CHEGG, INC, 10-K filed on 2/21/2023
Annual Report
v3.22.4
Cover Page - USD ($)
12 Months Ended
Dec. 31, 2022
Jan. 31, 2023
Jun. 30, 2022
Cover [Abstract]      
Document Type 10-K    
Document Annual Report true    
Document Period End Date Dec. 31, 2022    
Current Fiscal Year End Date --12-31    
Document Transition Report false    
Entity File Number 001-36180    
Entity Registrant Name CHEGG, INC.    
Entity Incorporation, State or Country Code DE    
Entity Tax Identification Number 20-3237489    
Entity Address, Address Line One 3990 Freedom Circle    
Entity Address, City or Town Santa Clara    
Entity Address, State or Province CA    
Entity Address, Postal Zip Code 95054    
City Area Code 408    
Local Phone Number 855-5700    
Title of 12(b) Security Common Stock, $0.001 par value per share    
Trading Symbol CHGG    
Security Exchange Name NYSE    
Entity Well-known Seasoned Issuer Yes    
Entity Voluntary Filers No    
Entity Current Reporting Status Yes    
Entity Interactive Data Current Yes    
Entity Filer Category Large Accelerated Filer    
Entity Small Business false    
Entity Emerging Growth Company false    
ICFR Auditor Attestation Flag true    
Entity Shell Company false    
Entity Public Float     $ 2,323,943,645
Entity Common Stock, Shares Outstanding   126,551,885  
Documents Incorporated by Reference Portions of the Registrant's definitive proxy statement for the Registrant's 2023 Annual Meeting of Stockholders are incorporated by reference in Part III of this Annual Report on Form 10-K to the extent stated herein. The Proxy Statement will be filed within 120 days of the Registrant's fiscal year ended December 31, 2022.    
Entity Central Index Key 0001364954    
Document Fiscal Year Focus 2022    
Document Fiscal Period Focus FY    
Amendment Flag false    
v3.22.4
Audit Information
12 Months Ended
Dec. 31, 2022
Audit Information [Abstract]  
Auditor Firm ID 34
Auditor Name DELOITTE & TOUCHE LLP
Auditor Location San Jose, California
v3.22.4
CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Current assets    
Cash and cash equivalents $ 473,677 $ 854,078
Short-term investments 583,973 691,781
Accounts receivable, net of allowance of $394 and $153 at December 31, 2022 and December 31, 2021, respectively 23,515 17,850
Prepaid expenses 28,481 35,093
Other current assets 34,754 23,846
Total current assets 1,144,400 1,622,648
Long-term investments 216,233 745,993
Textbook library, net 0 11,241
Property and equipment, net 204,383 169,938
Goodwill 615,093 289,763
Intangible assets, net 78,333 40,566
Right of use assets 18,838 18,062
Deferred tax assets 167,524 1,365
Other assets 20,612 19,670
Total assets 2,465,416 2,919,246
Current liabilities    
Accounts payable 12,367 11,992
Deferred revenue 56,273 35,143
Accrued liabilities 70,234 67,209
Total current liabilities 138,874 114,344
Long-term liabilities    
Convertible senior notes, net 1,188,593 1,678,155
Long-term operating lease liabilities 13,375 12,447
Other long-term liabilities 7,985 7,383
Total long-term liabilities 1,209,953 1,697,985
Total liabilities 1,348,827 1,812,329
Commitments and contingencies
Stockholders’ equity:    
Preferred stock, $0.001 par value – 10,000,000 shares authorized, no shares issued and outstanding at December 31, 2022 and December 31, 2021 0 0
Common stock, $0.001 par value – 400,000,000 shares authorized; 126,473,827 and 136,951,956 shares issued and outstanding at December 31, 2022 and December 31, 2021, respectively 126 137
Additional paid-in capital 1,244,504 1,449,305
Accumulated other comprehensive loss (57,488) (5,334)
Accumulated deficit (70,553) (337,191)
Total stockholders’ equity 1,116,589 1,106,917
Total liabilities and stockholders’ equity $ 2,465,416 $ 2,919,246
v3.22.4
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Statement of Financial Position [Abstract]    
Allowance for doubtful accounts receivable, current $ 394 $ 153
Preferred stock, par value (in dollars per share) $ 0.001 $ 0.001
Preferred stock, shares authorized (in shares) 10,000,000 10,000,000
Preferred stock, shares issued (in shares) 0 0
Preferred stock, shares outstanding (in shares) 0 0
Common stock, par value (in dollars per share) $ 0.001 $ 0.001
Common stock, shares authorized (in shares) 400,000,000 400,000,000
Common stock, shares issued (in shares) 126,473,827 136,951,956
Common stock, shares outstanding (in shares) 126,473,827 136,951,956
v3.22.4
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)
shares in Thousands, $ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Income Statement [Abstract]      
Net revenues $ 766,897 $ 776,265 $ 644,338
Cost of revenues 197,396 254,904 205,417
Gross profit 569,501 521,361 438,921
Operating expenses:      
Research and development 196,637 178,821 170,905
Sales and marketing 147,660 105,414 81,914
General and administrative 216,247 159,019 129,349
Total operating expenses 560,544 443,254 382,168
Income from operations 8,957 78,107 56,753
Interest expense, net and other income, net:      
Interest expense, net (6,040) (6,896) (66,297)
Other income (expense), net 101,029 (65,472) 8,683
Total interest expense, net and other income (expense), net 94,989 (72,368) (57,614)
Income (loss) before benefit from (provision for) income taxes 103,946 5,739 (861)
Benefit from (provision for) income taxes 162,692 (7,197) (5,360)
Net income (loss) $ 266,638 $ (1,458) $ (6,221)
Net income (loss) per share      
Basic (in dollars per share) $ 2.09 $ (0.01) $ (0.05)
Diluted (in dollars per share) $ 1.34 $ (0.01) $ (0.05)
Weighted average shares used to compute net income (loss) per share      
Basic (in shares) 127,557 141,262 125,367
Diluted (in shares) 149,859 141,262 125,367
v3.22.4
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Statement of Comprehensive Income [Abstract]      
Net income (loss) $ 266,638 $ (1,458) $ (6,221)
Other comprehensive (loss) income      
Change in net unrealized (loss) gain on investments, net of tax (1,348) (5,729) 1,037
Change in foreign currency translation adjustments, net of tax (50,806) (1,135) 1,589
Other comprehensive (loss) income (52,154) (6,864) 2,626
Total comprehensive income (loss) $ 214,484 $ (8,322) $ (3,595)
v3.22.4
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($)
$ in Thousands
Total
Cumulative Effect, Period of Adoption, Adjustment
Common Stock
Additional Paid-In Capital
Additional Paid-In Capital
Cumulative Effect, Period of Adoption, Adjustment
Accumulated Other Comprehensive Loss
Accumulated Deficit
Accumulated Deficit
Cumulative Effect, Period of Adoption, Adjustment
Beginning balance (in shares) at Dec. 31, 2019     121,584,000          
Beginning balance at Dec. 31, 2019 $ 498,829 $ (88) $ 122 $ 916,095   $ (1,096) $ (416,292) $ (88)
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Accounting standards update Accounting Standards Update 2020-06 [Member]              
Equity component of 2025/2026 convertible senior notes, net of issuance costs $ 237,462     237,462        
Purchase of 2025/2026 convertible senior notes capped call (103,400)     (103,400)        
Equity component related to conversions of 2023 convertible senior notes (442,667)     (442,667)        
Issuance of common stock upon conversion of 2023 convertible senior notes (in shares)     4,182,000          
Issuance of common stock upon conversion of 2023 convertible senior notes 327,141   $ 4 327,137        
Net proceeds from capped call related to conversions and extinguishments of 2023 notes and 2025 notes 77,095     77,095        
Issuance of common stock upon exercise of stock options and ESPP (in shares)     1,154,000          
Issuance of common stock upon exercise of stock options and ESPP 15,481   $ 1 15,480        
Net issuance of common stock for settlement of RSUs (in shares)     2,424,000          
Net share settlement of equity awards (80,678)   $ 2 (80,680)        
Share-based compensation expense 84,055     84,055        
Other comprehensive loss 2,626         2,626    
Net loss (6,221)           (6,221)  
Ending balance (in shares) at Dec. 31, 2020     129,344,000          
Ending balance at Dec. 31, 2020 609,635 (378,138) $ 129 1,030,577 $ (465,006) 1,530 (422,601) 86,868
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Repurchase of common stock (in shares)     (8,403,000)          
Repurchase of common stock (300,000)   $ (8) (299,992)        
Issuance of common stock in connection with follow-on offering, net of offering costs (in shares)     10,975,000          
Issuance of common stock in connection with follow-on offering, net of offering costs 1,091,466   $ 11 1,091,455        
Equity component related to conversions of 2023 convertible senior notes (236,921)     (236,921)        
Issuance of common stock upon conversion of 2023 convertible senior notes (in shares)     2,983,000          
Issuance of common stock upon conversion of 2023 convertible senior notes 235,521   $ 3 235,518        
Net proceeds from capped call related to conversions and extinguishments of 2023 notes and 2025 notes 67,770     67,770        
Issuance of common stock upon exercise of stock options and ESPP (in shares)     413,000          
Issuance of common stock upon exercise of stock options and ESPP 8,885     8,885        
Net issuance of common stock for settlement of RSUs (in shares)     1,640,000          
Net share settlement of equity awards (94,421)   $ 2 (94,423)        
Share-based compensation expense 111,442     111,442        
Other comprehensive loss (6,864)         (6,864)    
Net loss $ (1,458)           (1,458)  
Ending balance (in shares) at Dec. 31, 2021 136,951,956   136,952,000          
Ending balance at Dec. 31, 2021 $ 1,106,917   $ 137 1,449,305   (5,334) (337,191)  
Beginning balance (in shares) at Dec. 31, 2020     129,344,000          
Beginning balance at Dec. 31, 2020 $ 609,635 $ (378,138) $ 129 1,030,577 $ (465,006) 1,530 (422,601) $ 86,868
Ending balance (in shares) at Dec. 31, 2022 126,473,827   126,474,000          
Ending balance at Dec. 31, 2022 $ 1,116,589   $ 126 1,244,504   (57,488) (70,553)  
Beginning balance (in shares) at Dec. 31, 2021 136,951,956   136,952,000          
Beginning balance at Dec. 31, 2021 $ 1,106,917   $ 137 1,449,305   (5,334) (337,191)  
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Repurchase of common stock (in shares)     (12,709,000)          
Repurchase of common stock (323,528)   $ (13) (323,515)        
Issuance of common stock upon exercise of stock options and ESPP (in shares)     437,000          
Issuance of common stock upon exercise of stock options and ESPP 6,475     6,475        
Net issuance of common stock for settlement of RSUs (in shares)     1,794,000          
Net share settlement of equity awards (26,547)   $ 2 (26,549)        
Share-based compensation expense 138,788     138,788        
Other comprehensive loss (52,154)         (52,154)    
Net loss $ 266,638           266,638  
Ending balance (in shares) at Dec. 31, 2022 126,473,827   126,474,000          
Ending balance at Dec. 31, 2022 $ 1,116,589   $ 126 $ 1,244,504   $ (57,488) $ (70,553)  
v3.22.4
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Thousands
12 Months Ended 36 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2022
Cash flows from operating activities        
Net income (loss) $ 266,638 $ (1,458) $ (6,221)  
Adjustments to reconcile net income (loss) to net cash provided by operating activities:        
Print textbook depreciation expense 1,610 10,859 15,397  
Other depreciation and amortization expense 89,997 63,274 47,018  
Share-based compensation expense 133,456 108,846 84,055  
Amortization of debt discount and issuance costs 5,166 5,922 64,573  
(Gain)/loss on early extinguishments of debt (93,519) 78,152 4,286  
Loss on change in fair value of derivative instruments, net 0 7,148 0  
Repayment of convertible senior notes attributable to debt discount 0 0 (20,433)  
Gain on foreign currency remeasurement of purchase consideration (4,628) 0 0  
Deferred tax assets (168,679) (1,104) (109)  
Loss from write-offs of property and equipment 3,549 2,115 1,211  
(Gain)/loss on textbook library, net (4,976) 10,956 (1,453)  
Operating lease expense, net of accretion 6,327 5,994 4,901  
Realized loss/(gain) on sale of investments 9,675 178 (308)  
Impairment on lease related assets 5,225 0 0  
Gain on sale of strategic equity investments 0 (12,496) 0  
Loss from impairment of strategic equity investment 0 0 10,000  
Other non-cash items 378 (47) 190  
Change in assets and liabilities, net of effect of acquisition of businesses:        
Accounts receivable (3,752) (5,004) (400)  
Prepaid expenses and other current assets 17,191 (21,854) 5,419  
Other assets 14,563 16,387 (4,214)  
Accounts payable (4,144) 3,241 1,119  
Deferred revenue 7,538 2,523 12,918  
Accrued liabilities (20,111) 5,199 22,444  
Other liabilities (5,768) (5,607) (3,951)  
Net cash provided by operating activities 255,736 273,224 236,442  
Cash flows from investing activities        
Purchases of property and equipment (103,092) (94,180) (81,317)  
Purchases of textbooks (3,815) (10,931) (58,567)  
Proceeds from disposition of textbooks 6,003 8,714 7,569  
Purchases of investments (730,509) (1,688,384) (1,045,564)  
Proceeds from sale of investments 458,489 206,041 0  
Maturities of investments 884,940 1,204,787 539,889  
Proceeds from sale of strategic equity investments 0 16,076 0  
Acquisition of businesses, net of cash acquired (401,125) (7,891) (92,796)  
Purchase of strategic equity investment (6,000) 0 (2,000)  
Net cash provided by (used in) investing activities 104,891 (365,768) (732,786)  
Cash flows from financing activities        
Proceeds from common stock issued under stock plans, net 6,477 8,887 15,483  
Payment of taxes related to the net share settlement of equity awards (26,549) (94,423) (80,680)  
Proceeds from equity offering, net of offering costs 0 1,091,466 0  
Repayment of convertible senior notes (401,203) (300,762) (303,967)  
Proceeds from exercise of convertible senior notes capped call 0 69,005 77,095  
Payment of escrow related to acquisition 0 (7,451) 0  
Repurchase of common stock (323,528) (300,000) 0  
Proceeds from issuance of convertible senior notes, net of issuance costs 0 0 984,096  
Purchase of convertible senior notes capped call 0 0 (103,400)  
Net cash (used in) provided by financing activities (744,803) 466,722 588,627  
Effect of exchange rate changes 4,137 0 0  
Net (decrease) increase in cash, cash equivalents and restricted cash (380,039) 374,178 92,283  
Cash, cash equivalents and restricted cash, beginning of period 855,893 481,715 389,432 $ 389,432
Cash, cash equivalents and restricted cash, end of period 475,854 855,893 481,715 475,854
Supplemental cash flow data:        
Interest 875 1,053 1,766  
Income taxes, net of refunds 6,841 7,388 3,436  
Cash paid for amounts included in the measurement of lease liabilities:        
Operating cash flows from operating leases 8,863 7,772 6,790  
Right of use assets obtained in exchange for lease obligations:        
Operating leases 10,232 0 13,688  
Non-cash investing and financing activities:        
Accrued purchases of long-lived assets 4,927 2,982 1,588  
Accrued escrow related to acquisition 0 0 7,451  
Issuance of common stock related to repayment of convertible senior notes 0 235,521 327,141  
Reconciliation of cash, cash equivalents and restricted cash:        
Cash and cash equivalents 473,677 854,078 479,853 473,677
Restricted cash included in other current assets 63 0 122 63
Restricted cash included in other assets 2,114 1,815 1,740 2,114
Total cash, cash equivalents and restricted cash $ 475,854 $ 855,893 $ 481,715 $ 475,854
v3.22.4
Background and Basis of Presentation
12 Months Ended
Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Background and Basis of Presentation Background and Basis of Presentation
Company and Background

Chegg, Inc. (“we,” “us,” “our,” “Company” or “Chegg”), headquartered in Santa Clara, California, was incorporated as a Delaware corporation in July 2005. Millions of people all around the world Learn with Chegg. Our mission is to improve learning and learning outcomes by putting students first. We support life-long learners all over the world, starting with their academic journey and extending through their careers. The Chegg platform provides products and services to support learners with their academic course materials, as well as their career and personal skills developments.
Basis of Presentation

Our fiscal year ends on December 31 and in this report we refer to the year ended December 31, 2022, December 31, 2021, and December 31, 2020 as 2022, 2021, and 2020, respectively.

Reclassification of Prior Period Presentation

In order to conform with current period presentation, $1.4 million of deferred tax assets have been reclassified from other assets on our consolidated balance sheet as of December 31, 2021. Additionally $1.1 million and $0.1 million of deferred tax assets during the years ended December 31, 2021 and 2020, respectively, and $0.2 million and $0.3 million realized loss/(gain) on sale of investments during the years ended December 31, 2021 and 2020, respectively, have been reclassified from other non-cash items on our consolidated statements of cash flows. These changes in presentation do not affect previously reported results.
v3.22.4
Significant Accounting Policies
12 Months Ended
Dec. 31, 2022
Accounting Policies [Abstract]  
Significant Accounting Policies Significant Accounting Policies
Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles in the United States requires management to make estimates, judgments, and assumptions that affect the reported amounts of assets and liabilities; the disclosure of contingent liabilities at the date of the financial statements; and the reported amounts of revenues and expenses during the reporting periods. Significant estimates, assumptions, and judgments are used for, but not limited to: revenue recognition, share-based compensation expense including grant-date fair value of PSUs with a market-based condition and estimated forfeitures, accounting for income taxes, useful lives assigned to long-lived assets for depreciation and amortization, impairment of goodwill and long-lived assets, the valuation of acquired intangible assets, and internal-use software and website development costs. We base our estimates on historical experience, knowledge of current business conditions, and various other factors we believe to be reasonable under the circumstances. These estimates are based on management’s knowledge about current events and expectations about actions we may undertake in the future. Actual results could differ from these estimates, and such differences could be material to our financial position and results of operations.

Principles of Consolidation

The consolidated financial statements include the accounts of Chegg and our wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The consolidated financial statements have been prepared in accordance with U.S. GAAP.

Cash and Cash Equivalents and Restricted Cash

We consider all highly liquid investments with an original maturity date of three months or less from the date of purchase to be cash equivalents. Our cash and cash equivalents consist of cash and money market funds at financial institutions, and are stated at cost, which approximates fair value. We classify certain restricted cash balances within other current assets and other assets on the accompanying consolidated balance sheets based upon the term of the remaining restrictions.
Fair Value Measurements

We account for certain assets and liabilities at fair value. We have established a fair value hierarchy used to determine the fair value of our financial instruments as follows:

Level 1—Inputs are unadjusted quoted prices in active markets for identical assets or liabilities.

Level 2—Inputs are quoted prices for similar assets and liabilities in active markets or inputs that are observable for the assets or liabilities, either directly or indirectly through market corroboration, for substantially the full term of the financial instruments.

Level 3—Inputs are unobservable inputs based on our own assumptions used to measure assets and liabilities at fair value; the inputs require significant management judgment or estimation.

A financial instrument’s classification within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while we believe our valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.

Investments

We hold investments in commercial paper, corporate debt securities, U.S. treasury securities and agency bonds. We classify our investments as available-for-sale that are either short or long-term based on the remaining contractual maturity of the investment. Our investments are carried at estimated fair value with any unrealized gains and losses, unrelated to credit loss factors, net of taxes, included in other comprehensive (loss) income on our consolidated statements of stockholders’ equity. Unrealized losses related to credit loss factors are recorded through an allowance for credit losses in other income (expense), net on our consolidated statements of operations, rather than as a reduction to other comprehensive (loss) income, when a decline in fair value has resulted from a credit loss. When evaluating whether an investment's unrealized losses are related to credit factors, we review factors such as the extent to which fair value is below its cost basis, any changes to the credit rating of the security, adverse conditions specifically related to the security, changes in market interest rates and our intent to sell, or whether it is more likely than not we will be required to sell, before recovery of cost basis. We invest in highly rated securities with a weighted average maturity of eighteen months or less. In addition, our investment policy limits the amount of our credit exposure to any one issuer or industry sector and requires investments to be investment grade, with the primary objective of preserving capital and maintaining liquidity. Fair values were determined for each individual security in the investment portfolio. We determine realized gains or losses on the sale of investments on a specific identification method, and record such gains or losses as other income (expense), net.

The estimated fair value of our investments are based on quoted prices in active markets for identical assets (Level 1 inputs) or inputs other than quoted prices that are observable either directly or indirectly (Level 2 inputs) in determining fair value. Other than our money market funds and U.S. treasury securities, we classify our fixed income available-for-sale investments as having Level 2 inputs. The valuation techniques used to measure the fair value of our investments having Level 2 inputs were derived from non-binding market consensus prices that are corroborated by observable market data or quoted market prices for similar instruments. We do not hold any investments valued with a Level 3 input.

Accounts Receivable, Net of Allowance

Accounts receivable are recorded at the invoiced amount and are non-interest bearing. We generally grant uncollateralized credit terms to our customers, which include partners and advertising customers.

We maintain an allowance to account for potentially uncollectible receivables. We assess the creditworthiness of our customers based on multiple sources of information, and analyze such factors as our historical bad debt experience, industry and geographic concentrations of credit risk, economic trends, and customer payment history. This assessment requires significant judgment. Because of this assessment, we maintain an allowance for estimated losses resulting from the inability of certain customers to make all of their required payments. In making this estimate, we analyze historical payment performance and current economic trends when evaluating the adequacy of the allowance for doubtful accounts. Accounts receivable are written off as a decrease to the allowance when all collection efforts have been exhausted and an account is deemed uncollectible.
Concentration of Credit Risk

Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash and cash equivalents, restricted cash, and investments in highly liquid instruments in accordance with our investment policy. We place the majority of our cash and cash equivalents and restricted cash with financial institutions in the United States that we believe to be of high credit quality, and accordingly minimal credit risk exists with respect to these instruments. Certain of our cash balances held with a financial institution are in excess of Federal Deposit Insurance Corporation limits. Our investment portfolio consists of investments diversified among security types, industries and issuers. Our investments were held and managed by recognized financial institutions that followed our investment policy with the main objective of preserving capital, generating a competitive return, and maintaining liquidity.
Concentrations of credit risk with respect to accounts receivables exist to the full extent of amounts presented in the financial statements. We had one customer that represented over 10% of our net accounts receivable balance as of December 31, 2022 and no customers that represented over 10% of our net accounts receivable balance as of December 31, 2021. No customers represented over 10% of net revenues during the years ended December 31, 2022, 2021 or 2020.

Property and Equipment

Property and equipment are recorded at cost less accumulated depreciation and content amortization. Depreciation and content amortization are computed using the straight-line method over the following estimated useful lives of the assets:
ClassificationUseful Life
Content - Textbook Solutions and Questions and Answers
Shorter of the licensed content term or 5 years
Content - Other
Shorter of the licensed content term or 2.5 years
Leasehold improvements
Shorter of the remaining lease term or 5 years
Internal-use software and website development3 years
Furniture and fixtures5 years
Computers and equipment3 years

Depreciation and content amortization expense are generally classified within the corresponding cost of revenues and operating expenses categories on our consolidated statements of operations. The cost of maintenance and repairs is expensed as incurred. When assets are retired or otherwise disposed of, the cost and related accumulated depreciation and amortization are removed from their respective accounts, and any gain or loss on such sale or disposal is reflected in income from operations.

