Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
ORGANIZATION AND DESCRIPTION OF BUSINESS ORGANIZATION AND DESCRIPTION OF BUSINESS
Yelp Inc. was incorporated in Delaware on September 3, 2004. Except where specifically noted or the context otherwise requires, the use of terms such as the “Company” and “Yelp” in these Notes to Consolidated Financial Statements refers to Yelp Inc. and its subsidiaries.
Yelp is a trusted local resource for consumers and a partner in success for businesses of all sizes. Consumers trust Yelp for its extensive ratings and reviews of businesses across a broad range of categories, while businesses advertise on Yelp to reach its large audience of purchase-oriented and generally affluent consumers.
The Company consisted of Yelp Inc. and five wholly owned entities as of December 31, 2021: Yelp UK Ltd was incorporated on December 1, 2008; Darwin Social Marketing Inc. (formerly Yelp Canada Inc.) was incorporated on February 24, 2009; Yelp Ireland Limited was incorporated on May 31, 2010; Yelp Ireland Holding Company Limited was incorporated on June 16, 2010; and Yelp GmbH (formerly Qype GmbH) was acquired on October 23, 2012. Turnstyle Analytics Inc., which was acquired on April 3, 2017, was combined with Darwin Social Marketing Inc. on January 1, 2019. The financial results of these subsidiaries are included within the consolidated financial statements of the Company presented herein.
Basis of Presentation—The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). All intercompany balances and transactions have been eliminated upon consolidation.
Certain Significant Risks and Uncertainties—The Company operates in a dynamic industry and, accordingly, may be affected by a variety of factors. For example, the Company’s management believes that changes in any of the following areas could have a significant negative impact on the Company in terms of its future financial position, results of operations or cash flows: the duration and magnitude of the impact of the COVID-19 pandemic on the Company and the U.S. economy generally; the Company's ability to maintain and expand its advertiser base; the success of the Company's strategy; qualified employees and key personnel; levels of user engagement on the Company's platform; industry competition; reliance on search engines and the placement and prominence in results rankings; the quality and reliability of reviews; real or perceived security breaches and the Company's ability to maintain uninterrupted operation of its network infrastructure; protection of the Company’s brand, reputation and intellectual property; intellectual property infringement and other disputes; and changes in government regulation affecting the Company’s business, among other things.
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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
12 Months Ended
Dec. 31, 2021
Accounting Policies [Abstract]  
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Use of Estimates—The preparation of the Company’s consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of income and expenses during the reporting period. These estimates are based on information available as of the date of the consolidated financial statements; therefore, actual results could differ from management’s estimates due to the uncertainty of the extent of the impacts of the COVID-19 pandemic, as well as other factors.
Foreign Currency Translation—The consolidated financial statements of the Company’s foreign subsidiaries are measured using the local currency as the functional currency. Assets and liabilities of foreign subsidiaries are translated at exchange rates in effect as of the balance sheet date. Revenues and expenses are translated at average exchange rates in effect during the year. Translation adjustments are recorded within accumulated other comprehensive loss, a separate component of stockholders’ equity.
Cash and Cash Equivalents—The Company considers all highly liquid investments, such as treasury bills, commercial paper, certificates of deposit and money market instruments with maturities of three months or less at the time of acquisition to be cash equivalents. Cash and cash equivalents primarily consist of amounts held in interest-bearing money market funds that were readily convertible to cash. The fair value of cash and cash equivalents approximates their carrying value.
Marketable Securities—The Company considers highly liquid treasury notes, U.S. agency securities, corporate debt securities, money market funds and other funds with maturities of more than three months to be marketable securities. Securities with less than one year to maturity are included in short-term marketable securities, and all other securities are classified as long-term marketable securities. The Company has a policy that generally requires its securities to be investment grade (i.e. rated ‘A+’ or higher by bond rating firms) with the objective of minimizing the potential risk of principal loss. The Company determines the classification of its marketable securities based on its investment strategy.
Marketable securities are classified as held-to-maturity when the Company has both the positive intent and ability to hold the securities to maturity, as well as an established history of holding investments to maturity. Held-to-maturity securities are stated at amortized cost and are periodically assessed for impairment. Amortized costs of debt securities are adjusted for amortization of premiums and accretion of discounts to maturity, and these adjustments are included in interest income.
Marketable securities are classified as available-for-sale when the Company has established a practice of selling investments prior to maturity, or if the Company does not have the intent to hold securities to maturity to allow flexibility in response to liquidity needs. In the event that the Company classifies its investments as available-for-sale, it will only return to classifying investments as held-to-maturity once it has reestablished a practice and intent of holding investments to maturity.
Available-for-sale securities are stated at fair value as of each balance sheet date and are periodically assessed for impairment. For the Company's available-for-sale securities, an investment is impaired if the fair value of the investment is less than its amortized cost basis. In assessing whether a credit loss exists, the Company compares the present value of cash flows expected to be collected from the security with the amortized cost basis of the security. If the present value of expected cash flows is less than the amortized cost basis of the security, an allowance for credit loss is recorded as a component of other income (expense), net. Any remaining unrealized losses are recorded to other comprehensive income (loss). The Company determines any realized gains or losses on the sale of marketable securities on a specific identification method and records such gains and losses as a component of other income (expense), net. Amortization of premiums and accretion of discounts are included in interest income.
If the Company has the intent to sell an available-for-sale security in an unrealized loss position or it is more likely than not that it will be required to sell the security prior to recovery of its amortized cost basis, any previously recorded allowance is reversed and the entire difference between the amortized cost basis of the security and its fair value is recognized in the consolidated statements of operations.
Concentrations of Credit Risk—Financial instruments that potentially subject the Company to concentration of credit risk consist primarily of cash and cash equivalents and accounts receivable. The Company places its cash and cash equivalents with major financial institutions, which management assesses to be of high credit quality, in order to limit the exposure of each investment.
Credit risk with respect to accounts receivable is dispersed due to the Company’s large number of customers. In addition, the Company’s credit risk is mitigated by the relatively short collection period. Collateral is not required for accounts receivable.
Accounts Receivable, Net, and Payment Terms—The timing of revenue recognition may differ from the timing of invoicing to customers. The Company records an accounts receivable balance when revenue is recognized prior to or at the time of invoicing the customer. Payment terms and conditions vary by contract type and the service being provided. For advertising services, the Company typically invoices customers on a monthly basis, one month in arrears, with payment due either at the end of each billing period or up to 30 days after the end of the billing period. For transaction services, the Company collects its commission fee on each transaction either at the time of the transaction or up to 30 days after the end of the billing period. For subscription services, the Company typically invoices customers one month in advance, with payment due at the beginning of each billing period.
Allowance for Doubtful Accounts—The Company maintains an allowance for doubtful accounts receivable. The allowance reflects the Company's best estimate of probable losses associated with the accounts receivable balance. It is based upon historical experience and loss patterns, the number of days that billings are past due, an evaluation of the potential risk of loss associated with delinquent accounts based on the credit risk of those accounts, known delinquent accounts, as well as current conditions and reasonable and supportable economic forecasts. When new information becomes available that allows the Company to more accurately estimate the allowance, it makes an adjustment, which is considered a change in accounting estimate. The carrying value of accounts receivable approximates their fair value.
Deferred Contract Costs—The Company has determined that certain sales incentive compensation costs are incremental costs to obtain the related contract. These costs are capitalized in the period in which they are incurred and amortized on a straight-line basis over the expected customer life of the associated contract. The Company uses a straight-line basis as it expects the benefit of these costs to be realized uniformly over the amortization period. The amortization periods for contract
costs, which extend up to 32 months, were determined based on both qualitative and quantitative factors, including product life cycle attributes and customer retention historical data. For contract costs with amortization periods of less than 12 months, the Company applies a practical expedient to expense such costs as incurred. The Company assesses deferred contract costs for impairment on a quarterly basis. Amortized contract costs are recorded within sales and marketing expense in the consolidated statements of operations. Deferred contract costs are included within other non-current assets on the Company's consolidated balance sheets (see Note 10, "Other Non-Current Assets").
Deferred Revenue—The Company records deferred revenue when it has received consideration, or has the right to receive consideration, in advance of the transfer of the performance obligations of the contract to the customer.
Property, Equipment and Software—Property, equipment and software are stated at cost less accumulated depreciation and amortization. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, which are approximately three to five years. Leasehold improvements are amortized over the shorter of the lease term or ten years. Following the disposition of an asset, the associated net cost is no longer recognized as an asset, and any gain or loss on the disposition is reflected in operating expenses.
Website and Internal-Use Software Development Costs—Costs related to website and internal-use software are primarily related to the Company’s website and mobile app, including support systems. The Company capitalizes its costs to develop software when: preliminary development efforts are successfully completed; management has authorized and committed project funding; and it is probable that the project will be completed and the software will be used as intended. Costs incurred for enhancements that are expected to result in additional material functionality are capitalized and amortized over the estimated useful life of the upgrades. Such costs are amortized on a straight-line basis over the estimated useful life of the related asset, which is generally three years.
The Company capitalizes certain implementation costs incurred related to cloud computing arrangements that are service contracts. Such costs are amortized on a straight-line basis over the term of the associated hosting arrangement plus any reasonably certain renewal period. Any capitalized amounts related to such arrangements are recorded within prepaid expense and other current assets and within non-current assets on the consolidated balance sheets.
Leases—The Company leases its office facilities under operating lease agreements that expire from 2022 to 2031, some of which include options to renew at the Company's sole discretion. If exercised, such options would extend the lease terms by up to ten years. Additionally, certain lease agreements contain options to terminate the leases, which require 6 to 12 months prior written notice to the landlord. The Company does not have any finance lease agreements.
The Company recognizes on its consolidated balance sheets operating lease liabilities representing the present value of future lease payments, and an associated operating lease right-of-use asset for any operating lease with a term greater than one year. The Company recognizes the amortization of the right-of-use asset each month within lease expense. The Company elected to use the practical expedient for short-term leases, and therefore does not record operating lease right-of-use assets or lease liabilities associated with leases with durations of 12 months or less.
When recording the present value of lease liabilities, a discount rate is required. The Company has concluded that the rates implicit in the various operating lease agreements are not readily determinable. As a result, the Company instead uses its incremental borrowing rate, which is calculated based on hypothetical borrowings to fund each respective lease over the lease term, as of the lease commencement date, assuming that borrowings are secured by the various leased properties. The incremental borrowing rates are determined based on an assessment of the Company’s implied credit rating, using ratings scales from reputable rating agencies that consider a number of qualitative and quantitative factors. Market rates are derived as of the lease commencement dates with reference to companies with the same debt rating that operate in a similar industry to the Company.
The Company does not recognize its renewal options as part of its right-of-use assets and lease liabilities until it is reasonably certain that it will exercise such renewal options.
The Company does not combine lease and non-lease components; its lease agreements provide specific allocations of the Company's obligations between lease and non-lease components. As a result, the Company is not required to exercise any judgment in determining such allocations.
The Company has subleased certain office facilities under operating lease agreements that expire in 2025. The sublease agreements do not contain any options to renew. The Company recognizes a majority of the sublease rental income as a reduction in rent expense on a straight-line basis over the lease period, with any sublease income in excess of the original lease cost recorded to other income, net.
Goodwill—Goodwill represents the excess of the purchase price in a business combination over the fair value of net tangible and intangible assets acquired. The carrying amount of goodwill is reviewed at least annually, or more frequently if events or changes in circumstances indicate that the carrying value of goodwill may not be recoverable. The Company has the option to first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If the Company determines that it is more likely than not that its fair value is less than the carrying amount, or opts not to perform a qualitative assessment, then the Company will compare the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. No impairment charges associated with goodwill have been recorded by the Company to date.
Intangible Assets—Intangible assets include acquired intangible assets identified through business combinations, which are carried at fair value less accumulated amortization, and purchased intangible assets, which are carried at cost less accumulated amortization. Amortization is recorded over the estimated useful lives of the assets, generally two years to 12 years. The Company reviews amortizable intangible assets to be held and used for impairment whenever events or changes in circumstances indicate that the carrying value of the assets may not be recoverable. Determination of recoverability is based on the lowest level of identifiable estimated undiscounted cash flows resulting from the use of the asset and its eventual disposition. Measurement of any impairment loss is based on the excess of the carrying value of the asset over its fair value. No material impairment charges have been recorded to date.
Impairment of Long-Lived Assets and Long-Lived Assets to Be Disposed of—The Company evaluates its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured as the amount by which the carrying amount of the assets exceeds the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell.
Stock Repurchases—The Company accounts for repurchases of its common stock by recording the cost to repurchase those shares to treasury stock, a separate component of stockholders' equity. Upon retirement, the carrying amount of treasury stock is reduced with a corresponding reduction to par value of common stock, with any excess of the cost incurred to repurchase shares over their par value recorded as an adjustment to retained earnings (accumulated deficit) on the date of retirement.
Revenue Recognition—The Company generates revenue from the sale of advertising products, transactions with consumers and other revenue sources, which correspond to the Company's major product lines. The Company recognizes revenue by applying the following steps: the contract with the customer is identified; the performance obligations in the contract are identified; the transaction price is determined; the transaction price is allocated to the performance obligations in the contract; and revenue is recognized when (or as) the Company satisfies these performance obligations in an amount that reflects the consideration it expects to be entitled to in exchange for those services. The Company applies the portfolio practical expedient to account for the vast majority of contracts with customers in each category of revenue. The Company does not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which the amount of revenue it recognizes is equal to the amount which the Company has a right to invoice.
Contracts with customers can include multiple performance obligations, where the transaction price is allocated to each performance obligation based on its relative standalone selling price ("SSP"). The Company determines SSP based on the prices of the promised goods or services charged when sold separately to customers, which are determined using contractually stated prices. The Company allocates revenue to each of the performance obligations included in a contract with multiple performance obligations at the inception of the contract. The various products and services comprising contracts with multiple performance obligations are typically capable of being distinguished and accounted for as separate performance obligations.
For all contracts with customers, estimates and assumptions include determining variable consideration and identifying the nature and timing of satisfaction of performance obligations. The Company may accept lower consideration than the amount promised per the contract for certain revenue transactions and certain customers may receive cash based incentives, credits or refunds, which are accounted for as variable consideration when estimating the amount of revenue to recognize. The Company estimates these amounts based on the expected amount to be provided to customers and constrains the revenue. The Company believes that there will not be significant changes to its estimates of variable consideration. For contracts satisfied over time, the Company applies the invoice practical expedient to depict the value transferred to the customer and measure of progress towards completion of its obligations. The Company considers the right to receive consideration from a customer to correspond directly with the value to the customer of its performance completed to date. The Company does not consider the effects of the time value of money as substantially all of the Company’s contracts are invoiced on a monthly basis, one month in arrears.
Revenue is recognized net of any taxes collected from customers, which are remitted to governmental authorities. The Company does not typically refund customers for services once it determines the performance obligations of the contract have been satisfied, but will assess any refund requests from customers and partners on a case by case basis. The Company records
an allowance for potential future refunds, which is estimated based on historical trends and recorded as a reduction of net revenue.
Advertising. The Company generates advertising revenue primarily through the display of advertising products on its website and mobile app. These arrangements are evidenced by either written or electronic acceptance of a contract that stipulates the types of advertising to be delivered, the timing and pricing. Performance-based advertising placements are priced on a cost-per-click basis, while impression-based advertising placements are priced on a cost per thousand impressions basis. The Company recognizes revenue from the delivery of performance-based ads and impression-based ads in the period of delivery, in each case net of customer discounts. The Company also offers businesses premium features in connection with their business pages pursuant to fixed monthly fees, and recognizes revenue from such offerings over the service period.
The Company also generates advertising revenue through indirect sales of advertising products, such as through reseller contracts that allow partners to sell Yelp Branded Profiles to their clients and the monetization of remnant advertising inventory through third-party ad networks, and recognizes revenue in the period of delivery.
Transactions. The Company generates transactions revenue primarily from revenue-sharing partner contracts. The Company's transactions platform provides consumers with the ability to complete food delivery and other transactions through third parties, primarily Grubhub, directly on Yelp. The Company earns a per-transaction commission fee pursuant to partnership contracts for acting as an agent for these transactions, which it recognizes on a net basis and includes in revenue upon completion of a transaction.
Other Revenue. The Company generates other revenue through subscription services contracts, such as sales of monthly subscriptions to Yelp Reservations and Yelp Guest Manager (previously referred to as Yelp Waitlist), licensing contracts for access to Yelp data, and other non-advertising, non-transaction partnerships. Subscription revenues are recognized ratably over the contract terms beginning on the commencement date of each contract, which is the date the service is made available to customers.
Cost of Revenue—The Company’s cost of revenue primarily consists of credit card processing fees, website infrastructure expense, which includes website hosting costs, and salaries, benefits and stock-based compensation expense for the infrastructure teams responsible for operating the Company’s website and mobile app, and excludes depreciation and amortization expense. Cost of revenue also includes third-party advertising fulfillment costs.
Research and Development—The Company incurs research and development expenses for costs it incurs in research aimed at developing, and in translating the results of such research into, new products and services or significant improvements to existing products or services, whether intended for sale or for internal use. Such costs are considered research and development expense up to the point in time at which the product or service achieves technological feasibility. These expenses primarily consist of employee-related costs (including stock-based compensation) for the Company's engineers and other employees engaged in the research and development of its products and services, as well as allocated indirect overhead costs. Research and development costs were $265.2 million, $230.1 million and $225.5 million for the years ended December 31, 2021, 2020 and 2019, respectively, and are recorded to costs and expenses in the consolidated statements of operations for those periods, primarily within product development costs.
