YELP INC, 10-K filed on 2/28/2020
Annual Report
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Cover page - USD ($)
12 Months Ended
Dec. 31, 2019
Feb. 21, 2020
Jun. 30, 2019
Cover page.      
Document Type 10-K    
Document Annual Report true    
Document Period End Date Dec. 31, 2019    
Document Transition Report false    
Entity File Number 001-35444    
Entity Registrant Name YELP INC    
Entity Central Index Key 0001345016    
Current Fiscal Year End Date --12-31    
Document Fiscal Year Focus 2019    
Document Fiscal Period Focus FY    
Amendment Flag false    
Entity Incorporation, State or Country Code DE    
Entity Tax Identification Number 20-1854266    
Entity Address, Address Line One 140 New Montgomery Street, 9th 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    
Entity Shell Company false    
Entity Public Float     $ 1,991,454,326
Entity Common Stock, Shares Outstanding   71,839,649  
Documents Incorporated by Reference Portions of the registrant’s definitive Proxy Statement for the 2020 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.    
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CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Current assets:    
Cash and cash equivalents $ 170,281 $ 332,764
Short-term marketable securities 242,000 423,096
Accounts receivable (net of allowance for doubtful accounts of $7,686 and $8,685 at December 31, 2019 and December 31, 2018, respectively) 106,832 87,305
Prepaid expenses and other current assets 14,196 17,104
Total current assets 533,309 860,269
Long-term marketable securities 53,499 0
Property, equipment and software, net 110,949 114,800
Operating lease, right-of-use asset 197,866  
Goodwill 104,589 105,620
Intangibles, net 10,082 13,359
Restricted cash 22,037 22,071
Other non-current assets 38,369 59,444
Total assets 1,070,700 1,175,563
Current liabilities:    
Accounts payable and accrued liabilities 72,333 61,062
Operating lease liabilities — current 57,507  
Deferred revenue 4,315 3,843
Total current liabilities 134,155 64,905
Operating lease liabilities — long-term 174,756  
Other long-term liabilities 6,798 35,140
Total liabilities 315,709 100,045
Commitments and contingencies (Note 15)
Stockholders’ equity:    
Common stock, $0.000001 par value — 200,000,000 shares authorized, 71,185,468 and 81,996,839 shares issued and outstanding at December 31, 2019 and December 31, 2018, respectively 0 0
Additional paid-in capital 1,259,803 1,139,462
Accumulated other comprehensive loss (11,759) (11,021)
Accumulated deficit (493,053) (52,923)
Total stockholders’ equity 754,991 1,075,518
Total liabilities and stockholders’ equity $ 1,070,700 $ 1,175,563
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CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Statement of Financial Position [Abstract]        
Accounts receivable, allowance for credit loss, current $ 7,686 $ 8,685 $ 8,602 $ 6,196
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) 71,185,468 81,996,839    
Common stock, shares outstanding (in shares) 71,185,468 81,996,839    
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CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)
shares in Thousands
3 Months Ended 12 Months Ended
Dec. 31, 2019
Sep. 30, 2019
Jun. 30, 2019
Mar. 31, 2019
Dec. 31, 2018
Sep. 30, 2018
Jun. 30, 2018
Mar. 31, 2018
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Income Statement [Abstract]                      
Net revenue $ 268,823,000 $ 262,474,000 $ 246,955,000 $ 235,942,000 $ 243,740,000 $ 241,096,000 $ 234,863,000 $ 223,074,000 $ 1,014,194,000 $ 942,773,000 $ 850,847,000
Costs and expenses:                      
Cost of revenue (exclusive of depreciation and amortization shown separately below) 16,656,000 16,514,000 14,975,000 14,265,000 14,255,000 14,177,000 14,708,000 14,732,000 62,410,000 57,872,000 70,518,000
Sales and marketing 126,370,000 127,655,000 122,045,000 124,316,000 121,256,000 121,759,000 120,653,000 119,641,000 500,386,000 483,309,000 437,424,000
Product development 61,138,000 56,661,000 54,566,000 58,075,000 54,273,000 53,764,000 52,789,000 51,493,000 230,440,000 212,319,000 175,787,000
General and administrative 34,164,000 39,703,000 30,932,000 31,292,000 29,677,000 30,302,000 28,583,000 32,007,000 136,091,000 120,569,000 109,707,000
Depreciation and amortization 12,849,000 12,391,000 12,240,000 11,876,000 11,557,000 10,713,000 10,509,000 10,028,000 49,356,000 42,807,000 41,198,000
Restructuring and integration                 0 0 288,000
Gain on disposal of a business unit                 0 0 (163,697,000)
Total costs and expenses 251,177,000 252,924,000 234,758,000 239,824,000 231,018,000 230,715,000 227,242,000 227,901,000 978,683,000 916,876,000 671,225,000
Income from operations 17,646,000 9,550,000 12,197,000 (3,882,000) 12,722,000 10,381,000 7,621,000 (4,827,000) 35,511,000 25,897,000 179,622,000
Other income, net 2,611,000 3,063,000 3,891,000 4,691,000 4,160,000 3,921,000 3,424,000 2,604,000 14,256,000 14,109,000 4,864,000
Income before income taxes 20,257,000 12,613,000 16,088,000 809,000 16,882,000 14,302,000 11,045,000 (2,223,000) 49,767,000 40,006,000 184,486,000
Provision for (benefit from) income taxes 3,105,000 2,552,000 3,785,000 (556,000) (15,064,000) (684,000) 341,000 63,000 8,886,000 (15,344,000) 31,491,000
Net income attributable to common stockholders $ 17,152,000 $ 10,061,000 $ 12,303,000 $ 1,365,000 $ 31,946,000 $ 14,986,000 $ 10,704,000 $ (2,286,000) $ 40,881,000 $ 55,350,000 $ 152,995,000
Net income per share attributable to common stockholders                      
Basic (in dollars per share) $ 0.24 $ 0.14 $ 0.16 $ 0.02 $ 0.39 $ 0.18 $ 0.13 $ (0.03) $ 0.55 $ 0.66 $ 1.87
Diluted (in dollars per share) $ 0.24 $ 0.14 $ 0.16 $ 0.02 $ 0.37 $ 0.17 $ 0.12 $ (0.03) $ 0.52 $ 0.62 $ 1.76
Weighted-average shares used to compute net income (loss) per share attributable to common stockholders                      
Basic (in shares) 70,627 70,773 75,601 81,772 82,706 84,008 83,769 83,785 74,627 83,573 81,602
Diluted (in shares) 72,987 73,712 78,530 85,087 86,287 88,724 88,651 83,785 77,969 88,709 87,170
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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Statement of Comprehensive Income [Abstract]      
Net income $ 40,881 $ 55,350 $ 152,995
Other comprehensive (loss) income:      
Foreign currency translation adjustments (738) (2,760) 7,620
Foreign currency adjustments to net income upon liquidation of investments in foreign entities 0 183 (488)
Other comprehensive (loss) income (738) (2,577) 7,132
Comprehensive income $ 40,143 $ 52,773 $ 160,127
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CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($)
$ in Thousands
Total
Common Stock
Additional Paid-In Capital
Treasury Stock
Accumulated Other Comprehensive Income (Loss)
Retained Earnings (Accumulated Deficit)
Balance (in shares) at Dec. 31, 2016   79,429,833        
Balance at Dec. 31, 2016 $ 816,138 $ 0 $ 892,983 $ 0 $ (15,576) $ (61,269)
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Issuance of common stock upon exercises of employee stock options (in shares)   1,519,771        
Issuance of common stock upon exercises of employee stock options 29,997   29,997      
Issuance of common stock upon vesting of RSUs (in shares)   2,702,838        
Issuance of common stock upon vesting of RSUs 0          
Issuance of common stock for employee stock purchase plan (in shares)   373,580        
Issuance of common stock for employee stock purchase plan 10,920   10,920      
Stock-based compensation (inclusive of capitalized stock-based compensation) 106,639   106,639      
Shares withheld related to net share settlement of equity awards (2,522)   (2,522)      
Repurchases of common stock (12,602)     (12,602)    
Retirement of common stock (in shares)   (301,106)        
Retirement of common stock 0     12,556   (12,556)
Foreign currency adjustments 7,132       7,132  
Net income 152,995         152,995
Balance (in shares) at Dec. 31, 2017   83,724,916        
Balance at Dec. 31, 2017 1,108,697 $ 0 1,038,017 (46) (8,444) 79,170
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Issuance of common stock upon exercises of employee stock options (in shares)   779,871        
Issuance of common stock upon exercises of employee stock options 15,581   15,581      
Issuance of common stock upon vesting of RSUs (in shares)   1,946,476        
Issuance of common stock upon vesting of RSUs 0          
Issuance of common stock for employee stock purchase plan (in shares)   442,679        
Issuance of common stock for employee stock purchase plan 14,198   14,198      
Stock-based compensation (inclusive of capitalized stock-based compensation) 121,878   121,878      
Shares withheld related to net share settlement of equity awards (50,212)   (50,212)      
Repurchases of common stock (187,397)     (187,397)    
Retirement of common stock (in shares)   (4,897,103)        
Retirement of common stock 0     187,443   (187,443)
Foreign currency adjustments (2,577)       (2,577)  
Net income $ 55,350         55,350
Balance (in shares) at Dec. 31, 2018 81,996,839 81,996,839        
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) 826,124 826,124        
Issuance of common stock upon exercises of employee stock options $ 17,488   17,488      
Issuance of common stock upon vesting of RSUs (in shares)   2,018,794        
Issuance of common stock upon vesting of RSUs 0          
Issuance of common stock for employee stock purchase plan (in shares)   534,120        
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)   (14,190,409)        
Retirement of common stock 0     481,011   (481,011)
Foreign currency adjustments (738)       (738)  
Net income $ 40,881         40,881
Balance (in shares) at Dec. 31, 2019 71,185,468 71,185,468        
Balance at Dec. 31, 2019 $ 754,991   $ 1,259,803 $ 0 $ (11,759) $ (493,053)
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CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Operating Activities      
Net income $ 40,881 $ 55,350 $ 152,995
Adjustments to reconcile net income to net cash provided by operating activities:      
Depreciation and amortization 49,356 42,807 41,198
Provision for doubtful accounts 22,543 24,515 20,917
Stock-based compensation 121,512 114,386 100,415
Noncash lease cost 41,365 0 0
Deferred income taxes (2,799) (15,469) 0
Gain on disposal of a business unit 0 0 (163,697)
Other adjustments, net (2,997) (722) 1,512
Changes in operating assets and liabilities, net of acquisitions and disposal of a business unit:      
Accounts receivable (42,070) (35,664) (36,146)
Prepaid expenses and other assets (1,349) (5,192) (2,581)
Operating lease liabilities (41,808) 0 0
Accounts payable, accrued liabilities and other liabilities 20,148 (19,824) 53,034
Net cash provided by operating activities 204,782 160,187 167,647
Investing Activities      
Purchases of marketable securities (541,451) (751,237) (354,895)
Maturities of marketable securities 674,097 613,700 264,000
Sale of investment prior to maturity 0 17,895 0
Disposal of a business unit, net of cash sold 0 0 252,663
Acquisition, net of cash received 0 0 (50,544)
Release of escrow deposit 28,750 0 0
Purchases of property, equipment and software (37,522) (44,972) (30,245)
Other investing activities 461 245 157
Net cash provided by (used in) investing activities 124,335 (164,369) 81,136
Financing Activities      
Proceeds from issuance of common stock for employee stock-based plans 32,263 29,779 40,917
Taxes paid related to the net share settlement of equity awards (42,771) (50,144) (1,199)
Repurchases of common stock (481,011) (187,382) (12,556)
Net cash (used in) provided by financing activities (491,519) (207,747) 27,162
Effect of exchange rate changes on cash, cash equivalents and restricted cash (115) 360 941
Change in cash, cash equivalents and restricted cash (162,517) (211,569) 276,886
Cash, cash equivalents and restricted cash — Beginning of period 354,835 566,404 289,518
Cash, cash equivalents and restricted cash — End of period 192,318 354,835 566,404
Supplemental Disclosures of Other Cash Flow Information      
Cash paid for income taxes, net of refunds 6,912 29,159 530
Supplemental Disclosures of Noncash Investing and Financing Activities      
Purchases of property, equipment and software recorded in accounts payable and accrued liabilities 1,490 4,440 11,493
Goodwill measurement period adjustment 0 0 (178)
Tax liability related to net share settlement of equity awards included in accrued liabilities 912 971 1,323
Operating lease right-of-use assets obtained in exchange for new operating lease liabilities $ 6,325 $ 0 $ 0
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ORGANIZATION AND DESCRIPTION OF BUSINESS
12 Months Ended
Dec. 31, 2019
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 connects consumers with great local businesses. Yelp’s trusted local platform delivers significant value to both consumers and businesses by helping each discover and interact with the other: its content and transaction capabilities help consumers save time and money, while its advertising and other products help businesses gain visibility and engage with its large audience of purchase-oriented consumers.
The Company consisted of Yelp Inc. and five wholly owned entities as of December 31, 2019: 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 prior period amounts have been reclassified to conform to the current period presentation, including the combining of accounts payable and accrued liabilities into one financial statement line item on the consolidated balance sheets, reclassifying deferred revenue to accounts payable, accrued liabilities and other liabilities on the consolidated statements of cash flows, and reclassifying capitalized website and software development costs to purchases of property, equipment and software on the consolidated statements of cash flows.
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: rates of revenue growth; traffic to the Company’s websites and mobile applications and the number of reviews and advertisers they attract; the success of the Company's strategy; reliance on search engines and the placement and prominence in results rankings; the quality and reliability of reviews; scaling and adaptation of existing technology and network infrastructure; management of the Company’s growth; protection of the Company’s brand, reputation and intellectual property; industry competition; qualified employees and key personnel; intellectual property infringement and other claims; 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, 2019
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 and 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.
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 has a policy that generally requires 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. In the event that the rating drops below that investment grade, the Company will sell the security prior to maturity. The Company determines the classification of its marketable securities at the time of purchase and re-evaluates these determinations at each balance sheet date. Debt securities are classified as held-to-maturity when the Company has the positive intent and ability to hold the securities to maturity. Held-to-maturity securities are stated at amortized cost and are periodically assessed for other-than-temporary impairment. Amortized cost of debt securities is adjusted for amortization of premiums and accretion of discounts to maturity, and is included in interest income. 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. Held-to-maturity securities with less than one year to maturity are included in short-term marketable securities. All other held-to-maturity securities are classified as long-term marketable securities.
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 and known delinquent accounts. 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 41 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 11, "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.
Leases—The Company leases its office facilities under operating lease agreements that expire from 2020 to 2029, 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 sheet 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.