Internal-Use Software and Website Development Costs

We capitalize certain costs associated with software developed or obtained for internal use and website and application development. We capitalize costs 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. Such costs are amortized on a straight-line basis over a three year estimated useful life of the related asset. Costs incurred prior to meeting these criteria, together with costs incurred for training and maintenance, are expensed as incurred. 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.

Business Combinations

We allocate the fair value of purchase consideration to the tangible assets acquired, liabilities assumed and intangible assets acquired through a business combination based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets acquired and liabilities assumed is recorded as goodwill. Such valuations require management to make significant estimates and assumptions, especially with respect to intangible assets. Significant estimates in valuing certain intangible assets include, but are not limited to, future expected cash flows from acquired users, acquired technology, and trade names from a market participant perspective, useful lives and discount rates. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. During the measurement period, which is not to exceed one year from the acquisition date, we may record adjustments to the assets acquired and liabilities assumed, with the
corresponding offset to goodwill. Upon the conclusion of the measurement period, any subsequent adjustments are recorded to earnings.

Goodwill and Indefinite-Lived Intangible Asset

Goodwill represents the excess of the fair value of purchase consideration paid over the estimated fair value of assets acquired and liabilities assumed in a business combination. Our indefinite-lived intangible asset represents the internships.com trade name. Goodwill and our indefinite-lived intangible asset are not amortized but rather tested for impairment at least annually, or more frequently if certain events or indicators of impairment occur between annual impairment tests. We first assess qualitative factors to determine whether it is necessary to perform the quantitative impairment test. In our qualitative assessment, we consider factors including economic conditions, industry and market conditions and developments, overall financial performance and other relevant entity-specific events in determining whether it is more likely than not that the fair value of our reporting unit is less than the carrying amount. We completed our annual impairment test in 2022 and 2021, each of which did not result in any impairment as our qualitative assessment did not indicate that it is more likely than not that the fair value of our reporting unit is less than the carrying amount.

Acquired Intangible Assets and Other Long-Lived Assets

Acquired intangible assets with finite useful lives, which include developed technology, content library, customer lists, trade names, domain names, and non-compete agreements, are amortized over their estimated useful lives. We assess the impairment of acquired intangible assets and other long-lived assets when events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable.

Leases

We determine if an arrangement is a lease at inception. Operating leases are included in operating lease right of use (ROU) assets and operating lease liabilities within current liabilities and long-term liabilities on our consolidated balance sheets. Operating lease ROU assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date. Our leases do not provide an implicit rate and therefore we use our incremental borrowing rate based on the information available at commencement date in determining the present value of future minimum lease payments. Our incremental borrowing rate is estimated based on the estimated rate incurred to borrow, on a collateralized basis over a similar term as our leases, an amount equal to the lease payments in a similar economic environment. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise such options. We do not record leases on our consolidated balance sheet with a term of one year or less. We do not separate lease and non-lease components but rather account for each separate component as a single lease component for all underlying classes of assets. Some of our leases include payments that are dependent on an index, such as the Consumer Price Index (CPI), and our minimum lease payments include payments based on the index at inception with any future changes in such indices recognized as an expense in the period of change. Where leases contain escalation clauses, rent abatement, or concessions, such as rent holidays and landlord or tenant incentives or allowances, we apply them in the determination of straight-line operating lease cost over the lease term. ROU assets are evaluated for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.

Strategic Investments

We have entered into strategic investments that do not have readily determinable fair values and have elected to account for these investments at cost, minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer, if any. Strategic investments are included in other assets on our consolidated balance sheets. We assess our strategic investments for impairment whenever events or changes in circumstances indicate that they may be impaired. The factors we consider in our evaluation include, but are not limited to, a significant deterioration in the earnings performance or business prospects of the investee or factors that raise significant concerns about the investee’s ability to continue as a going concern, such as negative cash flows from operations or working capital deficiencies.

Convertible Senior Notes, net

In August 2020, we issued $1.0 billion in aggregate principal amount of 0% convertible senior notes due in 2026 (2026 notes). In March 2019, we issued $700 million in aggregate principal amount of 0.125% convertible senior notes due in 2025 (2025 notes, together with the 2026 notes, the notes) and in April 2019, the initial purchasers fully exercised their option to purchase $100 million of additional 2025 notes for aggregate total gross proceeds of $800 million. The notes, including the
embedded conversion features, are accounted for under the traditional convertible debt accounting model entirely as a liability net of unamortized issuance costs. The carrying amount of the liability is classified as a current liability if we have committed to settle with current assets; otherwise, we classify it as a long-term liability as we retain the election to settle conversion requests in shares of our common stock. The embedded conversion features are not remeasured as long as they do not meet the separation requirement of a derivative; otherwise, they are classified as derivative instruments and recorded at fair value with changes in fair value recorded in other income (expense), net on our consolidated statements of operations. The fair value of any derivative instruments related to the notes are determined utilizing Level 2 inputs. Issuance costs are amortized on a straight-line basis, which approximates the effective interest rate method, to interest expense over the term of the notes. In accounting for conversions of the notes, the carrying amount of the converted notes is reduced by the total consideration paid or issued for the respective converted notes and the difference is recorded to additional paid-in capital on our consolidated balance sheets. In accounting for extinguishments of the notes, the reacquisition price of the extinguished notes is compared to the carrying amount of the respective extinguished notes and a gain or loss is recorded in other income (expense), net on our consolidated statements of operations.

Revenue Recognition and Deferred Revenue

We recognize revenues when the control of goods or services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. We determine revenue recognition through the following steps:

Identification of the contract, or contracts, with a customer
Identification of the performance obligations in the contract
Determination of the transaction price
Allocation of the transaction price to the performance obligations in the contract
Recognition of revenue when, or as, we satisfy a performance obligation

Revenues are presented net of sales tax collected from customers to be remitted to governmental authorities and net of allowances for estimated and actual refunds, which are based on historical data. Revenues from our Chegg Study Pack, Chegg Study, Chegg Writing, Chegg Math, and Busuu offerings are primarily recognized ratably over the monthly subscription period. Revenues from Skills are recognized either ratably over a six month course offering depending on the instruction type of the course, adjusted for an estimate of non-redemption. Revenues from advertising services are recognized upon fulfillment.

Beginning in April 2022, revenues from print textbooks owned by GT are recognized immediately on a net basis based on our role in the transaction as an agent. Prior to April 2022, revenues from our print textbooks offering included operating lease income from print textbooks that we owned recognized as the total transaction amount, paid upon commencement of the lease, ratably over the lease term or rental term, generally a two- to five-month period. Students generally had the option to purchase the print textbook at the end of the term or on a just-in-time basis and we would charge them for the book and recognize the revenues immediately. Beginning in December 2022, revenues from eTextbooks fulfilled by GT are recognized immediately on a net basis based on our role in the transaction as an agent. Prior to December 2022, eTextbooks revenues were recognized ratably over the contractual period, generally a two- to five-month period. Revenues from print textbooks owned by a partner are recognized as a revenue share on the total transaction amount of a rental or sale transaction immediately when a print textbook ships to a student. Shipping and handling activities are expensed as incurred.

Some of our customer arrangements include multiple performance obligations. We have determined these performance obligations qualify as distinct performance obligations, as the customer can benefit from the service on its own or together with other resources that are readily available to the customer, and our promise to transfer the service is separately identifiable from other promises in the contract. For these arrangements that contain multiple performance obligations, we allocate the transaction price based on the relative standalone selling price (SSP) method by comparing the SSP of each distinct performance obligation to the total value of the contract. We determine the SSP based on our historical pricing and discounting practices for the distinct performance obligation when sold separately. If the SSP is not directly observable, we estimate the SSP by considering information such as market conditions, and information about the customer. Additionally, we limit the amount of revenues recognized for delivered promises to the amount that is not contingent on future delivery of services or other future performance obligations.

Some of our customer arrangements may include an amount of variable consideration in addition to a fixed revenue share that we earn. This variable consideration can either increase or decrease the total transaction price depending on the nature of the variable consideration. We estimate the amount of variable consideration that we will earn at the inception of the contract, adjusted during each period, and include an estimated amount each period.
For sales of third-party products, we evaluate whether we are acting as a principal or an agent. Where our role in a transaction is that of principal, revenues are recognized on a gross basis. This requires revenue to comprise the gross value of the transaction billed to the customer, after trade discounts, with any related expenditure charged as a cost of revenues. Where our role in a transaction is that of an agent, revenues are recognized on a net basis with revenues representing the margin earned. Our determination is based on our evaluation of whether we control the specified goods or services prior to transferring them to the customer. When deciding the most appropriate basis for presenting revenues or costs of revenues, both the legal form and substance of the agreement between us and our business partners are reviewed to determine each party’s respective role in the transaction. In relation to print textbooks owned by a partner, we recognize revenues on a net basis based on our role in the transaction as an agent as we have concluded that we do not control the use of the print textbooks, and therefore record only the net revenue share we earn. We have concluded that we control our Subscription Services, print textbooks that we own for rental or purchase until April 2022, and eTextbook service until December 2022 and therefore we recognize revenues and cost of revenues on a gross basis. Beginning in April 2022 for print textbooks and December 2022 for eTextbooks, we have concluded that GT controls the service and we recognize revenues on a net basis based on our role in the transaction as an agent.

Contract assets are contained within other current assets and other assets on our consolidated balance sheets. Contract assets represent the goods or services that we have transferred to a customer before invoicing the customer and primarily consist of the income sharing payment arrangements we offer to students for our Skills service. Contract receivables are contained within accounts receivable, net on our consolidated balance sheets and represent unconditional consideration that will be received solely due to the passage of time. Contract liabilities are contained within deferred revenue on our consolidated balance sheets. Deferred revenue primarily consists of advanced payments from students related to subscription performance obligations that have not been satisfied and estimated variable consideration. Deferred revenue related to rental and subscription performance obligations is recognized as revenues ratably over the term for subscriptions or when the services are provided and all other revenue recognition criteria have been met. Deferred revenue related to variable consideration is recognized as revenues during each reporting period based on the estimated amount we believe we will earn over the life of the contract.

We have elected a practical expedient to record incremental costs to obtain or fulfill a contract when the amortization period would have been one year or less as incurred. These incremental costs primarily relate to sales commissions costs and are recorded in sales and marketing expense on our consolidated statements of operations.

Cost of Revenues

Our cost of revenues consists primarily of expenses associated with the delivery and distribution of our products and services. Cost of revenues primarily consists of content amortization expense related to content that we develop, license from publishers, or acquire through acquisitions, web hosting fees, customer support fees, payment processing costs, amortization of acquired intangible assets, order fulfillment fees primarily related to outbound shipping and fulfillment as well as publisher content fees for eTextbooks, write-downs for print textbooks, the gain or loss on print textbooks liquidated, the net book value of print textbooks purchased by students at the end of the term or on a just-in-time basis, print textbook depreciation expense, personnel costs and other direct costs related to providing content or services. In addition, cost of revenues includes allocated information technology and facilities costs.

As a result of our partnership with GT, we no longer incur costs associated with order fulfillment fees related to outbound shipping and fulfillment, write-downs for print textbooks, the gain or loss on print textbooks liquidated, the net book value of print textbooks purchased by students at the end of the term or on a just-in-time basis, and print textbook depreciation expense,

Research and Development Costs

Our research and development expenses consist of salaries, benefits, and share-based compensation expense for employees on our product, engineering, and technical teams who are responsible for maintaining our website, developing new products, and improving existing products. Research and development costs also include technology costs to support our research and development, and outside services. We expense substantially all of our research and development expenses as they are incurred.
Advertising Costs

Advertising costs are expensed as incurred and consist primarily of online advertising and marketing promotional expenditures. During the years ended December 31, 2022, 2021, and 2020, advertising costs were approximately $62.0 million, $45.1 million and $35.3 million, respectively.

Share-based Compensation Expense

Share-based compensation expense for restricted stock units (RSUs), performance-based restricted stock units (PSUs) with either a market-based condition or financial and strategic performance targets, and the employee stock purchase plan (ESPP) is accounted for under the fair value method based on the grant-date fair value of the award. Share-based compensation expense for RSUs and PSUs with financial and strategic performance targets is measured based on the closing fair market value of our common stock, PSUs with a market-based condition are estimated using a Monte Carlo simulation model, and ESPP is estimated using the Black-Scholes-Merton option pricing model. We recognize share-based compensation expense on a straight-line basis for RSUs and ESPP and on a graded basis for PSUs. Vesting for all awards is subject to continued service over the requisite service period, which is generally the vesting period. Vesting of PSUs with a market-based condition is also subject to the achievement of certain per share price of our common stock targets and vesting of PSUs with financial and strategic performance targets is also subject to our achievement of specified financial and strategic performance targets. RSUs and PSUs are converted into shares of our common stock upon vesting on a one-for-one basis. RSUs typically vest over three or four years, while PSUs with a market-based condition typically vest over a four-year period and PSUs with financial and strategic performance targets typically vest over a three-year period. Share-based compensation expense for PSUs with a market-based condition is recognized regardless of whether the market condition is satisfied whereas share-based compensation expense for PSUs with financial performance targets is recognized upon estimated or actual achievement of such targets. We assess the achievement of financial and strategic performance targets on a quarterly basis and adjust our share-based compensation expense as appropriate. These amounts are reduced by estimated forfeitures, which are estimated at the time of the grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates.

Income Taxes

We account for income taxes under an asset and liability method whereby deferred tax asset and liability account balances are determined based on differences between the financial reporting and the tax basis of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Valuation allowances are established, when necessary, to reduce deferred tax assets to an amount that is more likely than not to be realized. We record uncertain tax positions on the basis of a two-step process in which (1) we determine whether it is more likely than not that the tax positions will be sustained on the basis of technical merits of the position and (2) for those tax positions that meet the more likely than not recognition threshold, we recognize the tax benefit as the largest amount that is cumulative more than 50% likely to be realized upon ultimate settlement with the related tax authority. Our policy is to include interest and penalties related to unrecognized tax benefits as a component of income tax expense.

Net Income (Loss) Per Share

Basic net income (loss) per share is computed by dividing net income (loss) by the weighted-average number of shares of common stock outstanding during the period. Diluted net income (loss) per share is computed by adjusting net income (loss) for all related interest expense and gains and losses recognized during the period, net of tax, and giving effect to all potential shares of common stock, including stock options, PSUs, RSUs, and shares related to convertible senior notes, to the extent dilutive. This assumes that all stock options and dilutive convertible shares were exercised or converted and is computed by applying the treasury stock method for outstanding stock options, PSUs, and RSUs, and the if-converted method for outstanding convertible senior notes. Under the treasury stock method, options, PSUs, and RSUs are assumed to be exercised or vested at the beginning of the period (or at the time of issuance, if later) and as if funds obtained thereby were used to purchase common stock at the average market price during the period. Under the if-converted method, outstanding convertible senior notes are assumed to be converted into common stock at the beginning of the period (or at the time of issuance, if later).
Foreign Currency Translation and Remeasurement

The functional currency of our foreign subsidiaries is the local currency and our reporting currency is the U.S. Dollar. Adjustments resulting from the translation of foreign currencies into U.S. Dollars for balance sheet amounts are based on the exchange rates as of the consolidated balance sheet date. Revenues and expenses are translated at average exchange rates during the period. Foreign currency translation gains or losses are included in accumulated other comprehensive loss as a component of stockholders’ equity on the consolidated balance sheets. Gains or losses resulting from the remeasurement of foreign currency transactions, which are denominated in currencies other than the functional currency, are included in general and administrative expense on the consolidated statements of operations. During the year ended December 31, 2022, the net gains from remeasurement of foreign currency transactions were $3.7 million, largely driven by our acquisition of Busuu, and were not material during the years ended December 31, 2021 and 2020.

Recent Accounting Pronouncements

Recently Issued Accounting Pronouncements Not Yet Adopted

There were no accounting pronouncements issued during the year ended December 31, 2022 that would have an impact on our financial statements.

Recently Adopted Accounting Pronouncements

In October 2021, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2021-08, Business Combinations-Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (Topic 805). The new guidance requires contract assets and contract liabilities acquired in a business combination to be recognized in accordance with Accounting Standards Codification (ASC) Topic 606 as if the acquirer had originated the contracts. The standard is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. We early adopted ASU 2021-08 on January 1, 2022 and applied it to our acquisition of Busuu. The most significant impacts were an increase in contract liabilities, contained within deferred revenue, and goodwill on our consolidated balance sheets.

In May 2021, the FASB issued ASU 2021-04, Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options. ASU 2021-04 aims to clarify and reduce diversity in an issuer’s accounting for modifications or exchanges of freestanding equity-classified written call options that remain equity classified after modification or exchange based on the economic substance of the modification or exchange. Early adoption is permitted and the guidance must be applied prospectively to all modifications or exchanges that occur on or after the date of adoption. The guidance is effective for annual periods beginning after December 15, 2021. We adopted ASU 2021-04 on January 1, 2022 under the prospective method of adoption and there was no impact to our results of operations as we did not modify or exchange any freestanding equity-classified written call options.
v3.22.4
Revenues
12 Months Ended
Dec. 31, 2022
Revenue from Contract with Customer [Abstract]  
Revenues Revenues
Revenue Recognition

Revenues are recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. The majority of our revenues are recognized over time as services are performed, with certain revenues being recognized at a point in time.

We have changed our revenue disaggregation to Subscription Services and Skills and Other to better reflect the nature and timing of revenue and cash flows. Subscription Services includes revenues from our Chegg Study Pack, Chegg Study, Chegg Writing, Chegg Math, and Busuu offerings. Skills and Other includes revenues from our Skills, advertising services, print textbooks and eTextbooks offerings. We no longer present our Required Materials product line separately as we no longer expect to have significant revenue from our print textbook and eTextbooks offerings due to recognizing a revenue share as a result of our partnership with GT.
The following table sets forth our total net revenues for the periods shown disaggregated for our Subscription Services and Skills and Other product lines (in thousands, except percentages):

 Years Ended December 31,Change in 2022Change in 2021
 202220212020$%$%
Subscription Services$671,968 $616,817 $460,612 $55,151 %$156,205 34 %
Skills and Other94,929 159,448 183,726 (64,519)(40)(24,278)(13)
Total net revenues$766,897 $776,265 $644,338 $(9,368)(1)$131,927 20 

During the years ended December 31, 2022, 2021, and 2020, we recognized $33.9 million, $32.6 million and $18.3 million, respectively, of revenues that were included in our deferred revenue balance at the beginning of each respective fiscal year. During the years ended December 31, 2022 and 2020, we recognized an immaterial amount from performance obligations satisfied in previous periods. During the year ended December 31, 2021, we recognized a reduction of revenues of $4.9 million from performance obligations satisfied in previous periods, primarily related to our Skills offering. During the years ended December 31, 2022, 2021 and 2020, we recognized $5.1 million, $34.6 million and $50.8 million, respectively, of operating lease income from print textbook rentals that we own. The decreases in operating lease income are primarily due to the transition of our print textbook and eTextbook offerings. For further information, refer to Note 7, “Required Materials Transition.”

Contract Balances

The following table presents our accounts receivable, net, contract assets, and deferred revenue balances (in thousands, except percentages):
 December 31,Change
 20222021$%
Accounts receivable, net$23,515 $17,850 $5,665 32 %
Contract assets11,946 14,231 (2,285)(16)
Deferred revenue56,273 35,143 21,130 60 

During the year ended December 31, 2022, our accounts receivable, net balance increased by $5.7 million, or 32%, primarily due to timing of billings and seasonality of our business. During the year ended December 31, 2022, our contract assets balance decreased by $2.3 million or 16%, primarily due to our Skills offering. During the year ended December 31, 2022, our deferred revenue balance increased by $21.1 million, or 60%, primarily due to acquired deferred revenue in conjunction with our acquisition of Busuu, increased bookings and seasonality of our business.
v3.22.4
Net Income (Loss) Per Share
12 Months Ended
Dec. 31, 2022
Earnings Per Share [Abstract]  
Net Income (Loss) Per Share Net Income (Loss) Per Share
The following table sets forth the computation of basic and diluted net income (loss) per share (in thousands, except per share amounts):
Years Ended December 31,
202220212020
Basic
Numerator:
Net income (loss)$266,638 $(1,458)$(6,221)
Denominator:
Weighted average shares used to compute net income (loss) per share, basic
127,557 141,262 125,367 
Net income (loss) per share, basic
$2.09 $(0.01)$(0.05)
Diluted
Numerator:
Net income (loss)$266,638 $(1,458)$(6,221)
Convertible senior notes activity, net of tax(1)
(65,444)— — 
Net income (loss), diluted
$201,194 $(1,458)$(6,221)
Denominator:
Weighted average shares used to compute net income (loss) per share, basic
127,557 141,262 125,367 
Shares related to stock plan activity968 — — 
Shares related to convertible senior notes21,334 — — 
Weighted average shares used to compute net income (loss) per share, diluted
149,859 141,262 125,367 
Net income (loss) per share, diluted
$1.34 $(0.01)$(0.05)
(1) Primarily includes the gain on early extinguishment on our 2026 notes, net of tax. For further information, see Note 11, “Convertible Senior Notes.”

The following potential weighted-average shares of common stock outstanding were excluded from the computation of diluted net income (loss) per share because including them would have been anti-dilutive (in thousands):
Years Ended December 31,
202220212020
Shares related to stock plan activity3,556 2,545 4,470 
Shares related to convertible senior notes— 23,300 4,942 
Total common stock equivalents3,556 25,845 9,412 
v3.22.4
Cash and Cash Equivalents, and Investments and Fair Value Measurements
12 Months Ended
Dec. 31, 2022
Cash and Cash Equivalents [Abstract]  
Cash and Cash Equivalents, and Investments and Fair Value Measurements Cash and Cash Equivalents, and Investments and Fair Value Measurements
The following tables show our cash and cash equivalents, and investments’ fair value level classification, adjusted cost, unrealized gain, unrealized loss and fair value as of December 31, 2022 and 2021 (in thousands):

 December 31, 2022
 Fair Value LevelAdjusted CostUnrealized GainUnrealized LossFair Value
Cash and cash equivalents:   
Cash$33,532 $— $— $33,532 
Money market fundsLevel 1440,145 — — 440,145 
Total cash and cash equivalents$473,677 $— $— $473,677 
Short-term investments:   
Commercial paperLevel 2$11,744 $— $(29)$11,715 
Corporate debt securitiesLevel 2491,459 — (4,130)487,329 
U.S. treasury securitiesLevel 185,271 — (342)84,929 
Total short-term investments$588,474 $— $(4,501)$583,973 
Long-term investments:
Corporate debt securitiesLevel 2$125,735 $158 $(909)$124,984 
Agency bondsLevel 260,635 — (141)60,494 
U.S. treasury securitiesLevel 130,633 122 — 30,755 
Total long-term investments$217,003 $280 $(1,050)$216,233 

 December 31, 2021
 Fair Value LevelAdjusted CostUnrealized GainUnrealized LossFair Value
Cash and cash equivalents:   
Cash$30,324 $— $— $30,324 
Money market fundsLevel 1823,754 — — 823,754 
Total cash and cash equivalents$854,078 $— $— $854,078 
Short-term investments:   
Commercial paperLevel 2$124,211 $$(33)$124,180 
Corporate debt securitiesLevel 2552,609 36 (546)552,099 
Agency bondsLevel 215,500 — 15,502 
Total short-term investments$692,320 $40 $(579)$691,781 
Long-term investments:
Corporate debt securitiesLevel 2$724,517 $— $(3,277)$721,240 
U.S. treasury securitiesLevel 1$24,860 $— $(107)$24,753 
Total long-term investments$749,377 $— $(3,384)$745,993 

As of December 31, 2022, we determined that the declines in the market value of our investment portfolio were not driven by credit related factors. During the years ended December 31, 2022, 2021 and 2020, we did not recognize any losses on our investments due to credit related factors.
The following table presents the gross realized gain and loss related to our investments (in thousands):
 Years Ended December 31,
 202220212020
Realized gain$64 $84 $308 
Realized loss(9,739)(262)— 
Realized (loss)/gain on sale of investments$(9,675)$(178)$308 

The following table shows our cash equivalents and investments' adjusted cost and fair value by contractual maturity as of December 31, 2022 (in thousands):
December 31, 2022
 CostFair Value
Due within one year$588,474 $583,973 
Due after one year through three years217,003 216,233 
Investments not due at a single maturity date440,145 440,145 
Total$1,245,622 $1,240,351 

Investments not due at a single maturity date in the preceding table consisted of money market funds.