Stock-Based Compensation—The Company accounts for stock-based employee compensation plans under the fair value recognition and measurement provisions, which require all stock-based payments to employees, including grants of stock options, restricted stock awards, restricted stock units ("RSUs"), performance-based restricted stock units ("PRSUs") and issuances under its 2012 Employee Stock Purchase Plan, as amended ("ESPP"), to be measured based on the grant-date fair value of the awards. The Company accounts for forfeitures as they occur.
The fair value of options granted to employees is estimated on the grant date using the Black-Scholes-Merton option valuation model. This valuation model for stock-based compensation expense requires the Company to make assumptions and judgments about the variables used in the calculation, including the expected term (weighted-average period of time that the options granted are expected to be outstanding), the expected volatility in the fair market value of the Company’s common stock, a risk-free interest rate and expected dividends. No compensation cost is recorded for options that do not vest. The Company uses the simplified calculation of expected life as the contractual term for options of 10 years is longer than the Company has been publicly traded. Expected volatility is based on an average of the historical volatilities of the common stock of several entities with characteristics similar to those of the Company. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant for periods corresponding with the expected life of the option. The Company uses the straight-line method for expense attribution.
The fair value of RSUs is measured using the closing price of the Company's common stock on the New York Stock Exchange on the grant date. The Company uses the straight-line method for expense attribution. No compensation cost is recorded for RSUs that do not vest. In May 2020, the Company changed its method of settling the employee tax liabilities
associated with the vesting of RSUs from withholding a portion of the vested shares and covering such taxes with cash from its balance sheet ("Net Share Withholding"), to selling a portion of the vested shares to cover taxes. In November 2020, the Company reverted its method of settling these employee tax liabilities to Net Share Withholding.
The Company has two types of PRSUs outstanding — awards for which the vesting is subject to both a time-based vesting schedule and either (a) a market condition or (b) the achievement of performance goals.
For the awards subject to a market condition, the Company uses a Monte Carlo model to determine the fair value of the PRSUs. The Company uses the accelerated method for expense attribution. Compensation costs are recorded if the service condition is met regardless of whether the market performance condition is satisfied. No compensation cost is recorded if the service condition is not met.
For the awards subject to performance goals, compensation costs are recorded when the Company concludes that it is probable that the performance conditions will be achieved. The Company performs an analysis in each reporting period to determine the probability that the performance goals will be met, and recognizes a cumulative catch-up adjustment to compensation cost for changes in its probability assessment in subsequent reporting periods, if required, until the performance period has expired. The fair value of the PRSUs is measured using the closing price of the Company's common stock on the New York Stock Exchange on the grant date. The Company uses the accelerated method for expense attribution. No compensation cost is recorded if the service condition is not met.
Advertising Expenses—Advertising costs are expensed in the period in which the advertising takes place. Costs of producing advertising are expensed in the period in which production takes place. Total advertising expenses incurred were $56.3 million, $22.2 million and $20.7 million for the years ended December 31, 2021, 2020 and 2019, respectively.
Comprehensive Income (Loss)—Comprehensive income (loss) consists of net income (loss) and other comprehensive income (loss), which consists of foreign currency adjustments.
Income Taxes—The Company records income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the Company’s financial statements or tax returns. In estimating future tax consequences, the Company generally considers all expected future events other than enactments or changes in the tax law or rates. In assessing the realization of deferred tax assets, the Company considers whether it is more likely than not that all or some portion of deferred tax assets will not be realized. The ultimate realization of the deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Valuation allowances are provided to reduce deferred tax assets to the amount that is more likely than not to be realized. In determining the need for a valuation allowance, the weight given to positive and negative evidence is commensurate with the extent to which the evidence may be objectively verified. The Company evaluates the ability to realize net deferred tax assets and the related valuation allowance on a quarterly basis.
The Company operates in various tax jurisdictions and is subject to audit by various tax authorities. The Company provides for tax contingencies whenever it is deemed probable that a tax asset has been impaired or a tax liability has been incurred for events such as tax claims or changes in tax laws. Tax contingencies are based upon their technical merits, relative tax law and the specific facts and circumstances as of each reporting period. Changes in facts and circumstances could result in material changes to the amounts recorded for such tax contingencies.
The Company recognizes a tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are then measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement.
Employee Benefit Plan—The Company sponsors a qualified 401(k) defined contribution plan covering eligible employees. Participants may contribute a portion of their annual compensation up to a maximum annual amount set by the Internal Revenue Service (“IRS”). Employer contributions under this plan were $8.0 million, $6.1 million and $9.3 million for the years ended December 31, 2021, 2020 and 2019, respectively.
Insurance—The Company is self-insured for certain employee benefits including medical, dental and vision; however, the Company obtains third-party excess insurance coverage to limit its exposure to certain claims. Liabilities associated with these benefits include estimates of both claims filed and losses incurred but not yet reported. The Company utilizes valuations provided by reputable, independent third-party actuaries. The Company's self-insured liabilities are included in the consolidated balance sheets within accounts payable and accrued liabilities.
Recently Adopted Accounting Pronouncements
Income Taxes—In December 2019, the Financial Accounting Standards Board issued Accounting Standards Update No. 2019-12, "Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes" ("ASU 2019-12"), which simplifies the accounting for income taxes by removing certain exceptions to the general principles for recording income taxes, while also simplifying certain recognition and allocation approaches to accounting for income taxes. The Company adopted ASU 2019-12 on January 1, 2021, and the adoption did not have a material impact on its consolidated financial statements.
v3.22.0.1
CASH, CASH EQUIVALENTS AND RESTRICTED CASH
12 Months Ended
Dec. 31, 2021
Cash and Cash Equivalents [Abstract]  
CASH, CASH EQUIVALENTS AND RESTRICTED CASH CASH, CASH EQUIVALENTS AND RESTRICTED CASH
Cash, cash equivalents and restricted cash as of December 31, 2021 and 2020 consisted of the following (in thousands):
December 31,
2021
December 31,
2020
Cash
$89,407 $85,750 
Cash equivalents
390,376 510,125 
Total cash and cash equivalents
$479,783 $595,875 
Restricted cash
858 665 
Total cash, cash equivalents and restricted cash
$480,641 $596,540 
Cash equivalents consist of money market accounts, including a $100.0 million investment made during December 2021 in the Empower Money Market Share Class, which aims to support underserved communities through minority-owned banking institutions.
v3.22.0.1
FAIR VALUE OF FINANCIAL INSTRUMENTS
12 Months Ended
Dec. 31, 2021
Fair Value Disclosures [Abstract]  
FAIR VALUE OF FINANCIAL INSTRUMENTS FAIR VALUE OF FINANCIAL INSTRUMENTS
The Company’s investments in money market accounts are recorded as cash equivalents at fair value in the consolidated balance sheets.
The accounting guidance for fair value measurements prioritizes the inputs used in measuring fair value in the following hierarchy:
Level 1—Observable inputs, such as quoted prices in active markets,
Level 2—Inputs other than quoted prices in active markets that are observable either directly or indirectly, or
Level 3—Unobservable inputs in which there are little or no market data, which require the Company to develop its own assumptions.
This hierarchy requires the Company to use observable market data, when available, to minimize the use of unobservable inputs when determining fair value. The Company’s money market funds are classified within Level 1 of the fair value hierarchy because they are valued using quoted prices in active markets. The Company's certificates of deposit are classified within Level 2 of the fair value hierarchy because they have been valued using inputs other than quoted prices in active markets that are observable directly or indirectly.     
The following table represents the fair value of the Company’s financial instruments, including those measured at fair value on a recurring basis, as of December 31, 2021 and 2020 (in thousands):
December 31, 2021December 31, 2020
Level 1Level 2Level 3TotalLevel 1Level 2Level 3Total
Cash equivalents:
Money market funds$390,376 $— $— $390,376 $510,125 $— $— $510,125 
Other investments:
Certificates of deposit— 10,000 — 10,000 — 10,933 — 10,933 
Total cash equivalents and other investments$390,376 $10,000 $— $400,376 $510,125 $10,933 $— $521,058 
The certificates of deposit are reflected in prepaid expenses and other current assets on the consolidated balance sheets as of December 31, 2021 and 2020.
The Company's long- and indefinite-lived assets, such as property, equipment and software, goodwill and other intangible assets, are measured at fair value on a non-recurring basis if the assets are determined to be impaired. The Company recognized an impairment charge related to right-of-use ("ROU") assets and leasehold improvements associated with certain of its operating leases that it subleased during the year ended December 31, 2021. See Note 9, "Leases," for further details. The Company estimated the fair value of these assets as of the effective dates of the agreements using an income approach based on expected future cash flows from the subleased properties, which relied on certain assumptions made by management based on both internal and external data, such as the incremental borrowing rates used to discount these cash flows to its present values. As a result, these assets are classified within Level 3 of the fair value hierarchy.
v3.22.0.1
MARKETABLE SECURITIES
12 Months Ended
Dec. 31, 2021
Investments, Debt and Equity Securities [Abstract]  
MARKETABLE SECURITIES MARKETABLE SECURITIES
In March 2020, the Company changed its investment strategy in response to uncertainties resulting from the COVID-19 pandemic to allow for more flexibility in preserving liquidity, which led to the transfer of $300.2 million of amortized cost of its investment portfolio from a held-to-maturity classification to available-for-sale. As a result of this transfer, in March 2020, the Company reversed the allowance for credit loss that had been previously recorded upon adoption of Accounting Standards Update No. 2016-13, "Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments" (“ASU 2016-13”), and measured the securities at fair value as of the transfer date by recording an immaterial allowance for credit loss to other income, net and the remaining adjustment as an immaterial unrealized loss recorded to other comprehensive income.
Following this transfer, during the six months ended June 30, 2020, the Company liquidated its investment portfolio, which consisted of available-for-sale short- and long-term marketable securities, for proceeds of $253.4 million. The Company recorded an immaterial net realized gain to other income, net and reinvested the proceeds from the sales, along with $73.0 million from maturities and redemptions of marketable securities, into money market funds.
As of December 31, 2021 and 2020, the Company did not have any marketable securities and a majority of the Company’s investments were in highly liquid money market funds.
Prior to the adoption of ASU 2016-13 in 2020, the Company periodically reviewed its investment portfolio for other-than-temporary impairment. The Company considered such factors as the duration, severity and reason for the decline in value, and the potential recovery period. The Company also considered whether it was more likely than not that it would be required to sell the securities before the recovery of their amortized cost basis, and whether the amortized cost basis could not be recovered as a result of credit losses. During the year ended December 31, 2019, the Company did not recognize any other-than-temporary impairment loss.
v3.22.0.1
PREPAID EXPENSES AND OTHER CURRENT ASSETS
12 Months Ended
Dec. 31, 2021
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]  
PREPAID EXPENSES AND OTHER CURRENT ASSETS PREPAID EXPENSES AND OTHER CURRENT ASSETS
Prepaid expenses and other current assets as of December 31, 2021 and 2020 consisted of the following (in thousands):
December 31,
2021
December 31,
2020
Prepaid expenses$13,480 $10,438 
Certificates of deposit10,000 10,930 
Other current assets34,056 7,082 
Total prepaid expenses and other current assets$57,536 $28,450 
Prepaid expenses included $0.5 million of short-term capitalized implementation costs related to cloud computing arrangements that are service contracts. The long-term portion of capitalized cloud computing implementation costs are included in other non-current assets. The Company recorded an immaterial amount of amortization expense during the year ended December 31, 2021 related to capitalized implementation costs.
As of December 31, 2021, other current assets primarily consisted of non-trade receivables, deferred costs related to unsettled share repurchases, and short-term deposits. The net increase in other current assets during the year ended December 31, 2021 was driven by an increase in non-trade receivables comprising $26.0 million of insurance proceeds that the Company anticipates receiving based on its preliminary agreement to settle certain pending litigation. For more information, see Note 13, "Commitments and Contingencies."
v3.22.0.1
PROPERTY, EQUIPMENT AND SOFTWARE, NET
12 Months Ended
Dec. 31, 2021
Property, Plant and Equipment [Abstract]  
PROPERTY, EQUIPMENT AND SOFTWARE, NET PROPERTY, EQUIPMENT AND SOFTWARE, NET
The Company capitalized $31.0 million, $32.4 million and $33.9 million in website and internal-use software costs during the years ended December 31, 2021, 2020 and 2019, respectively, which are included in property, equipment and software, net on the consolidated balance sheets. Amortization expense related to capitalized website and internal-use software was $30.6 million, $27.1 million and $24.2 million for the years ended December 31, 2021, 2020 and 2019, respectively. The Company wrote off $0.6 million, $1.5 million, and $1.6 million of capitalized website and internal-use software costs in the years ended December 31, 2021, 2020 and 2019, respectively.
Property, equipment and software, net as of December 31, 2021 and 2020 consisted of the following (in thousands):
December 31,
2021
December 31,
2020
Capitalized website and internal-use software development costs$202,169 $171,831 
Leasehold improvements(1)
59,190 88,687 
Computer equipment48,264 46,581 
Furniture and fixtures12,573 18,339 
Telecommunication4,953 4,951 
Software1,703 1,717 
Total328,852 332,106 
Less accumulated depreciation and amortization(244,995)(230,388)
Property, equipment and software, net$83,857 $101,718 
(1) The cost basis was reduced to reflect an impairment of $2.7 million recorded during the year ended December 31, 2021 as a result of sublease agreements the Company entered into for portions of its office space.
Depreciation and amortization expense related to property, equipment and software for the years ended December 31, 2021, 2020 and 2019 was approximately $52.8 million, $48.0 million and $46.1 million, respectively. The Company recorded $5.2 million of accelerated depreciation for leasehold improvements during the year ended December 31, 2021 related to the termination of one of the Company’s office leases.
For more information on the impairment and lease termination, see Note 9, "Leases."
v3.22.0.1
GOODWILL AND INTANGIBLE ASSETS
12 Months Ended
Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]  
GOODWILL AND INTANGIBLE ASSETS GOODWILL AND INTANGIBLE ASSETS
The Company’s goodwill is the result of its acquisitions of other businesses and represents the excess of purchase consideration over the fair value of assets acquired and liabilities assumed. The Company performed its annual goodwill impairment analysis on August 31, 2021 and concluded that goodwill was not impaired, as the fair value of the reporting unit exceeded its carrying value.
The changes in the carrying amounts of goodwill during the years ended December 31, 2021 and 2020, were as follows (in thousands):
Year Ended December 31,
20212020
Balance, beginning of period$109,261 $104,589 
Effect of currency translation(4,133)4,672 
Balance, end of period$105,128 $109,261 
Intangible assets as of December 31, 2021 and 2020 consisted of the following (dollars in thousands):
December 31, 2021
Gross
Carrying
Amount
Accumulated
Amortization
Net
Carrying
Amount
Weighted
Average
Remaining
Life
Business relationships$9,918 $(4,786)$5,132 7.1 years
Developed technology7,709 (7,453)256 0.2 years
Licensing agreements6,129 (860)5,269 8.2 years
Domain and data licenses2,869 (2,853)16 1.5 years
Total $26,625 $(15,952)$10,673 
December 31, 2020
Gross
Carrying
Amount
Accumulated
Amortization
Net
Carrying
Amount
Weighted
Average
Remaining
Life
Business relationships$9,918 $(3,814)$6,104 7.8 years
Developed technology7,709 (6,238)1,471 1.2 years
Licensing agreements6,129 (215)5,914 9.2 years
Domain and data licenses2,869 (2,837)32 2.2 years
Total$26,625 $(13,104)$13,521 
Amortization expense for the years ended December 31, 2021, 2020 and 2019 was $2.8 million, $2.6 million and $3.3 million, respectively.
As of December 31, 2021, estimated future amortization expenses were as follows (in thousands):
2022$1,676 
20231,359 
20241,353 
20251,353 
20261,353 
Thereafter3,579 
   Total amortization $10,673 
v3.22.0.1
LEASES
12 Months Ended
Dec. 31, 2021
Leases [Abstract]  
LEASES LEASES
The components of lease cost, net for the years ended December 31, 2021, 2020 and 2019 were as follows (in thousands):
Year Ended December 31,
202120202019
Operating lease cost$49,989 $55,214 $54,451 
Short-term lease cost (12 months or less)532 1,288 1,287 
Sublease income(8,490)(7,826)(4,759)
   Total lease cost, net$42,031 $48,676 $50,979 
The Company's leases and subleases do not include any variable lease payments, residual value guarantees, related-party leases, or restrictions or covenants that would limit or prevent the Company from exercising its right to obtain substantially all of the economic benefits from use of the respective assets during the lease term.
Supplemental cash flow information related to leases for the years ended December 31, 2021, 2020 and 2019 was as follows (in thousands):
Year Ended December 31,
202120202019
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases$52,091 $58,515 $56,672 
As of December 31, 2021, maturities of lease liabilities were as follows (in thousands):
2022$48,559 
202345,608 
202442,874 
202522,331 
20267,394 
Thereafter23,206 
Total minimum lease payments189,972 
Less imputed interest(21,756)
Present value of lease liabilities$168,216 
As of December 31, 2021 and 2020, the weighted-average remaining lease term and weighted-average discount rate were as follows:
December 31, 2021December 31, 2020
Weighted-average remaining lease term (years) — operating leases4.85.1
Weighted-average discount rate — operating leases5.4 %6.0 %
During the year ended December 31, 2021, the Company entered into sublease agreements for portions of its office space in San Francisco and New York. The Company evaluated the associated ROU assets and leasehold improvements for impairment as a result of the subleases in accordance with Accounting Standards Codification Topic 360, "Property, Plant, and Equipment," because the change in circumstances indicated that the carrying amount of such assets may not be recoverable. The Company compared the future undiscounted cash flows under the sublease agreements to the carrying amounts of the respective ROU assets and leasehold improvements and determined that an impairment existed.