Business Combinations—The Company accounts for acquisitions of entities that consist of inputs and processes that have the ability to contribute to the creation of outputs as business combinations. The Company allocates the purchase price of the acquisition to the tangible assets, liabilities and identifiable intangible assets acquired based on their estimated fair values. The excess of the purchase price over those fair values is recorded as goodwill. Acquisition-related expenses and integration costs are expensed as incurred. During the measurement period, the Company records adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. After the measurement period, which could be up to one year after the transaction date, subsequent adjustments are recorded to the Company’s consolidated statements of operations.
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 as a basis for determining whether it is necessary to perform the two-step goodwill impairment test under the authoritative guidance. 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 two-step goodwill impairment test will be performed. The first step, identifying a potential impairment, compares the fair value of the reporting unit with its carrying amount. If the carrying amount exceeds its fair value, the second step will be performed; otherwise, no further step is required. The second step, measuring the impairment loss, compares the implied fair value of the goodwill with the carrying amount of the goodwill. Any excess of the goodwill carrying amount over the applied fair value is recognized as an impairment loss, and the carrying value of goodwill is written down to fair value. 0 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 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.
Assets and Liabilities Held for Sale—The Company considers an asset to be held for sale when: management approves and commits to a formal plan to actively market the asset for sale at a reasonable price in relation to its fair value; the asset is available for immediate sale in its present condition; an active program to locate a buyer and other actions required to complete the sale have been initiated; the sale of the asset is expected to be completed within one year; and it is unlikely that significant changes will be made to the plan. Upon designation as held for sale, the Company records the carrying value of the assets at the lower of its carrying value or its estimated fair value, less costs to sell. The Company ceases to record depreciation and amortization expense associated with assets upon their designation as held for sale.
Revenue Recognition—The Company generates revenue from the sale of advertising products, transactions and other services, 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 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 revenue is recognized in the amount to 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. Because the Company considers contracts month-to-month, variable consideration is resolved at the time of invoicing, which eliminates the use of estimates in determining the transaction price. 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 listing 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 and, through October 10, 2017, Yelp Eat24 as a standalone product.
The Company's transactions platform provides consumers with the ability to complete food delivery and other transactions through third parties 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. Prior to the disposal of Eat24, the Company's Yelp Eat24 business generated revenue through arrangements with restaurants, in which restaurants paid a commission percentage fee on orders placed through the Yelp Eat24 platform. The Company recorded revenue associated with Yelp Eat24 transactions on a net basis as the restaurant is primarily responsible for providing the underlying service and the Company does not control the service provided by the restaurant to the consumer. Concurrently with the disposal of Eat24 on October 10, 2017, the Company entered into a partnership agreement with Grubhub; as a result, following the sale, the Company generates revenue from transactions placed through the Grubhub network, which includes the Eat24 restaurant network, that originate on Yelp.
Other Services. The Company generates other services revenue through subscription services contracts, such as sales of monthly subscriptions to Yelp Reservations and 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, web hosting costs, and salaries, benefits and stock-based compensation expense for its infrastructure teams related to operating the Company’s website and mobile app. It also includes confirmation services expenses and delivery-related costs as well as video production expenses.
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 $225.5 million, $205.8 million and $171.2 million for the years ended December 31, 2019, 2018 and 2017, 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 to 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. Shares for these grants are issued upon vesting, net of tax withholding to be paid by the Company on behalf of its employees.
The vesting of PRSUs outstanding as of December 31, 2019 was subject to both a market performance condition and a time-based vesting schedule. As a result of these multiple vesting requirements, 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.
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 $20.7 million, $38.0 million and $50.3 million for the years ended December 31, 2019, 2018 and 2017, respectively.
Comprehensive Income—Comprehensive income consists of net income and other comprehensive (loss) income, which consists of foreign currency translation 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 $9.5 million, $12.0 million and $4.8 million for the years ended December 31, 2019, 2018 and 2017, respectively.
Insurance—The Company is self-insured for certain employee benefits include medical, detail 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
Lease Accounting—In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update No. 2016-02, "Leases (Topic 842)" ("ASC 842"). ASC 842 supersedes the previous accounting guidance for leases included within Accounting Standards Codification 840, "Leases" ("ASC 840"). The new guidance generally requires lessees to recognize operating and financial lease liabilities and corresponding right-of-use assets on the balance sheet and to provide enhanced disclosures on the amount, timing and uncertainty of cash flows arising from lease arrangements.
The Company adopted and began applying ASC 842 on January 1, 2019 in accordance with Accounting Standards Update No. 2018-11, "Targeted Improvements to ASC 842," using a modified retrospective approach. Based on its lease portfolio in place at the time of adoption, the Company determined that a cumulative-effect adjustment to the opening balance of accumulated deficit was not needed because there was no difference between the operating lease expense recorded to its condensed consolidated statement of operations following its adoption of ASC 842 and the amount that would have been recorded under ASC 840. The Company will continue to disclose comparative reporting periods prior to January 1, 2019 under ASC 840.
The Company elected the practical expedient available under ASC 842 to not record operating lease right-of-use assets or lease liabilities associated with leases with durations of 12 months or less. Those leases will be recorded on a straight line basis to the consolidated statement of operations over the lease term. The Company recorded operating lease right-of-use assets and lease liabilities for all of its leases that met the definition of a lease under ASC 842 and that had terms of greater than 12 months in duration upon its adoption of ASC 842.
The Company elected not to take the package of practical expedients permitted under the transition guidance within ASC 842, which allows an entity to not reassess whether any expired or existing contracts contain leases, the lease classification for any expired or existing leases, and treatment of initial direct costs for any existing leases. Additionally, the Company did not elect the hindsight practical expedient to determine the lease terms for existing leases.
The most significant changes as a result of ASC 842 were the recognition on the Company's consolidated balance sheet upon adoption on January 1, 2019 of operating lease right-of-use assets of $233.0 million, current operating lease liabilities of $55.2 million and long-term operating lease liabilities of $212.5 million. These balances consist of the Company's office lease portfolio and, to a much lesser extent, its computer equipment lease portfolio. The Company de-recognized deferred rent liabilities associated with its office lease portfolio of $34.8 million upon adoption.
Callable Debt Securities—In March 2017, FASB issued Accounting Standards Update No. 2017-08, "Receivables—Nonrefundable Fees and Other Costs (Subtopic 310-20): Premium Amortization on Purchased Callable Debt Securities" ("ASU 2017-08"). ASU 2017-08 requires entities to amortize purchased callable debt securities held at a premium to the earliest call date. The Company adopted ASU 2017-08 effective January 1, 2019 using the modified retrospective method. The Company does not hold any callable debt securities at a premium upon the adoption date, and, accordingly, no adjustment to opening retained earnings was required.
Non-Employee Share-Based Payment Accounting—In June 2018, FASB issued Accounting Standards Update No. 2018-07, "Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting" ("ASU 2018-07"). ASU 2018-07 changes the accounting for non-employee share-based payments to align with the accounting for employee stock compensation. The Company adopted ASU 2018-07 effective January 1, 2019, and the adoption did not have a material impact on its consolidated financial statements.
Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income—In February 2018, FASB issued Accounting Standards Update No. 2018-02, "Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income" ("ASU 2018-02"). This new guidance permits a company to reclassify the income tax effects of the U.S. Tax Cuts and Jobs Act on items within accumulated other comprehensive income to retained earnings. ASU 2018-02 is effective for all entities for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. The Company adopted ASU 2018-02 effective January 1, 2019 and elected to not reclassify the income tax effects of the U.S. Tax Cuts and Jobs Act from accumulated other comprehensive income to retained earnings.
Recent Accounting Pronouncements Not Yet Effective
In June 2016, FASB issued Accounting Standards Update No. 2016-13, “Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”). ASU 2016-13 requires certain types of financial instruments, including trade receivables and held-to-maturity investments measured at amortized cost, to be presented at the net amount expected to be collected based on historical events, current conditions and forecast information. The Company adopted and began applying ASU 2016-13 on January 1, 2020 by recording a cumulative-effect adjustment to retained earnings. This adjustment recorded an allowance related to expected credit losses on its held-to-maturity debt securities. This allowance took into consideration the composition and credit quality of the financial instruments, their respective historical credit loss activity, and reasonable and supportable economic forecasts and conditions at the time of adoption. The adoption did not have a material impact on the Company's consolidated financial statements.
In January 2017, FASB issued Accounting Standards Update No. 2017-04, "Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment" ("ASU 2017-04"). ASU 2017-04 simplifies the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. Under the new standard, entities will perform goodwill impairment tests by comparing 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. The standard will be effective for the first interim period within annual reporting periods beginning after December 15, 2019. The Company adopted ASU 2017-04 on January 1, 2020 and the adoption did not have a material impact on its consolidated financial statements.
In August 2018, FASB issued Accounting Standards Update No. 2018-13, "Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement" (“ASU 2018-13”), which amends Accounting Standards Codification 820, "Fair Value Measurement." ASU 2018-13 modifies the disclosure requirements for fair value measurements by removing, modifying and adding certain disclosures. The standard will be effective for the first interim period within annual reporting periods beginning after December 15, 2019. The Company adopted ASU 2018-13 on January 1, 2020 and the adoption did not have a material impact on its consolidated financial statements.
In August 2018, FASB issued Accounting Standards Update No. 2018-15, "Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract" ("ASU 2018-15"). ASU 2018-15 requires a customer in a cloud computing arrangement that is a service contract to follow the internal-use software guidance in Accounting Standards Codification 350-40 to determine which implementation costs to defer and recognize as an asset. ASU 2018-15 generally aligns the guidance on recognizing implementation costs incurred in a cloud computing arrangement that is a service contract with that for implementation costs incurred to develop or obtain internal-use software, including hosting arrangements that include an internal-use software license. The Company adopted ASU 2018-15 prospectively and began applying it on January 1, 2020. The adoption did not have a material impact on the Company's financial statements.
In December 2019, FASB 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. ASU 2019-12 will be effective for the first interim period within annual periods beginning after December 15, 2020 on a prospective basis, and early adoption is permitted. The Company is currently evaluating the impact of ASU 2019-12 on its consolidated financial statements and related disclosures.
v3.19.3.a.u2
CASH, CASH EQUIVALENTS AND RESTRICTED CASH
12 Months Ended
Dec. 31, 2019
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, 2019 and 2018 consisted of the following (in thousands):
December 31,
2019
December 31,
2018
Cash
$43,581  $81,055  
Cash equivalents
126,700  251,709  
Total cash and cash equivalents
170,281  332,764  
Restricted cash
22,037  22,071  
Total cash, cash equivalents and restricted cash
$192,318  $354,835  
As of December 31, 2019 and 2018, the Company had letters of credit collateralized fully by bank deposits which totaled $22.0 million and $22.1 million, respectively. These letters of credit primarily relate to lease agreements for certain of the Company’s offices, which are required to be maintained and issued to the landlords of each facility. Each letter of credit is subject to renewal annually until the applicable lease expires. As the bank deposits have restrictions on their use, they are classified as restricted cash on the Company's consolidated balance sheets.
v3.19.3.a.u2
FAIR VALUE OF FINANCIAL INSTRUMENTS
12 Months Ended
Dec. 31, 2019
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. All other financial instruments are classified as held-to-maturity investments and, accordingly, are recorded at amortized cost; however, the Company is required to determine the fair value of these investments on a recurring basis to identify any potential impairment. 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 commercial paper, corporate bonds, U.S. government bonds and agency bonds 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 and those held-to-maturity, as of December 31, 2019 and 2018 (in thousands):
December 31, 2019December 31, 2018
Level 1Level 2Level 3TotalLevel 1Level 2Level 3Total
Cash Equivalents:
Money market funds$126,700  $—  $—  $126,700  $221,173  $—  $—  $221,173  
Commercial paper—  —  —  —  —  30,536  —  30,536  
Marketable Securities:
Commercial paper—  130,472  —  130,472  —  175,070  —  175,070  
Corporate bonds—  85,611  —  85,611  —  131,496  —  131,496  
Agency bonds—  79,750  —  79,750  —  50,846  —  50,846  
U.S. government bonds—  —  —  —  —  65,502  —  65,502  
Total cash equivalents and marketable securities$126,700  $295,833  $—  $422,533  $221,173  $453,450  $—  $674,623  
During the year ended December 31, 2018, the Company sold a security (with an expected maturity date of May 17, 2019) that had been classified as a held-to-maturity short-term marketable security on the Company's consolidated balance sheet prior to its sale. On October 29, 2018, a reputable ratings agency downgraded the security from "A+" to "A." Because the Company has a policy of maintaining securities that are at an investment grade of A+ or above, it sold the security on October 31, 2018. The security was carried at amortized cost of $18.0 million as of October 29, 2018 and the Company recorded a loss of $0.1 million upon its sale, which was recorded in other income, net on the Company's consolidated statement of operations for the year ended December 31, 2018.
v3.19.3.a.u2
MARKETABLE SECURITIES
12 Months Ended
Dec. 31, 2019
Investments, Debt and Equity Securities [Abstract]  
MARKETABLE SECURITIES MARKETABLE SECURITIES
The amortized cost, gross unrealized gains and losses, and fair value of securities held-to-maturity as of December 31, 2019 and 2018 were as follows (in thousands):
December 31, 2019
Amortized CostGross Unrealized GainsGross Unrealized LossesFair Value
Short-term marketable securities:
Commercial paper$130,464  $17  $(9) $130,472  
Corporate bonds85,396  225  (10) 85,611  
Agency bonds26,140  90  —  26,230  
Total short-term marketable securities242,000  332  (19) 242,313  
Long-term marketable securities:
Agency bonds53,499  21  —  53,520  
Total long-term marketable securities53,499  21  —  53,520  
Total marketable securities
$295,499  $353  $(19) $295,833  
December 31, 2018
Amortized CostGross Unrealized GainsGross Unrealized LossesFair Value


Cash equivalents:
Commercial paper$30,536  $—  $—  $30,536  
Total cash equivalents30,536  —  —  30,536  
Short-term marketable securities:
Commercial paper175,070  —  —  175,070  
Corporate bonds131,626   (138) 131,496  
U.S. government bonds65,513  —  (11) 65,502  
Agency bonds50,887  —  (41) 50,846  
Total short-term marketable securities423,096   (190) 422,914  
Total marketable securities$453,632  $ $(190) $453,450  
The following tables present gross unrealized losses and fair values for those securities that were in an unrealized loss position as of December 31, 2019 and 2018, aggregated by investment category and the length of time that the individual securities have been in a continuous loss position (in thousands):
December 31, 2019
Less Than 12 Months12 Months or GreaterTotal
Fair ValueUnrealized LossFair ValueUnrealized LossFair ValueUnrealized Loss
Commercial paper$63,639  $(9) $—  $—  $63,639  $(9) 
Corporate bonds20,979  (10) —  —  20,979  (10) 
Total$84,618  $(19) $—  $—  $84,618  $(19) 
December 31, 2018
Less Than 12 Months12 Months or GreaterTotal
Fair ValueUnrealized LossFair ValueUnrealized LossFair ValueUnrealized Loss
Corporate bonds$121,566  $(138) $—  $—  $121,566  $(138) 
U.S. government bonds65,502  (11) —  —  65,502  (11) 
Agency bonds50,846  (41) —  —  50,846  (41) 
Total$237,914  $(190) $—  $—  $237,914  $(190) 
The Company periodically reviews its investment portfolio for other-than-temporary impairment. The Company considers such factors as the duration, severity and reason for the decline in value, and the potential recovery period. The Company also considers whether it is more likely than not that it will be required to sell the securities before the recovery of their amortized cost basis, and whether the amortized cost basis cannot be recovered as a result of credit losses. During the years ended December 31, 2019, 2018 and 2017, the Company did not recognize any other-than-temporary impairment loss.
v3.19.3.a.u2
PREPAID EXPENSES AND OTHER CURRENT ASSETS
12 Months Ended
Dec. 31, 2019
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, 2019 and December 31, 2018 consisted of the following (in thousands):
December 31, 2019December 31, 2018
Prepaid expenses$10,188  $9,436  
Other current assets4,008  7,668  
Total prepaid expenses and other current assets$14,196  $17,104  
v3.19.3.a.u2
PROPERTY, EQUIPMENT AND SOFTWARE, NET
12 Months Ended
Dec. 31, 2019
Property, Plant and Equipment [Abstract]  
PROPERTY, EQUIPMENT AND SOFTWARE, NET PROPERTY, EQUIPMENT AND SOFTWARE, NET
The Company capitalized $33.9 million, $26.9 million and $20.4 million in website and internal-use software costs during the years ended December 31, 2019, 2018 and 2017, 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 $24.2 million, $19.0 million and $16.7 million for the years ended December 31, 2019, 2018 and 2017, respectively. The Company wrote off $1.6 million of capitalized website and internal-use software costs in the year ended December 31, 2019, and wrote off an immaterial amount in each of the years ended December 31, 2018 and 2017.
Property, equipment and software, net as of December 31, 2019 and 2018 consisted of the following (in thousands):
December 31,
2019
December 31,
2018
Capitalized website and internal-use software development costs

$140,886  $108,590  
Leasehold improvements

86,089  83,811  
Computer equipment43,626  40,801  
Furniture and fixtures18,403  17,839  
Telecommunication5,154  4,691  
Software1,687  1,651  
Total295,845  257,383  
Less accumulated depreciation(184,896) (142,583) 
Property, equipment and software, net$110,949  $114,800  
Depreciation expense for the years ended December 31, 2019, 2018 and 2017 was approximately $46.1 million, $39.3 million and $34.6 million, respectively.
v3.19.3.a.u2
GOODWILL AND INTANGIBLE ASSETS
12 Months Ended
Dec. 31, 2019
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 and liabilities acquired. The Company completed its annual goodwill impairment analysis on August 31, 2019 and concluded that goodwill was not impaired, as the fair value of each reporting unit exceeded its carrying value.
Goodwill as of December 31, 2019 and 2018, and changes in the carrying amount of goodwill during the years ended December 31, 2019 and 2018, were as follows (in thousands):
20192018
Balance, beginning of period$105,620  $107,954  
Effect of currency translation(1,031) (2,334) 
Balance, end of period$104,589  $105,620  
Intangible assets at December 31, 2019 and 2018 consisted of the following (dollars in thousands):
As of December 31, 2019
Gross
Carrying
Amount
Accumulated
Amortization
Net
Carrying
Amount
Weighted
Average
Remaining
Life
Business relationships$9,918  $(2,841) $7,077  8.6 years
Developed technology7,832  (4,959) 2,873  2.2 years
Content3,814  (3,814) —  0.0 years
Domain and data licenses2,869  (2,748) 121  1.7 years
Trademarks877  (872)  0.2 years
User relationships146  (140)  0.2 years
Total $25,456  $(15,374) $10,082  