Strategic Investments

In July 2022, we completed an investment of $6.0 million in Knack Technologies, Inc. (Knack), a privately held U.S. based peer-to-peer tutoring platform for higher education institutions. We do not have the ability to exercise significant influence over Knack's operating and financial policies and have elected to account for our investment at cost as it does not have a readily determinable fair value.

We previously invested $2.0 million in TAPD, Inc., also known as Frank; a U.S.-based service that helps students access financial aid and $3.0 million in a foreign entity to explore expanding our reach internationally. In 2021, we sold our investments for total consideration of $17.5 million, resulting in a $12.5 million gain included within other income (expense), net on our consolidated statements of operations. We received cash payments of $16.1 million included within cash flows from investing activities on our consolidated statements of cash flows.

We did not record any impairment charges on our strategic investments, other than a $10.0 million impairment charge previously recorded in 2020 on our strategic investment in WayUp, Inc. During the years ended December 31, 2022, 2021 and 2020, there were no significant identified events or changes in circumstances that would be considered an indicator for impairment. There were no observable price changes in orderly transactions for the identical or similar investments of the same issuers during the years ended December 31, 2022, 2021 and 2020.

Financial Instruments Not Recorded at Fair Value on a Recurring Basis

We report our financial instruments at fair value with the exception of the notes. The estimated fair value of the notes was determined based on the trading price of the notes as of the last day of trading for the period. We consider the fair value of the notes to be a Level 2 measurement due to the limited trading activity. The estimated fair value of the 2026 notes as of December 31, 2022 and 2021 was $385.0 million and $840.0 million, respectively. The estimated fair value of the 2025 notes as of December 31, 2022 and 2021 was $640.5 million and $682.2 million, respectively. For further information on the notes refer to Note 11, “Convertible Senior Notes.”
v3.22.4
Property and Equipment, Net
12 Months Ended
Dec. 31, 2022
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]  
Property and Equipment, Net Property and Equipment, Net
Property and equipment, net consisted of the following (in thousands):
December 31,
20222021
Content$339,879 $258,005 
Internal-use software and website development45,422 29,711 
Leasehold improvements10,860 19,913 
Furniture and fixtures4,952 4,352 
Computer and equipment3,321 3,370 
Property and equipment404,434 315,351 
Less accumulated depreciation and amortization(200,051)(145,413)
Property and equipment, net$204,383 $169,938 

Depreciation and content amortization expense during the years ended December 31, 2022, 2021, and 2020 were approximately $64.1 million, $49.6 million, and $32.6 million, respectively.
v3.22.4
Required Materials Transition
12 Months Ended
Dec. 31, 2022
Discontinued Operations and Disposal Groups [Abstract]  
Required Materials Transition Required Materials Transition
In April 2022, we entered into definitive agreements regarding the sale of our print textbook library and partnership with GT Marketplace, LLC (GT) for our print textbook and eTextbook offerings, previously presented as our Required Materials product line. We will continue to offer these products services on our website and maintain relationships with the students, however, GT has purchased our existing print textbook library for $14 million, subject to payment terms and certain adjustments, and will continue to make print textbook investments and provide fulfillment logistics for print textbook transactions. Beginning December 2022, GT also began fulfilling eTextbook transactions.

Upon board of directors approval of the transaction with GT in April 2022, our net textbook library and unrecognized deferred revenue related to print textbook transactions met the criteria to be classified as a held for sale asset group which had a carrying amount of $7.7 million. During the year ended December 31, 2022, we subsequently sold the held for sale asset group to GT at a gain of $4.4 million, subject to certain adjustments, included in cost of revenues on our consolidated statement of operations. As of December 31, 2022, we had no amounts related to textbook library, net recorded on our consolidated balance sheets.

Beginning in April 2022, we no longer recognize operating lease income from print textbooks that we own ratable on a gross basis. Beginning in December 2022, we no longer recognize revenues from eTextbooks ratable over the customer's contractual period. In relation to print textbooks owned by GT and eTextbooks fulfilled by GT, we recognize revenues immediately on a net basis, representing the margin earned, based on our role in the transaction as an agent as we have concluded that we do not control the use of the print textbooks, and therefore record only the net revenue share we earn.

During the years ended December 31, 2022, 2021, and 2020, print textbook depreciation expense was $1.6 million, $10.9 million and $15.4 million, respectively. During the years ended December 31, 2022 and 2020, net gain on textbook library was $5.0 million and $1.5 million, respectively, and during the year ended December 31, 2021, net loss on textbook library was $11.0 million.
v3.22.4
Acquisitions
12 Months Ended
Dec. 31, 2022
Business Combination and Asset Acquisition [Abstract]  
Acquisitions AcquisitionOn January 13, 2022, we completed our acquisition of 100% of the outstanding shares of Busuu Online S.L (Busuu) in cash, an online language learning company that offers a comprehensive solution through a combination of self-paced lessons, live classes with expert tutors and the ability to learn and practice with members of the Busuu language learning community. The acquisition helps to expand our existing offerings and global reach through language learning, allowing us to drive further into international markets.
The following table presents the allocation of purchase consideration recorded on our consolidated balance sheet as of the acquisition date (in thousands):
 Busuu
Cash and cash equivalents$20,525 
Accounts receivable2,446 
Right of use assets2,715 
Other acquired assets3,710 
Acquired intangible assets71,600 
Total identifiable assets acquired100,996 
Accounts payable(5,174)
Accrued liabilities(1)
(21,964)
Deferred revenue(16,761)
Long term operating lease liabilities(2,038)
Other long-term liabilities(1)
(1,646)
Net identifiable assets acquired53,413 
Goodwill368,237 
Total fair value of purchase consideration$421,650 
(1) During the year ended December 31, 2022, we recorded a $0.8 million decrease to accrued liabilities and a $1.7 million increase to other long-term liabilities as a result of measurement period adjustments to the fair value of the initial liabilities related to taxes.

Goodwill is primarily attributable to the potential for expanding our offerings to include an online language learning platform and global reach allowing us to drive further into international markets. Substantially all of the amounts recorded for intangible assets and goodwill are deductible for tax purposes.

The following table presents the details of the allocation of purchase consideration to the acquired intangible assets (in thousands, except weighted-average amortization period):
Busuu
AmountWeighted-Average Amortization Period (in months)
Trade name$4,600 72
Customer lists18,000 24
Developed technology49,000 84
Total acquired intangible assets$71,600 68

During the years ended December 31, 2022 and 2021, we incurred acquisition-related expenses of $0.6 million and $5.3 million, respectively, associated with our acquisition of Busuu, which have been included in general and administrative expense on our consolidated statement of operations.

The purchase consideration was paid in Euros, which is different from our functional currency of United States Dollars. We initially funded an equivalent of $417.0 million that was remeasured at $421.7 million at closing, which is included in our statement of cash flows as a cash outflow from investing activities net of cash acquired, resulting in a $4.6 million gain included in other income (expense), net on our consolidated statement of operations.

The Busuu purchase agreement provides for additional payments of up to approximately $25.5 million, subject to the continued employment of certain key employees. These payments are not included in the fair value of the purchase consideration but rather are expensed ratably as acquisition-related compensation costs and classified based on the employees' job function, on our consolidated statement of operations. As of December 31, 2022, we have recorded approximately $7.3 million within accrued liabilities on our consolidated balance sheets for these payments.

Since the acquisition date, we have recorded revenues and net loss from Busuu of $38.1 million and $38.9 million, respectively. These results should not be taken as representative of future results of operations of the combined company. The following unaudited supplemental pro forma revenues and earnings is for informational purposes only and presents our
combined results as if the acquisition of Busuu had occurred on January 1, 2021. During the years ended December 31, 2022 and 2021, our unaudited supplemental pro forma revenues would have been $767.6 million and $820.2 million, respectively. During the years ended December 31, 2022 and 2021, our unaudited supplemental pro forma earnings would have been a net income of $268.0 million, and net loss of $44.7 million, respectively. The unaudited supplemental pro forma earnings information includes the historical combined operating results adjusted for acquisition-related compensation costs, amortization of intangible assets, share-based compensation expense and acquisition-related expenses and does not necessarily reflect the actual results that would have been achieved, nor is it necessarily indicative of our future consolidated results.
v3.22.4
Goodwill and Intangible Assets
12 Months Ended
Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets Goodwill and Intangible Assets
Goodwill consists of the following (in thousands):
 Years Ended December 31,
20222021
Beginning balance$289,763 $285,214 
Additions due to acquisitions367,376 5,782 
Foreign currency translation adjustment(42,907)(707)
Measurement period adjustments related to prior acquisitions(1)
861 (526)
Ending balance$615,093 $289,763 
(1) For further information, see Note 8, “Acquisition.”

Intangible assets as of December 31, 2022 and December 31, 2021 consist of the following (in thousands, except weighted-average amortization period):
 December 31, 2022
Weighted-Average Amortization
Period
(in months)
Gross
Carrying
Amount
Accumulated
Amortization
Foreign Currency Translation AdjustmentNet Carrying Amount
Developed technologies80$106,703 $(44,410)$(5,751)$56,542 
Content libraries6012,230 (9,279)— 2,951 
Customer lists3534,190 (22,074)(1,318)10,798 
Trade and domain names5216,213 (11,225)(546)4,442 
Indefinite-lived trade name— 3,600 — — 3,600 
Total intangible assets67$172,936 $(86,988)$(7,615)$78,333 
 
 December 31, 2021
 Weighted-Average Amortization
Period
(in months)
Gross
Carrying
Amount
Accumulated
Amortization
Foreign Currency Translation AdjustmentNet
Carrying
Amount
Developed technologies76$57,521 $(31,790)$— $25,731 
Content libraries6012,230 (6,836)— 5,394 
Customer lists4716,190 (12,432)— 3,758 
Trade and domain names4411,613 (9,530)— 2,083 
Indefinite-lived trade name— 3,600 — — 3,600 
Total intangible assets65$101,154 $(60,588)$— $40,566 

During the years ended December 31, 2022, 2021 and 2020, amortization expense related to our intangible assets totaled approximately $25.9 million, $13.7 million and $14.3 million, respectively.
As of December 31, 2022, the estimated future amortization expense related to our intangible assets is as follows (in thousands):
2023$23,978 
202413,286 
202511,195 
202610,848 
20278,692 
Thereafter6,734 
Total$74,733 
v3.22.4
Balance Sheet Details
12 Months Ended
Dec. 31, 2022
Balance Sheet Details [Abstract]  
Balance Sheet Details Balance Sheet Details
Other Current Assets

Other current assets consist of the following (in thousands):
December 31,
20222021
Insurance recovery related to loss contingency$— $7,800 
Other34,754 16,046 
Other current assets$34,754 $23,846 

Accrued Liabilities

Accrued liabilities consist of the following (in thousands):
December 31,
20222021
Taxes payable$15,132 $11,127 
Current operating lease liabilities7,487 6,663 
Acquisition-related compensation7,741 417 
Accrued content related costs4,736 6,448 
Accrued purchases of long-lived assets4,927 2,982 
Payment processing fees4,253 3,419 
Order fulfillment fees2,917 6,254 
Refund reserve1,499 1,392 
Restructuring short term— 785 
Loss contingency — 8,000 
Other21,542 19,722 
Accrued liabilities$70,234 $67,209 
v3.22.4
Convertible Senior Notes
12 Months Ended
Dec. 31, 2022
Debt Disclosure [Abstract]  
Convertible Senior Notes Convertible Senior NotesIn August 2020, we issued $1.0 billion in aggregate principal amount of 0% convertible senior notes due in 2026 (2026 notes). The aggregate principal amount of the 2026 notes includes $100 million from the initial purchasers fully exercising their option to purchase additional notes. In March 2019, we issued $700 million in aggregate principal amount of 0.125% convertible senior notes due in 2025 (2025 notes, together with the 2026 notes, the notes) and in April 2019, the initial purchasers fully exercised their option to purchase $100 million of additional 2025 notes for aggregate total principal amount of $800 million. The notes were issued in private placements to qualified institutional buyers pursuant to Rule 144A of the Securities Act of 1933, as amended.
The total net proceeds from the notes are as follows (in thousands):
2026 Notes2025 Notes
Principal amount$1,000,000 $800,000 
Less initial purchasers’ discount(15,000)(18,998)
Less other issuance costs(904)(822)
Net proceeds$984,096 $780,180 

During the year ended December 31, 2022, in connection with our securities repurchase program, we extinguished $500.0 million aggregate principal amount of the 2026 notes in privately-negotiated transactions for $399.9 million, which was paid to the holders in cash. We also incurred approximately $1.3 million in fees resulting in total consideration of $401.2 million. The carrying amount of the extinguished 2026 notes was $494.7 million resulting in a $93.5 million gain on early extinguishment of debt. We elected to reacquire and not cancel the extinguished 2026 notes and left the associated capped call transactions outstanding. As of December 31, 2022, we had 9,297,800 shares remaining underlying the 2026 notes capped call transactions.

During the year ended December 31, 2021, we settled $115.6 million of aggregate principal amount of the 0.25% convertible senior notes due in 2023 (2023 notes), consisting of $24.7 million related to requests for conversions and $90.9 million pursuant to our election of our option to redeem the remaining outstanding 2023 notes, for a total aggregate consideration of $351.1 million, consisting of $115.6 million in cash and 2,983,011 shares of our common stock with an aggregate value of $235.5 million. The carrying amount of the 2023 notes was $114.2 million, resulting in a $236.9 million difference that was recorded in additional paid-in capital on our consolidated balance sheet. Additionally, we entered into 2023 notes capped call privately-negotiated transactions which terminated capped call transactions underlying 4,288,459 shares of our common stock and received aggregate cash proceeds of $45.2 million. As of December 31, 2021, no amounts of our 2023 notes remain outstanding and no shares remain underlying the 2023 notes capped call transactions.

In March 2021, in connection with our securities repurchase program, we extinguished $100.0 million aggregate principal amount of the 2025 notes in privately-negotiated transactions for aggregate consideration of $184.9 million, which was paid in cash. Upon execution, we concluded that the 2025 notes embedded conversion features no longer met the derivative scope exception and, as a result, initially recorded a derivative liability of $176.5 million, related to the fair value of extinguished 2025 notes. We settled the derivative liability for aggregate consideration of $184.9 million resulting in a $8.4 million loss on change in fair value. The carrying amount of the 2025 notes subject to the extinguishment was $98.3 million resulting in a $78.2 million loss on early extinguishment of debt. Additionally, we entered into 2025 notes capped call privately-negotiated transactions which terminated capped call transactions underlying 1,939,560 shares of our common stock and received aggregate cash proceeds of $23.9 million. Upon execution, we concluded that the capped call transactions no longer met the derivative scope exception and, as a result recorded a derivative liability of $22.6 million related to the fair value of terminated 2025 notes capped call transactions. We settled the capped call transactions for aggregate consideration of $23.9 million resulting in a $1.3 million gain on change in fair value.

During the year ended December 31, 2020, in connection with our securities repurchase program, we extinguished $57.4 million aggregate principal amount of the 2023 notes in privately-negotiated transactions for an aggregate consideration of $149.6 million, which was paid in cash. Of the $149.6 million consideration, we allocated $52.6 million and $97.0 million to the liability and equity components of the extinguished 2023 notes, respectively. The fair value of the liability component was calculated by measuring the fair value of similar debt instruments that do not have an associated convertible feature. The carrying amount of the liability component of the 2023 notes subject to the extinguishment was $51.6 million resulting in a $1.0 million loss on early extinguishment which was recorded in other income (expense), net on our consolidated statements of operations. Additionally, we terminated 2023 notes capped call transactions underlying 2,131,354 shares of our common stock and received cash proceeds of $19.7 million.

During the year ended December 31, 2020, in connection with our issuance of the 2026 notes, we exchanged $172.0 million aggregate principal amount of the 2023 notes in privately-negotiated transactions for an aggregate consideration of $501.7 million, consisting of $174.6 million in cash and 4,182,320 shares of our common stock with a value of $327.1 million. Of the $501.7 million consideration, we allocated $156.1 million and $345.6 million to the liability and equity components of the exchanged 2023 notes, respectively. The fair value of the liability component was calculated by measuring the fair value of similar debt instruments that do not have an associated convertible feature. The carrying amount of the liability component of the 2023 notes subject to the exchange was $152.8 million resulting in a $3.3 million loss on early extinguishment of debt which was recorded in other income (expense), net on our consolidated statements of operations.
Additionally, we terminated 2023 notes capped call transactions underlying 6,380,815 shares of our common stock and received cash proceeds of $57.4 million.

The notes are our senior, unsecured obligations and are governed by indenture agreements by and between us and Computershare Trust Company, National Association (as successor to Wells Fargo Bank, National Association), as Trustee (the indentures). The 2026 notes bear no interest and will mature on September 1, 2026, unless repurchased, redeemed or converted in accordance with their terms prior to such date. The 2025 notes bear interest of 0.125% per year which is payable semi-annually in arrears on March 15 and September 15 of each year, beginning on September 15, 2019. The 2025 notes will mature on March 15, 2025, unless repurchased, redeemed or converted in accordance with their terms prior to such date.

Each $1,000 principal amount of the 2026 notes will initially be convertible into 9.2978 shares of our common stock. This is equivalent to an initial conversion price of approximately $107.55 per share, which is subject to adjustment in certain circumstances. Each $1,000 principal amount of the 2025 notes will initially be convertible into 19.3956 shares of our common stock. This is equivalent to an initial conversion price of approximately $51.56 per share, which is subject to adjustment in certain circumstances.

Prior to the close of business on the business day immediately preceding June 1, 2026 for the 2026 notes and December 15, 2024 for the 2025 notes, the notes are convertible at the option of holders only upon satisfaction of the following circumstances:

during any calendar quarter commencing after the calendar quarter ending on December 31, 2020 for the 2026 notes and June 30, 2019 for the 2025 notes, if the last reported sale price of our common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the respective conversion price for the notes on each applicable trading day;
during the five-business day period after any 10 consecutive trading day period (the measurement period) in which the trading price per $1,000 principal amount of notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of our common stock and the conversion rate on each such trading day;
if we call any or all of the notes for redemption, at any time prior to the close of business on the second scheduled trading day immediately preceding the redemption date; or
upon the occurrence of certain specified corporate events described in the indentures.

On or after June 1, 2026 for the 2026 notes and December 15, 2024 for the 2025 notes until the close of business on the second scheduled trading day immediately preceding the respective maturity dates, holders may convert their notes at any time, regardless of the foregoing circumstances. Upon conversion, the notes may be settled in shares of our common stock, cash or a combination of cash and shares of our common stock, at our election.

During the year ended December 31, 2022, the conditions allowing holders of the 2026 notes and 2025 notes to convert were not met and therefore the 2026 notes and 2025 notes are not convertible.

If we undergo a fundamental change, as defined in the indentures, prior to the respective maturity dates, subject to certain conditions, holders of the notes may require us to repurchase for cash all or any portion of their notes at a repurchase price equal to 100% of the principal amount of the notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. In addition, if specific corporate events, described in the indentures, occur prior to the respective maturity dates, we will also increase the conversion rate for a holder who elects to convert their notes in connection with such specified corporate events.

The net carrying amount of the notes is as follows (in thousands):
December 31, 2022December 31, 2021
2026 Notes2025 Notes2026 Notes2025 Notes
Principal amount$500,000 $699,979 $1,000,000 $699,982 
Unamortized issuance costs(4,837)(6,549)(12,309)(9,518)
Net carrying amount$495,163 $693,430 $987,691 $690,464 
    
The following table sets forth the total interest expense recognized related to the notes (in thousands):
Years Ended December 31,
202220212020
2026 notes:
Amortization of debt discount$— $— $14,568 
Amortization of issuance costs2,196 2,635 728 
Total 2026 notes interest expense$2,196 $2,635 $15,296 
2025 notes:
Contractual interest expense$874 $896 $1,001 
Amortization of debt discount— — 35,561 
Amortization of issuance costs2,970 3,045 2,443 
Total 2025 notes interest expense$3,844 $3,941 $39,005 
2023 notes:
Contractual interest expense$— $78 $691 
Amortization of debt discount— — 10,073 
Amortization of issuance costs— 242 1,200 
Total 2023 notes interest expense$— $320 $11,964 

Capped Call Transactions

Concurrently with the offering of the 2026 notes and 2025 notes, we used $103.4 million and $97.2 million, respectively, of the net proceeds to enter into privately negotiated capped call transactions which are expected to reduce or offset potential dilution to holders of our common stock upon conversion of the notes or offset the potential cash payments we would be required to make in excess of the principal amount of any converted notes. The capped call transactions automatically exercise upon conversion of the notes and as of December 31, 2022, cover 9,297,800 and 13,576,513 shares of our common stock for the 2026 notes and 2025 notes, respectively. These are intended to effectively increase the overall conversion price from $107.55 to $156.44 per share for the 2026 notes and $51.56 to $79.32 per share for the 2025 notes. The effective increase in conversion price as a result of the capped call transactions serves to reduce potential dilution to holders of our common stock and/or offset the cash payments we are required to make in excess of the principal amount of any converted notes. As these transactions meet certain accounting criteria, they are recorded in stockholders’ equity as a reduction of additional paid-in capital on our consolidated balance sheets and are not accounted for as derivatives. The fair value of the capped call instrument is not remeasured each reporting period. The cost of the capped call is not expected to be deductible for tax purposes.
v3.22.4
Leases
12 Months Ended
Dec. 31, 2022
Leases [Abstract]  
Leases Leases
Our primary operating lease commitments at December 31, 2022 are related to our corporate headquarters and offices in the United States and internationally. As of December 31, 2022 and 2021, we had operating lease ROU assets of $18.8 million and $18.1 million, respectively, and operating lease liabilities of $20.9 million and $19.1 million, respectively. As of December 31, 2022 and 2021, our weighted average remaining lease term was 4.0 years and our weighted average discount rate was 5.2% and 4.8%, respectively.

During the year ended December 31, 2022, we obtained $10.2 million of ROU assets in exchange for lease liabilities related to office spaces in Oregon and internationally in India, Israel, and the United Kingdom. During the year ended December 31, 2020, we obtained $13.7 million of ROU assets in exchange for lease liabilities related to office spaces in New York and internationally in India.

During the years ended December 31, 2022, 2021 and 2020, operating lease expense, net of immaterial sublease income, was approximately $7.3 million, $7.1 million and $5.6 million, respectively. During the years ended December 31, 2022, 2021 and 2020, variable lease cost and short term lease cost were immaterial.