The Company compared the carrying values of the impacted assets to the fair values to determine the impairment amount related to the subleases. The Company recognized an impairment charge of $11.2 million during the year ended December 31, 2021, which is included in general and administrative expenses on its consolidated statement of operations, and reduced the carrying amount of the ROU assets and leasehold improvements by $8.5 million and $2.7 million, respectively. For more information on the fair values of the ROU assets and leasehold improvements used in the impairment analysis, see Note 4, "Fair Value Measurements."
In December 2021, the Company terminated the lease for its office space in Washington, D.C. As a result, the Company recognized a net gain of $3.7 million, which includes certain termination-related fees and is included in general and administrative expenses on its consolidated statement of operations. The Company accelerated the depreciation of related leasehold improvements assets and recorded $5.2 million of depreciation expense for these assets during the year ended December 31, 2021.
v3.22.0.1
OTHER NON-CURRENT ASSETS
12 Months Ended
Dec. 31, 2021
Other Assets, Noncurrent Disclosure [Abstract]  
OTHER NON-CURRENT ASSETS OTHER NON-CURRENT ASSETS
Other non-current assets as of December 31, 2021 and 2020 consisted of the following (in thousands):
December 31,
2021
December 31,
2020
Deferred tax assets$40,606 $31,163 
Deferred contract costs16,931 14,522 
Other non-current assets7,013 3,163 
Total other non-current assets$64,550 $48,848 
Deferred contract costs as of December 31, 2021 and 2020, and changes in deferred contract costs during the years ended December 31, 2021 and 2020, were as follows (in thousands):
Year Ended December 31,
20212020
Balance, beginning of period$14,522 $15,138 
Add: costs deferred on new contracts17,015 15,328 
Less: amortization recorded in sales and marketing expenses(14,606)(15,944)
Balance, end of period$16,931 $14,522 
v3.22.0.1
CONTRACT BALANCES
12 Months Ended
Dec. 31, 2021
Revenue from Contract with Customer [Abstract]  
CONTRACT BALANCES CONTRACT BALANCES
The changes in the allowance for doubtful accounts during the years ended December 31, 2021, 2020 and 2019, were as follows (in thousands):
Year Ended December 31,
202120202019
Balance, beginning of period$11,559 $7,686 $8,685 
Add: provision for doubtful accounts14,574 32,265 22,543 
Less: write-offs, net of recoveries(18,980)(28,392)(23,542)
Balance, end of period$7,153 $11,559 $7,686 
The net decrease in the allowance for doubtful accounts in the year ended December 31, 2021 was primarily a result of a reduction in expected customer delinquencies compared to December 31, 2020, as collection rates improved.
The net increase in the allowance for doubtful accounts in the year ended December 31, 2020 primarily related to an anticipated increase in customer delinquencies due to the COVID-19 pandemic. In calculating the allowance for doubtful accounts as of December 31, 2021 and 2020, the Company considered expectations of probable credit losses, including probable credit losses associated with the COVID-19 pandemic, based on observed trends in cancellations, observed changes in the credit risk of specific customers, the impact of anticipated closures and bankruptcies using forecasted economic indicators in addition to historical experience and loss patterns during periods of macroeconomic uncertainty.
Contract liabilities consist of deferred revenue, which is recorded on the consolidated balance sheets when the Company has received consideration, or has the right to receive consideration, in advance of transferring the performance obligations under the contract to the customer.
The changes in short-term deferred revenue during the years ended December 31, 2021 and 2020 were as follows (in thousands):
Year Ended December 31,
20212020
Balance, beginning of period$4,109 $4,315 
Less: recognition of deferred revenue from beginning balance(3,279)(3,869)
Add: net increase in current period contract liabilities3,326 3,663 
Balance, end of period$4,156 $4,109 
The majority of the Company’s deferred revenue as of December 31, 2021 is considered short-term and is expected to be recognized as revenue in the subsequent three-month period ending March 31, 2022. An immaterial amount of long-term deferred revenue is included in other long-term liabilities as of December 31, 2021. No other contract assets or liabilities are recorded on the Company's consolidated balance sheets as of December 31, 2021 and 2020.
v3.22.0.1
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES
12 Months Ended
Dec. 31, 2021
Payables and Accruals [Abstract]  
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES ACCOUNTS PAYABLE AND ACCRUED LIABILITIES
Accounts payable and accrued liabilities as of December 31, 2021 and 2020 consisted of the following (in thousands):
December 31,
2021
December 31,
2020
Accounts payable$16,127 $8,853 
Employee-related liabilities50,132 57,684 
Accrued sales and marketing expenses5,455 2,137 
Accrued cost of revenue9,537 8,269 
Accrued legal settlements26,037 385 
Other accrued liabilities12,332 10,432 
Total accounts payable and accrued liabilities$119,620 $87,760 
The net increase in accounts payable and accrued liabilities during the year ended December 31, 2021 was primarily driven by a $26.0 million increase in accrued legal settlements based on the Company’s preliminary agreement to settle certain pending litigation. For more information, see Note 13, "Commitments and Contingencies."
v3.22.0.1
COMMITMENTS AND CONTINGENCIES
12 Months Ended
Dec. 31, 2021
Commitments and Contingencies Disclosure [Abstract]  
COMMITMENTS AND CONTINGENCIES COMMITMENTS AND CONTINGENCIES
Legal Proceedings—In January 2018, a putative class action lawsuit alleging violations of the federal securities laws was filed in the U.S. District Court for the Northern District of California, naming as defendants the Company and certain of its officers (the “Securities Class Action”). The complaint, which the plaintiff amended on June 25, 2018, alleges violations of the Securities Exchange Act of 1934, as amended, by the Company and its officers for allegedly making materially false and misleading statements regarding its business and operations on February 9, 2017. The plaintiff seeks unspecified monetary damages and other relief. On November 27, 2018, the Court granted in part and denied in part the defendants’ motion to dismiss. On October 22, 2019, the Court approved a stipulation to certify a class in this action and, on September 9, 2021, it denied the defendants’ motion for summary judgment. The case was scheduled for trial to begin on February 7, 2022. However, on December 3, 2021, the defendants reached a preliminary agreement with the plaintiff to settle this matter for $22.25 million, which payment the Company expects to be funded by defendants’ insurers. The proposed settlement would resolve all claims asserted against all defendants in the Securities Class Action without any liability or wrongdoing attributed to them. The parties are currently negotiating the definitive terms of the settlement, which they will then present to the Court for approval.
On December 2, 2021, the Company reached a preliminary agreement to settle a pending stockholder derivative lawsuit (the “Derivative Action”) asserting claims against certain current and former officers, and naming the Company as a nominal defendant, which arose out of the same facts as the Securities Class Action and is pending before the same Court in the U.S. District Court for the Northern District of California. The proposed settlement would resolve all claims asserted against all defendants in the Derivative Action without any liability or wrongdoing attributed to them personally or to the Company. Under the terms of the proposed settlement, the Company’s board of directors would adopt and implement certain corporate governance modifications and the Company would receive $18.0 million of insurance proceeds, of which the Company has agreed to pay $3.75 million to the plaintiff’s attorneys as fees. The plaintiff submitted the proposed settlement to the Court for preliminary approval on January 28, 2022.
The Company assesses, in conjunction with its legal counsel, the need to record a liability for litigation and contingencies, which it will accrue when it believes a loss is probable and the amount can be reasonably estimated. While the proposed settlement terms for the Derivative Action are subject to Court approval and the terms of a proposed settlement of the Securities Class Action remain to be finalized (and would also be subject to Court approval), the Company believes the loss for both are probable and the payment amounts described above, which total $26.0 million, represent reasonable estimates of loss contingencies. The Company also believes that the anticipated insurance proceeds related to each action described above, which also total $26.0 million, are probable and represent reasonable estimates for loss recovery. Accordingly, the Company recorded a $26.0 million accrual for loss contingency within accounts payable and accrued liabilities as well as a $26.0 million receivable for loss recovery within prepaid expenses and other current assets on its consolidated balance sheet as of December 31, 2021. The net expense impact for the loss contingency and recovery are recorded within general and administrative expenses on its consolidated statement of operations.
The Company is subject to other legal proceedings arising in the ordinary course of business. Although the results of litigation and claims cannot be predicted with certainty, the Company currently does not believe that the final outcome of any of these other matters will have a material effect on the Company’s business, financial position, results of operations or cash flows.
Indemnification Agreements—In the ordinary course of business, the Company may provide indemnifications of varying scope and terms to customers, vendors, lessors, business partners and other parties with respect to certain matters, including, but not limited to, losses arising out of the breach of such agreements, services to be provided by the Company or from intellectual property infringement claims made by third parties.
In addition, the Company has entered into indemnification agreements with directors and certain officers and employees that require the Company to, among other things, indemnify them against certain liabilities that may arise by reason of their status or service as directors, officers or employees.
While the outcome of claims cannot be predicted with certainty, the Company does not believe that the outcome of any claims under the indemnification arrangements will have a material effect on the Company’s financial position, results of operations or cash flows.
Revolving Credit Facility—The Company is a party to a Credit Agreement with Wells Fargo Bank, National Association (the “Credit Agreement”), which provides for a three-year, $75.0 million senior unsecured revolving credit facility including a letter of credit sub-limit of $25.0 million. The commitments under the Credit Agreement expire on May 5, 2023. Interest on any borrowings under the revolving credit facility will accrue at either LIBOR plus 1.25% or at an alternative base rate plus 0.25%, at the Company's election. Interest is payable monthly in arrears for base rate loans and at the end of the applicable interest period (or, if the interest period extends over three months, at the end of each three-month interval during the interest period) for LIBOR loans. The Company is also required to pay an annual commitment fee that accrues at 0.25% per annum on the unused portion of the aggregate commitments under the revolving credit facility, payable quarterly in arrears. Debt issuance-related costs were $0.4 million and will be amortized to interest expense on a straight-line basis over the life of the Credit Agreement.
The Company is required to pay a fee that accrues at 0.70% per annum on the undrawn portion of any letter of credit, payable quarterly in arrears. As of December 31, 2021, the Company had $21.5 million of letters of credit under the sub-limit related to lease agreements for certain office locations, which are required to be maintained and issued to the landlords of each facility, and $53.5 million remained available under the revolving credit facility as of this date.
The Company was in compliance with all covenants associated with the credit facility and there were no loans outstanding under the Credit Agreement as of December 31, 2021. See "Liquidity and Capital Resources," included under Part II, Item 7 in this Annual Report for additional information on the covenants included in the Credit Agreement.
v3.22.0.1
STOCKHOLDERS' EQUITY
12 Months Ended
Dec. 31, 2021
Stockholders' Equity Note [Abstract]  
STOCKHOLDERS' EQUITY STOCKHOLDERS’ EQUITY
The following table presents the number of shares authorized and issued as of the dates indicated (in thousands):
December 31, 2021December 31, 2020
Shares
Authorized
Shares
Issued
Shares
Authorized
Shares
Issued
Stockholders’ equity:
Common stock, $0.000001 par value
200,000 72,171 200,000 75,371 
Undesignated preferred stock10,000 — 10,000 — 
Stock Repurchase Program
As of December 31, 2021, the Company’s board of directors had authorized it to repurchase up to an aggregate of $1.2 billion of its outstanding common stock, $231.7 million of which remained available as of December 31, 2021. The Company may purchase shares at management’s discretion in the open market, in privately negotiated transactions, in transactions structured through investment banking institutions, or a combination of the foregoing.
During the year ended December 31, 2021, the Company repurchased 6,995,170 shares on the open market for an aggregate purchase price of $262.9 million. The Company retired 7,094,000 shares during the year ended December 31, 2021 and had no treasury stock balance as of December 31, 2021.
During the year ended December 31, 2020, the Company repurchased 803,691 shares on the open market for an aggregate purchase price of $24.4 million, which reflects the Company’s suspension of share repurchases under its stock repurchase program between April 2020 and November 2020 pursuant to its restructuring plan announced on April 9, 2020 (the "Restructuring Plan"). See Note 19, "Restructuring," for further details on the Restructuring Plan. The Company retired 704,673 shares during the year ended December 31, 2020 and had a treasury stock balance of 99,018 shares as of December 31, 2020, which were excluded from its outstanding share count as of such date and subsequently retired in January 2021.
Common Stock Reserved for Future Issuance
As of December 31, 2021, the Company had reserved shares of common stock for future issuances in connection with the following (in thousands):
Number of Shares
Stock options outstanding3,979 
RSUs outstanding10,016 
Available for future equity award grants10,809 
Available for future ESPP offerings1,870 
Total reserved for future issuance26,674 
Equity Incentive Plans
The Company has outstanding awards under two equity incentive plans — the 2011 Equity Incentive Plan (the “2011 Plan”) and the 2012 Equity Incentive Plan, as amended (the “2012 Plan”) — and had outstanding awards under a third equity incentive plan — the Amended and Restated 2005 Equity Incentive Plan (the “2005 Plan”) — for a portion of the year ended December 31, 2021. In July 2011, the Company adopted the 2011 Plan, terminated the 2005 Plan and provided that no further stock awards were to be granted under the 2005 Plan. All outstanding stock awards under the 2005 Plan continue to be governed by their existing terms. Upon the effectiveness of the underwriting agreement in connection with the Company’s initial public offering, the Company terminated the 2011 Plan and all shares that were reserved under the 2011 Plan but not issued were assumed by the 2012 Plan. No further awards will be granted pursuant to the 2011 Plan. All outstanding stock awards under the 2011 Plan continue to be governed by their existing terms. Under the 2012 Plan, the Company has the ability to issue incentive stock options, non-statutory stock options, stock appreciation rights, RSUs, restricted stock awards, performance units and performance shares. Additionally, the 2012 Plan provides for the grant of performance cash awards to employees, directors and consultants.
Stock Options
Stock options granted under the 2012 Plan are granted at a price per share not less than the fair value of a share of the Company’s common stock on the grant date. Options generally vest over a four-year period, on one of two schedules: (a) 25% vesting at the end of one year and the remaining shares vesting monthly thereafter or (b) ratably on a monthly basis. Options granted are generally exercisable for contractual terms of up to 10 years. The Company issues new shares when stock options are exercised.
For the years ended December 31, 2021, 2020 and 2019, the weighted-average assumptions used for the Black-Scholes-Merton option valuation model were as follows:
Year Ended December 31,
202120202019
Dividend yield— — — 
Annual risk-free rate1.1 %0.5 %2.5 %
Expected volatility49.4 %45.9 %48.3 %
Expected term (years)6.05.76.0
A summary of stock option activity for the year ended December 31, 2021 is as follows:
Number of
Shares (in thousands)
Weighted-
Average
Exercise
Price
Weighted-
Average
Remaining
Contractual
Term (in
years)
Aggregate
Intrinsic
Value (in
thousands)
Outstanding at December 31, 20204,623 $29.89 4.7$30,451 
Granted80 39.17 
Exercised(663)13.04 
Canceled(61)48.92 
Outstanding at December 31, 20213,979 $32.59 4.4$24,580 
Options vested and exercisable at December 31, 20213,665 $32.33 4.1$24,103 
Aggregate intrinsic value represents the difference between the closing price of the Company’s common stock as quoted on the New York Stock Exchange on a given date and the exercise price of outstanding, in-the-money options. The total intrinsic value of options exercised was approximately $13.8 million, $33.8 million and $12.0 million for the years ended December 31, 2021, 2020 and 2019, respectively.
The weighted-average grant date fair value of options granted was $18.55, $10.01 and $17.64 per share for the years ended December 31, 2021, 2020 and 2019, respectively.
As of December 31, 2021, total unrecognized compensation costs related to unvested stock options was approximately $4.8 million, which the Company expects to recognize over a weighted-average time period of 1.8 years.
RSUs
RSUs generally vest over a four-year period, on one of two schedules: (a) 25% vesting at the end of one year and the remaining vesting quarterly or annually thereafter or (b) ratably on a quarterly basis.
RSUs also include performance-based restricted stock units (“PRSUs”), which are subject to both a time-based vesting schedule and either (a) a market condition or (b) the achievement of performance goals. The time-based vesting schedule is quarterly over four years (the “Time-Based Vesting Schedule”). For PRSUs subject to a market condition, the Company recognizes expense from the date of grant. For PRSUs subject to performance goals, the Company recognizes expense when it is probable that the performance condition will be achieved.
The shares underlying each PRSU award subject to a market condition will be eligible to vest only if the average closing price of the Company's common stock equals or exceeds $45.3125 over any 60-day trading period during the four years following the grant date of February 7, 2019. If this market condition is met, the shares underlying each PRSU award will vest according to the Time-Based Vesting Schedule. Any shares subject to the PRSUs that have met the Time-Based Vesting
Schedule at the time the market condition is achieved will fully vest as of such date; thereafter, any remaining nonvested shares subject to the PRSUs will continue vesting solely according to the Time-Based Vesting Schedule, subject to the applicable employee's continued service as of each such vesting date.
For PRSUs subject to performance goals, a percentage of the target number of shares, ranging from zero to 200%, will become eligible to vest based on the Company's level of achievement of certain financial targets, subject to the Time-Based Vesting Schedule. The shares subject to performance goals become eligible to vest once the achievement against the financial targets is known, which will be no later than March of the following year. On the quarterly vest date immediately following such determination (or a vest date otherwise specified in the agreement), the eligible shares, if any, will vest to the extent that the employee has met the Time-Based Vesting Schedule as of such date. Thereafter, the eligible shares will continue to vest in accordance with the Time-Based Vesting Schedule, subject to the applicable employee's continued service as of each such vesting date. The Company performed an analysis as of December 31, 2021 to assess the probability of achievement of the PRSU financial targets and, as a result, recorded compensation costs in the year ended December 31, 2021 for the PRSUs that it expected to vest.