As of December 31, 2018
Gross
Carrying
Amount
Accumulated
Amortization
Net
Carrying
Amount
Weighted
Average
Remaining
Life
Business relationships$9,918  $(1,868) $8,050  9.4 years
Developed technology7,832  (3,562) 4,270  3.1 years
Content3,873  (3,696) 177  0.8 years
Domain and data licenses2,869  (2,359) 510  1.5 years
Trademarks877  (579) 298  1.2 years
User relationships146  (92) 54  1.2 years
Total$25,515  $(12,156) $13,359  
Amortization expense for the years ended December 31, 2019, 2018 and 2017 was $3.3 million, $3.5 million and $6.6 million, respectively.
As of December 31, 2019, the estimated future amortization of purchased intangible assets for (i) each of the succeeding five years and (ii) thereafter was as follows (in thousands):
Year Ending December 31,Amount
2020$2,402  
20212,262  
20221,045  
2023714  
2024708  
Thereafter2,951  
Total $10,082  
v3.19.3.a.u2
ACQUISITIONS AND DISPOSALS
12 Months Ended
Dec. 31, 2019
Business Combinations [Abstract]  
ACQUISITIONS AND DISPOSALS ACQUISITIONS AND DISPOSALS
Nowait, Inc.
On February 28, 2017, the Company acquired Nowait, Inc. (“Nowait”). In connection with the acquisition, all outstanding capital stock and options and warrants to purchase capital stock of Nowait — including the 20% equity investment in Nowait the Company acquired in July 2016 — were converted into the right to receive an aggregate of $39.8 million in cash. Of the total amount of consideration paid in connection with the acquisition, $7.9 million is being held in escrow to secure the Company’s indemnification rights. The key purpose underlying the acquisition was to secure waitlist system and seating tool technology. The Company utilized an income approach to determine the valuation of the Company’s existing equity investment in Nowait as of the acquisition date. The carrying value of the Company’s investment approximated its fair value.
The acquisition was accounted for as a business combination in accordance with Accounting Standards Codification Topic 805, “Business Combinations” (“ASC 805”), with the results of Nowait’s operations included in the Company’s consolidated financial statements from February 28, 2017. The final purchase price allocation is as follows (in thousands):
February 28, 2017
Fair value of purchase consideration:
Cash:
Distributed to Nowait stockholders$31,892  
Held in escrow account7,945  
Total purchase consideration$39,837  
Fair value of net assets acquired:
Cash and cash equivalents$1,004  
Intangible assets12,670  
Goodwill25,959  
Other assets1,065  
Total assets acquired40,698  
Liabilities assumed(861) 
Total liabilities assumed(861) 
Net assets acquired$39,837  
Estimated useful lives and the amount assigned to each class of intangible assets acquired are as follows (dollars in thousands):
Intangible Asset Type:Amount AssignedUseful Life
Enterprise restaurant relationships$8,500  12.0 years
Acquired technology$2,900  5.0 years
Trademarks$610  3.0 years
Local restaurant relationships$600  5.0 years
User relationships$60  3.0 years
Weighted average9.6 years
The intangible assets are being amortized on a straight-line basis, which reflects the pattern in which the economic benefits of the intangible assets are being utilized. The goodwill results from the Company’s opportunity to drive daily engagement in its key restaurant vertical by allowing consumers to move more quickly from search and discovery to transacting at a local business. None of the goodwill is deductible for tax purposes.
The Company recorded no acquisition-related transaction costs for the years ended December 31, 2019 and 2018. For the year ended December 31, 2017, the Company recorded acquisition-related transaction costs of approximately $0.1 million, which were included in general and administrative expenses in the accompanying consolidated statement of operations.
The consolidated statements of operations for the years ended December 31, 2019 and 2018 included $7.8 million and $5.3 million of revenues attributable to the Nowait product, respectively. The Company completed the integration of Nowait's operations into those of the Company during the three months ended December 31, 2017 and, as such, determining Nowait's contribution to the net income of the Company for the years ended December 31, 2019 and 2018 is impracticable.
Turnstyle Analytics Inc.
On April 3, 2017, the Company acquired all of the equity interests in Turnstyle Analytics Inc. (“Turnstyle”) for $20.6 million, approximately $1.0 million of which represents compensation cost due to a continuous service requirement, and the remainder of which represents purchase consideration. Of the total consideration paid in connection with the acquisition, $3.1 million was initially held in escrow for an 18-month period after the closing to secure the Company’s indemnification rights. The remaining escrow funds were released in October 2018. The key factor underlying the acquisition was to obtain a customer
retention and loyalty product in the form of a location-based marketing and analytics platform that provides wifi as a digital marketing tool to expand the Company's product offerings for local businesses.
The acquisition was accounted for as a business combination in accordance with ASC 805, with the results of Turnstyle’s operations included in the Company’s consolidated financial statements from April 3, 2017. The final purchase price allocation is as follows (in thousands):
April 3, 2017
Fair value of purchase consideration:
Cash:
Distributed to Turnstyle stockholders$16,648  
Held in escrow account3,093  
Total purchase consideration$19,741  
Fair value of net assets acquired:
Cash and cash equivalents$30  
Intangible assets4,252  
Goodwill16,048  
Other assets250  
Total assets acquired20,580  
Deferred tax liability(450) 
Liabilities assumed(389) 
Total liabilities assumed(839) 
Net assets acquired$19,741  
Estimated useful lives and the amount assigned to each class of intangible assets acquired are as follows (dollars in thousands):
Intangible Asset Type:Amount AssignedUseful Life
Acquired technology$3,250  5.0 years
Business relationships$672  5.0 years
Trademarks$250  3.0 years
User relationships$80  3.0 years
Weighted average4.9 years
The intangible assets are being amortized on a straight-line basis, which reflects the pattern in which the economic benefits of the intangible assets are being utilized. The goodwill results from the Company’s opportunity to expand its product offerings to local businesses through the Turnstyle marketing and analytics platform, which the Company renamed Yelp WiFi Marketing. None of the goodwill is deductible for tax purposes.
The Company recorded no acquisition-related transaction costs for the years ended December 31, 2019 and 2018. For the year ended December 31, 2017, the Company recorded acquisition-related transaction costs of approximately $0.3 million, which were included in general and administrative expenses in the accompanying consolidated statement of operations.
The consolidated statements of operations for the years ended December 31, 2019 and 2018 include $2.1 million and $3.1 million of revenue attributable to Yelp WiFi Marketing, respectively.
The Company completed the integration of Turnstyle's operations into those of the Company during the three months ended December 31, 2017 and, as such, determining Turnstyle's contribution to the net income of the Company for the years ended December 31, 2019 and 2018 is impracticable. The consolidated statement of operations for the year ended December 31, 2017 includes $8.8 million of net loss attributable to Turnstyle.
Eat24, LLC
On October 10, 2017, pursuant to the terms of a Unit Purchase Agreement, dated as of August 3, 2017 (the “Purchase Agreement”), by and among the Company, Eat24, LLC, a wholly owned subsidiary of the Company, Grubhub Inc. (“Grubhub”) and Grubhub Holdings Inc. (“Purchaser”), a wholly owned subsidiary of Grubhub, the Company completed the sale of all of the outstanding equity interests in Eat24 to the Purchaser (the “Disposal”). Immediately prior to the closing of the Disposal, the Company transferred certain assets to Eat24, which consisted of assets that were material to or necessary for the operation of the Eat24 business that were not then owned by Eat24. The Company entered into a Marketing Partnership Agreement (“Partnership Agreement”) with the Purchaser concurrently with the Purchase Agreement. The purpose of the Disposal was to further capitalize on the Company's strong market position of connecting people with local businesses by selling Eat24 to the Purchaser, which has a strong presence in online and mobile food ordering, and entering into the Partnership Agreement, pursuant to which the Company earns a fee on all food orders placed through the Grubhub restaurant network, including Eat24 restaurants, that originate on the Company's platform.
The Company received $251.7 million in cash at closing; the Purchaser paid the remaining $28.8 million of the purchase price into an escrow account, which was held for an initial 18-month period after closing to secure the Purchaser's rights of indemnification under the Purchase Agreement and was presented on the Company's consolidated balance sheets as an Other non-current asset as of December 31, 2018 (see Note 11, "Other Non-Current Assets"). Following the expiration of the escrow period in April 2019, the full amount in escrow was released to the Company. The Company received approximately $1.0 million in additional purchase consideration on December 14, 2017 as a net working capital adjustment. As a result of the sale, the Company recognized a pre-tax gain of $163.7 million during the year ended December 31, 2017, which is included in gain on disposal of a business unit in the Company's consolidated statement of operations and is net of $0.3 million in Disposal-related costs. Prior to the Disposal, Eat24 was its own reporting unit and $110.8 million of goodwill associated with the Eat24 reporting unit was de-recognized and included with the net assets transferred in the Disposal.
The Disposal was accounted for as an asset group disposal in accordance with Accounting Standards Codification 360, "Property, Plant, and Equipment." The results of Eat24's operations are included in the Company's consolidated financial statements through October 10, 2017. As the Disposal represented the sale of an individually significant component, the loss before provision for income taxes attributable to Eat24 was $11.9 million for the year ended December 31, 2017. The Company acquired Eat24 on February 9, 2015. The final disbursement from the escrow account created to secure indemnification obligations related to the Company's acquisition of Eat24 was completed in the three months ended March 31, 2018.
v3.19.3.a.u2
LEASES
12 Months Ended
Dec. 31, 2019
Leases [Abstract]  
Leases LEASES
The components of lease cost as of December 31, 2019 were as follows (in thousands):
Year Ended
December 31, 2019
Operating lease cost$54,451  
Short-term lease cost (12 months or less)1,287  
Sublease income(4,759) 
Total lease cost, net$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.

The Company will continue to disclose comparative reporting periods prior to January 1, 2019 under ASC 840.

During the years ended December 31, 2018 and 2017, the Company recognized rent expense, net of sublease rental income, on a straight-line basis over the lease period. Rent expense, net was $51.2 million and $42.5 million for the years ended December 31, 2018 and December 31, 2017, respectively.

The Company 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 sublease rental income as a reduction in rent expense on a straight-line basis over the lease period. Sublease rental income was $2.2 million and $2.6 million for the years ended December 31, 2018 and 2017, respectively.
Supplemental cash flow information related to leases for the year ended December 31, 2019 was as follows (in thousands):

December 31, 2019
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases$56,672  
As of December 31, 2019, maturities of lease liabilities for (i) each of the succeeding five years and (ii) thereafter were as follows (in thousands):
Year Ending December 31,Operating
Leases
2020$59,522  
202152,060  
202244,712  
202341,652  
202439,420  
Thereafter37,112  
Total minimum lease payments274,478  
Less imputed interest(42,215) 
Present value of lease liabilities$232,263  
As of December 31, 2018, maturities of lease liabilities for (i) each of the succeeding five years and (ii) thereafter were as follows (in thousands):
Year Ending December 31,Operating
Leases
2019$56,703  
202059,009  
202151,429  
202243,603  
202340,517  
Thereafter69,980  
Total minimum lease payments$321,241  
As of December 31, 2019, the weighted-average remaining lease term and weighted-average discount rate were as follows:
December 31, 2019
Weighted-average remaining lease term (years) — operating leases5.5
Weighted-average discount rate — operating leases6.1 %
In October 2019, the Company entered into a lease agreement for an office facility in London, U.K. for which the lease term has not yet commenced. The lease expires in 2030 and the Company expects to classify it as an operating lease. The Company expects to record $15.0 million of operating lease cost over the life of the lease.
v3.19.3.a.u2
OTHER NON-CURRENT ASSETS
12 Months Ended
Dec. 31, 2019
Other Assets, Noncurrent Disclosure [Abstract]  
OTHER NON-CURRENT ASSETS OTHER NON-CURRENT ASSETS
Other non-current assets as of December 31, 2019 and 2018 consisted of the following (in thousands):
20192018
Deferred tax assets$20,054  $17,240  
Deferred contract costs15,138  12,345  
Escrow deposit—  28,750  
Other non-current assets3,177  1,109  
Total other non-current assets$38,369  $59,444  
The escrow deposit consisted of the funds held in escrow related to the Disposal of Eat24 (see Note 9, "Acquisitions and Disposals"), which were held for an 18-month period after closing to secure the Purchaser's rights of indemnification under the Purchase Agreement. Following the expiration of the escrow period in April 2019, the deposit was released to the Company.
Deferred contract costs as of December 31, 2019 and 2018, and changes in deferred contract costs during the years ended December 31, 2019 and 2018, were as follows (in thousands):
20192018
Balance, beginning of period$12,345  $9,089  
Add: costs deferred on new contracts14,998  14,572  
Less: amortization recorded in sales and marketing expenses(12,205) (11,316) 
Balance, end of period$15,138  $12,345  
v3.19.3.a.u2
CONTRACT BALANCES
12 Months Ended
Dec. 31, 2019
Revenue from Contract with Customer [Abstract]  
CONTRACT BALANCES CONTRACT BALANCES
The allowance for doubtful accounts as of December 31, 2019, 2018 and 2017, and changes in the allowance for doubtful accounts during the years ended December 31, 2019, 2018 and 2017, were as follows (in thousands):
Year Ended December 31,
201920182017
Balance, beginning of period$8,685  $8,602  $6,196  
Add: provision for doubtful accounts22,543  24,515  20,917  
Less: write-offs, net of recoveries(23,542) (24,432) (18,511) 
Balance, end of period$7,686  $8,685  $8,602  
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.
As of December 31, 2019, deferred revenue was $4.3 million, the majority of which is expected to be recognized as revenue in the subsequent three-month period ending March 31, 2020. Changes in deferred revenue during the years ended December 31, 2019 and 2018 were as follows (in thousands):
Year Ended December 31,
20192018
Balance, beginning of period$3,843  $3,469  
Less: recognition of deferred revenue from beginning balance(3,744) (3,436) 
Add: net increase in current period contract liabilities4,216  3,810  
Balance, end of period$4,315  $3,843  
The net increase in contract liabilities primarily relates to new contracts with customers during the periods presented. No other contract assets or liabilities are recorded on the Company's consolidated balance sheets as of December 31, 2019 and 2018.
v3.19.3.a.u2
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES
12 Months Ended
Dec. 31, 2019
Payables and Accruals [Abstract]  
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES ACCOUNTS PAYABLE AND ACCRUED LIABILITIES
Accounts payable and accrued liabilities as of December 31, 2019 and 2018 consisted of the following (in thousands):
December 31,
2019
December 31,
2018
Accounts payable$6,002  $6,540  
Employee related liabilities41,488  23,634  
Accrued sales and marketing expenses2,982  4,536  
Taxes payable3,695  3,438  
Accrued cost of revenue7,208  5,463  
Other accrued liabilities10,958  17,451  
Total accrued liabilities$72,333  $61,062  
v3.19.3.a.u2
LONG-TERM LIABILITIES
12 Months Ended
Dec. 31, 2019
Other Liabilities Disclosure [Abstract]  
LONG-TERM LIABILITIES LONG-TERM LIABILITIES
Long-term liabilities as of December 31, 2019 and 2018 consisted of the following (in thousands):
December 31,
2019
December 31,
2018
Deferred rent$—  $31,253  
Other long-term liabilities6,798  3,887  
Total long-term liabilities$6,798  $35,140  
The Company de-recognized the deferred rent balance as of December 31, 2018 upon its adoption of ASC 842 on January 1, 2019. See Note 2, "Summary of Significant Accounting Policies."
v3.19.3.a.u2
COMMITMENTS AND CONTINGENCIES
12 Months Ended
Dec. 31, 2019
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 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 August 2, 2018, the Company and the other defendants filed a motion to dismiss the amended complaint, which the court granted in part and denied in part on November 27, 2018. On October 22, 2019, the Court approved a stipulation to certify a class in this action. The case remains pending. Due to the preliminary nature of this lawsuit, the Company is unable to reasonably estimate either the probability of incurring a loss or an estimated range of such loss, if any, from the lawsuit.
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 adverse 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.
v3.19.3.a.u2
STOCKHOLDERS' EQUITY
12 Months Ended
Dec. 31, 2019
Stockholders' Equity Note [Abstract]  
STOCKHOLDERS' EQUITY STOCKHOLDERS’ EQUITY
The following table presents the number of shares authorized and issued and outstanding as of the dates indicated:
December 31, 2019December 31, 2018
Shares
Authorized
Shares
Issued and
Outstanding
Shares
Authorized
Shares
Issued and
Outstanding
Stockholders’ equity:
Common stock, $0.000001 par value
200,000,000  71,185,468  200,000,000  81,996,839  
Undesignated preferred stock10,000,000  —  10,000,000  —  
Stock Repurchase Program
On July 31, 2017, the Company’s board of directors approved a stock repurchase program under which the Company was authorized to repurchase up to $200.0 million of its outstanding common stock. The Company's board of directors authorized the Company to repurchase an additional $250.0 million of its outstanding common stock on each of November 27, 2018 and February 11, 2019, bringing the total amount of authorized repurchases to $700.0 million by December 31, 2019. 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 years ended December 31, 2019 and 2018, the Company repurchased on the open market and subsequently retired 14,190,409 and 4,896,003 shares, respectively, for aggregate purchase prices of approximately $481.0 million and $187.4 million, respectively.
Common Stock Reserved for Future Issuance
As of December 31, 2019, the Company had reserved shares of common stock for future issuances in connection with the following:
Number of Shares  
Stock options outstanding6,210,685  
RSUs outstanding7,625,584  
Available for future equity award grants7,233,289  
Available for future ESPP offerings1,542,130  
Total reserved for future issuance22,611,688  
Equity Incentive Plans
The Company has outstanding awards under three equity incentive plans: the Amended and Restated 2005 Equity Incentive Plan (the “2005 Plan”); the 2011 Equity Incentive Plan (the “2011 Plan”); and the 2012 Equity Incentive Plan, as amended (the “2012 Plan”). 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 (“IPO”), 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 granted to date generally vest over a three- or four-year period, on one of four schedules: (a) 25% vesting at the end of one year and the remaining shares vesting monthly thereafter; (b) 10% vesting over the first year, 20% vesting over the second year, 30% vesting over the third year and 40% vesting over the fourth year; (c) ratably on a monthly basis; or (d) 35% vesting over the first year, 40% vesting over the second year and 25% vesting over the third year. 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, 2019, 2018 and 2017, the weighted-average assumptions used for the Black-Scholes-Merton option valuation model were as follows:
Year Ended December 31,
201920182017
Dividend yield—  —  —  
Annual risk-free rate2.5 %2.2 %2.1 %
Expected volatility48.3 %42.0 %44.0 %
Expected term (years)6.06.05.9
A summary of stock option activity for the year ended December 31, 2019 is as follows:
Number of
Shares
Weighted-
Average
Exercise
Price
Weighted-
Average
Remaining
Contractual
Term (in
years)
Aggregate
Intrinsic
Value (in
thousands)
Outstanding at December 31, 20186,818,682  $24.54  5.1$88,983  
Granted662,150  36.06  
Exercised(826,124) 21.18  
Canceled(444,323) 40.57  
Outstanding at December 31, 20196,210,385  $25.10  4.3$75,805  
Options vested and exercisable at December 31, 20195,310,712  $22.94  3.7$75,540  
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 $12.0 million, $18.9 million and $28.0 million for the years ended December 31, 2019, 2018 and 2017, respectively.
The weighted-average grant date fair value of options granted was $17.64, $18.89 and $15.35 per share for the years ended December 31, 2019, 2018 and 2017, respectively.
As of December 31, 2019, total unrecognized compensation costs related to unvested stock options was approximately $15.0 million, which the Company expects to recognize over a weighted-average time period of 2.3 years.
RSUs
RSUs generally vest over a four-year period, on one of three schedules: (a) 25% vesting at the end of one year and the remaining vesting quarterly or annually thereafter; (b) 10% vesting over the first year, 20% vesting over the second year, 30% vesting over the third year and 40% vesting over the fourth year; or (c) ratably on a quarterly basis.
RSUs also include PRSUs, for which the expense is recognized from the date of grant. The PRSUs are subject to both a performance goal and a time-based vesting schedule. The shares underlying each PRSU award 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 (the "Performance Goal"). If the Performance Goal is met, the shares underlying each PRSU award will vest quarterly over four years from the grant date (the "Time-Based Vesting Schedule"). Any shares subject to the PRSUs that have met the Time-Based Vesting Schedule at the time the Performance Goal
is achieved will fully vest as of such date; thereafter, any remaining unvested shares subject to the PRSUs will continue vesting solely according to the Time-Based Vesting Schedule.
As the PRSU activity during the year ended December 31, 2019 was not material, it is presented together with the RSU activity in the table below.