During the year ended December 31, 2022, we consolidated our Santa Clara headquarters into one building and announced the closure of our San Francisco office. Upon both events, we determined that the carrying amount of the ROU asset was not recoverable. As a result, we recorded an impairment charge of $5.2 million, consisting of a $2.6 million impairment of a ROU asset and $2.6 million write-off of leasehold improvements, included in general and administrative expense on our
consolidated statement of operations. Our intent and ability to sublease the office as well as the local market conditions were factored in when measuring the amount of impairment.

The aggregate future minimum lease payments and reconciliation to operating lease liabilities as of December 31, 2022, are as follows (in thousands):
December 31, 2022
2023$7,733 
20244,862 
20253,400 
20263,256 
20272,866 
Thereafter425 
Total future minimum lease payments22,542 
Less imputed interest(1,680)
Total operating lease liabilities$20,862 
In February 2023, we entered into an amendment to extend the term of the lease for our corporate headquarters in Santa Clara, California through November 2028 with additional future minimum lease payments of $7.6 million. As of December 31, 2022, this extended term had not yet commenced and therefore the additional future minimum lease payments are not included in the table above.
v3.22.4
Commitments and Contingencies
12 Months Ended
Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies Commitments and Contingencies
We may from time to time be subject to certain legal proceedings and claims in the ordinary course of business, including claims of alleged infringement of trademarks, patents, copyrights, and other intellectual property rights; employment claims; and general contract or other claims. We may also, from time to time, be subject to various legal or government claims, demands, disputes, investigations, or requests for information. Such matters may include, but not be limited to, claims, disputes, or investigations related to warranty, refund, breach of contract, employment, intellectual property, government regulation, or compliance or other matters.

On February 14, 2023, Plaintiff Brian Stansell, individually and on behalf of other similarly situated stockholders of Chegg, filed a putative class action complaint in the Court of Chancery of the State of Delaware (Case No. 2023-0180) on behalf of all Chegg stockholders who were eligible to vote at Chegg's 2022 Annual Stockholders' Meeting, asserting breach of fiduciary duty claims against the members of Chegg's Board. The Company disputes these claims and intends to vigorously defend itself in this matter.

On December 27, 2022, Plaintiff Sheri Moyer, individually and on behalf of all others similarly situated, filed a putative consumer class action in the United States District Court for the Northern District of California (Case No. 22-cv-09123) on behalf of all purchasers of a Chegg product or service as part of an automatic renewal plan or continuous service offer within the past four years. The Company disputes these claims and intends to vigorously defend itself in this matter.

On November 09, 2022, Plaintiff Joshua Keller, individually and on behalf of all others similarly situated, filed a putative class action in the United States District Court for the Northern District of California (Case No. 22-cv-06986) on behalf of individuals whose data was allegedly impacted by past data breaches. The Company disputes these claims and intends to vigorously defend itself in this matter.

On March 30, 2022, Joseph Robinson, derivatively on behalf of Chegg, filed a shareholder derivative complaint against Chegg and certain of its current and former directors and officers in the United States District Court for the Northern District of California, alleging violations of securities laws and breaches of fiduciary duties. This matter has been consolidated with Choi, below, and both matters are stayed. The Company disputes these claims and intends to vigorously defend itself in this matter.

On January 12, 2022, Rak Joon Choi, derivatively on behalf of Chegg, filed a shareholder derivative complaint against Chegg and certain of its current and former directors and officers in the United States District Court for the Northern District of California, alleging violations of securities laws, breaches of fiduciary duties, unjust enrichment, abuse of control, gross
mismanagement, and waste of corporate assets. This matter has been consolidated with Robinson, above, and both matters are stayed. The Company disputes these claims and intends to vigorously defend itself in this matter.

On December 22, 2021, Steven Leventhal, individually and on behalf of all others similarly situated, filed a purported securities fraud class action on behalf of all purchasers of Chegg common stock between May 5, 2020 and November 1, 2021, inclusive, against Chegg and certain of its current and former officers in the United States District Court for the Northern District of California (Case No. 5:21-cv-09953), alleging that Chegg and several of its officers made materially false and misleading statements in violation of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934. On September 7, 2022, KBC Asset Management and The Pompano Beach Police & Firefighters Retirement System were appointed as lead plaintiff in the case. On December 8, 2022, Plaintiff filed his Amended Complaint and seeks unspecified compensatory damages, costs, and expenses, including counsel and expert fees. The Company disputes these claims and intends to vigorously defend itself in this matter.

On September 13, 2021, Pearson Education, Inc. (Pearson) filed a complaint captioned Pearson Education, Inc. v. Chegg, Inc. (Pearson Complaint) in the United States District Court for the District of New Jersey against the Company (Case 2:21-cv-16866), alleging infringement of Pearson’s registered copyrights and exclusive rights under copyright in violation of the United States Copyright Act. Pearson is seeking injunctive relief, monetary damages, costs, and attorneys’ fees. The Company filed its answer to the Pearson Complaint on November 19, 2021. The Company disputes these claims and intends to vigorously defend itself in this matter.

On June 18, 2020, we received a Civil Investigative Demand (CID) from the Federal Trade Commission (FTC) regarding certain alleged deceptive or unfair acts or practices related to consumer privacy and/or data security. On October 31, 2022, the FTC published the parties’ agreed-upon consent order regarding Chegg’s privacy and data security practices. On January 27, 2023, the FTC finalized its order (Final Order) requiring Chegg to implement a comprehensive information security program, limit the data the Company can collect and retain, offer users multifactor authentication to secure their accounts, and allow users to request access to and delete their data. No monetary penalties or fines were included in the Final Order.

Between April 2020 and August 2020, over 16,000 individual arbitration demands were filed against us with each individual claimant claiming to have suffered damages as a result of the unauthorized access of certain items of their user data in April 2018 (the 2018 Data Incident). Related cases were also filed by the same counsel in Maryland and California. The company disputed and defended these claims. On August 22, 2021, Chegg and the claimants' legal counsel, on behalf of its clients, entered into a settlement agreement for these matters. As of December 2022, all but a de minimis number of these matters have been fully resolved.

We have not recorded any contingent liabilities related to the above matters as we do not believe that a loss is probable and reasonably estimable in these matters. We are not aware of any other pending legal matters or claims, individually or in the aggregate, that are expected to have a material adverse impact on our consolidated financial position, results of operations, or cash flows. However, our analysis of whether a claim will proceed to litigation cannot be predicted with certainty, nor can the results of litigation be predicted with certainty. Nevertheless, defending any of these actions, regardless of the outcome, may be costly, time consuming, distract management personnel and have a negative effect on our business. An adverse outcome in any of these actions, including a judgment or settlement, may cause a material adverse effect on our future business, operating results or financial condition.
v3.22.4
Guarantees and Indemnifications
12 Months Ended
Dec. 31, 2022
Guarantees And Indemnifications [Abstract]  
Guarantees and Indemnifications Guarantees and Indemnifications
We have agreed to indemnify our directors and officers for certain events or occurrences, subject to certain limits, while such persons are or were serving at our request in such capacity. We may terminate the indemnification agreements with these persons upon termination of employment, but termination will not affect claims for indemnification related to events occurring prior to the effective date of termination. We have a directors’ and officers’ insurance policy that covers our potential exposure up to the limits of our insurance coverage. In addition, we also have other indemnification agreements with various vendors against certain claims, liabilities, losses, and damages. The maximum amount of potential future indemnification is unlimited.

We believe the fair value of these indemnification agreements is immaterial. We have not recorded any liabilities for these agreements as of December 31, 2022.
v3.22.4
Common Stock
12 Months Ended
Dec. 31, 2022
Equity [Abstract]  
Common Stock Common Stock
We are authorized to issue 400 million shares of our common stock, with a par value per share of $0.001. As of December 31, 2022, we have reserved the following shares of our common stock for future issuance:
December 31, 2022
Outstanding stock options326,258 
Outstanding RSUs and PSUs9,155,680 
Shares available for grant under the 2013 Plan34,699,188 
Shares available for issuance under the 2013 ESPP10,801,299 
Total common shares reserved for future issuance54,982,425 

Stock Plans

2013 Equity Incentive Plan

On June 6, 2013, the Board of Directors adopted our 2013 Equity Incentive Plan (the 2013 Plan), which was subsequently approved by our stockholders on August 29, 2013. The 2013 Plan became effective on November 11, 2013 and replaced the 2005 Plan. On the effective date of the 2013 Plan, 12,000,000 shares of our common stock were reserved for issuance, plus an additional 3,838,985 shares reserved but not issued or subject to outstanding awards under our 2005 Plan on the effective date of the 2013 Plan, plus, on and after the effective date of the 2013 Plan, (i) shares that are subject to outstanding awards under the 2005 Plan which cease to be subject to such awards, (ii) shares issued under the 2005 Plan that are forfeited or repurchased at their original issue price and (iii) shares subject to awards under the 2005 Plan that are used to pay the exercise price of an option or withheld to satisfy the tax withholding obligations related to any award. As of December 31, 2022, there were 34,699,188 shares available for grant under the 2013 Plan. The 2013 Plan permits the granting of incentive stock options, non-qualified stock options, RSUs, stock appreciation rights, restricted shares of common stock and performance share awards. The exercise price of stock options may not be less than the 100% of the fair market value of the common stock on the date of grant. Options granted pursuant to the 2013 Plan generally expire no later than 10 years from the date of grant. The 2013 Plan terminates on June 6, 2023.

2013 Employee Stock Purchase Plan

On June 6, 2013, our Board of Directors adopted our 2013 Employee Stock Purchase Plan (the 2013 ESPP) and our stockholders subsequently approved the 2013 ESPP Plan on August 29, 2013. The 2013 ESPP permits eligible employees to acquire shares of our common stock by accumulating funds through periodic payroll deductions of up to 15% of base salary. Our 2013 ESPP is intended to qualify as an ESPP under Section 423 of the Code and employees will receive a 15% discount to the lesser of the fair market value of our common stock on (i) the first trading day of the applicable offering period or (ii) the last day of each purchase period in the applicable offering period. Each offering period may run for no more than six months. We have reserved 4,000,000 shares of our common stock under our 2013 ESPP. The aggregate number of shares issued over the term of our 2013 ESPP will not exceed 20,000,000 shares of our common stock. As of December 31, 2022, there were 10,801,299 shares of common stock available for future issuance under the 2013 ESPP.
v3.22.4
Stockholders' Equity
12 Months Ended
Dec. 31, 2022
Share-Based Payment Arrangement [Abstract]  
Stockholders' Equity Stockholders' Equity
Securities Repurchase Program

In June 2022, our board of directors approved a $1.0 billion increase to our existing securities repurchase program authorizing the repurchase of up to $2.0 billion of our common stock and/or convertible notes, through open market purchases, block trades, and/or privately negotiated transactions or pursuant to Rule 10b5-1 plans, in compliance with applicable securities laws and other legal requirements. The timing, volume, and nature of the repurchases will be determined by management based on the capital needs of the business, market conditions, applicable legal requirements, and other factors. During the years ended December 31, 2022, 2021, and 2020, we entered into accelerated share repurchase (ASR) agreements with financial institutions to repurchase 19,965,836 for $600.0 million, repurchased 1,146,803 shares of our common stock in open market transactions for $23.1 million, and repurchased $500.0 million principal amount of the 2026 notes, $100.0 million principal amount of the 2025 notes and $57.4 million principal amount of the 2023 notes in privately-negotiated transactions for aggregate consideration of $734.4 million. As of December 31, 2022, we had $642.6 million remaining under the repurchase program,
which has no expiration date and will continue until otherwise suspended, terminated or modified at any time for any reason by our board of directors.

Accelerated Share Repurchases

On February 22, 2022 and December 3, 2021, we entered into accelerated share repurchase (ASR) agreements with financial institutions. Upon execution, we paid a fixed amount of $300.0 million for each ASR and received an initial delivery of shares of our common stock that represented 80 percent of the fixed amount for each ASR. We accounted for each ASR as two separate transactions, a repurchase of our common stock and an equity-linked contract indexed to our common stock that met certain accounting criteria for classification in stockholders' equity. During the years ended December 31, 2022 and 2021, we received a total of 11,562,475 and 8,403,361 shares of our common stock, respectively, which were retired immediately. Each ASR was recorded as a reduction to additional paid in capital on our consolidated statements of stockholders’ equity. We were not required to make any additional cash payments or delivery of common stock to the financial institutions upon settlement.

Equity Offering

In February 2021, we entered into an underwriting agreement pursuant to which we agreed to issue and sell 10,974,600 shares of our common stock at a public offering price of $102.00 per share generating aggregate net proceeds of $1,091.5 million, after deducting underwriting discounts and commissions of $26.9 million and offering expenses of $1.1 million.

Share-based Compensation Expense

Total share-based compensation expense recorded for employees and non-employees, is as follows (in thousands):
 Years Ended December 31,
 202220212020
Cost of revenues$2,484 $1,621 $950 
Research and development41,335 37,131 31,588 
Sales and marketing13,857 13,887 9,606 
General and administrative75,780 56,207 41,911 
Total share-based compensation expense$133,456 $108,846 $84,055 

During the years ended December 31, 2022 and 2021, we capitalized share-based compensation expense of $5.3 million and $2.6 million, respectively. As of December 31, 2022, we had a total of approximately $220.1 million of unrecognized share-based compensation expense, related to unvested RSUs and PSUs, that is expected to be recognized over the remaining weighted average period of 2.4 years.

PSU Grants with Financial and Strategic Performance Targets

In March 2022, 2021, and 2020, we granted PSUs under the 2013 Plan to certain of our key executives. The PSUs entitle the executives to receive a certain number of shares of our common stock based on our satisfaction of certain financial and strategic performance targets during years ended December 31, 2022, 2021, and 2020, respectively. Based on the achievement of the performance conditions for the March 2022 and 2021 grants, the final settlement partially met the target threshold, and for the March 2020 grant, the final settlement met the target threshold, based on a specified objective formula approved by the Compensation Committee of the Board of Directors. These PSUs vest over a three-year period, with the initial vesting occurring one year after the grant date. During the years ended December 31, 2022, 2021, and 2020, the number of shares underlying the March 2022, March 2021, and March 2020 PSU grants totaled 614,177, 278,644, and 460,976, respectively, and had a grant date fair value per share of $35.82, $99.05, and $39.21, respectively.
2021 PSU Grants with Market-Based Conditions

In March 2021, we granted PSUs under the 2013 Equity Incentive Plan (the 2013 Plan) with market-based conditions to certain of our key employees. The number of shares of our common stock that may be issued to settle these PSUs range from 50% at the threshold level to 150% at the maximum level of the 100% target level of the award depending on achieving a maximum average market value of the per share price of our common stock, for a period of 60 consecutive trading days, over a three-year performance period ending on the third anniversary of the date of grant. No payout will be made for performance below the 50% threshold level. The market value of the per share price of our common stock must reach $123.81, $148.58, or $173.34 at the threshold, target, or maximum levels, respectively, for achievement of the award, which could result in issuance of 244,086, 488,173, or 732,260 shares of our common stock at each respective payout level. These PSUs will vest over a four-year period, with the initial vesting of 50% of the award occurring in March 2024. The number of PSUs granted totaled 732,260 shares, which represents the maximum number of shares, and had a grant date fair value of $68.55 per share, determined under the Monte Carlo simulation approach described further below. As of December 31, 2022, the market-based conditions have not been met.

Fair Value of PSUs with Market-Based Conditions

We estimate the fair value of the PSUs using a Monte Carlo simulation approach, which utilizes the fair value of our common stock based on an active market and requires input on the following subjective assumptions:

Expected Term. The expected term for the awards is the performance period of three years.

Expected Volatility. The expected volatility is based on the historical average volatility of our stock price over the expected term.

Expected Dividends. The dividend assumption is based on our historical experience. To date we have not paid any dividends on our common stock.

Risk-Free Interest Rate. The risk-free interest rate used in the valuation method is the implied yield on the U.S. treasury zero-coupon issues, with a remaining term equal to the expected term.

The following table summarizes the key assumptions used to determine the fair value of the awards:

Expected term (years)3.00
Expected volatility49.04 %
Expected dividends— %
Risk-free interest rate0.27 %

RSUs and PSUs Activity
 RSUs and PSUs Outstanding
 Number of RSUs and PSUs OutstandingWeighted Average Grant Date Fair Value
Balance at December 31, 20218,171,462 $46.36 
Granted5,551,727 27.68 
Released(2,784,268)48.10 
Forfeited(1,783,241)38.63 
Balance at December 31, 20229,155,680 $36.03 

The weighted-average grant-date fair value of RSUs and PSUs granted during the years ended December 31, 2022, 2021, and 2020 was $27.68, $47.95, and $45.37, respectively. The total fair value of RSUs and PSUs vested as of the vesting dates during the years ended December 31, 2022, 2021, and 2020 was $74.2 million, $232.0 million, and $200.1 million, respectively.
Fair Value of 2013 ESPP

Under the 2013 ESPP, rights to purchase shares are granted during the second and fourth quarter of each year. We estimate the fair value of each right to purchase shares under our 2013 ESPP using the Black-Scholes-Merton option-pricing model, which utilizes the fair value of our common stock based on active market and requires input on the following subjective assumptions:

Expected Term. The expected term for rights to purchase shares under the 2013 ESPP is six months.

Expected Volatility. The expected volatility is based on the average volatility of our stock price over the expected term.

Expected Dividends. The dividend assumption is based on our historical experience. To date we have not paid any dividends on our common stock.

Risk-Free Interest Rate. The risk-free interest rate used in the valuation method is the implied yield on the United States treasury zero-coupon issues, with a remaining term equal to the expected term.

The following table summarizes the key assumptions used to determine the fair value of rights granted under the 2013 ESPP:
 Years Ended December 31,
 202220212020
Expected term (years)0.500.500.50
Expected volatility
70.37%-78.74%
47.02%-99.96%
52.06%-68.09%
Dividend yield— %— %— %
Risk-free interest rate
1.54%-4.54%
0.04%-0.07%
0.12%-0.15%
Weighted-average grant-date fair value per share$8.71 $14.70 $20.52 

2013 ESPP Activity

There were 382,392, 167,890 and 173,992 shares purchased under the 2013 ESPP during the years ended December 31, 2022, 2021 and 2020, respectively, at an average price per share of $15.61, $40.35 and $38.85, respectively, with cash proceeds from the issuance of shares of $6.0 million, $6.8 million and $6.8 million, respectively. Share-based compensation expense related to the 2013 ESPP was $3.1 million, $3.2 million, and $2.6 million during the years ended December 31, 2022, 2021 and 2020, respectively.

Stock Option Activity
 Options Outstanding
 Number of Options OutstandingWeighted-Average Exercise Price per ShareWeighted-Average Remaining Contractual Term in YearsAggregate Intrinsic Value
Balance at December 31, 2021381,756 $7.28 2.80$8,942,541 
Exercised(55,498)8.78  
Balance at December 31, 2022326,258 $7.02 2.15$5,954,714 

We did not grant any stock option awards during the years ended December 31, 2022, 2021, and 2020. The total intrinsic value of options exercised during the years ended December 31, 2022, 2021 and 2020, was approximately $1.3 million, $10.7 million and $53.5 million, respectively.
v3.22.4
Income Taxes
12 Months Ended
Dec. 31, 2022
Income Tax Disclosure [Abstract]  
Income Taxes Income TaxesWe recorded a benefit from income taxes of $162.7 million during the year ended December 31, 2022 and a provision for income taxes of $7.2 million and $5.4 million during the years ended December 31, 2021 and 2020, respectively. The benefit from income taxes during the year ended December 31, 2022 was primarily due to the release of the valuation allowance on certain U.S. and state deferred tax assets. The provision for income taxes during the year ended December 31, 2021 was
primarily due to state and foreign income tax expenses and the withholding taxes related to the sale of our strategic equity investment. The provision for income taxes during the year ended December 31, 2020 was primarily due to state and foreign income tax expense.

Our benefit from (provision for) income taxes consisted of the following (in thousands):
Years Ended December 31,
202220212020
Current income taxes:
Federal$(113)$— $— 
State(2,172)(852)(459)
Foreign(3,702)(7,449)(5,010)
Total current provision for income taxes(5,987)(8,301)(5,469)
Deferred income taxes:
Federal147,236 (250)(187)
State19,995 (218)(255)
Foreign1,448 1,572 551 
Total deferred benefit from income taxes168,679 1,104 109 
Total benefit from (provision for) income taxes$162,692 $(7,197)$(5,360)

Income (loss) before benefit from (provision for) income taxes consisted of the following (in thousands):
Years Ended December 31,
202220212020
United States$123,269 $(6,256)$(10,369)
Foreign(19,323)11,995 9,508 
Total income (loss) before benefit from (provision for) income taxes$103,946 $5,739 $(861)

The differences between our benefit from (provision for) income taxes as presented in the accompanying consolidated statements of operations and the income tax expense computed at the federal statutory rate consists of the items shown in the following table as a percentage of income (loss) before benefit from (provision for) income taxes (in percentages):
Years Ended December 31,
202220212020
Income tax at U.S. statutory rate21.0 %21.0 %21.0 %
State, net of federal benefit1.6 (232.0)(169.5)
Foreign rate differential(1.1)35.5 (285.9)
Share-based compensation15.3 (209.0)2,901.5 
Non-deductible expenses1.6 1.5 (50.3)
Tax credits(0.7)(28.3)351.6 
Acquisition related— 17.2 — 
Convertible senior notes15.0 (2,435.3)(5,854.8)
Other1.3 0.5 1.2 
Change in valuation allowance(210.5)2,954.3 2,462.7 
Total(156.5)%125.4 %(622.5)%
A summary of our deferred tax assets is as follows (in thousands):
As of December 31,
20222021
Deferred tax assets:
Accrued expenses and reserves$7,990 $6,402 
Share-based compensation10,078 8,979 
Net operating loss and credits carryforwards147,465 188,329 
Property and equipment, textbooks and intangibles assets— 1,849 
Convertible senior notes16,648 32,254 
Research and experimental expenditures capitalization37,719 — 
Other items6,777 7,221 
Gross deferred tax assets226,677 245,034 
Valuation allowance(36,122)(238,317)
Total deferred tax assets$190,555 $6,717 
Deferred tax liabilities:
Property and equipment, textbooks and intangibles assets$(14,766)$— 
Other(10,070)(7,878)
Total deferred tax liabilities$(24,836)$(7,878)
Net deferred tax asset (liability)$165,719 $(1,161)

As of December 31, 2022 and 2021, the deferred tax assets are primarily created by U.S. net operating loss and credits and the deferred tax liability was primarily created by the tax amortization of acquired indefinite lived intangible assets.

As of December 31, 2022, we intend to permanently reinvest all 2018 and later earnings from our foreign subsidiaries. As such, we have not provided for any remaining tax effect, if any, of the outside basis difference of our foreign subsidiaries based upon plans of future reinvestment. The determination of the future tax consequences of the remittance of these earnings is not practicable.

Realization of the deferred tax assets is dependent upon future taxable income, the amount and timing of which are uncertain. The valuation allowance decreased by approximately $202.2 million during the year ended December 31, 2022 and increased by approximately $86.5 million during the year ended December 31, 2021. Previously, we maintained a valuation allowance against our deferred tax assets until we expected that it would be more-likely-than not that they would be realized. The release of the valuation allowance is the result of our expectation that our domestic operations will continue to be profitable and is based on a detailed evaluation of all available evidence. The principal indicator leading to the release is the recent cumulative earnings of U.S. and certain state jurisdictions and the forecasted earnings in these jurisdictions. We continue to maintain a valuation allowance against our California deferred tax assets and our anticipated capital loss temporary differences. We will continue to quarterly assess the need for such valuation allowance.