As the PRSU activity during the year ended December 31, 2021 was not material, it is presented together with the RSU activity in the table below. A summary of RSU and PRSU activity for the year ended December 31, 2021 is as follows (in thousands, except per share amounts):
Number of
Shares
Weighted-
Average Grant
Date Fair Value
Nonvested at December 31, 20209,758 $29.22 
Granted6,998 36.40 
Vested(1)
(4,393)32.06 
Canceled(2,347)31.75 
Nonvested at December 31, 202110,016 $32.39 
(1) Includes 1,680,135 shares that vested but were not issued due to net share settlement for payment of employee taxes.
The aggregate fair value as of the vest date of RSUs and PRSUs that vested during the years ended December 31, 2021, 2020 and 2019 was $164.5 million, $95.0 million and $112.4 million, respectively. As of December 31, 2021, the Company had approximately $301.6 million of unrecognized stock-based compensation expense related to RSUs and PRSUs, which it expects to recognize over the remaining weighted-average vesting period of approximately 2.6 years.
Employee Stock Purchase Plan
The ESPP allows eligible employees to purchase shares of the Company’s common stock at a discount through payroll deductions of up to 15% of their eligible compensation, subject to any plan limitations, during designated offering periods. At the end of each offering period, employees are able to purchase shares at 85% of the fair market value of the Company’s common stock on the last day of the offering period, based on the closing sales price of the Company's common stock as quoted on the New York Stock Exchange on such date.
During the years ended December 31, 2021, 2020 and 2019, employees purchased 517,309, 662,063 and 534,120 shares, respectively, at a weighted-average purchase price per share of $31.58, $21.47 and $27.66, respectively. The Company recognized stock-based compensation expense related to the ESPP of $3.0 million, $2.5 million and $2.6 million in the years ended December 31, 2021, 2020 and 2019, respectively.
Stock-Based Compensation
The following table summarizes the effects of stock-based compensation expense related to stock-based awards in the consolidated statements of operations during the periods presented (in thousands):
Year Ended December 31,
202120202019
Cost of revenue$4,302 $3,784 $4,535 
Sales and marketing32,335 29,670 30,668 
Product development81,624 67,622 63,433 
General and administrative33,418 23,498 22,876 
Total stock-based compensation recorded to income before incomes taxes151,679 124,574 121,512 
Benefit from income taxes(35,778)(31,920)(31,565)
Total stock-based compensation recorded to net income$115,901 $92,654 $89,947 
During the years ended December 31, 2021, 2020 and 2019, the Company capitalized $10.7 million, $9.4 million and $9.8 million, respectively, of stock-based compensation expense as website and internal-use software costs and, to a lesser extent, implementation costs incurred related to cloud computing arrangements that are service contracts.
v3.22.0.1
OTHER INCOME, NET
12 Months Ended
Dec. 31, 2021
Other Income and Expenses [Abstract]  
OTHER INCOME, NET OTHER INCOME, NET
Other income, net for the years ended December 31, 2021, 2020 and 2019 consisted of the following (in thousands):
Year Ended December 31,
202120202019
Interest (expense) income, net$(116)$2,273 $13,328 
Transaction gain on foreign exchange, net231 20 27 
Other non-operating income, net2,089 1,377 901 
Other income, net$2,204 $3,670 $14,256 
v3.22.0.1
INCOME TAXES
12 Months Ended
Dec. 31, 2021
Income Tax Disclosure [Abstract]  
INCOME TAXES INCOME TAXES
The following table presents domestic and foreign components of income (loss) before income taxes for the periods presented (in thousands):
Year Ended December 31,
202120202019
United States$44,009 $(28,878)$55,292 
Foreign(10,291)(6,247)(5,525)
Total income (loss) before income taxes$33,718 $(35,125)$49,767 
The income tax (benefit) provision is composed of the following (in thousands):
Year Ended December 31,
202120202019
Current:
Federal$1,133 $(4,823)$8,598 
State1,859 (434)2,570 
Foreign245 737 517 
Total current tax$3,237 $(4,520)$11,685 
Deferred:
Federal$(9,338)$(10,456)$(2,916)
State(443)(731)59 
Foreign591 58 
Total deferred tax(9,190)(11,181)(2,799)
Total (benefit from) provision for income taxes$(5,953)$(15,701)$8,886 

The following table presents a reconciliation of the statutory federal rate and the Company’s effective tax rate for the periods presented:
Year Ended December 31,
202120202019
Income tax at federal statutory rate21.00 %21.00 %21.00 %
State tax, net of federal tax effect6.20 2.87 2.83 
Foreign income tax rate differential(1.84)1.04 (0.56)
Stock-based compensation(17.26)(6.42)3.46 
Provision to return true-ups2.46 (1.30)(0.31)
Income tax credits(39.39)39.52 (26.94)
Change in valuation allowance11.50 (15.64)10.40 
Change in uncertain tax positions(16.53)(0.36)0.56 
Employee fringe benefits0.42 (2.27)5.97 
Other non-deductible expenses11.49 (1.85)1.42 
Deferred adjustments1.30 1.37 0.37 
Net operating loss carryback and true-up3.00 5.64 — 
Other (0.01)1.10 (0.34)
Effective tax rate(17.66)%44.70 %17.86 %
On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) was signed into law. The CARES Act allows losses incurred in 2018, 2019 and 2020 to be carried back to each of the five preceding tax years and to offset 100% of regular taxable income. The Company recognized a benefit in the year ended December 31, 2020 as a result of the ability to carry back its 2020 losses to 2017 as permitted under the CARES Act.
Deferred Tax Balances
Deferred income taxes reflect the net tax effects of temporary differences between carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The following table presents the significant components of the Company’s deferred tax assets and liabilities for the periods presented (in thousands):
As of December 31,
20212020
Deferred tax assets:
Reserves and others$4,963 $5,246 
Stock-based compensation21,749 20,388 
Net operating loss carryforward3,064 5,509 
Tax credit carryforward47,340 40,513 
Operating lease liabilities40,616 49,229 
Gross deferred tax assets117,732 120,885 
Valuation allowance(32,815)(28,941)
Total deferred tax assets84,917 91,944 
Deferred tax liabilities: 
Depreciation and amortization(5,506)(15,551)
Deferred contract costs(4,372)(3,735)
Operating lease right-of-use assets(34,515)(41,495)
Total deferred tax liabilities(44,393)(60,781)
Net deferred tax assets$40,524 $31,163 
As of December 31, 2021, the Company had federal and state net operating loss carryforwards of approximately $5.4 million and $29.0 million, respectively, expiring beginning in 2036 and 2025, respectively. As of the balance sheet date, the Company's wholly owned subsidiary, Yelp GmbH (Germany), had net operating loss carryforwards of $1.1 million, which have an indefinite carryforward period. The Company had federal research credit carryforwards of approximately $40.0 million (gross) that begin to expire in 2031, if unused; California research credit carryforwards of approximately $65.8 million (gross) that do not expire; and Canada research credit carryforwards of approximately $2.9 million (gross) that begin to expire in 2041.
Utilization of net operating loss carryforwards and credits may be subject to a substantial annual limitation due to the ownership change limitations provided by the Internal Revenue Code of 1986, as amended, and similar state provisions. The annual limitation may result in the expiration of net operating losses and credits before utilization. The Company does not expect any previous ownership changes, as defined under Section 382 and 383 of the Internal Revenue Code, to result in a limitation that will materially reduce the total amount of net operating loss carryforwards and credits that can be utilized. Further, foreign loss carryforwards may be subject to limitations under the applicable laws of the taxing jurisdictions due to ownership change limitations.
As of December 31, 2021, the Company had accumulated undistributed earnings generated by its foreign subsidiaries of approximately $9.3 million. The Company continues to assert that all its foreign earnings are to be permanently reinvested and expects future U.S. cash generation to be sufficient to meet future U.S. cash needs. As such, the Company has not recognized a deferred tax liability related to unremitted foreign earnings.
Deferred Tax Valuation Allowance
As more fully described in “Income Taxes” in Note 2, "Summary of Significant Accounting Policies," the Company maintains valuation allowances against deferred tax balances where appropriate and considers all positive and negative evidence that the Company would have future taxable income sufficient to realize the benefit of its deferred tax assets. 
Valuation allowances of $32.8 million and $28.9 million primarily related to California state tax credits were recorded against the Company's net deferred tax asset balances as of December 31, 2021 and 2020, respectively. Since the Company mainly conducts research and development activities in California but earns a substantial portion of its U.S. income in other states, the Company could not assert, at the required more-likely-than-not level of certainty, that it will generate future taxable California income sufficient to realize the benefit of these deferred tax assets. Accordingly, the Company maintained a valuation allowance against specific state credits.
Unrecognized Tax Benefits
A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands):
Year Ended December 31,
202120202019
Balance at the beginning of the year$48,207 $40,718 $33,107 
Decrease based on tax positions related to the prior year(291)(453)(611)
Increase based on tax positions related to the current year10,750 7,942 9,995 
Decrease from tax authorities' settlements— — (1,773)
Lapse of statute of limitations(6,061)— — 
Balance at the end of the year$52,605 $48,207 $40,718 
As of December 31, 2021, the Company had $26.2 million of unrecognized tax benefits that, if recognized, would affect the effective tax rate. The Company’s policy is to record interest and penalties related to unrecognized tax benefits as income tax expense. During each of the years ended December 31, 2021, 2020 and 2019, the Company recorded an immaterial amount of interest and penalties.
In addition, the Company is subject to the continuous examination of its income tax returns by the IRS and other tax authorities. The Company’s federal and state income tax returns for fiscal years subsequent to 2003 remain open to examination. In the Company’s foreign jurisdictions – Canada, Ireland, United Kingdom and Germany – the tax years subsequent to 2016 remain open to examination. The Company regularly assesses the likelihood of adverse outcomes resulting from examinations to determine the adequacy of its provision for income taxes, and monitors the progress of ongoing discussions with tax authorities and the impact, if any, of the expected expiration of the statute of limitations in various taxing jurisdictions. The Company believes that an adequate provision has been made for any adjustments that may result from tax examinations. However, the outcome of tax audits cannot be predicted with certainty. If any issues addressed in the Company’s tax audits are resolved in a manner not consistent with management’s expectations, the Company could be required to adjust its provision for income taxes in the period such resolution occurs. Although the timing of the resolution or closure of audits is not certain, the Company believes that it is reasonably possible that its unrecognized tax benefits could be reduced by $0.9 million within the next 12 months.
v3.22.0.1
NET INCOME (LOSS) PER SHARE
12 Months Ended
Dec. 31, 2021
Earnings Per Share [Abstract]  
NET INCOME (LOSS) PER SHARE NET INCOME (LOSS) PER SHAREBasic net income (loss) per share is computed using the weighted-average number of outstanding shares of common stock during the period. Diluted net income (loss) per share is computed using the weighted-average number of outstanding shares of common stock and, when dilutive, potential shares of common stock outstanding during the period. Potential common shares consist of the incremental shares of common stock issuable upon the exercise of stock options, shares issuable upon the vesting of RSUs (including PRSUs), and, to a lesser extent, purchase rights related to the ESPP.
The following tables present the calculation of basic and diluted net income (loss) per share for the periods presented (in thousands, except per share data):
Year Ended December 31,
202120202019
Basic net income (loss) per share:
Net income (loss)$39,671 $(19,424)$40,881 
Shares used in computation:
Weighted-average common shares outstanding74,221 73,005 74,627 
Basic net income (loss) per share attributable to common stockholders:$0.53 $(0.27)$0.55 
Year Ended December 31,
202120202019
Diluted net income (loss) per share:
Net income (loss)$39,671 $(19,424)$40,881 
Shares used in computation:
Weighted-average common shares outstanding74,221 73,005 74,627 
Stock options786 — 2,367 
RSUs3,607 — 973 
ESPP— 
Number of shares used in diluted calculation78,616 73,005 77,969 
Diluted net income (loss) per share attributable to common stockholders:$0.50 $(0.27)$0.52 
The following stock-based instruments were excluded from the calculation of diluted net income (loss) per share because their effect would have been anti-dilutive for the periods presented (in thousands):
Year Ended December 31,
202120202019
Stock options1,541 4,623 2,580 
RSUs59 9,758 2,020 
ESPP— 62 — 
v3.22.0.1
INFORMATION ABOUT REVENUE AND GEOGRAPHIC AREAS
12 Months Ended
Dec. 31, 2021
Segment Reporting [Abstract]  
INFORMATION ABOUT REVENUE AND GEOGRAPHIC AREAS INFORMATION ABOUT REVENUE AND GEOGRAPHIC AREAS
The Company considers operating segments to be components of the Company for which separate financial information is available and evaluated regularly by the Company’s chief operating decision maker in deciding how to allocate resources and in assessing performance. The chief operating decision maker for the Company is the chief executive officer. The chief executive officer reviews financial information presented on a consolidated basis, accompanied by information about revenue by product line and geographic region for purposes of allocating resources and evaluating financial performance.
The Company has determined that it has a single operating and reporting segment. When the Company communicates results externally, it disaggregates net revenue into major product lines and primary geographical markets, which is based on the billing address of the customer. The disaggregation of net revenue by major product lines is based on the type of service provided and also aligns with the timing of revenue recognition for each. To reflect the Company's strategic focus on creating differentiated experiences for its Services categories and Restaurants, Retail and Other categories, the Company further disaggregates advertising revenue to reflect these two high-level category groupings. The Services categories consist of the following businesses: home, local, auto, professional, pets, events, real estate and financial services. The Restaurants, Retail and Other categories consist of the following businesses: restaurants, shopping, beauty & fitness, health and other.
Net Revenue
The following table presents the Company’s net revenue by major product line (and by category for advertising revenue) for the periods presented (in thousands):
Year Ended December 31,
202120202019
Net revenue by product:
Advertising revenue by category(1):
Services$607,770 $515,019 $512,729 
Restaurants, Retail & Other377,455 321,096 464,196 
Advertising985,225 836,115 976,925 
Transactions13,196 15,017 12,436 
Other33,418 21,801 24,833 
Total net revenue$1,031,839 $872,933 $1,014,194 
(1) In 2021, the Company updated its method of disaggregating advertising revenue by category. Prior-period amounts have not been updated as it is impracticable to do so, given certain historical information was not available.
During the years ended December 31, 2021, 2020 and 2019, no individual customer accounted for 10% or more of consolidated net revenue.
As a result of the COVID-19 pandemic, the Company considered whether there was any impact to the manner in which it recognizes revenue, in particular with respect to the collectability criteria for recognizing revenue from contracts with customers. The Company did not change the manner in which it recognizes revenue as a result of that assessment.
The Company offered a number of relief incentives to advertising and other revenue customers most impacted by the COVID-19 pandemic totaling $3.5 million and $22.6 million during the years ended December 31, 2021 and 2020, respectively. These incentives were primarily in the form of waived advertising and subscription fees. The Company accounted for these incentives as price concessions and reduced net revenue recognized in the years ended December 31, 2021 and 2020 accordingly. During the year ended December 31, 2020, the Company also paused certain advertising campaigns that were scheduled to run from April to May 2020 and offered certain free advertising products during those months with a total value of $14.5 million. All paused advertising campaigns that were not cancelled by customers resumed by the end of May 2020.
The following table presents the Company’s net revenue by major geographic region for the periods presented (in thousands):
Year Ended December 31,
202120202019
United States$1,023,143 $863,300 $1,000,245 
All other countries8,696 9,633 13,949 
Total net revenue$1,031,839 $872,933 $1,014,194 
Long-Lived Assets
The following table presents the Company’s long-lived assets by major geographic region for the periods presented (in thousands):
As of December 31,
20212020
United States$79,027 $97,548 
All other countries4,830 4,170 
Total long-lived assets$83,857 $101,718 
v3.22.0.1
RESTRUCTURING
12 Months Ended
Dec. 31, 2021
Restructuring and Related Activities [Abstract]  
RESTRUCTURING RESTRUCTURINGIn April 2020, the Company announced the Restructuring Plan to help manage the near-term financial impacts of the COVID-19 pandemic. In addition to reductions and deferrals in spending, the Restructuring Plan’s cost-cutting measures included workforce reductions affecting approximately 1,000 employees and furloughs affecting approximately 1,100 additional employees, as well as salary reductions and reduced-hour work weeks. In July 2020, the Company announced an additional workforce reduction (separate from the Restructuring Plan) affecting approximately 60 employees. By the end of August 2020, the Company restored reduced salaries and returned many of its furloughed employees. The Company incurred an immaterial amount of restructuring costs during the year ended December 31, 2021 and does not expect to incur any material additional restructuring costs related to the Restructuring Plan and subsequent workforce reduction in July 2020. The Company incurred $3.9 million in restructuring costs during the year ended December 31, 2020 in connection with terminations under the Restructuring Plan and additional workforce reduction, which represent expenditures for severance, payroll taxes and related benefits costs. These costs were recorded as restructuring expenses on the Company's consolidated statements of operations. Additional costs related to supporting furloughed employees incurred during the year ended December 31, 2020 were excluded from restructuring expenses and recorded in operating expenses.
v3.22.0.1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)
12 Months Ended
Dec. 31, 2021
Accounting Policies [Abstract]  
Basis of Presentation Basis of Presentation—The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). All intercompany balances and transactions have been eliminated upon consolidation.