A summary of RSU activity for the year ended December 31, 2019 is as follows:
Number of
Shares
Weighted-
Average Grant
Date Fair Value
Nonvested at December 31, 20186,563,863  $38.67  
Granted6,205,023  34.35  
Vested (1)
(3,273,159) 36.01  
Canceled(1,870,143) 37.82  
Nonvested at December 31, 20197,625,584  $36.51  
(1) Included in this balance is 1,254,365 shares vested but not issued due to net share settlement for payment of employee taxes.
The aggregate fair value as of the vest date of RSUs that vested during the years ended December 31, 2019, 2018 and 2017 was $112.4 million, $131.1 million and $104.2 million, respectively. As of December 31, 2019, the Company had approximately $266.2 million of unrecognized stock-based compensation expense related to RSUs, which the Company expects to recognize over the remaining weighted-average vesting period of approximately 2.8 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, 2019, 2018 and 2017, employees purchased 534,120, 442,679 and 373,580 shares, respectively, at a weighted-average purchase price per share of $27.66, $32.07 and $29.23, respectively. The Company recognized stock-based compensation expense related to the ESPP of $2.6 million, $2.6 million and $2.0 million in the years ended December 31, 2019, 2018 and 2017, 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,
201920182017
Cost of revenue$4,535  $4,572  $4,010  
Sales and marketing30,668  30,779  28,100  
Product development63,433  56,882  47,280  
General and administrative22,876  22,153  21,025  
Total stock-based compensation recorded to income before incomes taxes121,512  114,386  100,415  
Benefit from income taxes(31,565) (30,237) (1,407) 
Total stock-based compensation recorded to net income$89,947  $84,149  $99,008  
During the years ended December 31, 2019, 2018 and 2017, the Company capitalized $9.8 million, $7.8 million and $5.8 million, respectively, of stock-based compensation expense as website and internal-use software costs.
v3.19.3.a.u2
OTHER INCOME, NET
12 Months Ended
Dec. 31, 2019
Other Income and Expenses [Abstract]  
OTHER INCOME, NET OTHER INCOME, NET
Other income, net for the years ended December 31, 2019, 2018 and 2017 consisted of the following (in thousands):
Year Ended December 31,
201920182017
Interest income, net$13,328  $13,804  $4,189  
Transaction gain (loss) on foreign exchange27  (70) 258  
Other non-operating income, net901  375  417  
Other income, net$14,256  $14,109  $4,864  
v3.19.3.a.u2
INCOME TAXES
12 Months Ended
Dec. 31, 2019
Income Tax Disclosure [Abstract]  
INCOME TAXES INCOME TAXES
The following table presents domestic and foreign components of income before income taxes for the periods presented (in thousands):
Year Ended December 31,
201920182017
United States$55,292  $44,856  $194,376  
Foreign(5,525) (4,850) (9,890) 
Total income before income taxes$49,767  $40,006  $184,486  
The income tax provision is composed of the following (in thousands):
Year Ended December 31,
201920182017
Current:
Federal$8,598  $(819) $25,785  
State2,570  384  5,069  
Foreign517  560  354  
Total current tax$11,685  $125  $31,208  
Deferred:
Federal$(2,916) $(10,032) $(28) 
State59  (6,491) 15  
Foreign58  1,054  296  
Total deferred tax(2,799) (15,469) 283  
Total provision for (benefit from) income taxes$8,886  $(15,344) $31,491  
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,
201920182017
Income tax at federal statutory rate21.00 %21.00 %35.00 %
State tax, net of federal tax effect2.83  3.24  3.54  
Foreign income tax rate differential(0.56) (0.54) 0.50  
Stock-based compensation3.46  (16.80) (4.82) 
Income tax credits(26.94) (35.83) (5.39) 
Change in valuation allowance10.40  (25.08) (30.23) 
Change in uncertain tax positions0.56  4.48  0.98  
Gain on disposal of a business unit—  —  17.42  
Employee fringe benefits5.97  7.28  0.24  
Other non-deductible expenses1.42  2.73  0.12  
Deferred adjustments0.37  2.24  (0.12) 
Other (0.65) (1.07) (0.18) 
Effective tax rate17.86 %(38.35)%17.06 %
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,
20192018
Deferred tax assets:
Reserves and others$6,547  $14,223  
Stock-based compensation19,950  19,689  
Net operating loss carryforward4,628  5,956  
Tax credit carryforward23,642  23,073  
Operating lease liabilities60,206  —  
Gross deferred tax assets114,973  62,941  
Valuation allowance(23,447) (18,381) 
Total deferred tax assets91,526  44,560  
Deferred tax liabilities: 
Depreciation and amortization(16,359) (16,666) 
Disposal of a business unit

—  (7,454) 
Deferred contract costs(3,869) (3,201) 
Operating lease right-of-use assets(51,244) —  
Total deferred tax liabilities(71,472) (27,321) 
Net deferred tax assets$20,054  $17,239  
At December 31, 2019, the Company had federal and state net operating loss carry-forwards of approximately $10.7 million and $30.5 million, respectively, expiring beginning in 2034 and 2020, respectively. A wholly owned entity, Yelp GmbH, also had trading losses of $2.4 million at December 31, 2019 in Germany, which may be carried forward indefinitely against profits. Another wholly owned entity, Darwin Social Marketing Inc., had non-capital losses of $0.4 million at December 31, 2019 in Canada that begin to expire in 2037. At December 31, 2019, the Company had federal research credit carry-forwards of approximately $18.5 million that expire beginning in 2031, and California research credit carry-forwards of approximately $47.0 million that do not expire.
Utilization of net operating loss carry-forwards 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 carry-forwards and credits that can be utilized.
Further, foreign loss carry-forwards may be subject to limitations under the applicable laws of the taxing jurisdictions due to ownership change limitations.
On December 22, 2017, the U.S. Tax Cuts and Jobs Act (the “Tax Act”) was signed into law. The Tax Act made broad and complex changes to the U.S. tax code that impact the Company's provision for income taxes, including, but not limited to, reducing the U.S. federal corporate income tax rate from 35.0% to 21.0% (the "Tax Rate Reduction") and requiring a one-time Deemed Repatriation Tax (the "Transition Tax”) on certain un-repatriated earnings of foreign subsidiaries.

Prior to the effectiveness of the Tax Act, the Company did not recognize a deferred tax liability related to un-remitted foreign earnings because such earnings were expected to be reinvested indefinitely. Because such earnings were previously subject to the one-time Transition Tax on foreign earnings, any taxes due with respect to such earnings or the excess of the amount for financial reporting over the tax basis of the Company's foreign investments would generally be limited to foreign and state taxes. As of December 31, 2019, the Company had accumulated undistributed earnings generated by its foreign subsidiaries of approximately $4.9 million. The Company has not recognized a deferred tax liability related to un-remitted foreign earnings, as it intends to indefinitely reinvest these earnings and expects future U.S. cash generation to be sufficient to meet future U.S. cash needs.

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. 
At December 31, 2018, the Company considered all positive and negative evidence on whether the Company would have future taxable income sufficient to realize the benefit of its deferred tax assets and concluded that, at the required more-likely-than-not level of certainty, the Company would have future taxable U.S. income sufficient to realize the benefit of certain domestic deferred tax assets. As such, the valuation allowance previously recorded against certain domestic deferred tax assets was released. The benefit from income taxes for the year ended December 31, 2018 includes a $16.6 million benefit associated with this release.
Valuation allowances of $23.4 million and $18.4 million primarily related to California state tax credits were recorded against the Company's net deferred tax asset balance as of December 31, 2019 and 2018, 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
As of December 31, 2019, 2018 and 2017, the Company had $40.7 million, $33.1 million and $18.2 million, respectively, of unrecognized tax benefits. A reconciliation of the beginning and ending amount of unrecognized benefits is as follows (in thousands):
Year Ended December 31,
201920182017
Balance at the beginning of the year$33,107  $18,215  $10,340  
(Decrease) increase based on tax positions related to the prior year(611) 3,654  667  
Increase based on tax positions related to the current year9,995  11,485  7,209  
Decrease from tax authorities' settlements(1,773) —  —  
Lapse of statute of limitations—  (247) (1) 
Balance at the end of the year$40,718  $33,107  $18,215  
As of December 31, 2019, the Company had $23.4 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, 2019, 2018 and 2017, 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 2014 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 $0.1 million within the next 12 months.
v3.19.3.a.u2
NET INCOME PER SHARE
12 Months Ended
Dec. 31, 2019
Earnings Per Share [Abstract]  
NET INCOME PER SHARE NET INCOME PER SHARE
Basic net income per share is computed using the weighted-average number of outstanding shares of common stock during the period. Diluted net income 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 table presents the calculation of basic and diluted net income per share (in thousands, except per share data):
Year Ended December 31,
201920182017
Basic net income per share attributable to common stockholders:
Numerator:
Net income$40,881  $55,350  $152,995  
Denominator:
Weighted-average shares outstanding74,627  83,573  81,602  
Basic net income per share attributable to common stockholders:$0.55  $0.66  $1.87  

Year Ended December 31,
201920182017
Diluted net income per share attributable to common stockholders:
Numerator:
Allocation of undistributed earnings for basic calculations$40,881  $55,350  $152,995  
Denominator:
Number of shares used in basic calculation74,627  83,573  81,602  
Weighted-average effect of dilutive securities
Stock options2,367  2,984  3,279  
Restricted stock units973  2,137  2,289  
Employee stock purchase program 15  —  
Number of shares used in diluted calculation77,969  88,709  87,170  
Diluted net income per share attributable to common stockholders$0.52  $0.62  $1.76  
The following weighted-average stock-based instruments were excluded from the calculation of diluted net income per share because their effect would have been anti-dilutive for the periods presented (in thousands):
Year Ended December 31,
201920182017
Stock options2,580  2,030  1,659  
Restricted stock units and awards2,020  373  593  
v3.19.3.a.u2
INFORMATION ABOUT REVENUE AND GEOGRAPHIC AREAS
12 Months Ended
Dec. 31, 2019
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 revenue by major product lines is based on the type of service provided and also aligns with the timing of revenue recognition.
Net Revenue
The following table presents the Company’s net revenue by product line for the periods presented (in thousands):
Year Ended December 31,
201920182017
Net revenue by product:
Advertising$976,925  $907,487  $775,678  
Transactions12,436  13,694  60,251  
Other services24,833  21,592  14,918  
Total net revenue$1,014,194  $942,773  $850,847  
During the years ended December 31, 2019, 2018 and 2017, no individual customer accounted for 10% or more of consolidated net revenue.
The following table presents the Company’s net revenue by geographic region for the periods indicated (in thousands):
Year Ended December 31,
201920182017
United States$1,000,245  $929,569  $836,766  
All other countries13,949  13,204  14,081  
Total net revenue$1,014,194  $942,773  $850,847  
Long-Lived Assets
The following table presents the Company’s long-lived assets by geographic region for the periods indicated (in thousands):
As of December 31,
20192018
United States$109,849  $112,984  
All other countries1,100  1,816  
Total long-lived assets$110,949  $114,800  
v3.19.3.a.u2
RESTRUCTURING AND INTEGRATION
12 Months Ended
Dec. 31, 2019
Restructuring and Related Activities [Abstract]  
RESTRUCTURING AND INTEGRATION RESTRUCTURING AND INTEGRATIONOn November 2, 2016, the Company announced plans to significantly reduce sales and marketing activities in markets outside of the United States and Canada. $0.3 million of restructuring and integration costs were incurred during 2017, and the restructuring plan was completed by December 31, 2017. All costs related to this plan were paid by this date. The Company incurred no restructuring and integration costs during the years ended December 31, 2019 and 2018 and does not expect to incur any additional expenses related to this restructuring plan. No goodwill, intangible assets or other long-lived assets were impaired as a result of the restructuring plan.
v3.19.3.a.u2
SUBSEQUENT EVENTS
12 Months Ended
Dec. 31, 2019
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS SUBSEQUENT EVENTSOn January 15, 2020, the Company's board of directors authorized the repurchase of an additional $250 million of the Company's common stock pursuant to its stock repurchase program, bringing the total amount authorized since the commencement of the stock repurchase program to $950 million, of which $269 million remains available.
v3.19.3.a.u2
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED)
12 Months Ended
Dec. 31, 2019
Quarterly Financial Information Disclosure [Abstract]  
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED)
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED)
(In thousands, except per share data)
The following tables set forth the Company's unaudited quarterly consolidated statements of operations data for each of the eight quarters in the two-year period ended December 31, 2019 (in thousands, except per share data). The Company has prepared this quarterly data on a consistent basis with the audited consolidated financial statements included in this Annual Report. In the opinion of management, the quarterly financial information reflects all necessary adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of this data. This information should be read in conjunction with the audited financial statements and related notes included elsewhere in this Annual Report. The results of historical periods are not necessarily indicative of the results of operations for any future period.
Quarter Ended
Dec 31, 2019Sep 30, 2019Jun 30, 2019Mar 31, 2019Dec 31, 2018Sep 30, 2018Jun 30, 2018Mar 31, 2018
Consolidated Statements of
Operations Data:
 
Net revenue$268,823  $262,474  $246,955  $235,942  $243,740  $241,096  $234,863  $223,074  
Costs and expenses:
Cost of revenue (exclusive of depreciation and amortization shown separately below)16,656  16,514  14,975  14,265  14,255  14,177  14,708  14,732  
Sales and marketing126,370  127,655  122,045  124,316  121,256  121,759  120,653  119,641  
Product development61,138  56,661  54,566  58,075  54,273  53,764  52,789  51,493  
General and administrative34,164  39,703  30,932  31,292  29,677  30,302  28,583  32,007  
Depreciation and amortization12,849  12,391  12,240  11,876  11,557  10,713  10,509  10,028  
Total costs and expenses251,177  252,924  234,758  239,824  231,018  230,715  227,242  227,901  
Income (loss) from operations17,646  9,550  12,197  (3,882) 12,722  10,381  7,621  (4,827) 
Other income, net2,611  3,063  3,891  4,691  4,160  3,921  3,424  2,604  
Income (loss) before income taxes20,257  12,613  16,088  809  16,882  14,302  11,045  (2,223) 
Provision for (benefit from) income taxes3,105  2,552  3,785  (556) (15,064) (684) 341  63  
Net income (loss) attributable to
common stockholders
$17,152  $10,061  $12,303  $1,365  $31,946  $14,986  $10,704  $(2,286) 
Net income (loss) per share attributable
to common stockholders:
Basic$0.24  $0.14  $0.16  $0.02  $0.39  $0.18  $0.13  $(0.03) 
Diluted$0.24  $0.14  $0.16  $0.02  $0.37  $0.17  $0.12  $(0.03) 
Weighted-average shares used to compute net income (loss) per share attributable to common stockholders:
Basic70,627  70,773  75,601  81,772  82,706  84,008  83,769  83,785  
Diluted72,987  73,712  78,530  85,087  86,287  88,724  88,651  83,785  
v3.19.3.a.u2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)
12 Months Ended
Dec. 31, 2019
Accounting Policies [Abstract]  
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 and 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.
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 has a policy that generally requires 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. In the event that the rating drops below that investment grade, the Company will sell the security prior to maturity. The Company determines the classification of its marketable securities at the time of purchase and re-evaluates these determinations at each balance sheet date. Debt securities are classified as held-to-maturity when the Company has the positive intent and ability to hold the securities to maturity. Held-to-maturity securities are stated at amortized cost and are periodically assessed for other-than-temporary impairment. Amortized cost of debt securities is adjusted for amortization of premiums and accretion of discounts to maturity, and is included in interest income. 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. Held-to-maturity securities with less than one year to maturity are included in short-term marketable securities. All other held-to-maturity securities are classified as long-term marketable securities.
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 and known delinquent accounts. 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.
Revenue Recognition
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 41 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 11, "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.
Revenue Recognition—The Company generates revenue from the sale of advertising products, transactions and other services, 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 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 revenue is recognized in the amount to 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. Because the Company considers contracts month-to-month, variable consideration is resolved at the time of invoicing, which eliminates the use of estimates in determining the transaction price. 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 listing 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 and, through October 10, 2017, Yelp Eat24 as a standalone product.
The Company's transactions platform provides consumers with the ability to complete food delivery and other transactions through third parties 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. Prior to the disposal of Eat24, the Company's Yelp Eat24 business generated revenue through arrangements with restaurants, in which restaurants paid a commission percentage fee on orders placed through the Yelp Eat24 platform. The Company recorded revenue associated with Yelp Eat24 transactions on a net basis as the restaurant is primarily responsible for providing the underlying service and the Company does not control the service provided by the restaurant to the consumer. Concurrently with the disposal of Eat24 on October 10, 2017, the Company entered into a partnership agreement with Grubhub; as a result, following the sale, the Company generates revenue from transactions placed through the Grubhub network, which includes the Eat24 restaurant network, that originate on Yelp.
Other Services. The Company generates other services revenue through subscription services contracts, such as sales of monthly subscriptions to Yelp Reservations and 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, web hosting costs, and salaries, benefits and stock-based compensation expense for its infrastructure teams related to operating the Company’s website and mobile app. It also includes confirmation services expenses and delivery-related costs as well as video production expenses.
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.
Leases
Leases—The Company leases its office facilities under operating lease agreements that expire from 2020 to 2029, 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 sheet 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.
Business Combinations Business Combinations—The Company accounts for acquisitions of entities that consist of inputs and processes that have the ability to contribute to the creation of outputs as business combinations. The Company allocates the purchase price of the acquisition to the tangible assets, liabilities and identifiable intangible assets acquired based on their estimated fair values. The excess of the purchase price over those fair values is recorded as goodwill. Acquisition-related expenses and integration costs are expensed as incurred. During the measurement period, the Company records adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. After the measurement period, which could be up to one year after the transaction date, subsequent adjustments are recorded to the Company’s consolidated statements of operations.
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 as a basis for determining whether it is necessary to perform the two-step goodwill impairment test under the authoritative guidance. 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 two-step goodwill impairment test will be performed. The first step, identifying a potential impairment, compares the fair value of the reporting unit with its carrying amount. If the carrying amount exceeds its fair value, the second step will be performed; otherwise, no further step is required. The second step, measuring the impairment loss, compares the implied fair value of the goodwill with the carrying amount of the goodwill. Any excess of the goodwill carrying amount over the applied fair value is recognized as an impairment loss, and the carrying value of goodwill is written down to 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.
Assets and Liabilities Held For Sale Assets and Liabilities Held for Sale—The Company considers an asset to be held for sale when: management approves and commits to a formal plan to actively market the asset for sale at a reasonable price in relation to its fair value; the asset is available for immediate sale in its present condition; an active program to locate a buyer and other actions required to complete the sale have been initiated; the sale of the asset is expected to be completed within one year; and it is unlikely that significant changes will be made to the plan. Upon designation as held for sale, the Company records the carrying value of the assets at the lower of its carrying value or its estimated fair value, less costs to sell. The Company ceases to record depreciation and amortization expense associated with assets upon their designation as held for sale.
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 to 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. Shares for these grants are issued upon vesting, net of tax withholding to be paid by the Company on behalf of its employees. The vesting of PRSUs outstanding as of December 31, 2019 was subject to both a market performance condition and a time-based vesting schedule. As a result of these multiple vesting requirements, 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.
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 Comprehensive Income—Comprehensive income consists of net income and other comprehensive (loss) income, which consists of foreign currency translation 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 Policy Insurance—The Company is self-insured for certain employee benefits include medical, detail 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
Lease Accounting—In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update No. 2016-02, "Leases (Topic 842)" ("ASC 842"). ASC 842 supersedes the previous accounting guidance for leases included within Accounting Standards Codification 840, "Leases" ("ASC 840"). The new guidance generally requires lessees to recognize operating and financial lease liabilities and corresponding right-of-use assets on the balance sheet and to provide enhanced disclosures on the amount, timing and uncertainty of cash flows arising from lease arrangements.
The Company adopted and began applying ASC 842 on January 1, 2019 in accordance with Accounting Standards Update No. 2018-11, "Targeted Improvements to ASC 842," using a modified retrospective approach. Based on its lease portfolio in place at the time of adoption, the Company determined that a cumulative-effect adjustment to the opening balance of accumulated deficit was not needed because there was no difference between the operating lease expense recorded to its condensed consolidated statement of operations following its adoption of ASC 842 and the amount that would have been recorded under ASC 840. The Company will continue to disclose comparative reporting periods prior to January 1, 2019 under ASC 840.
The Company elected the practical expedient available under ASC 842 to not record operating lease right-of-use assets or lease liabilities associated with leases with durations of 12 months or less. Those leases will be recorded on a straight line basis to the consolidated statement of operations over the lease term. The Company recorded operating lease right-of-use assets and lease liabilities for all of its leases that met the definition of a lease under ASC 842 and that had terms of greater than 12 months in duration upon its adoption of ASC 842.
The Company elected not to take the package of practical expedients permitted under the transition guidance within ASC 842, which allows an entity to not reassess whether any expired or existing contracts contain leases, the lease classification for any expired or existing leases, and treatment of initial direct costs for any existing leases. Additionally, the Company did not elect the hindsight practical expedient to determine the lease terms for existing leases.
The most significant changes as a result of ASC 842 were the recognition on the Company's consolidated balance sheet upon adoption on January 1, 2019 of operating lease right-of-use assets of $233.0 million, current operating lease liabilities of $55.2 million and long-term operating lease liabilities of $212.5 million. These balances consist of the Company's office lease portfolio and, to a much lesser extent, its computer equipment lease portfolio. The Company de-recognized deferred rent liabilities associated with its office lease portfolio of $34.8 million upon adoption.
Callable Debt Securities—In March 2017, FASB issued Accounting Standards Update No. 2017-08, "Receivables—Nonrefundable Fees and Other Costs (Subtopic 310-20): Premium Amortization on Purchased Callable Debt Securities" ("ASU 2017-08"). ASU 2017-08 requires entities to amortize purchased callable debt securities held at a premium to the earliest call date. The Company adopted ASU 2017-08 effective January 1, 2019 using the modified retrospective method. The Company does not hold any callable debt securities at a premium upon the adoption date, and, accordingly, no adjustment to opening retained earnings was required.
Non-Employee Share-Based Payment Accounting—In June 2018, FASB issued Accounting Standards Update No. 2018-07, "Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting" ("ASU 2018-07"). ASU 2018-07 changes the accounting for non-employee share-based payments to align with the accounting for employee stock compensation. The Company adopted ASU 2018-07 effective January 1, 2019, and the adoption did not have a material impact on its consolidated financial statements.
Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income—In February 2018, FASB issued Accounting Standards Update No. 2018-02, "Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income" ("ASU 2018-02"). This new guidance permits a company to reclassify the income tax effects of the U.S. Tax Cuts and Jobs Act on items within accumulated other comprehensive income to retained earnings. ASU 2018-02 is effective for all entities for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. The Company adopted ASU 2018-02 effective January 1, 2019 and elected to not reclassify the income tax effects of the U.S. Tax Cuts and Jobs Act from accumulated other comprehensive income to retained earnings.
Recent Accounting Pronouncements Not Yet Effective
In June 2016, FASB issued Accounting Standards Update No. 2016-13, “Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”). ASU 2016-13 requires certain types of financial instruments, including trade receivables and held-to-maturity investments measured at amortized cost, to be presented at the net amount expected to be collected based on historical events, current conditions and forecast information. The Company adopted and began applying ASU 2016-13 on January 1, 2020 by recording a cumulative-effect adjustment to retained earnings. This adjustment recorded an allowance related to expected credit losses on its held-to-maturity debt securities. This allowance took into consideration the composition and credit quality of the financial instruments, their respective historical credit loss activity, and reasonable and supportable economic forecasts and conditions at the time of adoption. The adoption did not have a material impact on the Company's consolidated financial statements.
In January 2017, FASB issued Accounting Standards Update No. 2017-04, "Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment" ("ASU 2017-04"). ASU 2017-04 simplifies the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. Under the new standard, entities will perform goodwill impairment tests by comparing 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. The standard will be effective for the first interim period within annual reporting periods beginning after December 15, 2019. The Company adopted ASU 2017-04 on January 1, 2020 and the adoption did not have a material impact on its consolidated financial statements.
In August 2018, FASB issued Accounting Standards Update No. 2018-13, "Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement" (“ASU 2018-13”), which amends Accounting Standards Codification 820, "Fair Value Measurement." ASU 2018-13 modifies the disclosure requirements for fair value measurements by removing, modifying and adding certain disclosures. The standard will be effective for the first interim period within annual reporting periods beginning after December 15, 2019. The Company adopted ASU 2018-13 on January 1, 2020 and the adoption did not have a material impact on its consolidated financial statements.
In August 2018, FASB issued Accounting Standards Update No. 2018-15, "Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract" ("ASU 2018-15"). ASU 2018-15 requires a customer in a cloud computing arrangement that is a service contract to follow the internal-use software guidance in Accounting Standards Codification 350-40 to determine which implementation costs to defer and recognize as an asset. ASU 2018-15 generally aligns the guidance on recognizing implementation costs incurred in a cloud computing arrangement that is a service contract with that for implementation costs incurred to develop or obtain internal-use software, including hosting arrangements that include an internal-use software license. The Company adopted ASU 2018-15 prospectively and began applying it on January 1, 2020. The adoption did not have a material impact on the Company's financial statements.
In December 2019, FASB 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. ASU 2019-12 will be effective for the first interim period within annual periods beginning after December 15, 2020 on a prospective basis, and early adoption is permitted. The Company is currently evaluating the impact of ASU 2019-12 on its consolidated financial statements and related disclosures.
v3.19.3.a.u2
CASH, CASH EQUIVALENTS AND RESTRICTED CASH (Tables)
12 Months Ended
Dec. 31, 2019
Cash and Cash Equivalents [Abstract]  
Schedule of Cash and Cash Equivalents
Cash, cash equivalents and restricted cash as of December 31, 2019 and 2018 consisted of the following (in thousands):
December 31,
2019
December 31,
2018
Cash
$43,581  $81,055  
Cash equivalents
126,700  251,709  
Total cash and cash equivalents
170,281  332,764  
Restricted cash
22,037  22,071  
Total cash, cash equivalents and restricted cash
$192,318  $354,835  
Restrictions on Cash and Cash Equivalents
Cash, cash equivalents and restricted cash as of December 31, 2019 and 2018 consisted of the following (in thousands):
December 31,
2019
December 31,
2018
Cash
$43,581  $81,055  
Cash equivalents
126,700  251,709  
Total cash and cash equivalents
170,281  332,764  
Restricted cash
22,037  22,071  
Total cash, cash equivalents and restricted cash
$192,318  $354,835  
v3.19.3.a.u2
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables)
12 Months Ended
Dec. 31, 2019
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 and those held-to-maturity, as of December 31, 2019 and 2018 (in thousands):
December 31, 2019December 31, 2018
Level 1Level 2Level 3TotalLevel 1Level 2Level 3Total
Cash Equivalents:
Money market funds$126,700  $—  $—  $126,700  $221,173  $—  $—  $221,173  
Commercial paper—  —  —  —  —  30,536  —  30,536  
Marketable Securities:
Commercial paper—  130,472  —  130,472  —  175,070  —  175,070  
Corporate bonds—  85,611  —  85,611  —  131,496  —  131,496  
Agency bonds—  79,750  —  79,750  —  50,846  —  50,846  
U.S. government bonds—  —  —  —  —  65,502  —  65,502  
Total cash equivalents and marketable securities$126,700  $295,833  $—  $422,533  $221,173  $453,450  $—  $674,623  
v3.19.3.a.u2
MARKETABLE SECURITIES (Tables)
12 Months Ended
Dec. 31, 2019
Investments, Debt and Equity Securities [Abstract]  
Schedule of the Fair Value to Amortized Cost Basis of Securities Held-to-Maturity
The amortized cost, gross unrealized gains and losses, and fair value of securities held-to-maturity as of December 31, 2019 and 2018 were as follows (in thousands):
December 31, 2019
Amortized CostGross Unrealized GainsGross Unrealized LossesFair Value
Short-term marketable securities:
Commercial paper$130,464  $17  $(9) $130,472  
Corporate bonds85,396  225  (10) 85,611  
Agency bonds26,140  90  —  26,230  
Total short-term marketable securities242,000  332  (19) 242,313  
Long-term marketable securities:
Agency bonds53,499  21  —  53,520  
Total long-term marketable securities53,499  21  —  53,520  
Total marketable securities
$295,499  $353  $(19) $295,833  
December 31, 2018
Amortized CostGross Unrealized GainsGross Unrealized LossesFair Value