As of December 31, 2022, we had net operating loss carryforwards for federal and state income tax purposes of approximately $389 million and $344 million, respectively, which will begin to expire in years beginning 2028 and 2023, respectively. We also had net operating loss carryforwards for United Kingdom income tax purposes of approximately $88.6 million, which do not expire.

As of December 31, 2022, we had tax credit carryforwards for federal and state income tax purposes of approximately $20.9 million and $16.1 million, respectively. The federal credits expire in various years beginning in 2030. The state credits do not expire.

Utilization of our net operating losses and tax credit carryforwards may be subject to substantial annual limitations due to ownership change limitations provided by the Internal Revenue Code of 1986, as amended (IRC), and similar state provisions. Such annual limitations could result in the expiration of the net operating losses and tax credit carryforwards before utilization.
We recognize interest and penalties related to uncertain tax positions as a component of income tax expense. During the years ended December 31, 2022, 2021 and 2020, we recognized an increase of $26 thousand, $0.1 million and $0.1 million of interest and penalties, respectively. Accrued interest and penalties as of December 31, 2022 and 2021 were approximately $0.3 million .

We file tax returns in U.S. federal, state, and certain foreign jurisdictions with varying statutes of limitations. Due to net operating loss and credit carryforwards, all of the tax years since inception through tax year 2022 remain subject to examination by the U.S. federal and some state authorities. Foreign jurisdictions remain subject to examination up to approximately seven years from the filing date, depending on the jurisdiction. United Kingdom income tax remains subject to examination by the HM Revenue & Custom for certain tax years due to net operating loss and credits carryforwards.

A reconciliation of the beginning and ending balances of the total amount of unrecognized tax benefits, excluding accrued interest and penalties, is as follows (in thousands):
Years Ended December 31,
202220212020
Beginning balance$16,805 $14,654 $10,993 
Increase in tax positions for prior years333 305 479 
Decrease in tax positions for prior years(876)(952)(535)
Decrease in tax positions for prior year settlement(386)(22)(208)
Decrease in tax positions for prior years due to statutes lapsing— (426)(26)
Increase in tax positions for current year1,520 3,309 3,999 
Change due to translation of foreign currencies(443)(63)(48)
Ending balance$16,953 $16,805 $14,654 

The amount of unrecognized tax benefits, if recognized, that would affect the effective tax rate is $11.6 million for the year ended December 31, 2022. One or more of these unrecognized tax benefits could be subject to a valuation allowance if, and when recognized in a future period, which could impact the timing of any related effective tax rate benefit.
The actual amount of any taxes due could vary significantly depending on the ultimate timing and nature of any settlement. We believe that the amount by which the unrecognized tax benefits may increase or decrease within the next 12 months is not estimable.
v3.22.4
Restructuring Charges
12 Months Ended
Dec. 31, 2022
Restructuring and Related Activities [Abstract]  
Restructuring Charges Restructuring Charges
In September 2021, we changed our go-to-market strategy for our Skills product offering which we believe will have the most growth potential to serve learners. This resulted in a management approved restructuring plan that impacted approximately 60 full-time employees and 100 part-time employees in the United States. During the year ended December 31, 2021, we recorded restructuring charges of $1.9 million related to one-time employee termination benefits classified on our consolidated statements of operations based on the employees' job function. During the years ended December 31, 2022 and 2021, we made cash payments of $0.8 million and $1.1 million, respectively, and have no amounts recorded related to this restructuring plan as of December 31, 2022.

The following table summarizes the activity related to the restructuring liability (in thousands):
Years Ended December 31,
20222021
Beginning balance$785 $— 
Restructuring charges— 1,922 
Cash payments(785)(1,137)
Ending balance$— $785 
v3.22.4
Consolidated Statements of Operations Details
12 Months Ended
Dec. 31, 2022
Other Income and Expenses [Abstract]  
Consolidated Statements of Operations Details Consolidated Statements of Operations Details
Other income (expense), net consists of the following (in thousands):
Years Ended December 31,
202220212020
Gain/(loss) on early extinguishment of debt(1)
$93,519 $(78,152)$(4,286)
Interest income12,431 6,700 12,783 
Realized (loss)/gain on sale of investments(2)
(9,675)(178)308 
Foreign currency impact on purchase consideration(3)
4,628 — — 
Loss on change in fair value of derivative instruments, net(1)
— (7,148)— 
Gain on sale of strategic equity investments(2)
— 12,496 — 
Other126 810 (122)
Total other income (expense), net$101,029 $(65,472)$8,683 
(1) For further information, see Note 11, “Convertible Senior Notes.”
(2) For further information, see Note 5, “Cash and Cash Equivalents, and Investments and Fair Value Measurements.”
(3) For further information, see Note 8, “Acquisition.”
v3.22.4
Employee Benefit Plan
12 Months Ended
Dec. 31, 2022
Retirement Benefits [Abstract]  
Employee Benefit Plan Employee Benefit PlanWe sponsor a 401(k) savings plan for eligible employees and their beneficiaries. Contributions by us are discretionary and participants may contribute, on a pretax basis, a percentage of their annual compensation, not to exceed a maximum contribution amount pursuant to Section 401(k) of the IRC. During the years ended December 31, 2022, 2021, and 2020, matching contributions totaled approximately $4.4 million, $2.6 million and $2.2 million, respectively.
v3.22.4
Segment Information
12 Months Ended
Dec. 31, 2022
Segment Reporting [Abstract]  
Segment Information Segment Information
Our chief operating decision-maker is our Chief Executive Officer who makes resource allocation decisions and reviews financial information presented on a consolidated basis. Accordingly, we have determined that we have a single operating and reportable segment and operating unit structure.

Product Information

We derive our revenues from our Subscription Services and Skills and Other product lines. Our Subscription Services include Chegg Study Pack, Chegg Study, Chegg Writing, Chegg Math, and Busuu. Our Skills and Other product line includes revenues from Skills, advertising services, print textbooks and eTextbooks.

The following table sets forth our total net revenues for the periods shown for our Subscription Services and Skills and Other product lines (in thousands):
Years Ended December 31,
202220212020
Subscription Services$671,968 $616,817 $460,612 
Skills and Other94,929 159,448 183,726 
Total net revenues$766,897 $776,265 $644,338 
The following table sets forth our total net revenues for the periods shown by geographic area (in thousands):
Years Ended December 31,
20222021
United States$651,469 $690,013 
International115,428 86,252 
Total net revenues$766,897 $776,265 

During the year ended December 31, 2020, substantially all of our revenue was from the United States. As of December 31, 2022 and 2021, substantially all of our long-lived assets are located in the United States.
v3.22.4
Schedule II - Valuation and Qualifying Accounts
12 Months Ended
Dec. 31, 2022
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract]  
Schedule II - Valuation and Qualifying Accounts Financial Statement Schedules
Schedule II-Valuation and Qualifying Accounts (in thousands):
 Years Ended December 31, 2022, 2021 and 2020
 
Balance at Beginning of Year
Provision (Release) for Bad DebtsNet Write-offs
Balance at End of Year
Accounts receivable allowance    
2022$153 $387 $(146)$394 
2021153 57 (57)153 
202056 191 (94)153 
 Years Ended December 31, 2022, 2021 and 2020
 
Balance at Beginning of Year
Provision for RefundsRefunds Issued
Balance at End of Year
Refund reserve    
2022$1,392 $21,129 $(21,022)$1,499 
20211,515 58,553 (58,676)1,392 
2020554 44,171 (43,210)1,515 
All other financial statement schedules are omitted because they are not applicable or the information is included in the Registrant’s consolidated financial statements or related notes.
v3.22.4
Significant Accounting Policies (Policies)
12 Months Ended
Dec. 31, 2022
Accounting Policies [Abstract]  
Reclassification of Prior Period Presentation
Reclassification of Prior Period Presentation

In order to conform with current period presentation, $1.4 million of deferred tax assets have been reclassified from other assets on our consolidated balance sheet as of December 31, 2021. Additionally $1.1 million and $0.1 million of deferred tax assets during the years ended December 31, 2021 and 2020, respectively, and $0.2 million and $0.3 million realized loss/(gain) on sale of investments during the years ended December 31, 2021 and 2020, respectively, have been reclassified from other non-cash items on our consolidated statements of cash flows. These changes in presentation do not affect previously reported results.
Use of Estimates
Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles in the United States requires management to make estimates, judgments, and assumptions that affect the reported amounts of assets and liabilities; the disclosure of contingent liabilities at the date of the financial statements; and the reported amounts of revenues and expenses during the reporting periods. Significant estimates, assumptions, and judgments are used for, but not limited to: revenue recognition, share-based compensation expense including grant-date fair value of PSUs with a market-based condition and estimated forfeitures, accounting for income taxes, useful lives assigned to long-lived assets for depreciation and amortization, impairment of goodwill and long-lived assets, the valuation of acquired intangible assets, and internal-use software and website development costs. We base our estimates on historical experience, knowledge of current business conditions, and various other factors we believe to be reasonable under the circumstances. These estimates are based on management’s knowledge about current events and expectations about actions we may undertake in the future. Actual results could differ from these estimates, and such differences could be material to our financial position and results of operations.
Principles of Consolidation
Principles of Consolidation

The consolidated financial statements include the accounts of Chegg and our wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The consolidated financial statements have been prepared in accordance with U.S. GAAP.
Cash and Cash Equivalents and Restricted Cash Cash and Cash Equivalents and Restricted CashWe consider all highly liquid investments with an original maturity date of three months or less from the date of purchase to be cash equivalents. Our cash and cash equivalents consist of cash and money market funds at financial institutions, and are stated at cost, which approximates fair value. We classify certain restricted cash balances within other current assets and other assets on the accompanying consolidated balance sheets based upon the term of the remaining restrictions.
Fair Value Measurements
Fair Value Measurements

We account for certain assets and liabilities at fair value. We have established a fair value hierarchy used to determine the fair value of our financial instruments as follows:

Level 1—Inputs are unadjusted quoted prices in active markets for identical assets or liabilities.

Level 2—Inputs are quoted prices for similar assets and liabilities in active markets or inputs that are observable for the assets or liabilities, either directly or indirectly through market corroboration, for substantially the full term of the financial instruments.

Level 3—Inputs are unobservable inputs based on our own assumptions used to measure assets and liabilities at fair value; the inputs require significant management judgment or estimation.

A financial instrument’s classification within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while we believe our valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.
Investments
Investments

We hold investments in commercial paper, corporate debt securities, U.S. treasury securities and agency bonds. We classify our investments as available-for-sale that are either short or long-term based on the remaining contractual maturity of the investment. Our investments are carried at estimated fair value with any unrealized gains and losses, unrelated to credit loss factors, net of taxes, included in other comprehensive (loss) income on our consolidated statements of stockholders’ equity. Unrealized losses related to credit loss factors are recorded through an allowance for credit losses in other income (expense), net on our consolidated statements of operations, rather than as a reduction to other comprehensive (loss) income, when a decline in fair value has resulted from a credit loss. When evaluating whether an investment's unrealized losses are related to credit factors, we review factors such as the extent to which fair value is below its cost basis, any changes to the credit rating of the security, adverse conditions specifically related to the security, changes in market interest rates and our intent to sell, or whether it is more likely than not we will be required to sell, before recovery of cost basis. We invest in highly rated securities with a weighted average maturity of eighteen months or less. In addition, our investment policy limits the amount of our credit exposure to any one issuer or industry sector and requires investments to be investment grade, with the primary objective of preserving capital and maintaining liquidity. Fair values were determined for each individual security in the investment portfolio. We determine realized gains or losses on the sale of investments on a specific identification method, and record such gains or losses as other income (expense), net.

The estimated fair value of our investments are based on quoted prices in active markets for identical assets (Level 1 inputs) or inputs other than quoted prices that are observable either directly or indirectly (Level 2 inputs) in determining fair value. Other than our money market funds and U.S. treasury securities, we classify our fixed income available-for-sale investments as having Level 2 inputs. The valuation techniques used to measure the fair value of our investments having Level 2 inputs were derived from non-binding market consensus prices that are corroborated by observable market data or quoted market prices for similar instruments. We do not hold any investments valued with a Level 3 input.
Accounts Receivable, Net of Allowance
Accounts Receivable, Net of Allowance

Accounts receivable are recorded at the invoiced amount and are non-interest bearing. We generally grant uncollateralized credit terms to our customers, which include partners and advertising customers.

We maintain an allowance to account for potentially uncollectible receivables. We assess the creditworthiness of our customers based on multiple sources of information, and analyze such factors as our historical bad debt experience, industry and geographic concentrations of credit risk, economic trends, and customer payment history. This assessment requires significant judgment. Because of this assessment, we maintain an allowance for estimated losses resulting from the inability of certain customers to make all of their required payments. In making this estimate, we analyze historical payment performance and current economic trends when evaluating the adequacy of the allowance for doubtful accounts. Accounts receivable are written off as a decrease to the allowance when all collection efforts have been exhausted and an account is deemed uncollectible.
Concentration of Credit Risk
Concentration of Credit Risk

Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash and cash equivalents, restricted cash, and investments in highly liquid instruments in accordance with our investment policy. We place the majority of our cash and cash equivalents and restricted cash with financial institutions in the United States that we believe to be of high credit quality, and accordingly minimal credit risk exists with respect to these instruments. Certain of our cash balances held with a financial institution are in excess of Federal Deposit Insurance Corporation limits. Our investment portfolio consists of investments diversified among security types, industries and issuers. Our investments were held and managed by recognized financial institutions that followed our investment policy with the main objective of preserving capital, generating a competitive return, and maintaining liquidity.
Concentrations of credit risk with respect to accounts receivables exist to the full extent of amounts presented in the financial statements.
Property and Equipment
Property and Equipment

Property and equipment are recorded at cost less accumulated depreciation and content amortization. Depreciation and content amortization are computed using the straight-line method over the following estimated useful lives of the assets:
Depreciation and content amortization expense are generally classified within the corresponding cost of revenues and operating expenses categories on our consolidated statements of operations. The cost of maintenance and repairs is expensed as incurred. When assets are retired or otherwise disposed of, the cost and related accumulated depreciation and amortization are removed from their respective accounts, and any gain or loss on such sale or disposal is reflected in income from operations.
Internal-Use Software and Website Development Costs Internal-Use Software and Website Development CostsWe capitalize certain costs associated with software developed or obtained for internal use and website and application development. We capitalize costs 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. Such costs are amortized on a straight-line basis over a three year estimated useful life of the related asset. Costs incurred prior to meeting these criteria, together with costs incurred for training and maintenance, are expensed as incurred. 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.
Business Combinations
Business Combinations

We allocate the fair value of purchase consideration to the tangible assets acquired, liabilities assumed and intangible assets acquired through a business combination based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets acquired and liabilities assumed is recorded as goodwill. Such valuations require management to make significant estimates and assumptions, especially with respect to intangible assets. Significant estimates in valuing certain intangible assets include, but are not limited to, future expected cash flows from acquired users, acquired technology, and trade names from a market participant perspective, useful lives and discount rates. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. During the measurement period, which is not to exceed one year from the acquisition date, we may record adjustments to the assets acquired and liabilities assumed, with the
corresponding offset to goodwill. Upon the conclusion of the measurement period, any subsequent adjustments are recorded to earnings.
Goodwill and Indefinite-Lived Intangible Asset
Goodwill and Indefinite-Lived Intangible Asset

Goodwill represents the excess of the fair value of purchase consideration paid over the estimated fair value of assets acquired and liabilities assumed in a business combination. Our indefinite-lived intangible asset represents the internships.com trade name. Goodwill and our indefinite-lived intangible asset are not amortized but rather tested for impairment at least annually, or more frequently if certain events or indicators of impairment occur between annual impairment tests. We first assess qualitative factors to determine whether it is necessary to perform the quantitative impairment test. In our qualitative assessment, we consider factors including economic conditions, industry and market conditions and developments, overall financial performance and other relevant entity-specific events in determining whether it is more likely than not that the fair value of our reporting unit is less than the carrying amount. We completed our annual impairment test in 2022 and 2021, each of which did not result in any impairment as our qualitative assessment did not indicate that it is more likely than not that the fair value of our reporting unit is less than the carrying amount.
Acquired Intangible Assets, and Other Long-Lived Assets Acquired Intangible Assets and Other Long-Lived AssetsAcquired intangible assets with finite useful lives, which include developed technology, content library, customer lists, trade names, domain names, and non-compete agreements, are amortized over their estimated useful lives. We assess the impairment of acquired intangible assets and other long-lived assets when events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable.
Leases
Leases

We determine if an arrangement is a lease at inception. Operating leases are included in operating lease right of use (ROU) assets and operating lease liabilities within current liabilities and long-term liabilities on our consolidated balance sheets. Operating lease ROU assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date. Our leases do not provide an implicit rate and therefore we use our incremental borrowing rate based on the information available at commencement date in determining the present value of future minimum lease payments. Our incremental borrowing rate is estimated based on the estimated rate incurred to borrow, on a collateralized basis over a similar term as our leases, an amount equal to the lease payments in a similar economic environment. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise such options. We do not record leases on our consolidated balance sheet with a term of one year or less. We do not separate lease and non-lease components but rather account for each separate component as a single lease component for all underlying classes of assets. Some of our leases include payments that are dependent on an index, such as the Consumer Price Index (CPI), and our minimum lease payments include payments based on the index at inception with any future changes in such indices recognized as an expense in the period of change. Where leases contain escalation clauses, rent abatement, or concessions, such as rent holidays and landlord or tenant incentives or allowances, we apply them in the determination of straight-line operating lease cost over the lease term. ROU assets are evaluated for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.
Strategic Investments
Strategic Investments

We have entered into strategic investments that do not have readily determinable fair values and have elected to account for these investments at cost, minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer, if any. Strategic investments are included in other assets on our consolidated balance sheets. We assess our strategic investments for impairment whenever events or changes in circumstances indicate that they may be impaired. The factors we consider in our evaluation include, but are not limited to, a significant deterioration in the earnings performance or business prospects of the investee or factors that raise significant concerns about the investee’s ability to continue as a going concern, such as negative cash flows from operations or working capital deficiencies.
Convertible Senior Notes, net
Convertible Senior Notes, net

In August 2020, we issued $1.0 billion in aggregate principal amount of 0% convertible senior notes due in 2026 (2026 notes). In March 2019, we issued $700 million in aggregate principal amount of 0.125% convertible senior notes due in 2025 (2025 notes, together with the 2026 notes, the notes) and in April 2019, the initial purchasers fully exercised their option to purchase $100 million of additional 2025 notes for aggregate total gross proceeds of $800 million. The notes, including the
embedded conversion features, are accounted for under the traditional convertible debt accounting model entirely as a liability net of unamortized issuance costs. The carrying amount of the liability is classified as a current liability if we have committed to settle with current assets; otherwise, we classify it as a long-term liability as we retain the election to settle conversion requests in shares of our common stock. The embedded conversion features are not remeasured as long as they do not meet the separation requirement of a derivative; otherwise, they are classified as derivative instruments and recorded at fair value with changes in fair value recorded in other income (expense), net on our consolidated statements of operations. The fair value of any derivative instruments related to the notes are determined utilizing Level 2 inputs. Issuance costs are amortized on a straight-line basis, which approximates the effective interest rate method, to interest expense over the term of the notes. In accounting for conversions of the notes, the carrying amount of the converted notes is reduced by the total consideration paid or issued for the respective converted notes and the difference is recorded to additional paid-in capital on our consolidated balance sheets. In accounting for extinguishments of the notes, the reacquisition price of the extinguished notes is compared to the carrying amount of the respective extinguished notes and a gain or loss is recorded in other income (expense), net on our consolidated statements of operations.
Revenue Recognition and Deferred Revenue
Revenue Recognition and Deferred Revenue

We recognize revenues when the control of goods or services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. We determine revenue recognition through the following steps:

Identification of the contract, or contracts, with a customer
Identification of the performance obligations in the contract
Determination of the transaction price
Allocation of the transaction price to the performance obligations in the contract
Recognition of revenue when, or as, we satisfy a performance obligation

Revenues are presented net of sales tax collected from customers to be remitted to governmental authorities and net of allowances for estimated and actual refunds, which are based on historical data. Revenues from our Chegg Study Pack, Chegg Study, Chegg Writing, Chegg Math, and Busuu offerings are primarily recognized ratably over the monthly subscription period. Revenues from Skills are recognized either ratably over a six month course offering depending on the instruction type of the course, adjusted for an estimate of non-redemption. Revenues from advertising services are recognized upon fulfillment.

Beginning in April 2022, revenues from print textbooks owned by GT are recognized immediately on a net basis based on our role in the transaction as an agent. Prior to April 2022, revenues from our print textbooks offering included operating lease income from print textbooks that we owned recognized as the total transaction amount, paid upon commencement of the lease, ratably over the lease term or rental term, generally a two- to five-month period. Students generally had the option to purchase the print textbook at the end of the term or on a just-in-time basis and we would charge them for the book and recognize the revenues immediately. Beginning in December 2022, revenues from eTextbooks fulfilled by GT are recognized immediately on a net basis based on our role in the transaction as an agent. Prior to December 2022, eTextbooks revenues were recognized ratably over the contractual period, generally a two- to five-month period. Revenues from print textbooks owned by a partner are recognized as a revenue share on the total transaction amount of a rental or sale transaction immediately when a print textbook ships to a student. Shipping and handling activities are expensed as incurred.

Some of our customer arrangements include multiple performance obligations. We have determined these performance obligations qualify as distinct performance obligations, as the customer can benefit from the service on its own or together with other resources that are readily available to the customer, and our promise to transfer the service is separately identifiable from other promises in the contract. For these arrangements that contain multiple performance obligations, we allocate the transaction price based on the relative standalone selling price (SSP) method by comparing the SSP of each distinct performance obligation to the total value of the contract. We determine the SSP based on our historical pricing and discounting practices for the distinct performance obligation when sold separately. If the SSP is not directly observable, we estimate the SSP by considering information such as market conditions, and information about the customer. Additionally, we limit the amount of revenues recognized for delivered promises to the amount that is not contingent on future delivery of services or other future performance obligations.

Some of our customer arrangements may include an amount of variable consideration in addition to a fixed revenue share that we earn. This variable consideration can either increase or decrease the total transaction price depending on the nature of the variable consideration. We estimate the amount of variable consideration that we will earn at the inception of the contract, adjusted during each period, and include an estimated amount each period.
For sales of third-party products, we evaluate whether we are acting as a principal or an agent. Where our role in a transaction is that of principal, revenues are recognized on a gross basis. This requires revenue to comprise the gross value of the transaction billed to the customer, after trade discounts, with any related expenditure charged as a cost of revenues. Where our role in a transaction is that of an agent, revenues are recognized on a net basis with revenues representing the margin earned. Our determination is based on our evaluation of whether we control the specified goods or services prior to transferring them to the customer. When deciding the most appropriate basis for presenting revenues or costs of revenues, both the legal form and substance of the agreement between us and our business partners are reviewed to determine each party’s respective role in the transaction. In relation to print textbooks owned by a partner, we recognize revenues on a net basis based on our role in the transaction as an agent as we have concluded that we do not control the use of the print textbooks, and therefore record only the net revenue share we earn. We have concluded that we control our Subscription Services, print textbooks that we own for rental or purchase until April 2022, and eTextbook service until December 2022 and therefore we recognize revenues and cost of revenues on a gross basis. Beginning in April 2022 for print textbooks and December 2022 for eTextbooks, we have concluded that GT controls the service and we recognize revenues on a net basis based on our role in the transaction as an agent.