Use of Estimates Use of Estimates—The preparation of the Company’s consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of income and expenses during the reporting period. These estimates are based on information available as of the date of the consolidated financial statements; therefore, actual results could differ from management’s estimates due to the uncertainty of the extent of the impacts of the COVID-19 pandemic, as well as other factors.
Foreign Currency Translation Foreign Currency Translation—The consolidated financial statements of the Company’s foreign subsidiaries are measured using the local currency as the functional currency. Assets and liabilities of foreign subsidiaries are translated at exchange rates in effect as of the balance sheet date. Revenues and expenses are translated at average exchange rates in effect during the year. Translation adjustments are recorded within accumulated other comprehensive loss, a separate component of stockholders’ equity.
Cash and Cash Equivalents Cash and Cash Equivalents—The Company considers all highly liquid investments, such as treasury bills, commercial paper, certificates of deposit and money market instruments with maturities of three months or less at the time of acquisition to be cash equivalents. Cash and cash equivalents primarily consist of amounts held in interest-bearing money market funds that were readily convertible to cash. The fair value of cash and cash equivalents approximates their carrying value.
Marketable Securities
Marketable Securities—The Company considers highly liquid treasury notes, U.S. agency securities, corporate debt securities, money market funds and other funds with maturities of more than three months to be marketable securities. Securities with less than one year to maturity are included in short-term marketable securities, and all other securities are classified as long-term marketable securities. The Company has a policy that generally requires its securities to be investment grade (i.e. rated ‘A+’ or higher by bond rating firms) with the objective of minimizing the potential risk of principal loss. The Company determines the classification of its marketable securities based on its investment strategy.
Marketable securities are classified as held-to-maturity when the Company has both the positive intent and ability to hold the securities to maturity, as well as an established history of holding investments to maturity. Held-to-maturity securities are stated at amortized cost and are periodically assessed for impairment. Amortized costs of debt securities are adjusted for amortization of premiums and accretion of discounts to maturity, and these adjustments are included in interest income.
Marketable securities are classified as available-for-sale when the Company has established a practice of selling investments prior to maturity, or if the Company does not have the intent to hold securities to maturity to allow flexibility in response to liquidity needs. In the event that the Company classifies its investments as available-for-sale, it will only return to classifying investments as held-to-maturity once it has reestablished a practice and intent of holding investments to maturity.
Available-for-sale securities are stated at fair value as of each balance sheet date and are periodically assessed for impairment. For the Company's available-for-sale securities, an investment is impaired if the fair value of the investment is less than its amortized cost basis. In assessing whether a credit loss exists, the Company compares the present value of cash flows expected to be collected from the security with the amortized cost basis of the security. If the present value of expected cash flows is less than the amortized cost basis of the security, an allowance for credit loss is recorded as a component of other income (expense), net. Any remaining unrealized losses are recorded to other comprehensive income (loss). The Company determines any realized gains or losses on the sale of marketable securities on a specific identification method and records such gains and losses as a component of other income (expense), net. Amortization of premiums and accretion of discounts are included in interest income.
If the Company has the intent to sell an available-for-sale security in an unrealized loss position or it is more likely than not that it will be required to sell the security prior to recovery of its amortized cost basis, any previously recorded allowance is reversed and the entire difference between the amortized cost basis of the security and its fair value is recognized in the consolidated statements of operations.
Concentrations of Credit Risk Concentrations of Credit Risk—Financial instruments that potentially subject the Company to concentration of credit risk consist primarily of cash and cash equivalents and accounts receivable. The Company places its cash and cash equivalents with major financial institutions, which management assesses to be of high credit quality, in order to limit the exposure of each investment.Credit risk with respect to accounts receivable is dispersed due to the Company’s large number of customers. In addition, the Company’s credit risk is mitigated by the relatively short collection period. Collateral is not required for accounts receivable.
Accounts Receivable, Net and Payment Terms Accounts Receivable, Net, and Payment Terms—The timing of revenue recognition may differ from the timing of invoicing to customers. The Company records an accounts receivable balance when revenue is recognized prior to or at the time of invoicing the customer. Payment terms and conditions vary by contract type and the service being provided. For advertising services, the Company typically invoices customers on a monthly basis, one month in arrears, with payment due either at the end of each billing period or up to 30 days after the end of the billing period. For transaction services, the Company collects its commission fee on each transaction either at the time of the transaction or up to 30 days after the end of the billing period. For subscription services, the Company typically invoices customers one month in advance, with payment due at the beginning of each billing period.
Allowance for Doubtful Accounts Allowance for Doubtful Accounts—The Company maintains an allowance for doubtful accounts receivable. The allowance reflects the Company's best estimate of probable losses associated with the accounts receivable balance. It is based upon historical experience and loss patterns, the number of days that billings are past due, an evaluation of the potential risk of loss associated with delinquent accounts based on the credit risk of those accounts, known delinquent accounts, as well as current conditions and reasonable and supportable economic forecasts. When new information becomes available that allows the Company to more accurately estimate the allowance, it makes an adjustment, which is considered a change in accounting estimate. The carrying value of accounts receivable approximates their fair value.
Deferred Contract Costs and Cost of Revenue Deferred Contract Costs—The Company has determined that certain sales incentive compensation costs are incremental costs to obtain the related contract. These costs are capitalized in the period in which they are incurred and amortized on a straight-line basis over the expected customer life of the associated contract. The Company uses a straight-line basis as it expects the benefit of these costs to be realized uniformly over the amortization period. The amortization periods for contract costs, which extend up to 32 months, were determined based on both qualitative and quantitative factors, including product life cycle attributes and customer retention historical data. For contract costs with amortization periods of less than 12 months, the Company applies a practical expedient to expense such costs as incurred. The Company assesses deferred contract costs for impairment on a quarterly basis. Amortized contract costs are recorded within sales and marketing expense in the consolidated statements of operations. Deferred contract costs are included within other non-current assets on the Company's consolidated balance sheets (see Note 10, "Other Non-Current Assets").Cost of Revenue—The Company’s cost of revenue primarily consists of credit card processing fees, website infrastructure expense, which includes website hosting costs, and salaries, benefits and stock-based compensation expense for the infrastructure teams responsible for operating the Company’s website and mobile app, and excludes depreciation and amortization expense. Cost of revenue also includes third-party advertising fulfillment costs.
Deferred Revenue and Revenue Recognition Deferred Revenue—The Company records deferred revenue when it has received consideration, or has the right to receive consideration, in advance of the transfer of the performance obligations of the contract to the customer.
Revenue Recognition—The Company generates revenue from the sale of advertising products, transactions with consumers and other revenue sources, which correspond to the Company's major product lines. The Company recognizes revenue by applying the following steps: the contract with the customer is identified; the performance obligations in the contract are identified; the transaction price is determined; the transaction price is allocated to the performance obligations in the contract; and revenue is recognized when (or as) the Company satisfies these performance obligations in an amount that reflects the consideration it expects to be entitled to in exchange for those services. The Company applies the portfolio practical expedient to account for the vast majority of contracts with customers in each category of revenue. The Company does not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which the amount of revenue it recognizes is equal to the amount which the Company has a right to invoice.
Contracts with customers can include multiple performance obligations, where the transaction price is allocated to each performance obligation based on its relative standalone selling price ("SSP"). The Company determines SSP based on the prices of the promised goods or services charged when sold separately to customers, which are determined using contractually stated prices. The Company allocates revenue to each of the performance obligations included in a contract with multiple performance obligations at the inception of the contract. The various products and services comprising contracts with multiple performance obligations are typically capable of being distinguished and accounted for as separate performance obligations.
For all contracts with customers, estimates and assumptions include determining variable consideration and identifying the nature and timing of satisfaction of performance obligations. The Company may accept lower consideration than the amount promised per the contract for certain revenue transactions and certain customers may receive cash based incentives, credits or refunds, which are accounted for as variable consideration when estimating the amount of revenue to recognize. The Company estimates these amounts based on the expected amount to be provided to customers and constrains the revenue. The Company believes that there will not be significant changes to its estimates of variable consideration. For contracts satisfied over time, the Company applies the invoice practical expedient to depict the value transferred to the customer and measure of progress towards completion of its obligations. The Company considers the right to receive consideration from a customer to correspond directly with the value to the customer of its performance completed to date. The Company does not consider the effects of the time value of money as substantially all of the Company’s contracts are invoiced on a monthly basis, one month in arrears.
Revenue is recognized net of any taxes collected from customers, which are remitted to governmental authorities. The Company does not typically refund customers for services once it determines the performance obligations of the contract have been satisfied, but will assess any refund requests from customers and partners on a case by case basis. The Company records
an allowance for potential future refunds, which is estimated based on historical trends and recorded as a reduction of net revenue.
Advertising. The Company generates advertising revenue primarily through the display of advertising products on its website and mobile app. These arrangements are evidenced by either written or electronic acceptance of a contract that stipulates the types of advertising to be delivered, the timing and pricing. Performance-based advertising placements are priced on a cost-per-click basis, while impression-based advertising placements are priced on a cost per thousand impressions basis. The Company recognizes revenue from the delivery of performance-based ads and impression-based ads in the period of delivery, in each case net of customer discounts. The Company also offers businesses premium features in connection with their business pages pursuant to fixed monthly fees, and recognizes revenue from such offerings over the service period.
The Company also generates advertising revenue through indirect sales of advertising products, such as through reseller contracts that allow partners to sell Yelp Branded Profiles to their clients and the monetization of remnant advertising inventory through third-party ad networks, and recognizes revenue in the period of delivery.
Transactions. The Company generates transactions revenue primarily from revenue-sharing partner contracts. The Company's transactions platform provides consumers with the ability to complete food delivery and other transactions through third parties, primarily Grubhub, directly on Yelp. The Company earns a per-transaction commission fee pursuant to partnership contracts for acting as an agent for these transactions, which it recognizes on a net basis and includes in revenue upon completion of a transaction.
Other Revenue. The Company generates other revenue through subscription services contracts, such as sales of monthly subscriptions to Yelp Reservations and Yelp Guest Manager (previously referred to as Yelp Waitlist), licensing contracts for access to Yelp data, and other non-advertising, non-transaction partnerships. Subscription revenues are recognized ratably over the contract terms beginning on the commencement date of each contract, which is the date the service is made available to customers.
Property, Equipment and Software Property, Equipment and Software—Property, equipment and software are stated at cost less accumulated depreciation and amortization. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, which are approximately three to five years. Leasehold improvements are amortized over the shorter of the lease term or ten years. Following the disposition of an asset, the associated net cost is no longer recognized as an asset, and any gain or loss on the disposition is reflected in operating expenses.
Website and Internal-Use Software Development Costs
Website and Internal-Use Software Development Costs—Costs related to website and internal-use software are primarily related to the Company’s website and mobile app, including support systems. The Company capitalizes its costs to develop software when: preliminary development efforts are successfully completed; management has authorized and committed project funding; and it is probable that the project will be completed and the software will be used as intended. Costs incurred for enhancements that are expected to result in additional material functionality are capitalized and amortized over the estimated useful life of the upgrades. Such costs are amortized on a straight-line basis over the estimated useful life of the related asset, which is generally three years.
The Company capitalizes certain implementation costs incurred related to cloud computing arrangements that are service contracts. Such costs are amortized on a straight-line basis over the term of the associated hosting arrangement plus any reasonably certain renewal period. Any capitalized amounts related to such arrangements are recorded within prepaid expense and other current assets and within non-current assets on the consolidated balance sheets.
Leases
Leases—The Company leases its office facilities under operating lease agreements that expire from 2022 to 2031, some of which include options to renew at the Company's sole discretion. If exercised, such options would extend the lease terms by up to ten years. Additionally, certain lease agreements contain options to terminate the leases, which require 6 to 12 months prior written notice to the landlord. The Company does not have any finance lease agreements.
The Company recognizes on its consolidated balance sheets operating lease liabilities representing the present value of future lease payments, and an associated operating lease right-of-use asset for any operating lease with a term greater than one year. The Company recognizes the amortization of the right-of-use asset each month within lease expense. The Company elected to use the practical expedient for short-term leases, and therefore does not record operating lease right-of-use assets or lease liabilities associated with leases with durations of 12 months or less.
When recording the present value of lease liabilities, a discount rate is required. The Company has concluded that the rates implicit in the various operating lease agreements are not readily determinable. As a result, the Company instead uses its incremental borrowing rate, which is calculated based on hypothetical borrowings to fund each respective lease over the lease term, as of the lease commencement date, assuming that borrowings are secured by the various leased properties. The incremental borrowing rates are determined based on an assessment of the Company’s implied credit rating, using ratings scales from reputable rating agencies that consider a number of qualitative and quantitative factors. Market rates are derived as of the lease commencement dates with reference to companies with the same debt rating that operate in a similar industry to the Company.
The Company does not recognize its renewal options as part of its right-of-use assets and lease liabilities until it is reasonably certain that it will exercise such renewal options.
The Company does not combine lease and non-lease components; its lease agreements provide specific allocations of the Company's obligations between lease and non-lease components. As a result, the Company is not required to exercise any judgment in determining such allocations.
The Company has subleased certain office facilities under operating lease agreements that expire in 2025. The sublease agreements do not contain any options to renew. The Company recognizes a majority of the sublease rental income as a reduction in rent expense on a straight-line basis over the lease period, with any sublease income in excess of the original lease cost recorded to other income, net.
Goodwill Goodwill—Goodwill represents the excess of the purchase price in a business combination over the fair value of net tangible and intangible assets acquired. The carrying amount of goodwill is reviewed at least annually, or more frequently if events or changes in circumstances indicate that the carrying value of goodwill may not be recoverable. The Company has the option to first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If the Company determines that it is more likely than not that its fair value is less than the carrying amount, or opts not to perform a qualitative assessment, then the Company will compare the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value.
Intangible Assets Intangible Assets—Intangible assets include acquired intangible assets identified through business combinations, which are carried at fair value less accumulated amortization, and purchased intangible assets, which are carried at cost less accumulated amortization. Amortization is recorded over the estimated useful lives of the assets, generally two years to 12 years. The Company reviews amortizable intangible assets to be held and used for impairment whenever events or changes in circumstances indicate that the carrying value of the assets may not be recoverable. Determination of recoverability is based on the lowest level of identifiable estimated undiscounted cash flows resulting from the use of the asset and its eventual disposition. Measurement of any impairment loss is based on the excess of the carrying value of the asset over its fair value.
Impairment of Long-Lived Assets and Long-Lived Assets to be Disposed of Impairment of Long-Lived Assets and Long-Lived Assets to Be Disposed of—The Company evaluates its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured as the amount by which the carrying amount of the assets exceeds the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell.
Stock Repurchases Stock Repurchases—The Company accounts for repurchases of its common stock by recording the cost to repurchase those shares to treasury stock, a separate component of stockholders' equity. Upon retirement, the carrying amount of treasury stock is reduced with a corresponding reduction to par value of common stock, with any excess of the cost incurred to repurchase shares over their par value recorded as an adjustment to retained earnings (accumulated deficit) on the date of retirement.
Research and Development Research and Development—The Company incurs research and development expenses for costs it incurs in research aimed at developing, and in translating the results of such research into, new products and services or significant improvements to existing products or services, whether intended for sale or for internal use. Such costs are considered research and development expense up to the point in time at which the product or service achieves technological feasibility. These expenses primarily consist of employee-related costs (including stock-based compensation) for the Company's engineers and other employees engaged in the research and development of its products and services, as well as allocated indirect overhead costs.
Stock-Based Compensation
Stock-Based Compensation—The Company accounts for stock-based employee compensation plans under the fair value recognition and measurement provisions, which require all stock-based payments to employees, including grants of stock options, restricted stock awards, restricted stock units ("RSUs"), performance-based restricted stock units ("PRSUs") and issuances under its 2012 Employee Stock Purchase Plan, as amended ("ESPP"), to be measured based on the grant-date fair value of the awards. The Company accounts for forfeitures as they occur.
The fair value of options granted to employees is estimated on the grant date using the Black-Scholes-Merton option valuation model. This valuation model for stock-based compensation expense requires the Company to make assumptions and judgments about the variables used in the calculation, including the expected term (weighted-average period of time that the options granted are expected to be outstanding), the expected volatility in the fair market value of the Company’s common stock, a risk-free interest rate and expected dividends. No compensation cost is recorded for options that do not vest. The Company uses the simplified calculation of expected life as the contractual term for options of 10 years is longer than the Company has been publicly traded. Expected volatility is based on an average of the historical volatilities of the common stock of several entities with characteristics similar to those of the Company. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant for periods corresponding with the expected life of the option. The Company uses the straight-line method for expense attribution.
The fair value of RSUs is measured using the closing price of the Company's common stock on the New York Stock Exchange on the grant date. The Company uses the straight-line method for expense attribution. No compensation cost is recorded for RSUs that do not vest. In May 2020, the Company changed its method of settling the employee tax liabilities
associated with the vesting of RSUs from withholding a portion of the vested shares and covering such taxes with cash from its balance sheet ("Net Share Withholding"), to selling a portion of the vested shares to cover taxes. In November 2020, the Company reverted its method of settling these employee tax liabilities to Net Share Withholding.
The Company has two types of PRSUs outstanding — awards for which the vesting is subject to both a time-based vesting schedule and either (a) a market condition or (b) the achievement of performance goals.
For the awards subject to a market condition, the Company uses a Monte Carlo model to determine the fair value of the PRSUs. The Company uses the accelerated method for expense attribution. Compensation costs are recorded if the service condition is met regardless of whether the market performance condition is satisfied. No compensation cost is recorded if the service condition is not met.