Cash equivalents:
Commercial paper$30,536  $—  $—  $30,536  
Total cash equivalents30,536  —  —  30,536  
Short-term marketable securities:
Commercial paper175,070  —  —  175,070  
Corporate bonds131,626   (138) 131,496  
U.S. government bonds65,513  —  (11) 65,502  
Agency bonds50,887  —  (41) 50,846  
Total short-term marketable securities423,096   (190) 422,914  
Total marketable securities$453,632  $ $(190) $453,450  
Schedule of Unrealized Loss on Investments
The following tables present gross unrealized losses and fair values for those securities that were in an unrealized loss position as of December 31, 2019 and 2018, aggregated by investment category and the length of time that the individual securities have been in a continuous loss position (in thousands):
December 31, 2019
Less Than 12 Months12 Months or GreaterTotal
Fair ValueUnrealized LossFair ValueUnrealized LossFair ValueUnrealized Loss
Commercial paper$63,639  $(9) $—  $—  $63,639  $(9) 
Corporate bonds20,979  (10) —  —  20,979  (10) 
Total$84,618  $(19) $—  $—  $84,618  $(19) 
December 31, 2018
Less Than 12 Months12 Months or GreaterTotal
Fair ValueUnrealized LossFair ValueUnrealized LossFair ValueUnrealized Loss
Corporate bonds$121,566  $(138) $—  $—  $121,566  $(138) 
U.S. government bonds65,502  (11) —  —  65,502  (11) 
Agency bonds50,846  (41) —  —  50,846  (41) 
Total$237,914  $(190) $—  $—  $237,914  $(190) 
v3.19.3.a.u2
PREPAID EXPENSES AND OTHER CURRENT ASSETS (Tables)
12 Months Ended
Dec. 31, 2019
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, 2019 and December 31, 2018 consisted of the following (in thousands):
December 31, 2019December 31, 2018
Prepaid expenses$10,188  $9,436  
Other current assets4,008  7,668  
Total prepaid expenses and other current assets$14,196  $17,104  
v3.19.3.a.u2
PROPERTY, EQUIPMENT, AND SOFTWARE, NET (Tables)
12 Months Ended
Dec. 31, 2019
Property, Plant and Equipment [Abstract]  
Schedule of Property, Equipment and Software
Property, equipment and software, net as of December 31, 2019 and 2018 consisted of the following (in thousands):
December 31,
2019
December 31,
2018
Capitalized website and internal-use software development costs

$140,886  $108,590  
Leasehold improvements

86,089  83,811  
Computer equipment43,626  40,801  
Furniture and fixtures18,403  17,839  
Telecommunication5,154  4,691  
Software1,687  1,651  
Total295,845  257,383  
Less accumulated depreciation(184,896) (142,583) 
Property, equipment and software, net$110,949  $114,800  
v3.19.3.a.u2
GOODWILL AND INTANGIBLE ASSETS (Tables)
12 Months Ended
Dec. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Goodwill
Goodwill as of December 31, 2019 and 2018, and changes in the carrying amount of goodwill during the years ended December 31, 2019 and 2018, were as follows (in thousands):
20192018
Balance, beginning of period$105,620  $107,954  
Effect of currency translation(1,031) (2,334) 
Balance, end of period$104,589  $105,620  
Schedule of Intangible Assets
Intangible assets at December 31, 2019 and 2018 consisted of the following (dollars in thousands):
As of December 31, 2019
Gross
Carrying
Amount
Accumulated
Amortization
Net
Carrying
Amount
Weighted
Average
Remaining
Life
Business relationships$9,918  $(2,841) $7,077  8.6 years
Developed technology7,832  (4,959) 2,873  2.2 years
Content3,814  (3,814) —  0.0 years
Domain and data licenses2,869  (2,748) 121  1.7 years
Trademarks877  (872)  0.2 years
User relationships146  (140)  0.2 years
Total $25,456  $(15,374) $10,082  

As of December 31, 2018
Gross
Carrying
Amount
Accumulated
Amortization
Net
Carrying
Amount
Weighted
Average
Remaining
Life
Business relationships$9,918  $(1,868) $8,050  9.4 years
Developed technology7,832  (3,562) 4,270  3.1 years
Content3,873  (3,696) 177  0.8 years
Domain and data licenses2,869  (2,359) 510  1.5 years
Trademarks877  (579) 298  1.2 years
User relationships146  (92) 54  1.2 years
Total$25,515  $(12,156) $13,359  
Schedule of Future Amortization Expense
As of December 31, 2019, the estimated future amortization of purchased intangible assets for (i) each of the succeeding five years and (ii) thereafter was as follows (in thousands):
Year Ending December 31,Amount
2020$2,402  
20212,262  
20221,045  
2023714  
2024708  
Thereafter2,951  
Total $10,082  
v3.19.3.a.u2
ACQUISITIONS AND DISPOSALS (Tables)
12 Months Ended
Dec. 31, 2019
Business Combinations [Abstract]  
Schedule of Purchase Price, Assets Acquired and Liabilities Assumed The final purchase price allocation is as follows (in thousands):
February 28, 2017
Fair value of purchase consideration:
Cash:
Distributed to Nowait stockholders$31,892  
Held in escrow account7,945  
Total purchase consideration$39,837  
Fair value of net assets acquired:
Cash and cash equivalents$1,004  
Intangible assets12,670  
Goodwill25,959  
Other assets1,065  
Total assets acquired40,698  
Liabilities assumed(861) 
Total liabilities assumed(861) 
Net assets acquired$39,837  
The final purchase price allocation is as follows (in thousands):
April 3, 2017
Fair value of purchase consideration:
Cash:
Distributed to Turnstyle stockholders$16,648  
Held in escrow account3,093  
Total purchase consideration$19,741  
Fair value of net assets acquired:
Cash and cash equivalents$30  
Intangible assets4,252  
Goodwill16,048  
Other assets250  
Total assets acquired20,580  
Deferred tax liability(450) 
Liabilities assumed(389) 
Total liabilities assumed(839) 
Net assets acquired$19,741  
Schedule of Acquired Intangible Assets
Estimated useful lives and the amount assigned to each class of intangible assets acquired are as follows (dollars in thousands):
Intangible Asset Type:Amount AssignedUseful Life
Enterprise restaurant relationships$8,500  12.0 years
Acquired technology$2,900  5.0 years
Trademarks$610  3.0 years
Local restaurant relationships$600  5.0 years
User relationships$60  3.0 years
Weighted average9.6 years
Estimated useful lives and the amount assigned to each class of intangible assets acquired are as follows (dollars in thousands):
Intangible Asset Type:Amount AssignedUseful Life
Acquired technology$3,250  5.0 years
Business relationships$672  5.0 years
Trademarks$250  3.0 years
User relationships$80  3.0 years
Weighted average4.9 years
v3.19.3.a.u2
LEASES (Tables)
12 Months Ended
Dec. 31, 2019
Leases [Abstract]  
Lease Cost and Supplemental Cash Flow Information
The components of lease cost as of December 31, 2019 were as follows (in thousands):
Year Ended
December 31, 2019
Operating lease cost$54,451  
Short-term lease cost (12 months or less)1,287  
Sublease income(4,759) 
Total lease cost, net$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 year ended December 31, 2019 was as follows (in thousands):