Contract assets are contained within other current assets and other assets on our consolidated balance sheets. Contract assets represent the goods or services that we have transferred to a customer before invoicing the customer and primarily consist of the income sharing payment arrangements we offer to students for our Skills service. Contract receivables are contained within accounts receivable, net on our consolidated balance sheets and represent unconditional consideration that will be received solely due to the passage of time. Contract liabilities are contained within deferred revenue on our consolidated balance sheets. Deferred revenue primarily consists of advanced payments from students related to subscription performance obligations that have not been satisfied and estimated variable consideration. Deferred revenue related to rental and subscription performance obligations is recognized as revenues ratably over the term for subscriptions or when the services are provided and all other revenue recognition criteria have been met. Deferred revenue related to variable consideration is recognized as revenues during each reporting period based on the estimated amount we believe we will earn over the life of the contract.

We have elected a practical expedient to record incremental costs to obtain or fulfill a contract when the amortization period would have been one year or less as incurred. These incremental costs primarily relate to sales commissions costs and are recorded in sales and marketing expense on our consolidated statements of operations.
Operating leases, lessor Prior to April 2022, revenues from our print textbooks offering included operating lease income from print textbooks that we owned recognized as the total transaction amount, paid upon commencement of the lease, ratably over the lease term or rental term, generally a two- to five-month period.
Cost of Revenues
Cost of Revenues

Our cost of revenues consists primarily of expenses associated with the delivery and distribution of our products and services. Cost of revenues primarily consists of content amortization expense related to content that we develop, license from publishers, or acquire through acquisitions, web hosting fees, customer support fees, payment processing costs, amortization of acquired intangible assets, order fulfillment fees primarily related to outbound shipping and fulfillment as well as publisher content fees for eTextbooks, write-downs for print textbooks, the gain or loss on print textbooks liquidated, the net book value of print textbooks purchased by students at the end of the term or on a just-in-time basis, print textbook depreciation expense, personnel costs and other direct costs related to providing content or services. In addition, cost of revenues includes allocated information technology and facilities costs.

As a result of our partnership with GT, we no longer incur costs associated with order fulfillment fees related to outbound shipping and fulfillment, write-downs for print textbooks, the gain or loss on print textbooks liquidated, the net book value of print textbooks purchased by students at the end of the term or on a just-in-time basis, and print textbook depreciation expense,
Research and Development Costs
Research and Development Costs

Our research and development expenses consist of salaries, benefits, and share-based compensation expense for employees on our product, engineering, and technical teams who are responsible for maintaining our website, developing new products, and improving existing products. Research and development costs also include technology costs to support our research and development, and outside services. We expense substantially all of our research and development expenses as they are incurred.
Advertising Costs Advertising CostsAdvertising costs are expensed as incurred and consist primarily of online advertising and marketing promotional expenditures.
Share-based Compensation Expense
Share-based Compensation Expense

Share-based compensation expense for restricted stock units (RSUs), performance-based restricted stock units (PSUs) with either a market-based condition or financial and strategic performance targets, and the employee stock purchase plan (ESPP) is accounted for under the fair value method based on the grant-date fair value of the award. Share-based compensation expense for RSUs and PSUs with financial and strategic performance targets is measured based on the closing fair market value of our common stock, PSUs with a market-based condition are estimated using a Monte Carlo simulation model, and ESPP is estimated using the Black-Scholes-Merton option pricing model. We recognize share-based compensation expense on a straight-line basis for RSUs and ESPP and on a graded basis for PSUs. Vesting for all awards is subject to continued service over the requisite service period, which is generally the vesting period. Vesting of PSUs with a market-based condition is also subject to the achievement of certain per share price of our common stock targets and vesting of PSUs with financial and strategic performance targets is also subject to our achievement of specified financial and strategic performance targets. RSUs and PSUs are converted into shares of our common stock upon vesting on a one-for-one basis. RSUs typically vest over three or four years, while PSUs with a market-based condition typically vest over a four-year period and PSUs with financial and strategic performance targets typically vest over a three-year period. Share-based compensation expense for PSUs with a market-based condition is recognized regardless of whether the market condition is satisfied whereas share-based compensation expense for PSUs with financial performance targets is recognized upon estimated or actual achievement of such targets. We assess the achievement of financial and strategic performance targets on a quarterly basis and adjust our share-based compensation expense as appropriate. These amounts are reduced by estimated forfeitures, which are estimated at the time of the grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates.
Income Taxes
Income Taxes

We account for income taxes under an asset and liability method whereby deferred tax asset and liability account balances are determined based on differences between the financial reporting and the tax basis of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Valuation allowances are established, when necessary, to reduce deferred tax assets to an amount that is more likely than not to be realized. We record uncertain tax positions on the basis of a two-step process in which (1) we determine whether it is more likely than not that the tax positions will be sustained on the basis of technical merits of the position and (2) for those tax positions that meet the more likely than not recognition threshold, we recognize the tax benefit as the largest amount that is cumulative more than 50% likely to be realized upon ultimate settlement with the related tax authority. Our policy is to include interest and penalties related to unrecognized tax benefits as a component of income tax expense.
Net Income (Loss) Per Share
Net Income (Loss) Per Share

Basic net income (loss) per share is computed by dividing net income (loss) by the weighted-average number of shares of common stock outstanding during the period. Diluted net income (loss) per share is computed by adjusting net income (loss) for all related interest expense and gains and losses recognized during the period, net of tax, and giving effect to all potential shares of common stock, including stock options, PSUs, RSUs, and shares related to convertible senior notes, to the extent dilutive. This assumes that all stock options and dilutive convertible shares were exercised or converted and is computed by applying the treasury stock method for outstanding stock options, PSUs, and RSUs, and the if-converted method for outstanding convertible senior notes. Under the treasury stock method, options, PSUs, and RSUs are assumed to be exercised or vested at the beginning of the period (or at the time of issuance, if later) and as if funds obtained thereby were used to purchase common stock at the average market price during the period. Under the if-converted method, outstanding convertible senior notes are assumed to be converted into common stock at the beginning of the period (or at the time of issuance, if later).
Foreign Currency Translation and Remeasurement
Foreign Currency Translation and Remeasurement

The functional currency of our foreign subsidiaries is the local currency and our reporting currency is the U.S. Dollar. Adjustments resulting from the translation of foreign currencies into U.S. Dollars for balance sheet amounts are based on the exchange rates as of the consolidated balance sheet date. Revenues and expenses are translated at average exchange rates during the period. Foreign currency translation gains or losses are included in accumulated other comprehensive loss as a component of stockholders’ equity on the consolidated balance sheets. Gains or losses resulting from the remeasurement of foreign currency transactions, which are denominated in currencies other than the functional currency, are included in general and administrative expense on the consolidated statements of operations. During the year ended December 31, 2022, the net gains from remeasurement of foreign currency transactions were $3.7 million, largely driven by our acquisition of Busuu, and were not material during the years ended December 31, 2021 and 2020.
Recent Accounting Pronouncements
Recent Accounting Pronouncements

Recently Issued Accounting Pronouncements Not Yet Adopted

There were no accounting pronouncements issued during the year ended December 31, 2022 that would have an impact on our financial statements.

Recently Adopted Accounting Pronouncements

In October 2021, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2021-08, Business Combinations-Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (Topic 805). The new guidance requires contract assets and contract liabilities acquired in a business combination to be recognized in accordance with Accounting Standards Codification (ASC) Topic 606 as if the acquirer had originated the contracts. The standard is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. We early adopted ASU 2021-08 on January 1, 2022 and applied it to our acquisition of Busuu. The most significant impacts were an increase in contract liabilities, contained within deferred revenue, and goodwill on our consolidated balance sheets.

In May 2021, the FASB issued ASU 2021-04, Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options. ASU 2021-04 aims to clarify and reduce diversity in an issuer’s accounting for modifications or exchanges of freestanding equity-classified written call options that remain equity classified after modification or exchange based on the economic substance of the modification or exchange. Early adoption is permitted and the guidance must be applied prospectively to all modifications or exchanges that occur on or after the date of adoption. The guidance is effective for annual periods beginning after December 15, 2021. We adopted ASU 2021-04 on January 1, 2022 under the prospective method of adoption and there was no impact to our results of operations as we did not modify or exchange any freestanding equity-classified written call options.
v3.22.4
Significant Accounting Policies (Tables)
12 Months Ended
Dec. 31, 2022
Accounting Policies [Abstract]  
Schedule of Useful Lives For Property And Equipment Property and equipment are recorded at cost less accumulated depreciation and content amortization. Depreciation and content amortization are computed using the straight-line method over the following estimated useful lives of the assets:
ClassificationUseful Life
Content - Textbook Solutions and Questions and Answers
Shorter of the licensed content term or 5 years
Content - Other
Shorter of the licensed content term or 2.5 years
Leasehold improvements
Shorter of the remaining lease term or 5 years
Internal-use software and website development3 years
Furniture and fixtures5 years
Computers and equipment3 years
v3.22.4
Revenues (Tables)
12 Months Ended
Dec. 31, 2022
Revenue from Contract with Customer [Abstract]  
Schedule of Disaggregation of Revenue
The following table sets forth our total net revenues for the periods shown disaggregated for our Subscription Services and Skills and Other product lines (in thousands, except percentages):

 Years Ended December 31,Change in 2022Change in 2021
 202220212020$%$%
Subscription Services$671,968 $616,817 $460,612 $55,151 %$156,205 34 %
Skills and Other94,929 159,448 183,726 (64,519)(40)(24,278)(13)
Total net revenues$766,897 $776,265 $644,338 $(9,368)(1)$131,927 20 
Schedule of Accounts Receivable
The following table presents our accounts receivable, net, contract assets, and deferred revenue balances (in thousands, except percentages):
 December 31,Change
 20222021$%
Accounts receivable, net$23,515 $17,850 $5,665 32 %
Contract assets11,946 14,231 (2,285)(16)
Deferred revenue56,273 35,143 21,130 60 
v3.22.4
Net Income (Loss) Per Share (Tables)
12 Months Ended
Dec. 31, 2022
Earnings Per Share [Abstract]  
Schedule of Computation of Basic and Diluted Net Loss Per Share
The following table sets forth the computation of basic and diluted net income (loss) per share (in thousands, except per share amounts):
Years Ended December 31,
202220212020
Basic
Numerator:
Net income (loss)$266,638 $(1,458)$(6,221)
Denominator:
Weighted average shares used to compute net income (loss) per share, basic
127,557 141,262 125,367 
Net income (loss) per share, basic
$2.09 $(0.01)$(0.05)
Diluted
Numerator:
Net income (loss)$266,638 $(1,458)$(6,221)
Convertible senior notes activity, net of tax(1)
(65,444)— — 
Net income (loss), diluted
$201,194 $(1,458)$(6,221)
Denominator:
Weighted average shares used to compute net income (loss) per share, basic
127,557 141,262 125,367 
Shares related to stock plan activity968 — — 
Shares related to convertible senior notes21,334 — — 
Weighted average shares used to compute net income (loss) per share, diluted
149,859 141,262 125,367 
Net income (loss) per share, diluted
$1.34 $(0.01)$(0.05)
(1) Primarily includes the gain on early extinguishment on our 2026 notes, net of tax. For further information, see Note 11, “Convertible Senior Notes.”
Schedule of Common Shares Outstanding Excluded from Computation of Diluted Net Loss Per Share
The following potential weighted-average shares of common stock outstanding were excluded from the computation of diluted net income (loss) per share because including them would have been anti-dilutive (in thousands):
Years Ended December 31,
202220212020
Shares related to stock plan activity3,556 2,545 4,470 
Shares related to convertible senior notes— 23,300 4,942 
Total common stock equivalents3,556 25,845 9,412 
v3.22.4
Cash and Cash Equivalents, and Investments and Fair Value Measurements (Tables)
12 Months Ended
Dec. 31, 2022
Cash and Cash Equivalents [Abstract]  
Schedule of Cash and Cash Equivalents, and Investments
The following tables show our cash and cash equivalents, and investments’ fair value level classification, adjusted cost, unrealized gain, unrealized loss and fair value as of December 31, 2022 and 2021 (in thousands):

 December 31, 2022
 Fair Value LevelAdjusted CostUnrealized GainUnrealized LossFair Value
Cash and cash equivalents:   
Cash$33,532 $— $— $33,532 
Money market fundsLevel 1440,145 — — 440,145 
Total cash and cash equivalents$473,677 $— $— $473,677 
Short-term investments:   
Commercial paperLevel 2$11,744 $— $(29)$11,715 
Corporate debt securitiesLevel 2491,459 — (4,130)487,329 
U.S. treasury securitiesLevel 185,271 — (342)84,929 
Total short-term investments$588,474 $— $(4,501)$583,973 
Long-term investments:
Corporate debt securitiesLevel 2$125,735 $158 $(909)$124,984 
Agency bondsLevel 260,635 — (141)60,494 
U.S. treasury securitiesLevel 130,633 122 — 30,755 
Total long-term investments$217,003 $280 $(1,050)$216,233 

 December 31, 2021
 Fair Value LevelAdjusted CostUnrealized GainUnrealized LossFair Value
Cash and cash equivalents:   
Cash$30,324 $— $— $30,324 
Money market fundsLevel 1823,754 — — 823,754 
Total cash and cash equivalents$854,078 $— $— $854,078 
Short-term investments:   
Commercial paperLevel 2$124,211 $$(33)$124,180 
Corporate debt securitiesLevel 2552,609 36 (546)552,099 
Agency bondsLevel 215,500 — 15,502 
Total short-term investments$692,320 $40 $(579)$691,781 
Long-term investments:
Corporate debt securitiesLevel 2$724,517 $— $(3,277)$721,240 
U.S. treasury securitiesLevel 1$24,860 $— $(107)$24,753 
Total long-term investments$749,377 $— $(3,384)$745,993 
Schedule of Realized Gain (Loss) Related to Investments
The following table presents the gross realized gain and loss related to our investments (in thousands):
 Years Ended December 31,
 202220212020
Realized gain$64 $84 $308 
Realized loss(9,739)(262)— 
Realized (loss)/gain on sale of investments$(9,675)$(178)$308 
Schedule of Available-for-sale Securities Reconciliation
The following table shows our cash equivalents and investments' adjusted cost and fair value by contractual maturity as of December 31, 2022 (in thousands):
December 31, 2022
 CostFair Value
Due within one year$588,474 $583,973 
Due after one year through three years217,003 216,233 
Investments not due at a single maturity date440,145 440,145 
Total$1,245,622 $1,240,351 
v3.22.4
Property and Equipment, Net (Tables)
12 Months Ended
Dec. 31, 2022
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]  
Schedule of Property, plant and equipment
Property and equipment, net consisted of the following (in thousands):
December 31,
20222021
Content$339,879 $258,005 
Internal-use software and website development45,422 29,711 
Leasehold improvements10,860 19,913 
Furniture and fixtures4,952 4,352 
Computer and equipment3,321 3,370 
Property and equipment404,434 315,351 
Less accumulated depreciation and amortization(200,051)(145,413)
Property and equipment, net$204,383 $169,938 
v3.22.4
Acquisitions (Tables)
12 Months Ended
Dec. 31, 2022
Business Combination and Asset Acquisition [Abstract]  
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed
The following table presents the allocation of purchase consideration recorded on our consolidated balance sheet as of the acquisition date (in thousands):
 Busuu
Cash and cash equivalents$20,525 
Accounts receivable2,446 
Right of use assets2,715 
Other acquired assets3,710 
Acquired intangible assets71,600 
Total identifiable assets acquired100,996 
Accounts payable(5,174)
Accrued liabilities(1)
(21,964)
Deferred revenue(16,761)
Long term operating lease liabilities(2,038)
Other long-term liabilities(1)
(1,646)
Net identifiable assets acquired53,413 
Goodwill368,237 
Total fair value of purchase consideration$421,650 
(1) During the year ended December 31, 2022, we recorded a $0.8 million decrease to accrued liabilities and a $1.7 million increase to other long-term liabilities as a result of measurement period adjustments to the fair value of the initial liabilities related to taxes.
Schedule Of Allocation Of Purchase Consideration To Acquired Intangible Assets
The following table presents the details of the allocation of purchase consideration to the acquired intangible assets (in thousands, except weighted-average amortization period):
Busuu
AmountWeighted-Average Amortization Period (in months)
Trade name$4,600 72
Customer lists18,000 24
Developed technology49,000 84
Total acquired intangible assets$71,600 68
v3.22.4
Goodwill and Intangible Assets (Tables)
12 Months Ended
Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Goodwill
Goodwill consists of the following (in thousands):
 Years Ended December 31,
20222021
Beginning balance$289,763 $285,214 
Additions due to acquisitions367,376 5,782 
Foreign currency translation adjustment(42,907)(707)
Measurement period adjustments related to prior acquisitions(1)
861 (526)
Ending balance$615,093 $289,763 
(1) For further information, see Note 8, “Acquisition.”
Schedule of Intangible Assets
Intangible assets as of December 31, 2022 and December 31, 2021 consist of the following (in thousands, except weighted-average amortization period):
 December 31, 2022
Weighted-Average Amortization
Period
(in months)
Gross
Carrying
Amount
Accumulated
Amortization
Foreign Currency Translation AdjustmentNet Carrying Amount
Developed technologies80$106,703 $(44,410)$(5,751)$56,542 
Content libraries6012,230 (9,279)— 2,951 
Customer lists3534,190 (22,074)(1,318)10,798 
Trade and domain names5216,213 (11,225)(546)4,442 
Indefinite-lived trade name— 3,600 — — 3,600 
Total intangible assets67$172,936 $(86,988)$(7,615)$78,333 
 
 December 31, 2021
 Weighted-Average Amortization
Period
(in months)
Gross
Carrying
Amount
Accumulated
Amortization
Foreign Currency Translation AdjustmentNet
Carrying
Amount
Developed technologies76$57,521 $(31,790)$— $25,731 
Content libraries6012,230 (6,836)— 5,394 
Customer lists4716,190 (12,432)— 3,758 
Trade and domain names4411,613 (9,530)— 2,083 
Indefinite-lived trade name— 3,600 — — 3,600 
Total intangible assets65$101,154 $(60,588)$— $40,566 
Schedule of Estimated Future Amortization Expense Related to Intangible Assets
As of December 31, 2022, the estimated future amortization expense related to our intangible assets is as follows (in thousands):
2023$23,978 
202413,286 
202511,195 
202610,848 
20278,692 
Thereafter6,734 
Total$74,733 
v3.22.4
Balance Sheet Details (Tables)
12 Months Ended
Dec. 31, 2022
Balance Sheet Details [Abstract]  
Schedule of Other Current Assets
Other current assets consist of the following (in thousands):
December 31,
20222021
Insurance recovery related to loss contingency$— $7,800 
Other34,754 16,046 
Other current assets$34,754 $23,846 
Schedule of Accrued Liabilities
Accrued liabilities consist of the following (in thousands):
December 31,
20222021
Taxes payable$15,132 $11,127 
Current operating lease liabilities7,487 6,663 
Acquisition-related compensation7,741 417 
Accrued content related costs4,736 6,448 
Accrued purchases of long-lived assets4,927 2,982 
Payment processing fees4,253 3,419 
Order fulfillment fees2,917 6,254 
Refund reserve1,499 1,392 
Restructuring short term— 785 
Loss contingency — 8,000 
Other21,542 19,722 
Accrued liabilities$70,234 $67,209 
v3.22.4
Convertible Senior Notes (Tables)
12 Months Ended
Dec. 31, 2022
Debt Disclosure [Abstract]  
Schedule Of Net Proceeds From Debt Issuance
The total net proceeds from the notes are as follows (in thousands):
2026 Notes2025 Notes
Principal amount$1,000,000 $800,000 
Less initial purchasers’ discount(15,000)(18,998)
Less other issuance costs(904)(822)
Net proceeds$984,096 $780,180 
Schedule of Debt
The net carrying amount of the notes is as follows (in thousands):
December 31, 2022December 31, 2021
2026 Notes2025 Notes2026 Notes2025 Notes
Principal amount$500,000 $699,979 $1,000,000 $699,982 
Unamortized issuance costs(4,837)(6,549)(12,309)(9,518)
Net carrying amount$495,163 $693,430 $987,691 $690,464 
Schedule Of Interest Expense Recognized
The following table sets forth the total interest expense recognized related to the notes (in thousands):
Years Ended December 31,
202220212020
2026 notes:
Amortization of debt discount$— $— $14,568 
Amortization of issuance costs2,196 2,635 728 
Total 2026 notes interest expense$2,196 $2,635 $15,296 
2025 notes:
Contractual interest expense$874 $896 $1,001 
Amortization of debt discount— — 35,561 
Amortization of issuance costs2,970 3,045 2,443 
Total 2025 notes interest expense$3,844 $3,941 $39,005 
2023 notes:
Contractual interest expense$— $78 $691 
Amortization of debt discount— — 10,073 
Amortization of issuance costs— 242 1,200 
Total 2023 notes interest expense$— $320 $11,964 
v3.22.4
Leases (Tables)
12 Months Ended
Dec. 31, 2022
Leases [Abstract]  
Schedule of Maturities of Operating Lease Liabilities
The aggregate future minimum lease payments and reconciliation to operating lease liabilities as of December 31, 2022, are as follows (in thousands):
December 31, 2022
2023$7,733 
20244,862 
20253,400 
20263,256 
20272,866 
Thereafter425 
Total future minimum lease payments22,542 
Less imputed interest(1,680)
Total operating lease liabilities$20,862 
v3.22.4
Common Stock (Tables)
12 Months Ended
Dec. 31, 2022
Equity [Abstract]  
Schedule of Common Stock Reserved for Future Issuance As of December 31, 2022, we have reserved the following shares of our common stock for future issuance:
December 31, 2022
Outstanding stock options326,258 
Outstanding RSUs and PSUs9,155,680 
Shares available for grant under the 2013 Plan34,699,188 
Shares available for issuance under the 2013 ESPP10,801,299 
Total common shares reserved for future issuance54,982,425 
v3.22.4
Stockholders' Equity (Tables)
12 Months Ended
Dec. 31, 2022
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation Expense for Employees and Non-Employees
Total share-based compensation expense recorded for employees and non-employees, is as follows (in thousands):
 Years Ended December 31,
 202220212020
Cost of revenues$2,484 $1,621 $950 
Research and development41,335 37,131 31,588 
Sales and marketing13,857 13,887 9,606 
General and administrative75,780 56,207 41,911 
Total share-based compensation expense$133,456 $108,846 $84,055 
Schedule of Assumptions Used to Determine Fair Value of ESPP
The following table summarizes the key assumptions used to determine the fair value of the awards:

Expected term (years)3.00
Expected volatility49.04 %
Expected dividends— %
Risk-free interest rate0.27 %
The following table summarizes the key assumptions used to determine the fair value of rights granted under the 2013 ESPP:
 Years Ended December 31,
 202220212020
Expected term (years)0.500.500.50
Expected volatility
70.37%-78.74%
47.02%-99.96%
52.06%-68.09%
Dividend yield— %— %— %
Risk-free interest rate
1.54%-4.54%
0.04%-0.07%
0.12%-0.15%
Weighted-average grant-date fair value per share$8.71 $14.70 $20.52 
Schedule of Restricted Stock Unit Activity
RSUs and PSUs Activity
 RSUs and PSUs Outstanding
 Number of RSUs and PSUs OutstandingWeighted Average Grant Date Fair Value
Balance at December 31, 20218,171,462 $46.36 
Granted5,551,727 27.68 
Released(2,784,268)48.10 
Forfeited(1,783,241)38.63 
Balance at December 31, 20229,155,680 $36.03 
Schedule of Stock Option Activity
Stock Option Activity
 Options Outstanding
 Number of Options OutstandingWeighted-Average Exercise Price per ShareWeighted-Average Remaining Contractual Term in YearsAggregate Intrinsic Value
Balance at December 31, 2021381,756 $7.28 2.80$8,942,541 
Exercised(55,498)8.78  
Balance at December 31, 2022326,258 $7.02 2.15$5,954,714 
v3.22.4
Income Taxes (Tables)
12 Months Ended
Dec. 31, 2022
Income Tax Disclosure [Abstract]  
Schedule of Income Tax Provision
Our benefit from (provision for) income taxes consisted of the following (in thousands):
Years Ended December 31,
202220212020
Current income taxes:
Federal$(113)$— $— 
State(2,172)(852)(459)
Foreign(3,702)(7,449)(5,010)
Total current provision for income taxes(5,987)(8,301)(5,469)
Deferred income taxes:
Federal147,236 (250)(187)
State19,995 (218)(255)
Foreign1,448 1,572 551 
Total deferred benefit from income taxes168,679 1,104 109 
Total benefit from (provision for) income taxes$162,692 $(7,197)$(5,360)
Schedule of Income (Loss) before Benefit from (Provision) for Income Taxes
Income (loss) before benefit from (provision for) income taxes consisted of the following (in thousands):
Years Ended December 31,
202220212020
United States$123,269 $(6,256)$(10,369)
Foreign(19,323)11,995 9,508 
Total income (loss) before benefit from (provision for) income taxes$103,946 $5,739 $(861)
Schedule of Effective Income Tax Rate Reconciliation
The differences between our benefit from (provision for) income taxes as presented in the accompanying consolidated statements of operations and the income tax expense computed at the federal statutory rate consists of the items shown in the following table as a percentage of income (loss) before benefit from (provision for) income taxes (in percentages):
Years Ended December 31,
202220212020
Income tax at U.S. statutory rate21.0 %21.0 %21.0 %
State, net of federal benefit1.6 (232.0)(169.5)
Foreign rate differential(1.1)35.5 (285.9)
Share-based compensation15.3 (209.0)2,901.5 
Non-deductible expenses1.6 1.5 (50.3)
Tax credits(0.7)(28.3)351.6 
Acquisition related— 17.2 — 
Convertible senior notes15.0 (2,435.3)(5,854.8)
Other1.3 0.5 1.2 
Change in valuation allowance(210.5)2,954.3 2,462.7 
Total(156.5)%125.4 %(622.5)%
Schedule of Deferred Tax Assets and Liabilities
A summary of our deferred tax assets is as follows (in thousands):
As of December 31,
20222021
Deferred tax assets:
Accrued expenses and reserves$7,990 $6,402 
Share-based compensation10,078 8,979 
Net operating loss and credits carryforwards147,465 188,329 
Property and equipment, textbooks and intangibles assets— 1,849 
Convertible senior notes16,648 32,254 
Research and experimental expenditures capitalization37,719 — 
Other items6,777 7,221 
Gross deferred tax assets226,677 245,034 
Valuation allowance(36,122)(238,317)
Total deferred tax assets$190,555 $6,717 
Deferred tax liabilities:
Property and equipment, textbooks and intangibles assets$(14,766)$— 
Other(10,070)(7,878)
Total deferred tax liabilities$(24,836)$(7,878)
Net deferred tax asset (liability)$165,719 $(1,161)
Schedule of Reconciliation of Unrecognized Tax Benefits
A reconciliation of the beginning and ending balances of the total amount of unrecognized tax benefits, excluding accrued interest and penalties, is as follows (in thousands):
Years Ended December 31,
202220212020
Beginning balance$16,805 $14,654 $10,993 
Increase in tax positions for prior years333 305 479 
Decrease in tax positions for prior years(876)(952)(535)
Decrease in tax positions for prior year settlement(386)(22)(208)
Decrease in tax positions for prior years due to statutes lapsing— (426)(26)
Increase in tax positions for current year1,520 3,309 3,999 
Change due to translation of foreign currencies(443)(63)(48)
Ending balance$16,953 $16,805 $14,654 
v3.22.4
Restructuring Charges (Tables)
12 Months Ended
Dec. 31, 2022
Restructuring and Related Activities [Abstract]  
Schedule of Restructuring Reserve by Type of Cost
The following table summarizes the activity related to the restructuring liability (in thousands):
Years Ended December 31,
20222021
Beginning balance$785 $— 
Restructuring charges— 1,922 
Cash payments(785)(1,137)
Ending balance$— $785 
v3.22.4
Consolidated Statements of Operations Details (Tables)
12 Months Ended
Dec. 31, 2022
Other Income and Expenses [Abstract]  
Schedule of Other Income (Expense), Net
Other income (expense), net consists of the following (in thousands):
Years Ended December 31,
202220212020
Gain/(loss) on early extinguishment of debt(1)
$93,519 $(78,152)$(4,286)
Interest income12,431 6,700 12,783 
Realized (loss)/gain on sale of investments(2)
(9,675)(178)308 
Foreign currency impact on purchase consideration(3)
4,628 — — 
Loss on change in fair value of derivative instruments, net(1)
— (7,148)— 
Gain on sale of strategic equity investments(2)
— 12,496 — 
Other126 810 (122)
Total other income (expense), net$101,029 $(65,472)$8,683 
(1) For further information, see Note 11, “Convertible Senior Notes.”
(2) For further information, see Note 5, “Cash and Cash Equivalents, and Investments and Fair Value Measurements.”
(3) For further information, see Note 8, “Acquisition.”
v3.22.4
Segment Information (Tables)
12 Months Ended
Dec. 31, 2022
Segment Reporting [Abstract]  
Schedule of Revenue by Product Line
The following table sets forth our total net revenues for the periods shown for our Subscription Services and Skills and Other product lines (in thousands):
Years Ended December 31,
202220212020
Subscription Services$671,968 $616,817 $460,612 
Skills and Other94,929 159,448 183,726 
Total net revenues$766,897 $776,265 $644,338 
Schedule of Revenue by Geographic Areas
The following table sets forth our total net revenues for the periods shown by geographic area (in thousands):
Years Ended December 31,
20222021
United States$651,469 $690,013 
International115,428 86,252 
Total net revenues$766,897 $776,265 
v3.22.4
Background and Basis of Presentation (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Error Corrections and Prior Period Adjustments Restatement [Line Items]      
Deferred tax assets $ 167,524 $ 1,365  
Deferred tax assets (168,679) (1,104) $ (109)
Realized loss/(gain) on sale of investments $ 9,675 178 (308)
Reclassification of Prior Period Presentation      
Error Corrections and Prior Period Adjustments Restatement [Line Items]      
Deferred tax assets   1,400  
Deferred tax assets   (1,100) (100)
Realized loss/(gain) on sale of investments   $ 200 $ (300)
v3.22.4
Significant Accounting Policies - Investments (Details)
12 Months Ended
Dec. 31, 2022
Accounting Policies [Abstract]  
Weighted average maturity 18 months
v3.22.4
Significant Accounting Policies - Concentration of Credit Risk (Details) - Largest Customer - Customer Concentration Risk - customer
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Accounts Receivable      
Concentration Risk [Line Items]      
Number of customers 1 0  
Concentration risk, percentage 10.00% 10.00%  
Net Revenues      
Concentration Risk [Line Items]      
Number of customers 0 0 0
Concentration risk, percentage 10.00% 10.00% 10.00%
v3.22.4
Significant Accounting Policies - Property Plant and Equipment (Details)
12 Months Ended
Dec. 31, 2022
Content - Textbook Solutions and Questions and Answers  
Property, Plant and Equipment [Line Items]  
Useful life 5 years
Content - Other  
Property, Plant and Equipment [Line Items]  
Useful life 2 years 6 months
Leasehold improvements  
Property, Plant and Equipment [Line Items]  
Useful life 5 years
Internal-use software and website development  
Property, Plant and Equipment [Line Items]  
Useful life 3 years
Furniture and fixtures  
Property, Plant and Equipment [Line Items]  
Useful life 5 years
Computers and equipment  
Property, Plant and Equipment [Line Items]  
Useful life 3 years
v3.22.4
Significant Accounting Policies - Convertible Senior Notes (Details) - Senior Notes - USD ($)
$ in Thousands
1 Months Ended
Aug. 31, 2020
Apr. 30, 2019
Dec. 31, 2022
Dec. 31, 2021
Mar. 31, 2020
Mar. 31, 2019
2026 Notes            
Debt Instrument [Line Items]            
Face value $ 1,000,000   $ 500,000 $ 1,000,000    
Interest rate, stated percentage 0.00%          
Principal amount $ 1,000,000          
0.125 Percent Convertible Senior Notes Due 2025            
Debt Instrument [Line Items]            
Face value     $ 699,979 $ 699,982 $ 700,000 $ 700,000
Interest rate, stated percentage         0.125% 0.125%
Option to purchase additional notes   $ 100,000        
Principal amount   $ 800,000        
v3.22.4
Significant Accounting Policies - Revenue Recognition (Details)
3 Months Ended 11 Months Ended 12 Months Ended
Mar. 31, 2022
Nov. 30, 2022
Dec. 31, 2022
Thinkful, Inc      
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]      
Contractual period     6 months
Minimum | Textbook Library      
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]      
Contractual period 2 months    
Minimum | eTextbooks      
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]      
Contractual period   2 months  
Maximum | Textbook Library      
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]      
Contractual period 5 months    
Maximum | eTextbooks      
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]      
Contractual period   5 months  
v3.22.4
Significant Accounting Policies - Advertising Cost (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Accounting Policies [Abstract]      
Advertising costs $ 62.0 $ 45.1 $ 35.3
v3.22.4
Significant Accounting Policies - Share-based Compensation Expense (Details)
1 Months Ended 12 Months Ended
Mar. 31, 2021
Dec. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Conversion ratio   1
Restricted Stock Units (RSUs) | Minimum    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Vesting period of stock awards   3 years
Restricted Stock Units (RSUs) | Maximum    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Vesting period of stock awards   4 years
Performance Shares, Market Based Conditions    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Vesting period of stock awards 3 years 4 years
Performance Shares, Financial And Strategic Performance Targets    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Vesting period of stock awards   3 years
v3.22.4
Significant Accounting Policies - Foreign Currency Translation and Remeasurement (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Accounting Policies [Abstract]      
Net gains from remeasurement of foreign currency transactions $ 3.7 $ 0.0 $ 0.0
v3.22.4
Revenues - Disaggregation of Revenue (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Disaggregation of Revenue [Line Items]      
Total net revenues $ 766,897 $ 776,265 $ 644,338
Change, Total net revenues $ (9,368) $ 131,927  
Change, Total net revenues, percent (1.00%) 20.00%  
Subscription Services      
Disaggregation of Revenue [Line Items]      
Total net revenues $ 671,968 $ 616,817 460,612
Change, Total net revenues $ 55,151 $ 156,205  
Change, Total net revenues, percent 9.00% 34.00%  
Skills and Other      
Disaggregation of Revenue [Line Items]      
Total net revenues $ 94,929 $ 159,448 $ 183,726
Change, Total net revenues $ (64,519) $ (24,278)  
Change, Total net revenues, percent (40.00%) (13.00%)  
v3.22.4
Revenues - Narrative (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Disaggregation of Revenue [Line Items]      
Contract with customer, liability, revenue recognized $ 33,900 $ 32,600 $ 18,300
Contract with customer, liability, revenue recognized, prior period   4,900  
Net revenues 766,897 776,265 644,338
Increase in accounts receivable, net $ 5,665    
Increase in accounts receivable, net, percent 32.00%    
Decrease in contract assets $ (2,285)    
Decrease in contract assets, percent (16.00%)    
Increase in deferred revenue $ 21,130    
Increase in deferred revenue, percent 60.00%    
Textbook Library | Operating Lease      
Disaggregation of Revenue [Line Items]      
Net revenues $ 5,100 $ 34,600 $ 50,800
v3.22.4
Revenues - Contract Balances (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Revenue from Contract with Customer [Abstract]    
Accounts receivable, net $ 23,515 $ 17,850
Change, accounts receivable, net $ 5,665  
Change, accounts receivable, net, percent 32.00%  
Contract assets $ 11,946 14,231
Change in contract assets $ (2,285)  
Change in contract assets, percent (16.00%)  
Deferred revenue $ 56,273 $ 35,143
Change in deferred revenue $ 21,130  
Change in deferred revenue, percent 60.00%  
v3.22.4
Net Income (Loss) Per Share - Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Numerator:      
Net income (loss) $ 266,638 $ (1,458) $ (6,221)
Convertible senior notes activity, net of tax (65,444) 0 0
Net income (loss), diluted $ 201,194 $ (1,458) $ (6,221)
Denominator:      
Weighted average shares used to compute net income (loss) per share, basic (in shares) 127,557 141,262 125,367
Net income (loss) per share, basic (in dollars per share) $ 2.09 $ (0.01) $ (0.05)
Weighted average shares used to compute net income (loss) per share, diluted (in shares) 149,859 141,262 125,367
Net income (loss) per share, diluted (in dollars per share) $ 1.34 $ (0.01) $ (0.05)
Shares related to stock plan activity      
Denominator:      
Incremental common shares attributable to dilutive effect (in shares) 968 0 0
Shares related to convertible senior notes      
Denominator:      
Incremental common shares attributable to dilutive effect (in shares) 21,334 0 0
v3.22.4
Net Income (Loss) Per Share - Shares Excluded From Computation Of Diluted Net Loss Per Share (Details) - shares
shares in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Total common stock equivalents (in shares) 3,556 25,845 9,412
Shares related to stock plan activity      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Total common stock equivalents (in shares) 3,556 2,545 4,470
Shares related to convertible senior notes      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Total common stock equivalents (in shares) 0 23,300 4,942
v3.22.4
Cash and Cash Equivalents, and Investments and Fair Value Measurements - Schedule of Investments (Details) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Schedule Of Available For Sale Securities [Line Items]    
Adjusted Cost $ 1,245,622  
Fair Value 1,240,351  
Cash and cash equivalents:    
Schedule Of Available For Sale Securities [Line Items]    
Adjusted Cost 473,677 $ 854,078
Unrealized Gain 0 0
Unrealized Loss 0 0
Fair Value 473,677 854,078
Cash and cash equivalents: | Cash    
Schedule Of Available For Sale Securities [Line Items]    
Adjusted Cost 33,532 30,324
Unrealized Gain 0 0
Unrealized Loss 0 0
Fair Value 33,532 30,324
Cash and cash equivalents: | Money market funds | Level 1    
Schedule Of Available For Sale Securities [Line Items]    
Adjusted Cost 440,145 823,754
Unrealized Gain 0 0
Unrealized Loss 0 0
Fair Value 440,145 823,754
Short-term investments:    
Schedule Of Available For Sale Securities [Line Items]    
Adjusted Cost 588,474 692,320
Unrealized Gain 0 40
Unrealized Loss (4,501) (579)
Fair Value 583,973 691,781
Short-term investments: | Commercial paper | Level 2    
Schedule Of Available For Sale Securities [Line Items]    
Adjusted Cost 11,744 124,211
Unrealized Gain 0 2
Unrealized Loss (29) (33)
Fair Value 11,715 124,180
Short-term investments: | Corporate debt securities | Level 2    
Schedule Of Available For Sale Securities [Line Items]    
Adjusted Cost 491,459 552,609
Unrealized Gain 0 36
Unrealized Loss (4,130) (546)
Fair Value 487,329 552,099
Short-term investments: | Agency bonds | Level 2    
Schedule Of Available For Sale Securities [Line Items]    
Adjusted Cost   15,500
Unrealized Gain   2
Unrealized Loss   0
Fair Value   15,502
Short-term investments: | U.S. treasury securities | Level 1    
Schedule Of Available For Sale Securities [Line Items]    
Adjusted Cost 85,271  
Unrealized Gain 0  
Unrealized Loss (342)  
Fair Value 84,929  
Long-term investments:    
Schedule Of Available For Sale Securities [Line Items]    
Adjusted Cost 217,003 749,377
Unrealized Gain 280 0
Unrealized Loss (1,050) (3,384)
Fair Value 216,233 745,993
Long-term investments: | Corporate debt securities | Level 2    
Schedule Of Available For Sale Securities [Line Items]    
Adjusted Cost 125,735 724,517
Unrealized Gain 158 0
Unrealized Loss (909) (3,277)
Fair Value 124,984 721,240
Long-term investments: | Agency bonds    
Schedule Of Available For Sale Securities [Line Items]    
Adjusted Cost 60,635  
Unrealized Gain 0  
Unrealized Loss (141)  
Fair Value 60,494  
Long-term investments: | U.S. treasury securities | Level 1    
Schedule Of Available For Sale Securities [Line Items]    
Adjusted Cost 30,633 24,860
Unrealized Gain 122 0
Unrealized Loss 0 (107)
Fair Value $ 30,755 $ 24,753
v3.22.4
Cash and Cash Equivalents, and Investments and Fair Value Measurements - Schedule of Realized Gain (Loss) Related to Investments (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Cash and Cash Equivalents [Abstract]      
Realized gain $ 64 $ 84 $ 308
Realized loss (9,739) (262) 0
Realized (loss)/gain on sale of investments $ (9,675) $ (178) $ 308
v3.22.4
Cash and Cash Equivalents, and Investments and Fair Value Measurements - Contractual Maturity (Details)
$ in Thousands
Dec. 31, 2022
USD ($)
Cost  
Due within one year $ 588,474
Due after one year through three years 217,003
Investments not due at a single maturity date 440,145
Adjusted Cost 1,245,622
Fair Value  
Due within one year 583,973
Due after one year through three years 216,233
Investments not due at a single maturity date 440,145
Fair Value $ 1,240,351
v3.22.4
Cash and Cash Equivalents, and Investments and Fair Value Measurements - Strategic Investment (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Jul. 31, 2022
Mar. 31, 2021
Mar. 31, 2018
Schedule of Investments [Line Items]            
Consideration received on sale   $ 17,500        
Gain on sale of strategic equity investments $ 0 12,496 $ 0      
Proceeds from sale of strategic equity investments 0 16,076 0      
Impairment charge $ 0 $ 0 10,000      
Knack Technologies, Inc            
Schedule of Investments [Line Items]            
Investment without readily determinable fair value       $ 6,000    
TAPD, Inc.            
Schedule of Investments [Line Items]            
Investment without readily determinable fair value         $ 2,000  
Foreign Entity            
Schedule of Investments [Line Items]            
Investment without readily determinable fair value           $ 3,000
WayUp, Inc.            
Schedule of Investments [Line Items]            
Impairment charge     $ 10,000      
v3.22.4
Cash and Cash Equivalents, and Investments and Fair Value Measurements - Debt (Details) - Estimate of Fair Value Measurement - Senior Notes - Fair Value, Measurements, Nonrecurring - USD ($)
$ in Millions
Dec. 31, 2022
Dec. 31, 2021
2026 Notes    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Convertible senior notes $ 385.0 $ 840.0
2025 Notes    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Convertible senior notes $ 640.5 $ 682.2
v3.22.4
Property and Equipment, Net - Schedule of Property, Plant and Equipment (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Property, Plant and Equipment [Line Items]      
Property and equipment $ 404,434 $ 315,351  
Less accumulated depreciation and amortization (200,051) (145,413)  
Property and equipment, net 204,383 169,938  
Depreciation and amortization 64,100 49,600 $ 32,600
Content      
Property, Plant and Equipment [Line Items]      
Property and equipment 339,879 258,005  
Internal-use software and website development      
Property, Plant and Equipment [Line Items]      
Property and equipment 45,422 29,711  
Leasehold improvements      
Property, Plant and Equipment [Line Items]      
Property and equipment 10,860 19,913  
Furniture and fixtures      
Property, Plant and Equipment [Line Items]      
Property and equipment 4,952 4,352  
Computers and equipment      
Property, Plant and Equipment [Line Items]      
Property and equipment $ 3,321 $ 3,370  
v3.22.4
Required Materials Transition (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Apr. 30, 2022
Impaired Long-Lived Assets Held and Used [Line Items]        
Print textbook depreciation expense $ 1,610 $ 10,859 $ 15,397  
Net gain (loss) on textbook library (4,976) $ 10,956 $ (1,453)  
Disposal Group, Disposed of by Sale, Not Discontinued Operations | GT Marketplace, LLC        
Impaired Long-Lived Assets Held and Used [Line Items]        
Consideration received on sale       $ 14,000
Gain from sale $ 4,400      
Disposal Group, Held-for-sale, Not Discontinued Operations | GT Marketplace, LLC        
Impaired Long-Lived Assets Held and Used [Line Items]        
Assets held for sale       $ 7,700
v3.22.4
Acquisitions - 2022 Acquisition (Details) - USD ($)
$ in Thousands
12 Months Ended
Jan. 13, 2022
Dec. 31, 2022
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Business Acquisition [Line Items]          
Net gain on foreign currency transactions   $ 4,628   $ 0 $ 0
Busuu Online S.L.          
Business Acquisition [Line Items]          
Ownership percent of stock acquired 100.00%        
Acquisition related expenses   600   5,300  
Amount initially funded $ 417,000        
Fair value of purchase consideration 421,700        
Net gain on foreign currency transactions 4,600        
Contingent consideration arrangements $ 25,500        
Contingent purchase consideration, cash   7,300 $ 7,300    
Revenue since acquisition     38,100    
Net loss since acquisition     $ (38,900)    
Pro forma revenues   767,600   820,200  
Pro forma net income (loss)   $ 268,000   $ (44,700)  
v3.22.4
Acquisitions - Schedule of Assets Acquired and Liabilities Assumed (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Jan. 13, 2022
Dec. 31, 2021
Dec. 31, 2020
Business Acquisition [Line Items]        
Goodwill $ 615,093   $ 289,763 $ 285,214
Busuu Online S.L.        
Business Acquisition [Line Items]        
Cash and cash equivalents   $ 20,525    
Accounts receivable   2,446    
Right of use assets   2,715    
Other acquired assets   3,710    
Acquired intangible assets   71,600    
Total identifiable assets acquired   100,996    
Accounts payable   (5,174)    
Accrued liabilities   (21,964)    
Deferred revenue   (16,761)    
Long term operating lease liabilities   (2,038)    
Other long-term liabilities   (1,646)    
Net identifiable assets acquired   53,413    
Goodwill   368,237    
Total fair value of purchase consideration   $ 421,650    
Decrease to accrued liabilities 800      
Increase to other long-term liabilities $ 1,700      
v3.22.4
Acquisitions - Schedule of Intangible Assets (Details) - Busuu Online S.L.
$ in Thousands
Jan. 13, 2022
USD ($)
Business Acquisition [Line Items]  
Acquired intangible assets $ 71,600
Weighted-Average Amortization Period (in months) 68 months
Trade name  
Business Acquisition [Line Items]  
Acquired intangible assets $ 4,600
Weighted-Average Amortization Period (in months) 72 months
Customer lists  
Business Acquisition [Line Items]  
Acquired intangible assets $ 18,000
Weighted-Average Amortization Period (in months) 24 months
Developed technology  
Business Acquisition [Line Items]  
Acquired intangible assets $ 49,000
Weighted-Average Amortization Period (in months) 84 months
v3.22.4
Goodwill and Intangible Assets - Goodwill (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Goodwill [Roll Forward]    
Beginning balance $ 289,763 $ 285,214
Additions due to acquisitions 367,376 5,782
Foreign currency translation adjustment (42,907) (707)
Measurement period adjustments related to prior acquisitions 861 (526)
Ending balance $ 615,093 $ 289,763
v3.22.4
Goodwill and Intangible Assets - Intangible Assets (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Finite Lived Intangible Assets [Line Items]    
Weighted-Average Amortization Period (in months) 67 months 65 months
Accumulated Amortization $ (86,988) $ (60,588)
Foreign Currency Translation Adjustment (7,615) 0
Net Carrying Amount 74,733  
Indefinite-lived trade name 3,600 3,600
Total intangible assets, gross carrying amount 172,936 101,154
Total intangible assets, net, Net carrying amount $ 78,333 $ 40,566
Developed technology    
Finite Lived Intangible Assets [Line Items]    
Weighted-Average Amortization Period (in months) 80 months 76 months
Gross Carrying Amount $ 106,703 $ 57,521
Accumulated Amortization (44,410) (31,790)
Foreign Currency Translation Adjustment (5,751) 0
Net Carrying Amount $ 56,542 $ 25,731
Content libraries    
Finite Lived Intangible Assets [Line Items]    