For the awards subject to performance goals, compensation costs are recorded when the Company concludes that it is probable that the performance conditions will be achieved. The Company performs an analysis in each reporting period to determine the probability that the performance goals will be met, and recognizes a cumulative catch-up adjustment to compensation cost for changes in its probability assessment in subsequent reporting periods, if required, until the performance period has expired. The fair value of the PRSUs is measured using the closing price of the Company's common stock on the New York Stock Exchange on the grant date. The Company uses the accelerated method for expense attribution. No compensation cost is recorded if the service condition is not met.
Advertising Expenses Advertising Expenses—Advertising costs are expensed in the period in which the advertising takes place. Costs of producing advertising are expensed in the period in which production takes place.
Comprehensive Income (Loss) Comprehensive Income (Loss)—Comprehensive income (loss) consists of net income (loss) and other comprehensive income (loss), which consists of foreign currency adjustments.
Income Taxes
Income Taxes—The Company records income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the Company’s financial statements or tax returns. In estimating future tax consequences, the Company generally considers all expected future events other than enactments or changes in the tax law or rates. In assessing the realization of deferred tax assets, the Company considers whether it is more likely than not that all or some portion of deferred tax assets will not be realized. The ultimate realization of the deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Valuation allowances are provided to reduce deferred tax assets to the amount that is more likely than not to be realized. In determining the need for a valuation allowance, the weight given to positive and negative evidence is commensurate with the extent to which the evidence may be objectively verified. The Company evaluates the ability to realize net deferred tax assets and the related valuation allowance on a quarterly basis.
The Company operates in various tax jurisdictions and is subject to audit by various tax authorities. The Company provides for tax contingencies whenever it is deemed probable that a tax asset has been impaired or a tax liability has been incurred for events such as tax claims or changes in tax laws. Tax contingencies are based upon their technical merits, relative tax law and the specific facts and circumstances as of each reporting period. Changes in facts and circumstances could result in material changes to the amounts recorded for such tax contingencies.
The Company recognizes a tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are then measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement.
Employee Benefit Plan Employee Benefit Plan—The Company sponsors a qualified 401(k) defined contribution plan covering eligible employees. Participants may contribute a portion of their annual compensation up to a maximum annual amount set by the Internal Revenue Service (“IRS”).
Insurance Insurance—The Company is self-insured for certain employee benefits including medical, dental and vision; however, the Company obtains third-party excess insurance coverage to limit its exposure to certain claims. Liabilities associated with these benefits include estimates of both claims filed and losses incurred but not yet reported. The Company utilizes valuations provided by reputable, independent third-party actuaries. The Company's self-insured liabilities are included in the consolidated balance sheets within accounts payable and accrued liabilities.
Recently Adopted Accounting Pronouncements and Recent Accounting Pronouncements Not Yet Effective
Recently Adopted Accounting Pronouncements
Income Taxes—In December 2019, the Financial Accounting Standards Board issued Accounting Standards Update No. 2019-12, "Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes" ("ASU 2019-12"), which simplifies the accounting for income taxes by removing certain exceptions to the general principles for recording income taxes, while also simplifying certain recognition and allocation approaches to accounting for income taxes. The Company adopted ASU 2019-12 on January 1, 2021, and the adoption did not have a material impact on its consolidated financial statements.
v3.22.0.1
CASH, CASH EQUIVALENTS AND RESTRICTED CASH (Tables)
12 Months Ended
Dec. 31, 2021
Cash and Cash Equivalents [Abstract]  
Schedule of Cash and Cash Equivalents
Cash, cash equivalents and restricted cash as of December 31, 2021 and 2020 consisted of the following (in thousands):
December 31,
2021
December 31,
2020
Cash
$89,407 $85,750 
Cash equivalents
390,376 510,125 
Total cash and cash equivalents
$479,783 $595,875 
Restricted cash
858 665 
Total cash, cash equivalents and restricted cash
$480,641 $596,540 
Restrictions on Cash and Cash Equivalents
Cash, cash equivalents and restricted cash as of December 31, 2021 and 2020 consisted of the following (in thousands):
December 31,
2021
December 31,
2020
Cash
$89,407 $85,750 
Cash equivalents
390,376 510,125 
Total cash and cash equivalents
$479,783 $595,875 
Restricted cash
858 665 
Total cash, cash equivalents and restricted cash
$480,641 $596,540 
v3.22.0.1
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables)
12 Months Ended
Dec. 31, 2021
Fair Value Disclosures [Abstract]  
Schedule of Assets and Liabilities Measured at Fair Value
The following table represents the fair value of the Company’s financial instruments, including those measured at fair value on a recurring basis, as of December 31, 2021 and 2020 (in thousands):
December 31, 2021December 31, 2020
Level 1Level 2Level 3TotalLevel 1Level 2Level 3Total
Cash equivalents:
Money market funds$390,376 $— $— $390,376 $510,125 $— $— $510,125 
Other investments:
Certificates of deposit— 10,000 — 10,000 — 10,933 — 10,933 
Total cash equivalents and other investments$390,376 $10,000 $— $400,376 $510,125 $10,933 $— $521,058 
v3.22.0.1
PREPAID EXPENSES AND OTHER CURRENT ASSETS (Tables)
12 Months Ended
Dec. 31, 2021
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]  
Schedule of Prepaid Expenses and Other Current Assets
Prepaid expenses and other current assets as of December 31, 2021 and 2020 consisted of the following (in thousands):
December 31,
2021
December 31,
2020
Prepaid expenses$13,480 $10,438 
Certificates of deposit10,000 10,930 
Other current assets34,056 7,082 
Total prepaid expenses and other current assets$57,536 $28,450 
v3.22.0.1
PROPERTY, EQUIPMENT, AND SOFTWARE, NET (Tables)
12 Months Ended
Dec. 31, 2021
Property, Plant and Equipment [Abstract]  
Schedule of Property, Equipment and Software
Property, equipment and software, net as of December 31, 2021 and 2020 consisted of the following (in thousands):
December 31,
2021
December 31,
2020
Capitalized website and internal-use software development costs$202,169 $171,831 
Leasehold improvements(1)
59,190 88,687 
Computer equipment48,264 46,581 
Furniture and fixtures12,573 18,339 
Telecommunication4,953 4,951 
Software1,703 1,717 
Total328,852 332,106 
Less accumulated depreciation and amortization(244,995)(230,388)
Property, equipment and software, net$83,857 $101,718 
(1) The cost basis was reduced to reflect an impairment of $2.7 million recorded during the year ended December 31, 2021 as a result of sublease agreements the Company entered into for portions of its office space.
v3.22.0.1
GOODWILL AND INTANGIBLE ASSETS (Tables)
12 Months Ended
Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Goodwill
The changes in the carrying amounts of goodwill during the years ended December 31, 2021 and 2020, were as follows (in thousands):
Year Ended December 31,
20212020
Balance, beginning of period$109,261 $104,589 
Effect of currency translation(4,133)4,672 
Balance, end of period$105,128 $109,261 
Schedule of Intangible Assets
Intangible assets as of December 31, 2021 and 2020 consisted of the following (dollars in thousands):
December 31, 2021
Gross
Carrying
Amount
Accumulated
Amortization
Net
Carrying
Amount
Weighted
Average
Remaining
Life
Business relationships$9,918 $(4,786)$5,132 7.1 years
Developed technology7,709 (7,453)256 0.2 years
Licensing agreements6,129 (860)5,269 8.2 years
Domain and data licenses2,869 (2,853)16 1.5 years
Total $26,625 $(15,952)$10,673 
December 31, 2020
Gross
Carrying
Amount
Accumulated
Amortization
Net
Carrying
Amount
Weighted
Average
Remaining
Life
Business relationships$9,918 $(3,814)$6,104 7.8 years
Developed technology7,709 (6,238)1,471 1.2 years
Licensing agreements6,129 (215)5,914 9.2 years
Domain and data licenses2,869 (2,837)32 2.2 years
Total$26,625 $(13,104)$13,521 
Schedule of Future Amortization Expense
As of December 31, 2021, estimated future amortization expenses were as follows (in thousands):
2022$1,676 
20231,359 
20241,353 
20251,353 
20261,353 
Thereafter3,579 
   Total amortization $10,673 
v3.22.0.1
LEASES (Tables)
12 Months Ended
Dec. 31, 2021
Leases [Abstract]  
Lease Cost and Supplemental Cash Flow Information
The components of lease cost, net for the years ended December 31, 2021, 2020 and 2019 were as follows (in thousands):
Year Ended December 31,
202120202019
Operating lease cost$49,989 $55,214 $54,451 
Short-term lease cost (12 months or less)532 1,288 1,287 
Sublease income(8,490)(7,826)(4,759)
   Total lease cost, net$42,031 $48,676 $50,979 
The Company's leases and subleases do not include any variable lease payments, residual value guarantees, related-party leases, or restrictions or covenants that would limit or prevent the Company from exercising its right to obtain substantially all of the economic benefits from use of the respective assets during the lease term.
Supplemental cash flow information related to leases for the years ended December 31, 2021, 2020 and 2019 was as follows (in thousands):
Year Ended December 31,
202120202019
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases$52,091 $58,515 $56,672 
Lessee, Operating Lease, Liability, Maturity
As of December 31, 2021, maturities of lease liabilities were as follows (in thousands):
2022$48,559 
202345,608 
202442,874 
202522,331 
20267,394 
Thereafter23,206 
Total minimum lease payments189,972 
Less imputed interest(21,756)
Present value of lease liabilities$168,216 
Assets And Liabilities, Lessee Information
As of December 31, 2021 and 2020, the weighted-average remaining lease term and weighted-average discount rate were as follows:
December 31, 2021December 31, 2020
Weighted-average remaining lease term (years) — operating leases4.85.1
Weighted-average discount rate — operating leases5.4 %6.0 %
v3.22.0.1
OTHER NON-CURRENT ASSETS (Tables)
12 Months Ended
Dec. 31, 2021
Other Assets, Noncurrent Disclosure [Abstract]  
Schedule of Other Non-current Assets
Other non-current assets as of December 31, 2021 and 2020 consisted of the following (in thousands):
December 31,
2021
December 31,
2020
Deferred tax assets$40,606 $31,163 
Deferred contract costs16,931 14,522 
Other non-current assets7,013 3,163 
Total other non-current assets$64,550 $48,848 
Capitalized Contract Cost
Deferred contract costs as of December 31, 2021 and 2020, and changes in deferred contract costs during the years ended December 31, 2021 and 2020, were as follows (in thousands):
Year Ended December 31,
20212020
Balance, beginning of period$14,522 $15,138 
Add: costs deferred on new contracts17,015 15,328 
Less: amortization recorded in sales and marketing expenses(14,606)(15,944)
Balance, end of period$16,931 $14,522 
v3.22.0.1
CONTRACT BALANCES (Tables)
12 Months Ended
Dec. 31, 2021
Revenue from Contract with Customer [Abstract]  
Schedule of Allowance for Doubtful Accounts Receivable
The changes in the allowance for doubtful accounts during the years ended December 31, 2021, 2020 and 2019, were as follows (in thousands):
Year Ended December 31,
202120202019
Balance, beginning of period$11,559 $7,686 $8,685 
Add: provision for doubtful accounts14,574 32,265 22,543 
Less: write-offs, net of recoveries(18,980)(28,392)(23,542)
Balance, end of period$7,153 $11,559 $7,686 
Contract with Customer, Liability
The changes in short-term deferred revenue during the years ended December 31, 2021 and 2020 were as follows (in thousands):
Year Ended December 31,
20212020
Balance, beginning of period$4,109 $4,315 
Less: recognition of deferred revenue from beginning balance(3,279)(3,869)
Add: net increase in current period contract liabilities3,326 3,663 
Balance, end of period$4,156 $4,109 
v3.22.0.1
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Tables)
12 Months Ended
Dec. 31, 2021
Payables and Accruals [Abstract]  
Schedule of Accounts Payable and Accrued Liabilities
Accounts payable and accrued liabilities as of December 31, 2021 and 2020 consisted of the following (in thousands):
December 31,
2021
December 31,
2020
Accounts payable$16,127 $8,853 
Employee-related liabilities50,132 57,684 
Accrued sales and marketing expenses5,455 2,137 
Accrued cost of revenue9,537 8,269 
Accrued legal settlements26,037 385 
Other accrued liabilities12,332 10,432 
Total accounts payable and accrued liabilities$119,620 $87,760 
v3.22.0.1
STOCKHOLDERS' EQUITY (Tables)
12 Months Ended
Dec. 31, 2021
Stockholders' Equity Note [Abstract]  
Schedule of Stock by Class
The following table presents the number of shares authorized and issued as of the dates indicated (in thousands):
December 31, 2021December 31, 2020
Shares
Authorized
Shares
Issued
Shares
Authorized
Shares
Issued
Stockholders’ equity:
Common stock, $0.000001 par value
200,000 72,171 200,000 75,371 
Undesignated preferred stock10,000 — 10,000 — 
Schedule of Common Stock Reserved for Future Issuance
As of December 31, 2021, the Company had reserved shares of common stock for future issuances in connection with the following (in thousands):
Number of Shares
Stock options outstanding3,979 
RSUs outstanding10,016 
Available for future equity award grants10,809 
Available for future ESPP offerings1,870 
Total reserved for future issuance26,674 
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions
For the years ended December 31, 2021, 2020 and 2019, the weighted-average assumptions used for the Black-Scholes-Merton option valuation model were as follows:
Year Ended December 31,
202120202019
Dividend yield— — — 
Annual risk-free rate1.1 %0.5 %2.5 %
Expected volatility49.4 %45.9 %48.3 %
Expected term (years)6.05.76.0
Schedule of Stock Option Activity
A summary of stock option activity for the year ended December 31, 2021 is as follows:
Number of
Shares (in thousands)
Weighted-
Average
Exercise
Price
Weighted-
Average
Remaining
Contractual
Term (in
years)
Aggregate
Intrinsic
Value (in
thousands)
Outstanding at December 31, 20204,623 $29.89 4.7$30,451 
Granted80 39.17 
Exercised(663)13.04 
Canceled(61)48.92 
Outstanding at December 31, 20213,979 $32.59 4.4$24,580 
Options vested and exercisable at December 31, 20213,665 $32.33 4.1$24,103 
Summary of RSU Activity A summary of RSU and PRSU activity for the year ended December 31, 2021 is as follows (in thousands, except per share amounts):
Number of
Shares
Weighted-
Average Grant
Date Fair Value
Nonvested at December 31, 20209,758 $29.22 
Granted6,998 36.40 
Vested(1)
(4,393)32.06 
Canceled(2,347)31.75 
Nonvested at December 31, 202110,016 $32.39 
(1) Includes 1,680,135 shares that vested but were not issued due to net share settlement for payment of employee taxes.