December 31, 2019
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases$56,672  
Lessee, Operating Lease, Liability, Maturity
As of December 31, 2019, maturities of lease liabilities for (i) each of the succeeding five years and (ii) thereafter were as follows (in thousands):
Year Ending December 31,Operating
Leases
2020$59,522  
202152,060  
202244,712  
202341,652  
202439,420  
Thereafter37,112  
Total minimum lease payments274,478  
Less imputed interest(42,215) 
Present value of lease liabilities$232,263  
As of December 31, 2018, maturities of lease liabilities for (i) each of the succeeding five years and (ii) thereafter were as follows (in thousands):
Year Ending December 31,Operating
Leases
2019$56,703  
202059,009  
202151,429  
202243,603  
202340,517  
Thereafter69,980  
Total minimum lease payments$321,241  
Assets And Liabilities, Lessee Information
As of December 31, 2019, the weighted-average remaining lease term and weighted-average discount rate were as follows:
December 31, 2019
Weighted-average remaining lease term (years) — operating leases5.5
Weighted-average discount rate — operating leases6.1 %
v3.19.3.a.u2
OTHER NON-CURRENT ASSETS (Tables)
12 Months Ended
Dec. 31, 2019
Other Assets, Noncurrent Disclosure [Abstract]  
Schedule of Other Non-current Assets
Other non-current assets as of December 31, 2019 and 2018 consisted of the following (in thousands):
20192018
Deferred tax assets$20,054  $17,240  
Deferred contract costs15,138  12,345  
Escrow deposit—  28,750  
Other non-current assets3,177  1,109  
Total other non-current assets$38,369  $59,444  
Capitalized Contract Cost
Deferred contract costs as of December 31, 2019 and 2018, and changes in deferred contract costs during the years ended December 31, 2019 and 2018, were as follows (in thousands):
20192018
Balance, beginning of period$12,345  $9,089  
Add: costs deferred on new contracts14,998  14,572  
Less: amortization recorded in sales and marketing expenses(12,205) (11,316) 
Balance, end of period$15,138  $12,345  
v3.19.3.a.u2
CONTRACT BALANCES (Tables)
12 Months Ended
Dec. 31, 2019
Revenue from Contract with Customer [Abstract]  
Schedule of Allowance for Doubtful Accounts Receivable
The allowance for doubtful accounts as of December 31, 2019, 2018 and 2017, and changes in the allowance for doubtful accounts during the years ended December 31, 2019, 2018 and 2017, were as follows (in thousands):
Year Ended December 31,
201920182017
Balance, beginning of period$8,685  $8,602  $6,196  
Add: provision for doubtful accounts22,543  24,515  20,917  
Less: write-offs, net of recoveries(23,542) (24,432) (18,511) 
Balance, end of period$7,686  $8,685  $8,602  
Contract with Customer, Liability Changes in deferred revenue during the years ended December 31, 2019 and 2018 were as follows (in thousands):
Year Ended December 31,
20192018
Balance, beginning of period$3,843  $3,469  
Less: recognition of deferred revenue from beginning balance(3,744) (3,436) 
Add: net increase in current period contract liabilities4,216  3,810  
Balance, end of period$4,315  $3,843  
v3.19.3.a.u2
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Tables)
12 Months Ended
Dec. 31, 2019
Payables and Accruals [Abstract]  
Schedule of Accounts Payable and Accrued Liabilities
Accounts payable and accrued liabilities as of December 31, 2019 and 2018 consisted of the following (in thousands):
December 31,
2019
December 31,
2018
Accounts payable$6,002  $6,540  
Employee related liabilities41,488  23,634  
Accrued sales and marketing expenses2,982  4,536  
Taxes payable3,695  3,438  
Accrued cost of revenue7,208  5,463  
Other accrued liabilities10,958  17,451  
Total accrued liabilities$72,333  $61,062  
v3.19.3.a.u2
LONG-TERM LIABILITIES (Tables)
12 Months Ended
Dec. 31, 2019
Other Liabilities Disclosure [Abstract]  
Schedule of Long-term Liabilities
Long-term liabilities as of December 31, 2019 and 2018 consisted of the following (in thousands):
December 31,
2019
December 31,
2018
Deferred rent$—  $31,253  
Other long-term liabilities6,798  3,887  
Total long-term liabilities$6,798  $35,140  
v3.19.3.a.u2
STOCKHOLDERS' EQUITY (Tables)
12 Months Ended
Dec. 31, 2019
Stockholders' Equity Note [Abstract]  
Schedule of Stock by Class
The following table presents the number of shares authorized and issued and outstanding as of the dates indicated:
December 31, 2019December 31, 2018
Shares
Authorized
Shares
Issued and
Outstanding
Shares
Authorized
Shares
Issued and
Outstanding
Stockholders’ equity:
Common stock, $0.000001 par value
200,000,000  71,185,468  200,000,000  81,996,839  
Undesignated preferred stock10,000,000  —  10,000,000  —  
Schedule of Common Stock Reserved for Future Issuance
As of December 31, 2019, the Company had reserved shares of common stock for future issuances in connection with the following:
Number of Shares  
Stock options outstanding6,210,685  
RSUs outstanding7,625,584  
Available for future equity award grants7,233,289  
Available for future ESPP offerings1,542,130  
Total reserved for future issuance22,611,688  
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions
For the years ended December 31, 2019, 2018 and 2017, the weighted-average assumptions used for the Black-Scholes-Merton option valuation model were as follows:
Year Ended December 31,
201920182017
Dividend yield—  —  —  
Annual risk-free rate2.5 %2.2 %2.1 %
Expected volatility48.3 %42.0 %44.0 %
Expected term (years)6.06.05.9
Schedule of Stock Option Activity
A summary of stock option activity for the year ended December 31, 2019 is as follows:
Number of
Shares
Weighted-
Average
Exercise
Price
Weighted-
Average
Remaining
Contractual
Term (in
years)
Aggregate
Intrinsic
Value (in
thousands)
Outstanding at December 31, 20186,818,682  $24.54  5.1$88,983  
Granted662,150  36.06  
Exercised(826,124) 21.18  
Canceled(444,323) 40.57  
Outstanding at December 31, 20196,210,385  $25.10  4.3$75,805  
Options vested and exercisable at December 31, 20195,310,712  $22.94  3.7$75,540  
Summary of RSU Activity
A summary of RSU activity for the year ended December 31, 2019 is as follows:
Number of
Shares
Weighted-
Average Grant
Date Fair Value
Nonvested at December 31, 20186,563,863  $38.67  
Granted6,205,023  34.35  
Vested (1)
(3,273,159) 36.01  
Canceled(1,870,143) 37.82  
Nonvested at December 31, 20197,625,584  $36.51  
(1) Included in this balance is 1,254,365 shares vested but 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,
201920182017
Cost of revenue$4,535  $4,572  $4,010  
Sales and marketing30,668  30,779  28,100  
Product development63,433  56,882  47,280  
General and administrative22,876  22,153  21,025  
Total stock-based compensation recorded to income before incomes taxes121,512  114,386  100,415  
Benefit from income taxes(31,565) (30,237) (1,407) 
Total stock-based compensation recorded to net income$89,947  $84,149  $99,008  
v3.19.3.a.u2
OTHER INCOME, NET (Tables)
12 Months Ended
Dec. 31, 2019
Other Income and Expenses [Abstract]  
Schedule of Other Income (Expense)
Other income, net for the years ended December 31, 2019, 2018 and 2017 consisted of the following (in thousands):
Year Ended December 31,
201920182017
Interest income, net$13,328  $13,804  $4,189  
Transaction gain (loss) on foreign exchange27  (70) 258  
Other non-operating income, net901  375  417  
Other income, net$14,256  $14,109  $4,864  
v3.19.3.a.u2
INCOME TAXES (Tables)
12 Months Ended
Dec. 31, 2019
Income Tax Disclosure [Abstract]  
Schedule of Income (Loss) before Income Taxes
The following table presents domestic and foreign components of income before income taxes for the periods presented (in thousands):
Year Ended December 31,
201920182017
United States$55,292  $44,856  $194,376  
Foreign(5,525) (4,850) (9,890) 
Total income before income taxes$49,767  $40,006  $184,486  
Tax Provision
The income tax provision is composed of the following (in thousands):
Year Ended December 31,
201920182017
Current:
Federal$8,598  $(819) $25,785  
State2,570  384  5,069  
Foreign517  560  354  
Total current tax$11,685  $125  $31,208  
Deferred:
Federal$(2,916) $(10,032) $(28) 
State59  (6,491) 15  
Foreign58  1,054  296  
Total deferred tax(2,799) (15,469) 283  
Total provision for (benefit from) income taxes$8,886  $(15,344) $31,491  
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,
201920182017
Income tax at federal statutory rate21.00 %21.00 %35.00 %
State tax, net of federal tax effect2.83  3.24  3.54  
Foreign income tax rate differential(0.56) (0.54) 0.50  
Stock-based compensation3.46  (16.80) (4.82) 
Income tax credits(26.94) (35.83) (5.39) 
Change in valuation allowance10.40  (25.08) (30.23) 
Change in uncertain tax positions0.56  4.48  0.98  
Gain on disposal of a business unit—  —  17.42  
Employee fringe benefits5.97  7.28  0.24  
Other non-deductible expenses1.42  2.73  0.12  
Deferred adjustments0.37  2.24  (0.12) 
Other (0.65) (1.07) (0.18) 
Effective tax rate17.86 %(38.35)%17.06 %
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,
20192018
Deferred tax assets:
Reserves and others$6,547  $14,223  
Stock-based compensation19,950  19,689  
Net operating loss carryforward4,628  5,956  
Tax credit carryforward23,642  23,073  
Operating lease liabilities60,206  —  
Gross deferred tax assets114,973  62,941  
Valuation allowance(23,447) (18,381) 
Total deferred tax assets91,526  44,560  
Deferred tax liabilities: 
Depreciation and amortization(16,359) (16,666) 
Disposal of a business unit

—  (7,454) 
Deferred contract costs(3,869) (3,201) 
Operating lease right-of-use assets(51,244) —  
Total deferred tax liabilities(71,472) (27,321) 
Net deferred tax assets$20,054  $17,239  
Schedule of Unrecognized Tax Benefits A reconciliation of the beginning and ending amount of unrecognized benefits is as follows (in thousands):
Year Ended December 31,
201920182017
Balance at the beginning of the year$33,107  $18,215  $10,340  
(Decrease) increase based on tax positions related to the prior year(611) 3,654  667  
Increase based on tax positions related to the current year9,995  11,485  7,209  
Decrease from tax authorities' settlements(1,773) —  —  
Lapse of statute of limitations—  (247) (1) 
Balance at the end of the year$40,718  $33,107  $18,215  
v3.19.3.a.u2
NET INCOME PER SHARE (Tables)
12 Months Ended
Dec. 31, 2019
Earnings Per Share [Abstract]  
Schedule of Earnings Per Share
The following table presents the calculation of basic and diluted net income per share (in thousands, except per share data):
Year Ended December 31,
201920182017
Basic net income per share attributable to common stockholders:
Numerator:
Net income$40,881  $55,350  $152,995  
Denominator:
Weighted-average shares outstanding74,627  83,573  81,602  
Basic net income per share attributable to common stockholders:$0.55  $0.66  $1.87  

Year Ended December 31,
201920182017
Diluted net income per share attributable to common stockholders:
Numerator:
Allocation of undistributed earnings for basic calculations$40,881  $55,350  $152,995  
Denominator:
Number of shares used in basic calculation74,627  83,573  81,602  
Weighted-average effect of dilutive securities
Stock options2,367  2,984  3,279  
Restricted stock units973  2,137  2,289  
Employee stock purchase program 15  —  
Number of shares used in diluted calculation77,969  88,709  87,170  
Diluted net income per share attributable to common stockholders$0.52  $0.62  $1.76  
Schedule of Anti-dilutive Securities
The following weighted-average stock-based instruments were excluded from the calculation of diluted net income per share because their effect would have been anti-dilutive for the periods presented (in thousands):
Year Ended December 31,
201920182017
Stock options2,580  2,030  1,659  
Restricted stock units and awards2,020  373  593  
v3.19.3.a.u2
INFORMATION ABOUT REVENUE AND GEOGRAPHIC AREAS (Tables)
12 Months Ended
Dec. 31, 2019
Segment Reporting [Abstract]  
Schedule of Revenue by Product Line
The following table presents the Company’s net revenue by product line for the periods presented (in thousands):
Year Ended December 31,
201920182017
Net revenue by product:
Advertising$976,925  $907,487  $775,678  
Transactions12,436  13,694  60,251  
Other services24,833  21,592  14,918  
Total net revenue$1,014,194  $942,773  $850,847  
Schedule of Net Revenue by Geographic Region
The following table presents the Company’s net revenue by geographic region for the periods indicated (in thousands):
Year Ended December 31,
201920182017
United States$1,000,245  $929,569  $836,766  
All other countries13,949  13,204  14,081  
Total net revenue$1,014,194  $942,773  $850,847  
Schedule of Long-Lived Assets by Geographic Region
The following table presents the Company’s long-lived assets by geographic region for the periods indicated (in thousands):
As of December 31,
20192018
United States$109,849  $112,984  
All other countries1,100  1,816  
Total long-lived assets$110,949  $114,800  
v3.19.3.a.u2
Selected Quarterly Financial Data (Unaudited) (Tables)
12 Months Ended
Dec. 31, 2019
Quarterly Financial Information Disclosure [Abstract]  
Quarterly Financial Information
The following tables set forth the Company's unaudited quarterly consolidated statements of operations data for each of the eight quarters in the two-year period ended December 31, 2019 (in thousands, except per share data). The Company has prepared this quarterly data on a consistent basis with the audited consolidated financial statements included in this Annual Report. In the opinion of management, the quarterly financial information reflects all necessary adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of this data. This information should be read in conjunction with the audited financial statements and related notes included elsewhere in this Annual Report. The results of historical periods are not necessarily indicative of the results of operations for any future period.
Quarter Ended
Dec 31, 2019Sep 30, 2019Jun 30, 2019Mar 31, 2019Dec 31, 2018Sep 30, 2018Jun 30, 2018Mar 31, 2018
Consolidated Statements of
Operations Data:
 
Net revenue$268,823  $262,474  $246,955  $235,942  $243,740  $241,096  $234,863  $223,074  
Costs and expenses:
Cost of revenue (exclusive of depreciation and amortization shown separately below)16,656  16,514  14,975  14,265  14,255  14,177  14,708  14,732  
Sales and marketing126,370  127,655  122,045  124,316  121,256  121,759  120,653  119,641  
Product development61,138  56,661  54,566  58,075  54,273  53,764  52,789  51,493  
General and administrative34,164  39,703  30,932  31,292  29,677  30,302  28,583  32,007  
Depreciation and amortization12,849  12,391  12,240  11,876  11,557  10,713  10,509  10,028  
Total costs and expenses251,177  252,924  234,758  239,824  231,018  230,715  227,242  227,901  
Income (loss) from operations17,646  9,550  12,197  (3,882) 12,722  10,381  7,621  (4,827) 
Other income, net2,611  3,063  3,891  4,691  4,160  3,921  3,424  2,604  
Income (loss) before income taxes20,257  12,613  16,088  809  16,882  14,302  11,045  (2,223) 
Provision for (benefit from) income taxes3,105  2,552  3,785  (556) (15,064) (684) 341  63  
Net income (loss) attributable to
common stockholders
$17,152  $10,061  $12,303  $1,365  $31,946  $14,986  $10,704  $(2,286) 
Net income (loss) per share attributable
to common stockholders:
Basic$0.24  $0.14  $0.16  $0.02  $0.39  $0.18  $0.13  $(0.03) 
Diluted$0.24  $0.14  $0.16  $0.02  $0.37  $0.17  $0.12  $(0.03) 
Weighted-average shares used to compute net income (loss) per share attributable to common stockholders:
Basic70,627  70,773  75,601  81,772  82,706  84,008  83,769  83,785  
Diluted72,987  73,712  78,530  85,087  86,287  88,724  88,651  83,785  
v3.19.3.a.u2
ORGANIZATION AND DESCRIPTION OF BUSINESS (Details)
Dec. 31, 2019
entity
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Number of wholly-owned entities 5
v3.19.3.a.u2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Narrative) (Details) - USD ($)
12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Jan. 01, 2019
Accounting Policies [Line Items]        
Goodwill impairment loss $ 0      
Impairment of intangible assets $ 0      
Contracts invoiced in arrears, duration 1 month      
Renewal term 10 years      
Research and development cost $ 225,500,000 $ 205,800,000 $ 171,200,000  
Advertising expense 20,700,000 38,000,000.0 50,300,000  
Employer contributions 9,500,000 12,000,000.0 $ 4,800,000  
Operating lease, right-of-use asset 197,866,000      
Operating lease liabilities — current 57,507,000      
Operating lease liabilities — long-term 174,756,000      
Deferred rent $ 0 $ 31,253,000    
Accounting Standards Update 2018-11        
Accounting Policies [Line Items]        
Deferred rent       $ (34,800,000)
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      
Minimum | Accounting Standards Update 2018-11        
Accounting Policies [Line Items]        
Operating lease, right-of-use asset       233,000,000.0
Operating lease liabilities — current       55,200,000
Maximum | Accounting Standards Update 2018-11        
Accounting Policies [Line Items]        
Operating lease liabilities — long-term       $ 212,500,000
v3.19.3.a.u2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Property, Equipment and Software) (Details)
12 Months Ended
Dec. 31, 2019
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
v3.19.3.a.u2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Intangible Assets) (Details)
12 Months Ended
Dec. 31, 2019
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
v3.19.3.a.u2
CASH, CASH EQUIVALENTS AND RESTRICTED CASH (Details) - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Cash and Cash Equivalents [Abstract]        
Cash $ 43,581 $ 81,055    
Cash equivalents 126,700 251,709    
Total cash and cash equivalents 170,281 332,764    
Restricted cash 22,037 22,071    
Total cash, cash equivalents and restricted cash $ 192,318 $ 354,835 $ 566,404 $ 289,518
v3.19.3.a.u2
FAIR VALUE OF FINANCIAL INSTRUMENTS - Summary (Details) - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Marketable Securities $ 295,833 $ 453,450
Commercial paper    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Marketable Securities   30,536
Recurring    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Total cash equivalents and marketable securities 422,533 674,623
Recurring | Commercial paper    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Marketable Securities 130,472 175,070
Recurring | Corporate bonds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Marketable Securities 85,611 131,496
Recurring | U.S. government bonds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Marketable Securities 0 65,502
Recurring | Agency bonds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Marketable Securities 79,750 50,846
Recurring | Money market funds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash Equivalents 126,700 221,173
Recurring | Commercial paper    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash Equivalents 0 30,536
Recurring | Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Total cash equivalents and marketable securities 126,700 221,173
Recurring | Level 1 | Commercial paper    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Marketable Securities 0 0
Recurring | Level 1 | Corporate bonds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Marketable Securities 0 0
Recurring | Level 1 | U.S. government bonds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Marketable Securities 0 0
Recurring | Level 1 | Agency bonds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Marketable Securities 0 0
Recurring | Level 1 | Money market funds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash Equivalents 126,700 221,173
Recurring | Level 1 | Commercial paper    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash Equivalents 0 0
Recurring | Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Total cash equivalents and marketable securities 295,833 453,450
Recurring | Level 2 | Commercial paper    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Marketable Securities 130,472 175,070
Recurring | Level 2 | Corporate bonds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Marketable Securities 85,611 131,496
Recurring | Level 2 | U.S. government bonds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Marketable Securities 0 65,502
Recurring | Level 2 | Agency bonds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Marketable Securities 79,750 50,846
Recurring | Level 2 | Money market funds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash Equivalents 0 0
Recurring | Level 2 | Commercial paper    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash Equivalents 0 30,536
Recurring | Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Total cash equivalents and marketable securities 0 0
Recurring | Level 3 | Commercial paper    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Marketable Securities 0 0
Recurring | Level 3 | Corporate bonds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Marketable Securities 0 0
Recurring | Level 3 | U.S. government bonds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Marketable Securities 0 0
Recurring | Level 3 | Agency bonds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Marketable Securities 0 0
Recurring | Level 3 | Money market funds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash Equivalents 0 0
Recurring | Level 3 | Commercial paper    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash Equivalents $ 0 $ 0
v3.19.3.a.u2
FAIR VALUE OF FINANCIAL INVESTMENTS - Narrative (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2018
Dec. 31, 2019
Oct. 29, 2018
Schedule of Held-to-maturity Securities [Line Items]      
Short-term marketable security, held to maturity $ 423,096 $ 242,000  
Short-term marketable security, maturity date of May 17, 2019      
Schedule of Held-to-maturity Securities [Line Items]      
Short-term marketable security, held to maturity     $ 18,000
Loss on sale of held-to-maturity security $ 100    
v3.19.3.a.u2
MARKETABLE SECURITIES (Schedule of the Fair Value to Amortized Cost Basis of Securities Held-to-Maturity) (Details) - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Schedule of Held-to-maturity Securities [Line Items]    
Amortized Cost, short term marketable securities $ 242,000 $ 423,096
Gross Unrealized Gains 332 8
Gross Unrealized Losses (19) (190)
Fair Value 242,313 422,914
Amortized Cost, long-term marketable securities 53,499  
Gross Unrealized Gains 21  
Gross Unrealized Losses 0  
Fair Value 53,520  
Amortized Cost 295,499 453,632
Gross Unrealized Gains 353 8
Gross Unrealized Losses (19) (190)
Fair Value 295,833 453,450
Commercial paper    
Schedule of Held-to-maturity Securities [Line Items]    
Amortized Cost, short term marketable securities 130,464 175,070
Gross Unrealized Gains 17 0
Gross Unrealized Losses (9) 0
Fair Value 130,472 175,070
Corporate bonds    
Schedule of Held-to-maturity Securities [Line Items]    
Amortized Cost, short term marketable securities 85,396 131,626
Gross Unrealized Gains 225 8
Gross Unrealized Losses (10) (138)
Fair Value 85,611 131,496
U.S. government bonds    
Schedule of Held-to-maturity Securities [Line Items]    
Amortized Cost, short term marketable securities   65,513
Gross Unrealized Gains   0
Gross Unrealized Losses   (11)
Fair Value   65,502
Agency bonds    
Schedule of Held-to-maturity Securities [Line Items]    
Amortized Cost, short term marketable securities 26,140 50,887
Gross Unrealized Gains 90 0
Gross Unrealized Losses 0 (41)
Fair Value 26,230 50,846
Amortized Cost, long-term marketable securities 53,499  
Gross Unrealized Gains 21  
Gross Unrealized Losses 0  
Fair Value $ 53,520  
Commercial paper    
Schedule of Held-to-maturity Securities [Line Items]    
Amortized Cost, short term marketable securities   30,536
Gross Unrealized Gains   0
Gross Unrealized Losses   0
Fair Value   $ 30,536
v3.19.3.a.u2
MARKETABLE SECURITIES (Schedule of Securities in an Unrealized Loss Position) (Details) - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Fair Value    
Less Than 12 Months $ 84,618 $ 237,914
12 Months or Greater 0 0
Total 84,618 237,914
Unrealized Loss    
Less Than 12 Months (19) (190)
12 Months or Greater 0 0
Total (19) (190)
Commercial paper    
Fair Value    
Less Than 12 Months 63,639  
12 Months or Greater 0  
Total 63,639  
Unrealized Loss    
Less Than 12 Months (9)  
12 Months or Greater 0  
Total (9)  
Corporate bonds    
Fair Value    
Less Than 12 Months 20,979 121,566
12 Months or Greater 0 0
Total 20,979 121,566
Unrealized Loss    
Less Than 12 Months (10) (138)
12 Months or Greater 0 0
Total $ (10) (138)
U.S. government bonds    
Fair Value    
Less Than 12 Months   65,502
12 Months or Greater   0
Total   65,502
Unrealized Loss    
Less Than 12 Months   (11)
12 Months or Greater   0
Total   (11)
Agency bonds    
Fair Value    
Less Than 12 Months   50,846
12 Months or Greater   0
Total   50,846
Unrealized Loss    
Less Than 12 Months   (41)
12 Months or Greater   0
Total   $ (41)
v3.19.3.a.u2
PREPAID EXPENSES AND OTHER CURRENT ASSETS (Details) - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]    
Prepaid expenses $ 10,188 $ 9,436
Other current assets 4,008 7,668
Total prepaid expenses and other current assets $ 14,196 $ 17,104
v3.19.3.a.u2
PROPERTY, EQUIPMENT AND SOFTWARE, NET (Narrative) (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Property, Plant and Equipment [Abstract]      
Capitalized website and internal-use software costs $ 33.9 $ 26.9 $ 20.4
Amortization expense related to website and internal-use software 24.2 19.0 16.7
Impairment of assets 1.6    
Depreciation expense $ 46.1 $ 39.3 $ 34.6
v3.19.3.a.u2
PROPERTY, EQUIPMENT AND SOFTWARE, NET - Summary (Details) - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Property, Plant and Equipment [Line Items]    
Property, equipment and software $ 295,845 $ 257,383
Less accumulated depreciation (184,896) (142,583)
Property, equipment and software, net 110,949 114,800
Capitalized website and internal-use software development costs    
Property, Plant and Equipment [Line Items]    
Property, equipment and software 140,886 108,590
Leasehold improvements    
Property, Plant and Equipment [Line Items]    
Property, equipment and software 86,089 83,811
Computer equipment    
Property, Plant and Equipment [Line Items]    
Property, equipment and software 43,626 40,801
Furniture and fixtures    
Property, Plant and Equipment [Line Items]    
Property, equipment and software 18,403 17,839
Telecommunication    
Property, Plant and Equipment [Line Items]    
Property, equipment and software 5,154 4,691
Software    
Property, Plant and Equipment [Line Items]    
Property, equipment and software $ 1,687 $ 1,651
v3.19.3.a.u2
GOODWILL AND INTANGIBLE ASSETS (Schedule of Goodwill) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Goodwill [Roll Forward]    
Balance, beginning of period $ 105,620 $ 107,954
Effect of currency translation (1,031) (2,334)
Balance, end of period $ 104,589 $ 105,620
v3.19.3.a.u2
GOODWILL AND INTANGIBLE ASSETS (Schedule of Intangible Assets) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount $ 25,456 $ 25,515
Accumulated Amortization (15,374) (12,156)
Total 10,082 13,359
Business relationships    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 9,918 9,918
Accumulated Amortization (2,841) (1,868)
Total $ 7,077 $ 8,050
Weighted Average Remaining Life (in years) 8 years 7 months 6 days 9 years 4 months 24 days
Developed technology    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount $ 7,832 $ 7,832
Accumulated Amortization (4,959) (3,562)
Total $ 2,873 $ 4,270
Weighted Average Remaining Life (in years) 2 years 2 months 12 days 3 years 1 month 6 days
Content    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount $ 3,814 $ 3,873
Accumulated Amortization (3,814) (3,696)
Total $ 0 $ 177
Weighted Average Remaining Life (in years) 0 years 9 months 18 days
Domain and data licenses    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount $ 2,869 $ 2,869
Accumulated Amortization (2,748) (2,359)
Total $ 121 $ 510
Weighted Average Remaining Life (in years) 1 year 8 months 12 days 1 year 6 months
Trademarks    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount $ 877 $ 877
Accumulated Amortization (872) (579)
Total $ 5 $ 298
Weighted Average Remaining Life (in years) 2 months 12 days 1 year 2 months 12 days
User relationships    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount $ 146 $ 146
Accumulated Amortization (140) (92)
Total $ 6 $ 54
Weighted Average Remaining Life (in years) 2 months 12 days 1 year 2 months 12 days
v3.19.3.a.u2
GOODWILL AND INTANGIBLE ASSETS (Schedule of Intangible Assets) (Narrative) (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Goodwill and Intangible Assets Disclosure [Abstract]      
Amortization expense $ 3.3 $ 3.5 $ 6.6
v3.19.3.a.u2
GOODWILL AND INTANGIBLE ASSETS (Schedule of Future Amortization Expense) (Details) - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract]    
2020 $ 2,402  
2021 2,262  
2022 1,045  
2023 714  
2024 708  
Thereafter 2,951  
Total $ 10,082 $ 13,359
v3.19.3.a.u2
ACQUISITIONS AND DISPOSALS (Narrative) (Details) - USD ($)
3 Months Ended 12 Months Ended
Oct. 10, 2017
Apr. 03, 2017
Feb. 28, 2017
Dec. 31, 2019
Sep. 30, 2019
Jun. 30, 2019
Mar. 31, 2019
Dec. 31, 2018
Sep. 30, 2018
Jun. 30, 2018
Mar. 31, 2018
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Dec. 14, 2017
Business Acquisition [Line Items]                              
Held in escrow account       $ 0       $ 28,750,000       $ 0 $ 28,750,000    
Net revenue       268,823,000 $ 262,474,000 $ 246,955,000 $ 235,942,000 243,740,000 $ 241,096,000 $ 234,863,000 $ 223,074,000 1,014,194,000 942,773,000 $ 850,847,000  
Net loss       $ (17,152,000) $ (10,061,000) $ (12,303,000) $ (1,365,000) $ (31,946,000) $ (14,986,000) $ (10,704,000) $ 2,286,000 (40,881,000) (55,350,000) (152,995,000)  
Gain on disposal of a business unit                       0 0 163,697,000  
Nowait, Inc                              
Business Acquisition [Line Items]                              
Equity interest in acquiree, percentage     20.00%                        
Total purchase price     $ 39,837,000                        
Held in escrow account     $ 7,945,000                        
Acquisition-related transaction costs                       0 0 100,000  
Net revenue                       7,800,000 5,300,000    
Turnstyle Analytics Inc                              
Business Acquisition [Line Items]                              
Total purchase price   $ 19,741,000                          
Held in escrow account   $ 3,093,000                          
Escrow deposit, duration   18 months                          
Acquisition-related transaction costs                       0 0 300,000  
Net revenue                       $ 2,100,000 $ 3,100,000    
Purchase consideration including acquisition compensation cost   $ 20,600,000                          
Compensation costs   $ 1,000,000.0                          
Net loss                           8,800,000  
Eat 24                              
Business Acquisition [Line Items]                              
Escrow deposit, duration 18 months                            
Disposal related costs                           300,000  
Goodwill related to disposed asset group                           110,800,000  
Eat 24 | Disposal Group, Disposed of by Sale, Not Discontinued Operations                              
Business Acquisition [Line Items]                              
Held in escrow account $ 28,800,000                            
Escrow deposit, duration 18 months                            
Disposal group, cash consideration received $ 251,700,000                            
Additional consideration received                             $ 1,000,000.0
Gain on disposal of a business unit                           163,700,000  
Loss before provision for income taxes attributable to Eat24                           $ (11,900,000)  
v3.19.3.a.u2
ACQUISITIONS AND DISPOSALS (Summary of Purchase Price and Net Assets Acquired) (Details) - USD ($)
$ in Thousands
Apr. 03, 2017
Feb. 28, 2017
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Cash:          
Held in escrow account     $ 0 $ 28,750  
Fair value of net assets acquired:          
Goodwill     $ 104,589 $ 105,620 $ 107,954
Nowait, Inc          
Cash:          
Cash consideration   $ 31,892      
Held in escrow account   7,945      
Total purchase price   39,837      
Fair value of net assets acquired:          
Cash and cash equivalents   1,004      
Intangible assets   12,670      
Goodwill   25,959      
Other assets   1,065      
Total assets acquired   40,698      
Liabilities assumed   (861)      
Total liabilities assumed   (861)      
Net assets acquired   $ 39,837      
Turnstyle Analytics Inc          
Cash:          
Cash consideration $ 16,648        
Held in escrow account 3,093        
Total purchase price 19,741        
Fair value of net assets acquired:          
Cash and cash equivalents 30        
Intangible assets 4,252        
Goodwill 16,048        
Other assets 250        
Total assets acquired 20,580        
Deferred tax liability (450)        
Liabilities assumed (389)        
Total liabilities assumed (839)        
Net assets acquired $ 19,741        
v3.19.3.a.u2
ACQUISITIONS AND DISPOSALS (Summary of Estimated Useful lives of Intangible Assets Acquired ) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2019
Apr. 03, 2017
Feb. 28, 2017
Nowait, Inc      
Acquired Finite-Lived Intangible Assets [Line Items]      
Amount Assigned     $ 12,670
Useful Life 9 years 7 months 6 days    
Nowait, Inc | Enterprise restaurant relationships      
Acquired Finite-Lived Intangible Assets [Line Items]      
Amount Assigned     8,500
Useful Life 12 years    
Nowait, Inc | Acquired technology      
Acquired Finite-Lived Intangible Assets [Line Items]      
Amount Assigned     2,900
Useful Life 5 years    
Nowait, Inc | Trademarks      
Acquired Finite-Lived Intangible Assets [Line Items]      
Amount Assigned     610
Useful Life 3 years    
Nowait, Inc | Local restaurant relationships      
Acquired Finite-Lived Intangible Assets [Line Items]      
Amount Assigned     600
Useful Life 5 years    
Nowait, Inc | User relationships      
Acquired Finite-Lived Intangible Assets [Line Items]      
Amount Assigned     $ 60
Useful Life 3 years    
Turnstyle Analytics Inc      
Acquired Finite-Lived Intangible Assets [Line Items]      
Amount Assigned   $ 4,252  
Useful Life 4 years 10 months 24 days    
Turnstyle Analytics Inc | Acquired technology      
Acquired Finite-Lived Intangible Assets [Line Items]      
Amount Assigned   3,250  
Useful Life 5 years    
Turnstyle Analytics Inc | Business relationships      
Acquired Finite-Lived Intangible Assets [Line Items]      
Amount Assigned   672  
Useful Life 5 years    
Turnstyle Analytics Inc | Trademarks      
Acquired Finite-Lived Intangible Assets [Line Items]      
Amount Assigned   250  
Useful Life 3 years    
Turnstyle Analytics Inc | User relationships      
Acquired Finite-Lived Intangible Assets [Line Items]      
Amount Assigned   $ 80  
Useful Life 3 years    
v3.19.3.a.u2
LEASES (Lease Cost) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Leases [Abstract]      
Operating lease cost $ 54,451    
Short-term lease cost (12 months or less) 1,287    
Sublease income (4,759) $ (2,200) $ (2,600)
Total lease cost, net $ 50,979    
v3.19.3.a.u2
LEASES (Narrative) (Details) - USD ($)
$ in Thousands
1 Months Ended 12 Months Ended
Oct. 31, 2019
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Lessee, Lease, Description [Line Items]        
Rent expense     $ 51,200 $ 42,500
Sublease Income   $ 4,759 $ 2,200 $ 2,600
Lease cost   $ 50,979    
UNITED KINGDOM        
Lessee, Lease, Description [Line Items]        
Lease cost $ 15,000      
v3.19.3.a.u2
LEASES (Supplemental Cash Flow Information) (Details)
$ in Thousands
12 Months Ended
Dec. 31, 2019
USD ($)
Cash paid for amounts included in the measurement of lease liabilities:  
Operating cash flows from operating leases $ 56,672
v3.19.3.a.u2
LEASES (Operating Lease Maturities) (Details)
$ in Thousands
Dec. 31, 2019
USD ($)
Leases [Abstract]  
2020 $ 59,522
2021 52,060
2022 44,712
2023 41,652
2024 39,420
Thereafter 37,112
Total minimum lease payments 274,478
Less imputed interest (42,215)
Present value of lease liabilities $ 232,263
v3.19.3.a.u2
LEASES (Maturities Prior to Adoption of ASC 842) (Details)
$ in Thousands
Dec. 31, 2019
USD ($)
Leases [Abstract]  
2019 $ 56,703
2020 59,009
2021 51,429
2022 43,603
2023 40,517
Thereafter 69,980
Total minimum lease payments $ 321,241
v3.19.3.a.u2
LEASES (Additional Information) (Details)
Dec. 31, 2019
Leases [Abstract]  
Weighted-average remaining lease term (years) — operating leases 5 years 6 months
Weighted-average discount rate — operating leases 6.10%
v3.19.3.a.u2
OTHER NON-CURRENT ASSETS (Details) - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Other Assets, Noncurrent Disclosure [Abstract]      
Deferred tax assets $ 20,054 $ 17,240  
Deferred contract costs 15,138 12,345 $ 9,089
Escrow deposit 0 28,750  
Other non-current assets 3,177 1,109  
Total other non-current assets $ 38,369 $ 59,444  
v3.19.3.a.u2
OTHER NON-CURRENT ASSETS (Narrative) (Details)
Oct. 10, 2017
Eat 24  
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]  