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs
The following table summarizes the effects of stock-based compensation expense related to stock-based awards in the consolidated statements of operations during the periods presented (in thousands):
Year Ended December 31,
202120202019
Cost of revenue$4,302 $3,784 $4,535 
Sales and marketing32,335 29,670 30,668 
Product development81,624 67,622 63,433 
General and administrative33,418 23,498 22,876 
Total stock-based compensation recorded to income before incomes taxes151,679 124,574 121,512 
Benefit from income taxes(35,778)(31,920)(31,565)
Total stock-based compensation recorded to net income$115,901 $92,654 $89,947 
v3.22.0.1
OTHER INCOME, NET (Tables)
12 Months Ended
Dec. 31, 2021
Other Income and Expenses [Abstract]  
Schedule of Other Income, Net
Other income, net for the years ended December 31, 2021, 2020 and 2019 consisted of the following (in thousands):
Year Ended December 31,
202120202019
Interest (expense) income, net$(116)$2,273 $13,328 
Transaction gain on foreign exchange, net231 20 27 
Other non-operating income, net2,089 1,377 901 
Other income, net$2,204 $3,670 $14,256 
v3.22.0.1
INCOME TAXES (Tables)
12 Months Ended
Dec. 31, 2021
Income Tax Disclosure [Abstract]  
Schedule of Income (Loss) before Income Taxes
The following table presents domestic and foreign components of income (loss) before income taxes for the periods presented (in thousands):
Year Ended December 31,
202120202019
United States$44,009 $(28,878)$55,292 
Foreign(10,291)(6,247)(5,525)
Total income (loss) before income taxes$33,718 $(35,125)$49,767 
Income Tax (Benefit) Provision
The income tax (benefit) provision is composed of the following (in thousands):
Year Ended December 31,
202120202019
Current:
Federal$1,133 $(4,823)$8,598 
State1,859 (434)2,570 
Foreign245 737 517 
Total current tax$3,237 $(4,520)$11,685 
Deferred:
Federal$(9,338)$(10,456)$(2,916)
State(443)(731)59 
Foreign591 58 
Total deferred tax(9,190)(11,181)(2,799)
Total (benefit from) provision for income taxes$(5,953)$(15,701)$8,886 
Reconciliation of Effective Income Tax Rate
The following table presents a reconciliation of the statutory federal rate and the Company’s effective tax rate for the periods presented:
Year Ended December 31,
202120202019
Income tax at federal statutory rate21.00 %21.00 %21.00 %
State tax, net of federal tax effect6.20 2.87 2.83 
Foreign income tax rate differential(1.84)1.04 (0.56)
Stock-based compensation(17.26)(6.42)3.46 
Provision to return true-ups2.46 (1.30)(0.31)
Income tax credits(39.39)39.52 (26.94)
Change in valuation allowance11.50 (15.64)10.40 
Change in uncertain tax positions(16.53)(0.36)0.56 
Employee fringe benefits0.42 (2.27)5.97 
Other non-deductible expenses11.49 (1.85)1.42 
Deferred adjustments1.30 1.37 0.37 
Net operating loss carryback and true-up3.00 5.64 — 
Other (0.01)1.10 (0.34)
Effective tax rate(17.66)%44.70 %17.86 %
Schedule of Deferred Tax Assets and Liabilities The following table presents the significant components of the Company’s deferred tax assets and liabilities for the periods presented (in thousands):
As of December 31,
20212020
Deferred tax assets:
Reserves and others$4,963 $5,246 
Stock-based compensation21,749 20,388 
Net operating loss carryforward3,064 5,509 
Tax credit carryforward47,340 40,513 
Operating lease liabilities40,616 49,229 
Gross deferred tax assets117,732 120,885 
Valuation allowance(32,815)(28,941)
Total deferred tax assets84,917 91,944 
Deferred tax liabilities: 
Depreciation and amortization(5,506)(15,551)
Deferred contract costs(4,372)(3,735)
Operating lease right-of-use assets(34,515)(41,495)
Total deferred tax liabilities(44,393)(60,781)
Net deferred tax assets$40,524 $31,163 
Schedule of Unrecognized Tax Benefits
A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands):
Year Ended December 31,
202120202019
Balance at the beginning of the year$48,207 $40,718 $33,107 
Decrease based on tax positions related to the prior year(291)(453)(611)
Increase based on tax positions related to the current year10,750 7,942 9,995 
Decrease from tax authorities' settlements— — (1,773)
Lapse of statute of limitations(6,061)— — 
Balance at the end of the year$52,605 $48,207 $40,718 
v3.22.0.1
NET INCOME (LOSS) PER SHARE (Tables)
12 Months Ended
Dec. 31, 2021
Earnings Per Share [Abstract]  
Schedule of Earnings Per Share
The following tables present the calculation of basic and diluted net income (loss) per share for the periods presented (in thousands, except per share data):
Year Ended December 31,
202120202019
Basic net income (loss) per share:
Net income (loss)$39,671 $(19,424)$40,881 
Shares used in computation:
Weighted-average common shares outstanding74,221 73,005 74,627 
Basic net income (loss) per share attributable to common stockholders:$0.53 $(0.27)$0.55 
Year Ended December 31,
202120202019
Diluted net income (loss) per share:
Net income (loss)$39,671 $(19,424)$40,881 
Shares used in computation:
Weighted-average common shares outstanding74,221 73,005 74,627 
Stock options786 — 2,367 
RSUs3,607 — 973 
ESPP— 
Number of shares used in diluted calculation78,616 73,005 77,969 
Diluted net income (loss) per share attributable to common stockholders:$0.50 $(0.27)$0.52 
Schedule of Anti-dilutive Securities
The following stock-based instruments were excluded from the calculation of diluted net income (loss) per share because their effect would have been anti-dilutive for the periods presented (in thousands):
Year Ended December 31,
202120202019
Stock options1,541 4,623 2,580 
RSUs59 9,758 2,020 
ESPP— 62 — 
v3.22.0.1
INFORMATION ABOUT REVENUE AND GEOGRAPHIC AREAS (Tables)
12 Months Ended
Dec. 31, 2021
Segment Reporting [Abstract]  
Schedule of Revenue by Product Line
The following table presents the Company’s net revenue by major product line (and by category for advertising revenue) for the periods presented (in thousands):
Year Ended December 31,
202120202019
Net revenue by product:
Advertising revenue by category(1):
Services$607,770 $515,019 $512,729 
Restaurants, Retail & Other377,455 321,096 464,196 
Advertising985,225 836,115 976,925 
Transactions13,196 15,017 12,436 
Other33,418 21,801 24,833 
Total net revenue$1,031,839 $872,933 $1,014,194 
(1) In 2021, the Company updated its method of disaggregating advertising revenue by category. Prior-period amounts have not been updated as it is impracticable to do so, given certain historical information was not available.
Schedule of Net Revenue by Geographic Region
The following table presents the Company’s net revenue by major geographic region for the periods presented (in thousands):
Year Ended December 31,
202120202019
United States$1,023,143 $863,300 $1,000,245 
All other countries8,696 9,633 13,949 
Total net revenue$1,031,839 $872,933 $1,014,194 
Schedule of Long-Lived Assets by Geographic Region
The following table presents the Company’s long-lived assets by major geographic region for the periods presented (in thousands):
As of December 31,
20212020
United States$79,027 $97,548 
All other countries4,830 4,170 
Total long-lived assets$83,857 $101,718 
v3.22.0.1
ORGANIZATION AND DESCRIPTION OF BUSINESS (Details)
Dec. 31, 2021
numberOfEntity
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Number of wholly-owned entities 5
v3.22.0.1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Accounts Receivable, Net and Payment Terms) (Details)
12 Months Ended
Dec. 31, 2021
Accounting Policies [Line Items]  
Contracts invoiced in arrears, duration 1 month
Advertising  
Accounting Policies [Line Items]  
Contracts invoiced in arrears, duration 1 month
Payment collection after billing period, duration 30 days
Transactions  
Accounting Policies [Line Items]  
Payment collection after billing period, duration 30 days
v3.22.0.1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Deferred Contract Costs) (Details)
Dec. 31, 2021
Accounting Policies [Line Items]  
Capitalized contract cost, amortization period 12 months
Maximum  
Accounting Policies [Line Items]  
Capitalized contract cost, amortization period 32 months
v3.22.0.1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Property, Equipment and Software) (Details)
12 Months Ended
Dec. 31, 2021
Leasehold improvements  
Property, Plant and Equipment [Line Items]  
Property, plant and equipment, useful life 10 years
Capitalized website and internal-use software development costs  
Property, Plant and Equipment [Line Items]  
Property, plant and equipment, useful life 3 years
Minimum  
Property, Plant and Equipment [Line Items]  
Property, plant and equipment, useful life 3 years
Maximum  
Property, Plant and Equipment [Line Items]  
Property, plant and equipment, useful life 5 years
v3.22.0.1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Leases) (Details)
12 Months Ended
Dec. 31, 2021
Lessee, Lease, Description [Line Items]  
Renewal term 10 years
Minimum  
Lessee, Lease, Description [Line Items]  
Cancellation notice provision 6 months
Maximum  
Lessee, Lease, Description [Line Items]  
Cancellation notice provision 12 months
v3.22.0.1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Goodwill and Intangible Assets) (Details)
12 Months Ended
Dec. 31, 2021
USD ($)
Finite-Lived Intangible Assets [Line Items]  
Goodwill impairment loss $ 0
Impairment of intangible assets $ 0
Minimum  
Finite-Lived Intangible Assets [Line Items]  
Intangible assets, useful life 2 years
Maximum  
Finite-Lived Intangible Assets [Line Items]  
Intangible assets, useful life 12 years
v3.22.0.1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Revenue Recognition) (Details)
12 Months Ended
Dec. 31, 2021
Accounting Policies [Abstract]  
Contracts invoiced in arrears, duration 1 month
v3.22.0.1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Research and Development) (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Accounting Policies [Abstract]      
Product development $ 265.2 $ 230.1 $ 225.5
v3.22.0.1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Stock-Based Compensation) (Details)
Dec. 31, 2021
award_type
Accounting Policies [Abstract]  
Types of performing restricted stock units 2
v3.22.0.1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Advertising Expense) (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Accounting Policies [Abstract]      
Advertising expense $ 56.3 $ 22.2 $ 20.7
v3.22.0.1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Employee Benefit Plans) (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Accounting Policies [Abstract]      
Employer contributions $ 8.0 $ 6.1 $ 9.3
v3.22.0.1
CASH, CASH EQUIVALENTS AND RESTRICTED CASH (Details) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Cash and Cash Equivalents [Abstract]        
Cash $ 89,407 $ 85,750    
Cash equivalents 390,376 510,125    
Total cash and cash equivalents 479,783 595,875    
Restricted cash 858 665    
Total cash, cash equivalents and restricted cash $ 480,641 $ 596,540 $ 192,318 $ 354,835
v3.22.0.1
CASH, CASH EQUIVALENTS AND RESTRICTED CASH (Narrative) (Details)
$ in Millions
Dec. 31, 2021
USD ($)
Cash and Cash Equivalents [Abstract]  
Money market funds $ 100.0
v3.22.0.1
FAIR VALUE OF FINANCIAL INSTRUMENTS (Summary) (Details) - Recurring - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Total cash equivalents and other investments $ 400,376 $ 521,058
Certificates of deposit    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Other Investments 10,000 10,933
Money market funds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash Equivalents 390,376 510,125
Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Total cash equivalents and other investments 390,376 510,125
Level 1 | Certificates of deposit    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Other Investments 0 0
Level 1 | Money market funds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash Equivalents 390,376 510,125
Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Total cash equivalents and other investments 10,000 10,933
Level 2 | Certificates of deposit    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Other Investments 10,000 10,933
Level 2 | Money market funds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash Equivalents 0 0
Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Total cash equivalents and other investments 0 0
Level 3 | Certificates of deposit    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Other Investments 0 0
Level 3 | Money market funds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash Equivalents $ 0 $ 0
v3.22.0.1
MARKETABLE SECURITIES (Narrative) (Details) - USD ($)
$ in Millions
6 Months Ended
Jun. 30, 2020
Mar. 31, 2020
Investments, Debt and Equity Securities [Abstract]    
Debt securities, available-for-sale, amortized cost   $ 300.2
Proceeds from sale of debt securities, available-for-sale $ 253.4  
Proceeds from maturities reinvested $ 73.0  
v3.22.0.1
PREPAID EXPENSES AND OTHER CURRENT ASSETS (Details) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]    
Prepaid expenses $ 13,480 $ 10,438
Certificates of deposit 10,000 10,930
Other current assets 34,056 7,082
Total prepaid expenses and other current assets $ 57,536 $ 28,450
v3.22.0.1
PREPAID EXPENSES AND OTHER CURRENT ASSETS (Narrative) (Details)
$ in Millions
Dec. 31, 2021
USD ($)
Prepaid Expenses and Other Current Assets [Line Items]  
Anticipated receivable from insurance company related to pending litigation $ 26.0
Cloud Computing Implementation Cost  
Prepaid Expenses and Other Current Assets [Line Items]  
Capitalized implementation costs incurred related to cloud computing arrangements that are service contracts $ 0.5
v3.22.0.1
PROPERTY, EQUIPMENT AND SOFTWARE, NET (Narrative) (Details)
$ in Thousands
12 Months Ended
Dec. 31, 2021
USD ($)
lease
Dec. 31, 2020
USD ($)
Dec. 31, 2019
USD ($)
Property, Plant and Equipment [Abstract]      
Capitalized website and internal-use software costs $ 31,000 $ 32,400 $ 33,900
Amortization expense related to website and internal-use software 30,600 27,100 24,200
Impairment of assets 600 1,500 1,600
Lessee, Lease, Description [Line Items]      
Depreciation and amortization $ 55,683 50,609 49,356
Number of leases terminated | lease 1    
Leasehold improvements      
Lessee, Lease, Description [Line Items]      
Depreciation expense $ 5,200    
Property, Equipment and Software      
Lessee, Lease, Description [Line Items]      
Depreciation and amortization $ 52,800 $ 48,000 $ 46,100
v3.22.0.1
PROPERTY, EQUIPMENT AND SOFTWARE, NET (Summary) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Property, Plant and Equipment [Line Items]    
Property, equipment and software $ 328,852 $ 332,106
Less accumulated depreciation and amortization (244,995) (230,388)
Property, equipment and software, net 83,857 101,718
Impairment of leasehold 2,700  
Capitalized website and internal-use software development costs    
Property, Plant and Equipment [Line Items]    
Property, equipment and software 202,169 171,831
Leasehold improvements    
Property, Plant and Equipment [Line Items]    
Property, equipment and software 59,190 88,687
Computer equipment    
Property, Plant and Equipment [Line Items]    
Property, equipment and software 48,264 46,581
Furniture and fixtures    
Property, Plant and Equipment [Line Items]    
Property, equipment and software 12,573 18,339
Telecommunication    
Property, Plant and Equipment [Line Items]    
Property, equipment and software 4,953 4,951
Software    
Property, Plant and Equipment [Line Items]    
Property, equipment and software $ 1,703 $ 1,717
v3.22.0.1
GOODWILL AND INTANGIBLE ASSETS (Schedule of Goodwill) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Goodwill [Roll Forward]    
Balance, beginning of period $ 109,261 $ 104,589
Effect of currency translation (4,133) 4,672
Balance, end of period $ 105,128 $ 109,261
v3.22.0.1
GOODWILL AND INTANGIBLE ASSETS (Schedule of Intangible Assets) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount $ 26,625 $ 26,625
Accumulated Amortization (15,952) (13,104)
Total amortization 10,673 13,521
Business relationships    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 9,918 9,918
Accumulated Amortization (4,786) (3,814)
Total amortization $ 5,132 $ 6,104
Weighted Average Remaining Life (in years) 7 years 1 month 6 days 7 years 9 months 18 days
Developed technology    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount $ 7,709 $ 7,709
Accumulated Amortization (7,453) (6,238)
Total amortization $ 256 $ 1,471
Weighted Average Remaining Life (in years) 2 months 12 days 1 year 2 months 12 days
Licensing agreements    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount $ 6,129 $ 6,129
Accumulated Amortization (860) (215)
Total amortization $ 5,269 $ 5,914
Weighted Average Remaining Life (in years) 8 years 2 months 12 days 9 years 2 months 12 days
Domain and data licenses    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount $ 2,869 $ 2,869
Accumulated Amortization (2,853) (2,837)
Total amortization $ 16 $ 32
Weighted Average Remaining Life (in years) 1 year 6 months 2 years 2 months 12 days
v3.22.0.1
GOODWILL AND INTANGIBLE ASSETS (Schedule of Intangible Assets) (Narrative) (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]      
Amortization expense $ 2.8 $ 2.6 $ 3.3
v3.22.0.1
GOODWILL AND INTANGIBLE ASSETS (Schedule of Future Amortization Expense) (Details) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract]    
2022 $ 1,676  
2023 1,359  
2024 1,353  
2025 1,353  
2026 1,353  
Thereafter 3,579  
Total amortization $ 10,673 $ 13,521
v3.22.0.1
LEASES (Lease Cost) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Leases [Abstract]      
Operating lease cost $ 49,989 $ 55,214 $ 54,451
Short-term lease cost (12 months or less) 532 1,288 1,287
Sublease income (8,490) (7,826) (4,759)
Total lease cost, net $ 42,031 $ 48,676 $ 50,979
v3.22.0.1
LEASES (Narrative) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Leases [Abstract]      
Asset impairment charges $ 11,164 $ 0 $ 0
Reduction to right of use assets 8,500    
Leasehold improvements 2,700    
Gain on termination of lease 3,700    
Leasehold improvements      
Lessee, Lease, Description [Line Items]      
Depreciation expense $ 5,200    
v3.22.0.1
LEASES (Supplemental Cash Flow Information) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Cash paid for amounts included in the measurement of lease liabilities:      
Operating cash flows from operating leases $ 52,091 $ 58,515 $ 56,672
v3.22.0.1
LEASES (Operating Lease Maturities) (Details)
$ in Thousands
Dec. 31, 2021
USD ($)
Leases [Abstract]  
2022 $ 48,559
2023 45,608
2024 42,874
2025 22,331
2026 7,394
Thereafter 23,206
Total minimum lease payments 189,972
Less imputed interest (21,756)
Present value of lease liabilities $ 168,216
v3.22.0.1
LEASES (Additional Information) (Details)
Dec. 31, 2021
Dec. 31, 2020
Leases [Abstract]    
Weighted-average remaining lease term (years) — operating leases 4 years 9 months 18 days 5 years 1 month 6 days
Weighted-average discount rate — operating leases 5.40% 6.00%
v3.22.0.1
OTHER NON-CURRENT ASSETS (Details) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Other Assets, Noncurrent Disclosure [Abstract]      
Deferred tax assets $ 40,606 $ 31,163  
Deferred contract costs 16,931 14,522 $ 15,138
Other non-current assets 7,013 3,163  
Total other non-current assets $ 64,550 $ 48,848  