Escrow deposit, duration 18 months
v3.19.3.a.u2
OTHER NON-CURRENT ASSETS (Changes in Deferred Contract Costs) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Changes In Capitalized Contract Costs [Roll Forward]    
Balance, beginning of period $ 12,345 $ 9,089
Add: costs deferred on new contracts 14,998 14,572
Less: amortization recorded in sales and marketing expenses (12,205) (11,316)
Balance, end of period $ 15,138 $ 12,345
v3.19.3.a.u2
CONTRACT BALANCES (Schedule of Changes in Allowance for Doubtful Accounts) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Allowance for doubtful accounts:      
Balance, beginning of period $ 8,685 $ 8,602 $ 6,196
Add: provision for doubtful accounts 22,543 24,515 20,917
Less: write-offs, net of recoveries (23,542) (24,432) (18,511)
Balance, end of period $ 7,686 $ 8,685 $ 8,602
v3.19.3.a.u2
CONTRACT BALANCES (Narrative) (Details) - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Revenue from Contract with Customer [Abstract]      
Deferred revenue $ 4,315 $ 3,843 $ 3,469
v3.19.3.a.u2
CONTRACT BALANCES (Changes in Deferred Revenue) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Change in Contract with Customer, Liability [Roll Forward]    
Balance, beginning of period $ 3,843 $ 3,469
Less: recognition of deferred revenue from beginning balance (3,744) (3,436)
Add: net increase in current period contract liabilities 4,216 3,810
Balance, end of period $ 4,315 $ 3,843
v3.19.3.a.u2
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Details) - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Payables and Accruals [Abstract]    
Accounts payable $ 6,002 $ 6,540
Employee related liabilities 41,488 23,634
Accrued sales and marketing expenses 2,982 4,536
Taxes payable 3,695 3,438
Accrued cost of revenue 7,208 5,463
Other accrued liabilities 10,958 17,451
Total accrued liabilities $ 72,333 $ 61,062
v3.19.3.a.u2
LONG-TERM LIABILITIES (Schedule of Long-Term Liabilities) (Details) - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Other Liabilities Disclosure [Abstract]    
Deferred rent $ 0 $ 31,253
Other long-term liabilities 6,798 3,887
Total long-term liabilities $ 6,798 $ 35,140
v3.19.3.a.u2
STOCKHOLDERS' EQUITY (Schedule of Stock by Class) (Details) - $ / shares
Dec. 31, 2019
Dec. 31, 2018
Stockholders' Equity Note [Abstract]    
Common Stock, Shares Authorized (in shares) 200,000,000 200,000,000
Common Stock, Shares Issued (in shares) 71,185,468 81,996,839
Common Stock, Shares Outstanding (in shares) 71,185,468 81,996,839
Undesignated Preferred Stock, Shares Authorized (in shares) 10,000,000 10,000,000
Undesignated Preferred Stock, Shares Issued (in shares) 0 0
Undesignated Preferred Stock, Shares Outstanding (in shares) 0 0
Common stock, par value (in dollars per share) $ 0.000001 $ 0.000001
v3.19.3.a.u2
STOCKHOLDERS' EQUITY (Award Compensation Narrative) (Details)
12 Months Ended
Dec. 31, 2019
USD ($)
schedule
plan
$ / shares
shares
Dec. 31, 2018
USD ($)
$ / shares
shares
Dec. 31, 2017
USD ($)
$ / shares
shares
Feb. 11, 2019
USD ($)
Nov. 27, 2018
USD ($)
Jul. 31, 2017
USD ($)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Repurchases of common stock $ 481,011,000 $ 187,382,000 $ 12,556,000      
Number of equity incentive plans | plan 3          
Stock-based compensation $ 121,512,000 114,386,000 100,415,000      
Capitalized stock-based compensation $ 9,800,000 7,800,000 5,800,000      
Stock Options            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Number of vesting schedules | schedule 4          
Exercisable period 10 years          
Intrinsic value of options exercised $ 12,000,000.0 $ 18,900,000 $ 28,000,000.0      
Weighted average grant date fair value (in dollars per share) | $ / shares $ 17.64 $ 18.89 $ 15.35      
Unrecognized compensation costs $ 15,000,000.0          
Unrecognized compensation costs, period for recognition 2 years 3 months 18 days          
Stock Options | End of year one            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Vesting rate 25.00%          
Stock Options | First year            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Vesting rate 10.00%          
Stock Options | Second year            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Vesting rate 20.00%          
Stock Options | Third year            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Vesting rate 30.00%          
Stock Options | Fourth year            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Vesting rate 40.00%          
Stock Options | Monthly Basis First Year            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Vesting rate 35.00%          
Stock Options | Monthly Basis Second Year            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Vesting rate 40.00%          
Stock Options | Monthly Basis Third Year            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Vesting rate 25.00%          
Restricted Stock Units            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Vesting period 4 years          
Number of vesting schedules | schedule 3          
Unrecognized compensation costs $ 266,200,000          
Unrecognized compensation costs, period for recognition 2 years 9 months 18 days          
Aggregate fair value of vested RSUs $ 112,400,000 $ 131,100,000 $ 104,200,000      
Restricted Stock Units | End of year one            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Vesting rate 25.00%          
Restricted Stock Units | First year            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Vesting rate 10.00%          
Restricted Stock Units | Second year            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Vesting rate 20.00%          
Restricted Stock Units | Third year            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Vesting rate 30.00%          
Restricted Stock Units | Fourth year            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Vesting rate 40.00%          
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          
Employee Stock Purchase Plan            
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 534,120 442,679 373,580      
Weighted-average purchase price (in dollars per share) | $ / shares $ 27.66 $ 32.07 $ 29.23      
Stock-based compensation $ 2,600,000 $ 2,600,000 $ 2,000,000.0      
July 31, 2017 Share Repurchase Program            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Stock repurchase program, authorized amount $ 700,000,000.0     $ 250,000,000.0 $ 250,000,000.0 $ 200,000,000.0
Repurchase and retirement of common stock (in shares) | shares 14,190,409 4,896,003        
Repurchases of common stock $ 481,000,000.0 $ 187,400,000        
Minimum | Stock Options            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Vesting period 3 years          
Maximum | Stock Options            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Vesting period 4 years          
v3.19.3.a.u2
STOCKHOLDERS' EQUITY (Schedule of Shares Reserved for Issuance) (Details)
Dec. 31, 2019
shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Number of shares reserved for future issuance (in shares) 22,611,688
Stock options outstanding  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Number of shares reserved for future issuance (in shares) 6,210,685
RSUs outstanding  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Number of shares reserved for future issuance (in shares) 7,625,584
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) 7,233,289
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) 1,542,130
v3.19.3.a.u2
STOCKHOLDERS' EQUITY (Schedule of Fair Value Assumptions) (Details) - Stock Options
12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Dividend yield 0.00% 0.00% 0.00%
Annual risk-free rate 2.50% 2.20% 2.10%
Expected volatility 48.30% 42.00% 44.00%
Expected term (years) 6 years 6 years 5 years 10 months 24 days
v3.19.3.a.u2
STOCKHOLDERS' EQUITY (Schedule of Stock Option Activity) (Details) - USD ($)
$ / shares in Units, $ in Thousands
12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Number of Shares    
Outstanding, beginning balance (in shares) 6,818,682  
Granted (in shares) 662,150  
Exercised (in shares) (826,124)  
Canceled (in shares) (444,323)  
Outstanding, ending balance (in shares) 6,210,385 6,818,682
Options vested and exercisable (in shares) 5,310,712  
Weighted- Average Exercise Price    
Outstanding, beginning balance (in dollars per share) $ 24.54  
Granted (in dollars per share) 36.06  
Exercised (in dollars per share) 21.18  
Canceled (in dollars per share) 40.57  
Outstanding, ending balance (in dollars per share) 25.10 $ 24.54
Options vested and exercisable (in dollars per share) $ 22.94  
Weighted- Average Remaining Contractual Term    
Outstanding, Weighted-Average Remaining Contractual Term (in years) 4 years 3 months 18 days 5 years 1 month 6 days
Options vested and exercisable, Weighted-Average Remaining Contractual Term (in years) 3 years 8 months 12 days  
Aggregate Intrinsic Value    
Outstanding, Aggregate Intrinsic Value $ 75,805 $ 88,983
Options vested and exercisable, Aggregate Intrinsic Value $ 75,540  
v3.19.3.a.u2
STOCKHOLDERS' EQUITY (Schedule of Restricted Stock Units Activity) (Details) - Restricted Stock Units
12 Months Ended
Dec. 31, 2019
$ / shares
shares
Number of Shares  
Nonvested, beginning balance (in shares) 6,563,863
Granted (in shares) 6,205,023
Vested (in shares) (3,273,159)
Canceled (in shares) (1,870,143)
Nonvested, ending balance (in shares) 7,625,584
Weighted- Average Grant Date Fair Value  
Nonvested, beginning balance (in dollars per share) | $ / shares $ 38.67
Granted (in dollars per share) | $ / shares 34.35
Vested (in dollars per share) | $ / shares 36.01
Canceled (in dollars per share) | $ / shares 37.82
Nonvested, ending balance (in dollars per share) | $ / shares $ 36.51
Shares vested but not issued due to net share settlement for payment of employee taxes (in shares) 1,254,365
v3.19.3.a.u2
STOCKHOLDERS' EQUITY (Schedule of Stock-Based Compensation) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]      
Total stock-based compensation recorded to income before incomes taxes $ 121,512 $ 114,386 $ 100,415
Benefit from income taxes (31,565) (30,237) (1,407)
Total stock-based compensation recorded to net income 89,947 84,149 99,008
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 4,535 4,572 4,010
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 30,668 30,779 28,100
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 63,433 56,882 47,280
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 $ 22,876 $ 22,153 $ 21,025
v3.19.3.a.u2
OTHER INCOME, NET (Details) - USD ($)
$ in Thousands
3 Months Ended 12 Months Ended
Dec. 31, 2019
Sep. 30, 2019
Jun. 30, 2019
Mar. 31, 2019
Dec. 31, 2018
Sep. 30, 2018
Jun. 30, 2018
Mar. 31, 2018
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Other Income and Expenses [Abstract]                      
Interest income, net                 $ 13,328 $ 13,804 $ 4,189
Transaction gain (loss) on foreign exchange                 27 (70) 258
Other non-operating income, net                 901 375 417
Other income, net $ 2,611 $ 3,063 $ 3,891 $ 4,691 $ 4,160 $ 3,921 $ 3,424 $ 2,604 $ 14,256 $ 14,109 $ 4,864
v3.19.3.a.u2
INCOME TAXES (Schedule of Income (Loss) before Income Taxes) (Details) - USD ($)
$ in Thousands
3 Months Ended 12 Months Ended
Dec. 31, 2019
Sep. 30, 2019
Jun. 30, 2019
Mar. 31, 2019
Dec. 31, 2018
Sep. 30, 2018
Jun. 30, 2018
Mar. 31, 2018
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Income Tax Disclosure [Abstract]                      
United States                 $ 55,292 $ 44,856 $ 194,376
Foreign                 (5,525) (4,850) (9,890)
Income before income taxes $ 20,257 $ 12,613 $ 16,088 $ 809 $ 16,882 $ 14,302 $ 11,045 $ (2,223) $ 49,767 $ 40,006 $ 184,486
v3.19.3.a.u2
INCOME TAXES (Schedule of Income Tax Provision) (Details) - USD ($)
$ in Thousands
3 Months Ended 12 Months Ended
Dec. 31, 2019
Sep. 30, 2019
Jun. 30, 2019
Mar. 31, 2019
Dec. 31, 2018
Sep. 30, 2018
Jun. 30, 2018
Mar. 31, 2018
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Current:                      
Federal                 $ 8,598 $ (819) $ 25,785
State                 2,570 384 5,069
Foreign                 517 560 354
Total current tax                 11,685 125 31,208
Deferred:                      
Federal                 (2,916) (10,032) (28)
State                 59 (6,491) 15
Foreign                 58 1,054 296
Total deferred tax                 (2,799) (15,469) 283
Total provision for (benefit from) income taxes $ 3,105 $ 2,552 $ 3,785 $ (556) $ (15,064) $ (684) $ 341 $ 63 $ 8,886 $ (15,344) $ 31,491
v3.19.3.a.u2
INCOME TAXES (Reconciliation of the Effective Tax Rate) (Details)
12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Income Tax Disclosure [Abstract]      
Income tax at federal statutory rate 21.00% 21.00% 35.00%
State tax, net of federal tax effect 2.83% 3.24% 3.54%
Foreign income tax rate differential (0.56%) (0.54%) 0.50%
Stock-based compensation 3.46% (16.80%) (4.82%)
Income tax credits (26.94%) (35.83%) (5.39%)
Change in valuation allowance 10.40% (25.08%) (30.23%)
Change in uncertain tax positions 0.56% 4.48% 0.98%
Gain on disposal of a business unit 0.00% 0.00% 17.42%
Employee fringe benefits 5.97% 7.28% 0.24%
Other non-deductible expenses 1.42% 2.73% 0.12%
Deferred adjustments 0.37% 2.24% (0.12%)
Other (0.65%) (1.07%) (0.18%)
Effective tax rate 17.86% (38.35%) 17.06%
v3.19.3.a.u2
INCOME TAXES (Schedule of Deferred Tax Assets and Liabilities) (Details) - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Deferred tax assets:    
Reserves and others $ 6,547 $ 14,223
Stock-based compensation 19,950 19,689
Net operating loss carryforward 4,628 5,956
Tax credit carryforward 23,642 23,073
Deferred Tax Assets, Operating Lease Liabilities 60,206 0
Gross deferred tax assets 114,973 62,941
Valuation allowance (23,447) (18,381)
Total deferred tax assets 91,526 44,560
Deferred tax liabilities:    
Depreciation and amortization (16,359) (16,666)
Disposal of a business unit 0 (7,454)
Deferred contract costs (3,869) (3,201)
Operating lease right-of-use assets (51,244) 0
Total deferred tax liabilities (71,472) (27,321)
Net deferred tax assets $ 20,054 $ 17,239
v3.19.3.a.u2
INCOME TAXES (Narrative) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2018
Dec. 31, 2019
Dec. 31, 2017
Dec. 31, 2016
Income Taxes [Line Items]        
Valuation allowance $ 18,381 $ 23,447    
Undistributed earnings of foreign subsidiaries   4,900    
Unrecognized tax benefits 33,107 40,718 $ 18,215 $ 10,340
Unrecognized tax benefits that would impact effective tax rate   23,400    
Decrease in unrecognized tax benefits is reasonably possible   100    
Domestic        
Income Taxes [Line Items]        
Net operating loss carryforwards   10,700    
Income tax benefit from release of valuation allowance for domestic deferred tax assets $ 16,600      
Domestic | Research        
Income Taxes [Line Items]        
Credit carryforwards   18,500    
State        
Income Taxes [Line Items]        
Net operating loss carryforwards   30,500    
State | Research        
Income Taxes [Line Items]        
Credit carryforwards   47,000    
Germany        
Income Taxes [Line Items]        
Net operating loss carryforwards   2,400    
Canada        
Income Taxes [Line Items]        
Net operating loss carryforwards   $ 400    
v3.19.3.a.u2
INCOME TAXES (Reconciliation of Unrecognized Benefits) (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]      
Balance at the beginning of the year $ 33,107 $ 18,215 $ 10,340
(Decrease) increase based on tax positions related to the prior year (611)    
(Decrease) increase based on tax positions related to the prior year   3,654 667
Increase based on tax positions related to the current year 9,995 11,485 7,209
Decrease from tax authorities' settlements (1,773)    
Lapse of statute of limitations 0 (247) (1)
Balance at the end of the year $ 40,718 $ 33,107 $ 18,215
v3.19.3.a.u2
NET INCOME PER SHARE (Schedule of Basic and Diluted Net Loss Per Share) (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
3 Months Ended 12 Months Ended
Dec. 31, 2019
Sep. 30, 2019
Jun. 30, 2019
Mar. 31, 2019
Dec. 31, 2018
Sep. 30, 2018
Jun. 30, 2018
Mar. 31, 2018
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Numerator:                      
Net income $ 17,152 $ 10,061 $ 12,303 $ 1,365 $ 31,946 $ 14,986 $ 10,704 $ (2,286) $ 40,881 $ 55,350 $ 152,995
Denominator:                      
Weighted-average shares outstanding (in shares) 70,627 70,773 75,601 81,772 82,706 84,008 83,769 83,785 74,627 83,573 81,602
Basic net income (loss) per share attributable to common stockholders (in dollars per share) $ 0.24 $ 0.14 $ 0.16 $ 0.02 $ 0.39 $ 0.18 $ 0.13 $ (0.03) $ 0.55 $ 0.66 $ 1.87
Numerator:                      
Net income $ 17,152 $ 10,061 $ 12,303 $ 1,365 $ 31,946 $ 14,986 $ 10,704 $ (2,286) $ 40,881 $ 55,350 $ 152,995
Denominator:                      
Number of shares used in basic calculation (in shares) 70,627 70,773 75,601 81,772 82,706 84,008 83,769 83,785 74,627 83,573 81,602
Weighted-average effect of dilutive securities                      
Number of shares used in diluted calculation (in shares) 72,987 73,712 78,530 85,087 86,287 88,724 88,651 83,785 77,969 88,709 87,170
Diluted net income (loss) per share attributable to common stockholders (in dollars per share) $ 0.24 $ 0.14 $ 0.16 $ 0.02 $ 0.37 $ 0.17 $ 0.12 $ (0.03) $ 0.52 $ 0.62 $ 1.76
Stock options                      
Weighted-average effect of dilutive securities                      
Incremental common shares (in shares)                 2,367 2,984 3,279
Restricted stock units                      
Weighted-average effect of dilutive securities                      
Incremental common shares (in shares)                 973 2,137 2,289
Employee stock purchase program                      
Weighted-average effect of dilutive securities                      
Incremental common shares (in shares)                 2 15 0
v3.19.3.a.u2
NET INCOME (LOSS) PER SHARE (Schedule of Anti-Dilutive Employee Stock Awards) (Details) - shares
shares in Thousands
12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Stock options      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Anti-dilutive awards (in shares) 2,580 2,030 1,659
Restricted stock units and awards      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Anti-dilutive awards (in shares) 2,020 373 593
v3.19.3.a.u2
INFORMATION ABOUT REVENUE AND GEOGRAPHIC AREAS (Net Revenue) (Details) - USD ($)
$ in Thousands
3 Months Ended 12 Months Ended
Dec. 31, 2019
Sep. 30, 2019
Jun. 30, 2019
Mar. 31, 2019
Dec. 31, 2018
Sep. 30, 2018
Jun. 30, 2018
Mar. 31, 2018
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Revenues from External Customers and Long-Lived Assets [Line Items]                      
Total net revenue $ 268,823 $ 262,474 $ 246,955 $ 235,942 $ 243,740 $ 241,096 $ 234,863 $ 223,074 $ 1,014,194 $ 942,773 $ 850,847
United States                      
Revenues from External Customers and Long-Lived Assets [Line Items]                      
Total net revenue                 1,000,245 929,569 836,766
All other countries                      
Revenues from External Customers and Long-Lived Assets [Line Items]                      
Total net revenue                 13,949 13,204 14,081
Advertising                      
Revenues from External Customers and Long-Lived Assets [Line Items]                      
Total net revenue                 976,925 907,487 775,678
Transactions                      
Revenues from External Customers and Long-Lived Assets [Line Items]                      
Total net revenue                 12,436 13,694 60,251
Other services                      
Revenues from External Customers and Long-Lived Assets [Line Items]                      
Total net revenue                 $ 24,833 $ 21,592 $ 14,918
v3.19.3.a.u2
INFORMATION ABOUT REVENUE AND GEOGRAPHIC AREAS (Long-Lived Assets) (Details) - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Revenues from External Customers and Long-Lived Assets [Line Items]    
Total long-lived assets $ 110,949 $ 114,800
United States    
Revenues from External Customers and Long-Lived Assets [Line Items]    
Total long-lived assets 109,849 112,984
All other countries    
Revenues from External Customers and Long-Lived Assets [Line Items]    
Total long-lived assets $ 1,100 $ 1,816
v3.19.3.a.u2
RESTRUCTURING AND INTEGRATION (Details) - USD ($)
12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Restructuring and Related Activities [Abstract]      
Restructuring and integration $ 0 $ 0 $ 288,000
v3.19.3.a.u2
SUBSEQUENT EVENTS (Details) - Subsequent Event - USD ($)
Feb. 27, 2020
Jan. 15, 2020
Subsequent Event [Line Items]    
Stock repurchase program, increase to authorized amount   $ 250,000,000
Stock repurchase program, authorized amount $ 950,000,000  
Remaining authorized repurchase amount $ 269,000,000  
v3.19.3.a.u2
Selected Quarterly Financial Data (Unaudited) (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
3 Months Ended 12 Months Ended
Dec. 31, 2019
Sep. 30, 2019
Jun. 30, 2019
Mar. 31, 2019
Dec. 31, 2018
Sep. 30, 2018
Jun. 30, 2018
Mar. 31, 2018
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Quarterly Financial Information Disclosure [Abstract]                      
Net revenue $ 268,823 $ 262,474 $ 246,955 $ 235,942 $ 243,740 $ 241,096 $ 234,863 $ 223,074 $ 1,014,194 $ 942,773 $ 850,847
Costs and expenses:                      
Cost of revenue (exclusive of depreciation and amortization shown separately below) 16,656 16,514 14,975 14,265 14,255 14,177 14,708 14,732 62,410 57,872 70,518
Sales and marketing 126,370 127,655 122,045 124,316 121,256 121,759 120,653 119,641 500,386 483,309 437,424
Product development 61,138 56,661 54,566 58,075 54,273 53,764 52,789 51,493 230,440 212,319 175,787
General and administrative 34,164 39,703 30,932 31,292 29,677 30,302 28,583 32,007 136,091 120,569 109,707
Depreciation and amortization 12,849 12,391 12,240 11,876 11,557 10,713 10,509 10,028 49,356 42,807 41,198
Total costs and expenses 251,177 252,924 234,758 239,824 231,018 230,715 227,242 227,901 978,683 916,876 671,225
Income from operations 17,646 9,550 12,197 (3,882) 12,722 10,381 7,621 (4,827) 35,511 25,897 179,622
Other income, net 2,611 3,063 3,891 4,691 4,160 3,921 3,424 2,604 14,256 14,109 4,864
Income before income taxes 20,257 12,613 16,088 809 16,882 14,302 11,045 (2,223) 49,767 40,006 184,486
Provision for (benefit from) income taxes 3,105 2,552 3,785 (556) (15,064) (684) 341 63 8,886 (15,344) 31,491
Net income attributable to common stockholders $ 17,152 $ 10,061 $ 12,303 $ 1,365 $ 31,946 $ 14,986 $ 10,704 $ (2,286) $ 40,881 $ 55,350 $ 152,995
Net income per share attributable to common stockholders                      
Basic (in dollars per share) $ 0.24 $ 0.14 $ 0.16 $ 0.02 $ 0.39 $ 0.18 $ 0.13 $ (0.03) $ 0.55 $ 0.66 $ 1.87
Diluted (in dollars per share) $ 0.24 $ 0.14 $ 0.16 $ 0.02 $ 0.37 $ 0.17 $ 0.12 $ (0.03) $ 0.52 $ 0.62 $ 1.76
Weighted-average shares used to compute net income (loss) per share attributable to common stockholders:                      
Basic (in shares) 70,627 70,773 75,601 81,772 82,706 84,008 83,769 83,785 74,627 83,573 81,602
Diluted (in shares) 72,987 73,712 78,530 85,087 86,287 88,724 88,651 83,785 77,969 88,709 87,170