v3.22.0.1
OTHER NON-CURRENT ASSETS (Changes in Deferred Contract Costs) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Changes In Capitalized Contract Costs [Roll Forward]    
Balance, beginning of period $ 14,522 $ 15,138
Add: costs deferred on new contracts 17,015 15,328
Less: amortization recorded in sales and marketing expenses (14,606) (15,944)
Balance, end of period $ 16,931 $ 14,522
v3.22.0.1
CONTRACT BALANCES (Schedule of Changes in Allowance for Doubtful Accounts) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Allowance for doubtful accounts:      
Balance, beginning of period $ 11,559 $ 7,686 $ 8,685
Add: provision for doubtful accounts 14,574 32,265 22,543
Less: write-offs, net of recoveries (18,980) (28,392) (23,542)
Balance, end of period $ 7,153 $ 11,559 $ 7,686
v3.22.0.1
CONTRACT BALANCES (Changes in Deferred Revenue) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Change in Contract with Customer, Liability [Roll Forward]    
Balance, beginning of period $ 4,109 $ 4,315
Less: recognition of deferred revenue from beginning balance (3,279) (3,869)
Add: net increase in current period contract liabilities 3,326 3,663
Balance, end of period $ 4,156 $ 4,109
v3.22.0.1
CONTRACT BALANCES (Narrative) (Details) - USD ($)
Dec. 31, 2021
Dec. 31, 2020
Revenue from Contract with Customer [Abstract]    
Contract asset $ 0 $ 0
Contract liability $ 0 $ 0
v3.22.0.1
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Details) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Payables and Accruals [Abstract]    
Accounts payable $ 16,127 $ 8,853
Employee-related liabilities 50,132 57,684
Accrued sales and marketing expenses 5,455 2,137
Accrued cost of revenue 9,537 8,269
Accrued legal settlements 26,037 385
Other accrued liabilities 12,332 10,432
Total accounts payable and accrued liabilities $ 119,620 $ 87,760
v3.22.0.1
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Narrative) (Details) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Payables and Accruals [Abstract]    
Accrued legal settlements $ 26,037 $ 385
v3.22.0.1
COMMITMENTS AND CONTINGENCIES (Legal Proceedings) (Details) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 03, 2021
Dec. 02, 2021
Dec. 31, 2020
Loss Contingencies [Line Items]        
Anticipated receivable from insurance company related to pending litigation $ 26,000      
Estimate of loss contingencies 26,000      
Accrued legal settlements 26,037     $ 385
Securities Class Action        
Loss Contingencies [Line Items]        
Potential litigation settlement   $ 22,250    
Derivative Action        
Loss Contingencies [Line Items]        
Potential litigation settlement     $ 3,750  
Anticipated receivable from insurance company related to pending litigation $ 18,000      
v3.22.0.1
COMMITMENTS AND CONTINGENCIES (Revolving Credit Facility) (Details) - USD ($)
1 Months Ended
May 31, 2020
Dec. 31, 2021
Revolving Credit Facility    
Line of Credit Facility [Line Items]    
Line of credit facility term 3 years  
Line of credit facility, maximum borrowing capacity $ 75,000,000  
Commitment fee percentage 0.25%  
Debt issuance costs   $ 400,000
Remaining borrowing capacity   53,500,000
Long-term line of credit   0
Revolving Credit Facility | London Interbank Offered Rate (LIBOR)    
Line of Credit Facility [Line Items]    
Basis spread 1.25%  
Revolving Credit Facility | Base Rate    
Line of Credit Facility [Line Items]    
Basis spread 0.25%  
Letter of Credit    
Line of Credit Facility [Line Items]    
Line of credit facility, maximum borrowing capacity $ 25,000,000  
Unused capacity, commitment fee percentage 0.70%  
Credit Agreement Sublimit    
Line of Credit Facility [Line Items]    
Letters of credit outstanding   $ 21,500,000
v3.22.0.1
STOCKHOLDERS' EQUITY (Schedule of Stock by Class) (Details) - $ / shares
Dec. 31, 2021
Dec. 31, 2020
Stockholders' Equity Note [Abstract]    
Common Stock, Shares Authorized (in shares) 200,000,000 200,000,000
Common Stock, Shares Issued (in shares) 72,171,000 75,371,000
Undesignated Preferred Stock, Shares Authorized (in shares) 10,000,000 10,000,000
Undesignated Preferred Stock, Shares Issued (in shares) 0 0
Common stock, par value (in dollars per share) $ 0.000001 $ 0.000001
v3.22.0.1
STOCKHOLDERS' EQUITY (Award Compensation Narrative) (Details)
12 Months Ended
Dec. 31, 2021
USD ($)
numberOfSchedule
numberOfPlan
$ / shares
shares
Dec. 31, 2020
USD ($)
$ / shares
shares
Dec. 31, 2019
USD ($)
$ / shares
shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Repurchases of common stock $ 262,928,000 $ 24,396,000 $ 481,011,000
Treasury stock, shares retired (in shares) | shares 7,094,000 704,673  
Treasury shares (in shares) | shares 0 99,018  
Number of equity incentive plans | numberOfPlan 2    
Stock-based compensation $ 151,679,000 $ 124,574,000 121,512,000
Capitalized stock-based compensation $ 10,700,000 9,400,000 9,800,000
Stock Options      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Number of vesting schedules | numberOfSchedule 2    
Exercisable period 10 years    
Intrinsic value of options exercised $ 13,800,000 $ 33,800,000 $ 12,000,000
Weighted average grant date fair value (in dollars per share) | $ / shares $ 18.55 $ 10.01 $ 17.64
Unrecognized compensation costs $ 4,800,000    
Unrecognized compensation costs, period for recognition 1 year 9 months 18 days    
Stock Options | End of year one      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Vesting rate 25.00%    
RSUs      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Vesting period 4 years    
Number of vesting schedules | numberOfSchedule 2    
Unrecognized compensation costs $ 301,600,000    
Unrecognized compensation costs, period for recognition 2 years 7 months 6 days    
Aggregate fair value of vested RSUs $ 164,500,000 $ 95,000,000 $ 112,400,000
RSUs | End of year one      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Vesting rate 25.00%    
Performance Shares      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Vesting period 4 years    
Trigger price for vesting (usd per share) | $ / shares $ 45.3125    
ESPP      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Subscription rate of eligible compensation 15.00%    
Purchase price, percentage of fair market value 85.00%    
Number of shares purchased (in shares) | shares 517,309 662,063 534,120
Weighted-average purchase price (in dollars per share) | $ / shares $ 31.58 $ 21.47 $ 27.66
Stock-based compensation $ 3,000,000 $ 2,500,000 $ 2,600,000
Minimum | Performance Shares      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Target vesting range 0.00%    
Maximum | Stock Options      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Vesting period 4 years    
Maximum | Performance Shares      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Target vesting range 200.00%    
July 2017 Share Repurchase Program      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock repurchase program, authorized amount $ 1,200,000,000    
Remaining authorized repurchase amount $ 231,700,000    
Repurchase and retirement of common stock (in shares) | shares 6,995,170 803,691  
Repurchases of common stock $ 262,900,000 $ 24,400,000  
v3.22.0.1
STOCKHOLDERS' EQUITY (Schedule of Shares Reserved for Issuance) (Details)
Dec. 31, 2021
shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Number of shares reserved for future issuance (in shares) 26,674,000
Stock options outstanding  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Number of shares reserved for future issuance (in shares) 3,979,000
RSUs outstanding  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Number of shares reserved for future issuance (in shares) 10,016,000
Available for future equity award grants  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Number of shares reserved for future issuance (in shares) 10,809,000
Available for future ESPP offerings  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Number of shares reserved for future issuance (in shares) 1,870,000
v3.22.0.1
STOCKHOLDERS' EQUITY (Schedule of Fair Value Assumptions) (Details) - Stock Options
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Dividend yield 0.00% 0.00% 0.00%
Annual risk-free rate 1.10% 0.50% 2.50%
Expected volatility 49.40% 45.90% 48.30%
Expected term (years) 6 years 5 years 8 months 12 days 6 years
v3.22.0.1
STOCKHOLDERS' EQUITY (Schedule of Stock Option Activity) (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Number of Shares (in thousands)    
Outstanding, beginning balance (in shares) 4,623  
Granted (in shares) 80  
Exercised (in shares) (663)  
Canceled (in shares) (61)  
Outstanding, ending balance (in shares) 3,979 4,623
Options vested and exercisable (in shares) 3,665  
Weighted- Average Exercise Price    
Outstanding, beginning balance (in dollars per share) $ 29.89  
Granted (in dollars per share) 39.17  
Exercised (in dollars per share) 13.04  
Canceled (in dollars per share) 48.92  
Outstanding, ending balance (in dollars per share) 32.59 $ 29.89
Options vested and exercisable (in dollars per share) $ 32.33  
Weighted- Average Remaining Contractual Term (in years)    
Outstanding, Weighted-Average Remaining Contractual Term (in years) 4 years 4 months 24 days 4 years 8 months 12 days
Options vested and exercisable, Weighted-Average Remaining Contractual Term (in years) 4 years 1 month 6 days  
Aggregate Intrinsic Value (in thousands)    
Outstanding, Aggregate Intrinsic Value $ 24,580 $ 30,451
Options vested and exercisable, Aggregate Intrinsic Value $ 24,103  
v3.22.0.1
STOCKHOLDERS' EQUITY (Schedule of Restricted Stock Units Activity) (Details) - RSUs
12 Months Ended
Dec. 31, 2021
$ / shares
shares
Number of Shares  
Nonvested, beginning balance (in shares) 9,758,000
Granted (in shares) 6,998,000
Vested (in shares) (4,393,000)
Canceled (in shares) (2,347,000)
Nonvested, ending balance (in shares) 10,016,000
Weighted- Average Grant Date Fair Value  
Nonvested, beginning balance (in dollars per share) | $ / shares $ 29.22
Granted (in dollars per share) | $ / shares 36.40
Vested (in dollars per share) | $ / shares 32.06
Canceled (in dollars per share) | $ / shares 31.75
Nonvested, ending balance (in dollars per share) | $ / shares $ 32.39
Shares vested but not issued due to net share settlement for payment of employee taxes (in shares) 1,680,135
v3.22.0.1
STOCKHOLDERS' EQUITY (Schedule of Stock-Based Compensation) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]      
Total stock-based compensation recorded to income before incomes taxes $ 151,679 $ 124,574 $ 121,512
Benefit from income taxes (35,778) (31,920) (31,565)
Total stock-based compensation recorded to net income 115,901 92,654 89,947
Cost of revenue      
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]      
Total stock-based compensation recorded to income before incomes taxes 4,302 3,784 4,535
Sales and marketing      
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]      
Total stock-based compensation recorded to income before incomes taxes 32,335 29,670 30,668
Product development      
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]      
Total stock-based compensation recorded to income before incomes taxes 81,624 67,622 63,433
General and administrative      
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]      
Total stock-based compensation recorded to income before incomes taxes $ 33,418 $ 23,498 $ 22,876
v3.22.0.1
OTHER INCOME, NET (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Other Income and Expenses [Abstract]      
Interest (expense) income, net $ (116) $ 2,273 $ 13,328
Transaction gain on foreign exchange, net 231 20 27
Other non-operating income, net 2,089 1,377 901
Other income, net $ 2,204 $ 3,670 $ 14,256
v3.22.0.1
INCOME TAXES (Schedule of Income (Loss) before Income Taxes) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Income Tax Disclosure [Abstract]      
United States $ 44,009 $ (28,878) $ 55,292
Foreign (10,291) (6,247) (5,525)
Income (loss) before income taxes $ 33,718 $ (35,125) $ 49,767
v3.22.0.1
INCOME TAXES (Schedule of Income Tax Provision) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Current:      
Federal $ 1,133 $ (4,823) $ 8,598
State 1,859 (434) 2,570
Foreign 245 737 517
Total current tax 3,237 (4,520) 11,685
Deferred:      
Federal (9,338) (10,456) (2,916)
State (443) (731) 59
Foreign 591 6 58
Total deferred tax (9,190) (11,181) (2,799)
Total (benefit from) provision for income taxes $ (5,953) $ (15,701) $ 8,886
v3.22.0.1
INCOME TAXES (Reconciliation of the Effective Tax Rate) (Details)
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Income Tax Disclosure [Abstract]      
Income tax at federal statutory rate 21.00% 21.00% 21.00%
State tax, net of federal tax effect 6.20% 2.87% 2.83%
Foreign income tax rate differential (1.84%) 1.04% (0.56%)
Stock-based compensation (17.26%) (6.42%) 3.46%
Provision to return true-ups 2.46% (1.30%) (0.31%)
Income tax credits (39.39%) 39.52% (26.94%)
Change in valuation allowance 11.50% (15.64%) 10.40%
Change in uncertain tax positions (16.53%) (0.36%) 0.56%
Employee fringe benefits 0.42% (2.27%) 5.97%
Other non-deductible expenses 11.49% (1.85%) 1.42%
Deferred adjustments 1.30% 1.37% 0.37%
Net operating loss carryback and true-up 3.00% 5.64% 0.00%
Other (0.01%) 1.10% (0.34%)
Effective tax rate (17.66%) 44.70% 17.86%
v3.22.0.1
INCOME TAXES (Schedule of Deferred Tax Assets and Liabilities) (Details) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Deferred tax assets:    
Reserves and others $ 4,963 $ 5,246
Stock-based compensation 21,749 20,388
Net operating loss carryforward 3,064 5,509
Tax credit carryforward 47,340 40,513
Operating lease liabilities 40,616 49,229
Gross deferred tax assets 117,732 120,885
Valuation allowance (32,815) (28,941)
Total deferred tax assets 84,917 91,944
Deferred tax liabilities:    
Depreciation and amortization (5,506) (15,551)
Deferred contract costs (4,372) (3,735)
Operating lease right-of-use assets (34,515) (41,495)
Total deferred tax liabilities (44,393) (60,781)
Net deferred tax assets $ 40,524 $ 31,163
v3.22.0.1
INCOME TAXES (Narrative) (Details) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Income Taxes [Line Items]    
Undistributed earnings of foreign subsidiaries $ 9,300  
Valuation allowance 32,815 $ 28,941
Unrecognized tax benefits that would impact effective tax rate 26,200  
Decrease in unrecognized tax benefits is reasonably possible 900  
Germany    
Income Taxes [Line Items]    
Net operating loss carryforwards 1,100  
Domestic    
Income Taxes [Line Items]    
Net operating loss carryforwards 5,400  
Domestic | Research    
Income Taxes [Line Items]    
Credit carryforwards 40,000  
State    
Income Taxes [Line Items]    
Net operating loss carryforwards 29,000  
State | Research    
Income Taxes [Line Items]    
Credit carryforwards 65,800  
Foreign Tax Authority | Research    
Income Taxes [Line Items]    
Credit carryforwards $ 2,900  
v3.22.0.1
INCOME TAXES (Reconciliation of Unrecognized Benefits) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]      
Balance at the beginning of the year $ 48,207 $ 40,718 $ 33,107
Decrease based on tax positions related to the prior year (291) (453) (611)
Increase based on tax positions related to the current year 10,750 7,942 9,995
Decrease from tax authorities' settlements 0 0 (1,773)
Lapse of statute of limitations (6,061) 0 0
Balance at the end of the year $ 52,605 $ 48,207 $ 40,718
v3.22.0.1
NET INCOME (LOSS) PER SHARE (Schedule of Basic and Diluted Net Loss Per Share) (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Basic net income (loss) per share:      
Net income (loss) $ 39,671 $ (19,424) $ 40,881
Shares used in computation:      
Weighted-average common shares outstanding (in shares) 74,221 73,005 74,627
Basic net (loss) income per share attributable to common stockholders (in dollars per share) $ 0.53 $ (0.27) $ 0.55
Diluted net income (loss) per share:      
Net income (loss) $ 39,671 $ (19,424) $ 40,881
Shares used in computation:      
Weighted-average common shares outstanding (in shares) 74,221 73,005 74,627
Number of shares used in diluted calculation (in shares) 78,616 73,005 77,969
Diluted net (loss) income per share attributable to common stockholders (in dollars per share) $ 0.50 $ (0.27) $ 0.52
Stock options      
Shares used in computation:      
Incremental common shares (in shares) 786 0 2,367
RSUs      
Shares used in computation:      
Incremental common shares (in shares) 3,607 0 973
ESPP      
Shares used in computation:      
Incremental common shares (in shares) 2 0 2
v3.22.0.1
NET INCOME (LOSS) PER SHARE (Schedule of Anti-Dilutive Employee Stock Awards) (Details) - shares
shares in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Stock options      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Anti-dilutive awards (in shares) 1,541 4,623 2,580
RSUs      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Anti-dilutive awards (in shares) 59 9,758 2,020
ESPP      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Anti-dilutive awards (in shares) 0 62 0
v3.22.0.1
INFORMATION ABOUT REVENUE AND GEOGRAPHIC AREAS (Net Revenue) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Revenues from External Customers and Long-Lived Assets [Line Items]      
Total net revenue $ 1,031,839 $ 872,933 $ 1,014,194
United States      
Revenues from External Customers and Long-Lived Assets [Line Items]      
Total net revenue 1,023,143 863,300 1,000,245
All other countries      
Revenues from External Customers and Long-Lived Assets [Line Items]      
Total net revenue 8,696 9,633 13,949
Advertising      
Revenues from External Customers and Long-Lived Assets [Line Items]      
Total net revenue 985,225 836,115 976,925
Services      
Revenues from External Customers and Long-Lived Assets [Line Items]      
Total net revenue 607,770 515,019 512,729
Restaurants, Retail & Other      
Revenues from External Customers and Long-Lived Assets [Line Items]      
Total net revenue 377,455 321,096 464,196
Transactions      
Revenues from External Customers and Long-Lived Assets [Line Items]      
Total net revenue 13,196 15,017 12,436
Other      
Revenues from External Customers and Long-Lived Assets [Line Items]      
Total net revenue $ 33,418 $ 21,801 $ 24,833
v3.22.0.1
INFORMATION ABOUT REVENUE AND GEOGRAPHIC AREAS (Narrative) (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Segment Reporting [Abstract]    
Customer incentives $ 3.5 $ 22.6
Free advertising for customers   $ 14.5
v3.22.0.1
INFORMATION ABOUT REVENUE AND GEOGRAPHIC AREAS (Long-Lived Assets) (Details) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 31, 2020
Revenues from External Customers and Long-Lived Assets [Line Items]    
Total long-lived assets $ 83,857 $ 101,718
United States    
Revenues from External Customers and Long-Lived Assets [Line Items]    
Total long-lived assets 79,027 97,548
All other countries    
Revenues from External Customers and Long-Lived Assets [Line Items]    
Total long-lived assets $ 4,830 $ 4,170
v3.22.0.1
RESTRUCTURING (Details)
$ in Millions
1 Months Ended 12 Months Ended
Jul. 31, 2020
employee
Apr. 30, 2020
employee
Dec. 31, 2020
USD ($)
Restructuring and Related Activities [Abstract]      
Number of positions eliminated 60 1,000  
Number of positions furloughed   1,100  
Restructuring incurred cost | $     $ 3.9