Weighted-Average Amortization Period (in months) 60 months 60 months
Gross Carrying Amount $ 12,230 $ 12,230
Accumulated Amortization (9,279) (6,836)
Foreign Currency Translation Adjustment 0 0
Net Carrying Amount $ 2,951 $ 5,394
Customer lists    
Finite Lived Intangible Assets [Line Items]    
Weighted-Average Amortization Period (in months) 35 months 47 months
Gross Carrying Amount $ 34,190 $ 16,190
Accumulated Amortization (22,074) (12,432)
Foreign Currency Translation Adjustment (1,318) 0
Net Carrying Amount $ 10,798 $ 3,758
Trade and domain names    
Finite Lived Intangible Assets [Line Items]    
Weighted-Average Amortization Period (in months) 52 months 44 months
Gross Carrying Amount $ 16,213 $ 11,613
Accumulated Amortization (11,225) (9,530)
Foreign Currency Translation Adjustment (546) 0
Net Carrying Amount $ 4,442 $ 2,083
v3.22.4
Goodwill and Intangible Assets - Narrative (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Acquisition-Related Intangible Assets      
Finite Lived Intangible Assets [Line Items]      
Amortization expense of acquisition related to acquired intangible assets $ 25.9 $ 13.7 $ 14.3
v3.22.4
Goodwill and Intangible Assets - Estimated Future Amortization Expense Related to Intangible Assets (Details)
$ in Thousands
Dec. 31, 2022
USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]  
2023 $ 23,978
2024 13,286
2025 11,195
2026 10,848
2027 8,692
Thereafter 6,734
Net Carrying Amount $ 74,733
v3.22.4
Balance Sheet Details - Other Current Assets (Details) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Balance Sheet Details [Abstract]    
Insurance recovery related to loss contingency $ 0 $ 7,800
Other 34,754 16,046
Other current assets $ 34,754 $ 23,846
v3.22.4
Balance Sheet Details - Accrued Liabilities (Details) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Balance Sheet Details [Abstract]    
Taxes payable $ 15,132 $ 11,127
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] Accrued liabilities Accrued liabilities
Current operating lease liabilities $ 7,487 $ 6,663
Acquisition-related compensation 7,741 417
Accrued content related costs 4,736 6,448
Accrued purchases of long-lived assets 4,927 2,982
Payment processing fees 4,253 3,419
Order fulfillment fees 2,917 6,254
Refund reserve 1,499 1,392
Restructuring short term 0 785
Loss contingency 0 8,000
Other 21,542 19,722
Accrued liabilities $ 70,234 $ 67,209
v3.22.4
Convertible Senior Notes - Narrative (Details)
$ / shares in Units, $ in Thousands
1 Months Ended 12 Months Ended 36 Months Ended
Mar. 31, 2021
USD ($)
shares
Aug. 31, 2020
USD ($)
Apr. 30, 2019
USD ($)
Apr. 30, 2018
trading_day
Dec. 31, 2022
USD ($)
$ / shares
shares
Dec. 31, 2021
USD ($)
shares
Dec. 31, 2020
USD ($)
shares
Dec. 31, 2022
USD ($)
$ / shares
shares
Mar. 31, 2020
USD ($)
Mar. 31, 2019
USD ($)
Debt Instrument [Line Items]                    
Repayments of convertible senior notes         $ 401,203 $ 300,762 $ 303,967      
(Gain)/loss on early extinguishments of debt         (93,519) 78,152 4,286      
Equity component of 2025/2026 convertible senior notes, net of issuance costs             237,462      
Proceeds from exercise of convertible senior notes capped call         0 69,005 77,095      
Senior Notes | Sale Price Is Greater Or Equal 130%                    
Debt Instrument [Line Items]                    
Threshold trading days | trading_day       20            
Threshold consecutive trading days | trading_day       30            
Threshold percentage of stock price trigger       130.00%            
Senior Notes | Trading Price Per $1,000 Principal Amount Less Than 98%                    
Debt Instrument [Line Items]                    
Threshold trading days | trading_day       5            
Threshold consecutive trading days | trading_day       10            
Senior Notes | Trading Price Per $1,000 Principal Amount Less Than 98% | Maximum                    
Debt Instrument [Line Items]                    
Threshold percentage of stock price trigger       98.00%            
Senior Notes | Fundamental Change Scenario                    
Debt Instrument [Line Items]                    
Threshold percentage of stock price trigger       100.00%            
2026 Notes | Senior Notes                    
Debt Instrument [Line Items]                    
Face value   $ 1,000,000     500,000 1,000,000   $ 500,000    
Interest rate, stated percentage   0.00%                
Principal amount   $ 1,000,000                
Repurchased face amount         500,000     $ 500,000    
Repayments of convertible senior notes         399,900          
Extinguishment incurred         1,300          
Total consideration         401,200          
Debt extinguished         494,700          
(Gain)/loss on early extinguishments of debt         $ (93,500)          
Conversion ratio   0.0092978                
Conversion price (in dollars per share) | $ / shares         $ 107.55     $ 107.55    
2026 Notes | Senior Notes | Capped Call                    
Debt Instrument [Line Items]                    
Debt instrument, convertible (in shares) | shares         9,297,800     9,297,800    
Conversion price (in dollars per share) | $ / shares         $ 156.44     $ 156.44    
0% Convertible Senior Notes Due 2026, Additional Notes | Senior Notes                    
Debt Instrument [Line Items]                    
Face value   $ 100,000                
2025 Notes | Senior Notes                    
Debt Instrument [Line Items]                    
Face value         $ 699,979 699,982   $ 699,979 $ 700,000 $ 700,000
Interest rate, stated percentage                 0.125% 0.125%
Option to purchase additional notes     $ 100,000              
Principal amount     $ 800,000              
Repurchased face amount           100,000        
Repayments of convertible senior notes $ 184,900                  
Debt extinguished 100,000                  
(Gain)/loss on early extinguishments of debt (78,200)                  
Carrying amount 98,300                  
Derivative liability 176,500                  
Gain (loss) in change in fair value $ 8,400                  
Conversion ratio     0.0193956              
Conversion price (in dollars per share) | $ / shares         $ 51.56     $ 51.56    
2025 Notes | Senior Notes | Capped Call                    
Debt Instrument [Line Items]                    
Debt instrument, convertible (in shares) | shares         13,576,513     13,576,513    
Debt instrument, convertible, shares terminated (in shares) | shares 1,939,560                  
Proceeds from exercise of convertible senior notes capped call $ 23,900                  
Derivative liability 22,600                  
Gain (loss) in change in fair value $ 1,300                  
Conversion price (in dollars per share) | $ / shares         $ 79.32     $ 79.32    
2023 Notes | Senior Notes                    
Debt Instrument [Line Items]                    
Repurchased face amount           $ 57,400 $ 57,400      
Repayments of convertible senior notes               $ 734,400    
2023 Notes | Senior Notes | Capped Call                    
Debt Instrument [Line Items]                    
Debt instrument, convertible, shares terminated (in shares) | shares           4,288,459 6,380,815      
Proceeds from exercise of convertible senior notes capped call           $ 45,200 $ 57,400      
2023 Notes | Senior Notes | Extinguishment Of Aggregate Principal Amount                    
Debt Instrument [Line Items]                    
Interest rate, stated percentage           0.25%        
Repurchased face amount           $ 115,600 57,400      
Repayments of convertible senior notes           115,600        
(Gain)/loss on early extinguishments of debt             1,000      
Aggregate consideration           351,100        
Debt conversion, shares issued, value           235,500        
Carrying amount           114,200 $ 51,600      
Equity component of 2025/2026 convertible senior notes, net of issuance costs           236,900        
Debt instrument, convertible, shares terminated (in shares) | shares             2,131,354      
Proceeds from exercise of convertible senior notes capped call             $ 19,700      
Aggregate consideration for principal amount exchanged             149,600      
Convertible senior notes             52,600      
Debt instrument, equity component             97,000      
2023 Notes | Senior Notes | Requests For Conversions                    
Debt Instrument [Line Items]                    
Repurchased face amount           24,700        
2023 Notes | Senior Notes | Election Of Option To Redeem Outstanding Notes                    
Debt Instrument [Line Items]                    
Repurchased face amount           $ 90,900        
2023 Notes | Senior Notes | Exchange Of Aggregate Principal Amount                    
Debt Instrument [Line Items]                    
Repurchased face amount             172,000      
Repayments of convertible senior notes             174,600      
(Gain)/loss on early extinguishments of debt             $ 3,300      
Debt conversion, shares issued (in shares) | shares           2,983,011 4,182,320      
Debt conversion, shares issued, value             $ 327,100      
Carrying amount             152,800      
Aggregate consideration for principal amount exchanged             501,700      
Convertible senior notes             156,100      
Debt instrument, equity component             $ 345,600      
v3.22.4
Convertible Senior Notes - Long-term Debt Instruments (Details) - USD ($)
$ in Thousands
1 Months Ended 12 Months Ended
Aug. 31, 2020
Apr. 30, 2019
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Debt Instrument [Line Items]          
Net proceeds     $ 0 $ 0 $ 984,096
2026 Notes | Senior Notes          
Debt Instrument [Line Items]          
Principal amount $ 1,000,000        
Less initial purchasers’ discount (15,000)        
Less other issuance costs (904)        
Net proceeds $ 984,096        
2025 Notes | Senior Notes          
Debt Instrument [Line Items]          
Principal amount   $ 800,000      
Less initial purchasers’ discount   (18,998)      
Less other issuance costs   (822)      
Net proceeds   $ 780,180      
v3.22.4
Convertible Senior Notes - Net Carrying Amount (Details) - Senior Notes - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Aug. 31, 2020
Mar. 31, 2020
Mar. 31, 2019
2026 Notes          
Debt Instrument [Line Items]          
Principal amount $ 500,000 $ 1,000,000 $ 1,000,000    
Unamortized issuance costs (4,837) (12,309)      
2025 Notes          
Debt Instrument [Line Items]          
Principal amount 699,979 699,982   $ 700,000 $ 700,000
Unamortized issuance costs (6,549) (9,518)      
carrying Amount | Fair Value, Nonrecurring | 2026 Notes          
Debt Instrument [Line Items]          
Net carrying amount 495,163 987,691      
carrying Amount | Fair Value, Nonrecurring | 2025 Notes          
Debt Instrument [Line Items]          
Net carrying amount $ 693,430 $ 690,464      
v3.22.4
Convertible Senior Notes - Interest Expense Recognized (Details) - Senior Notes - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
2026 Notes      
Debt Instrument [Line Items]      
Amortization of debt discount $ 0 $ 0 $ 14,568
Amortization of issuance costs 2,196 2,635 728
Total interest expense 2,196 2,635 15,296
2025 Notes      
Debt Instrument [Line Items]      
Contractual interest expense 874 896 1,001
Amortization of debt discount 0 0 35,561
Amortization of issuance costs 2,970 3,045 2,443
Total interest expense 3,844 3,941 39,005
2023 Notes      
Debt Instrument [Line Items]      
Contractual interest expense 0 78 691
Amortization of debt discount 0 0 10,073
Amortization of issuance costs 0 242 1,200
Total interest expense $ 0 $ 320 $ 11,964
v3.22.4
Convertible Senior Notes - Capped Call Transactions (Details) - USD ($)
$ / shares in Units, $ in Thousands
1 Months Ended 12 Months Ended
Aug. 31, 2020
Apr. 30, 2019
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Debt Instrument [Line Items]          
Proceeds from issuance of convertible senior notes, net of issuance costs     $ 0 $ 0 $ 984,096
2026 Notes | Senior Notes          
Debt Instrument [Line Items]          
Proceeds from issuance of convertible senior notes, net of issuance costs $ 984,096        
Conversion price (in dollars per share)     $ 107.55    
2025 Notes | Senior Notes          
Debt Instrument [Line Items]          
Proceeds from issuance of convertible senior notes, net of issuance costs   $ 780,180      
Conversion price (in dollars per share)     $ 51.56    
Capped Call | 2026 Notes | Senior Notes          
Debt Instrument [Line Items]          
Proceeds from issuance of convertible senior notes, net of issuance costs $ 103,400        
Debt instrument, convertible (in shares)     9,297,800    
Conversion price (in dollars per share)     $ 156.44    
Capped Call | 2025 Notes | Senior Notes          
Debt Instrument [Line Items]          
Proceeds from issuance of convertible senior notes, net of issuance costs   $ 97,200      
Debt instrument, convertible (in shares)     13,576,513    
Conversion price (in dollars per share)     $ 79.32    
v3.22.4
Leases - Narrative (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Feb. 21, 2023
Lessee, Lease, Description [Line Items]        
Right of use assets $ 18,838 $ 18,062    
Operating lease liability $ 20,862 $ 19,100    
Weighted average remaining lease term for operating lease 4 years 4 years    
Weighted average discount rate used to determine the operating lease liability 5.20% 4.80%    
Operating leases $ 10,232 $ 0 $ 13,688  
Lease expense 7,300 $ 7,100 $ 5,600  
Future minimum lease payments 22,542      
Santa Clara, California Corporate Headquarters | Subsequent Event        
Lessee, Lease, Description [Line Items]        
Future minimum lease payments       $ 7,600
Santa Clara Headquarters And San Francisco Office        
Lessee, Lease, Description [Line Items]        
Impairment charges 5,200      
Impairment of ROU asset 2,600      
Write-off of leasehold improvements $ 2,600      
v3.22.4
Leases - Maturities of Operating Lease Liabilities (Details) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Leases [Abstract]    
2023 $ 7,733  
2024 4,862  
2025 3,400  
2026 3,256  
2027 2,866  
Thereafter 425  
Total future minimum lease payments 22,542  
Less imputed interest (1,680)  
Total operating lease liabilities $ 20,862 $ 19,100
v3.22.4
Commitments and Contingencies (Details)
5 Months Ended
Aug. 31, 2020
claim
2018 Data Incident, Arbitration Demands | Pending Litigation  
Loss Contingencies [Line Items]  
Loss contingency, number of arbitration demands filed 16,000
v3.22.4
Common Stock - Narrative (Details) - $ / shares
115 Months Ended
Aug. 29, 2013
Jun. 06, 2023
Dec. 31, 2022
Dec. 31, 2021
Nov. 11, 2013
Class of Stock [Line Items]          
Common stock, shares authorized (in shares)     400,000,000 400,000,000  
Common stock, par value (in dollars per share)     $ 0.001 $ 0.001  
Total common shares reserved for future issuance     54,982,425    
2013 Plan          
Class of Stock [Line Items]          
Total common shares reserved for future issuance         12,000,000
Shares available for grant under the 2013 Plan     34,699,188    
Award exercise price as percent of fair market value of common stock on grant date threshold         100.00%
2013 Plan | Forecast          
Class of Stock [Line Items]          
Expiration period   10 years      
2005 Stock Incentive Plan          
Class of Stock [Line Items]          
Total common shares reserved for future issuance         3,838,985
2013 Employee Stock Purchase Plan          
Class of Stock [Line Items]          
Total common shares reserved for future issuance     10,801,299    
Maximum employee subscription rate 15.00%        
Employee discount on applicable offering period 15.00%        
Offering period (no more than 6 months) 6 months        
Shares reserved 4,000,000        
Maximum aggregate number of shares to be issued 20,000,000        
v3.22.4
Common Stock - Schedule of Common Stock Reserved for Future Issuance (Details) - shares
Dec. 31, 2022
Dec. 31, 2021
Nov. 11, 2013
Class of Stock [Line Items]      
Outstanding stock options 326,258 381,756  
Total common shares reserved for future issuance 54,982,425    
2013 Plan      
Class of Stock [Line Items]      
Shares available for grant under the 2013 Plan 34,699,188    
Total common shares reserved for future issuance     12,000,000
2013 Employee Stock Purchase Plan      
Class of Stock [Line Items]      
Total common shares reserved for future issuance 10,801,299    
PSUs and RSUs      
Class of Stock [Line Items]      
Outstanding RSUs and PSUs 9,155,680 8,171,462  
v3.22.4
Stockholders' Equity - Narrative (Details)
$ / shares in Units, $ in Thousands
1 Months Ended 12 Months Ended 24 Months Ended 36 Months Ended
Feb. 22, 2022
USD ($)
transaction
Dec. 03, 2021
USD ($)
transaction
Aug. 29, 2013
Jun. 30, 2022
USD ($)
Mar. 31, 2022
Mar. 31, 2021
USD ($)
$ / shares
shares
Feb. 28, 2021
USD ($)
$ / shares
shares
Dec. 31, 2022
USD ($)
$ / shares
shares
Dec. 31, 2021
USD ($)
$ / shares
shares
Dec. 31, 2020
USD ($)
$ / shares
shares
Dec. 31, 2022
USD ($)
shares
Dec. 31, 2022
USD ($)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Stock repurchase program, increase of authorized amount       $ 1,000,000                
Stock repurchase program, authorized amount       $ 2,000,000                
Repurchases of common stock               $ 323,528 $ 300,000      
Repayments of convertible senior notes               401,203 300,762 $ 303,967    
Remaining under repurchase program               642,600     $ 642,600 $ 642,600
Purchase price               323,528 300,000 $ 0    
Share-based compensation expense capitalized               $ 5,300 $ 2,600      
Stock Issued During Period, Shares, Employee Stock Purchase Plans | shares               382,392 167,890 173,992    
Weighted average purchase price of shares purchased (in dollars per share) | $ / shares               $ 15.61 $ 40.35 $ 38.85    
Share-based compensation expense               $ 133,456 $ 108,846 $ 84,055    
Stock option awards (in shares) | shares               0 0 0    
Exercises in period, intrinsic value               $ 1,300 $ 10,700 $ 53,500    
2013 Employee Stock Purchase Plan                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Offering period (no more than 6 months)     6 months                  
PSUs and RSUs                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Unrecognized compensation costs related to restricted stock units               $ 220,100     $ 220,100 220,100
Weighted-average vesting period               2 years 4 months 24 days        
Number of Restricted Stock Units, Granted (in shares) | shares               5,551,727        
Weighted Average Grant Date Fair Value, Granted (in dollars per share) | $ / shares               $ 27.68 $ 47.95 $ 45.37    
Total fair value of awards vested               $ 74,200 $ 232,000 $ 200,100    
Performance-based restricted stock units | March 2022 PSU Grants, 2013 Plan                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Vesting period of stock awards         3 years              
Performance-based restricted stock units | March 2022 PSU Grants                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Number of Restricted Stock Units, Granted (in shares) | shares               614,177        
Performance-based restricted stock units | A2022 Performance Period                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Weighted Average Grant Date Fair Value, Granted (in dollars per share) | $ / shares               $ 35.82        
Performance-based restricted stock units | March 2021 PSU Grants                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Number of Restricted Stock Units, Granted (in shares) | shares                 278,644      
Performance-based restricted stock units | A2021 Performance Period                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Weighted Average Grant Date Fair Value, Granted (in dollars per share) | $ / shares                 $ 99.05      
Performance-based restricted stock units | March 2020 PSU Grants                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Number of Restricted Stock Units, Granted (in shares) | shares                   460,976    
Performance-based restricted stock units | A2020 Performance Period                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Weighted Average Grant Date Fair Value, Granted (in dollars per share) | $ / shares                   $ 39.21    
Performance Shares, Market Based Conditions                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Vesting period of stock awards           3 years   4 years        
Target level of award           100.00%            
Consecutive trading days achieving maximum average market value           60 days            
Share-based compensation arrangement by share-based payment award, award vesting rights, percentage           50.00%            
Expected term (years)               3 years        
Performance Shares, Market Based Conditions | Share-based Payment Arrangement, Tranche One                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Share based arrangement by share based payment award, market value per share price minimum threshold (in dollars per share) | $ / shares           $ 123.81            
Share based arrangement by share based payment award, stock issued based on achieving target levels (in shares) | shares           244,086            
Performance Shares, Market Based Conditions | Share-based Payment Arrangement, Tranche Two                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Share based arrangement by share based payment award, market value per share price minimum threshold (in dollars per share) | $ / shares           $ 148.58            
Share based arrangement by share based payment award, stock issued based on achieving target levels (in shares) | shares           488,173            
Performance Shares, Market Based Conditions | Share-based Payment Arrangement, Tranche Three                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Share based arrangement by share based payment award, market value per share price minimum threshold (in dollars per share) | $ / shares           $ 173.34            
Share based arrangement by share based payment award, stock issued based on achieving target levels (in shares) | shares           732,260            
Performance Shares, Market Based Conditions | Minimum                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Stock issued as percent of target level of achieving maximum average market value           50.00%            
Performance Shares, Market Based Conditions | Maximum                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Stock issued as percent of target level of achieving maximum average market value           150.00%            
Performance Shares, Market Based Conditions | March 2021 PSU Grants, 2013 Plan                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Vesting period of stock awards           4 years            
Number of Restricted Stock Units, Granted (in shares) | shares           732,260            
Performance Shares, Market Based Conditions | March 2021 PSU Grants                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Weighted Average Grant Date Fair Value, Granted (in dollars per share) | $ / shares           $ 68.55            
Employee stock purchase plan                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Expected term (years)               6 months 6 months 6 months    
Proceeds from issuance of shares under ESPP               $ 6,000 $ 6,800 $ 6,800    
Share-based compensation expense               $ 3,100 $ 3,200 2,600    
Public Offering                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Number of shares issued and sold (in shares) | shares             10,974,600          
Offering price per share (in dollars per share) | $ / shares             $ 102.00          
Proceeds from the offering             $ 1,091,500          
Sale of stock, underwriting discounts and commissions             26,900          
Sale of stock, offering expenses             $ 1,100          
Accelerated Share Repurchase Program                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Repurchases of common stock (in shares) | shares                     19,965,836  
Repurchases of common stock                     $ 600,000  
Stock repurchased and retired during period, shares (in shares) | shares               11,562,475 8,403,361      
2022 ASR                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Purchase price $ 300,000                      
Stock repurchased and retired during period, percentage 8000.00%                      
Number of transactions | transaction 2                      
2021 ASR                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Purchase price   $ 300,000                    
Stock repurchased and retired during period, percentage   8000.00%                    
Number of transactions | transaction   2                    
Open Market Transactions                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Repurchases of common stock (in shares) | shares               1,146,803        
Repurchases of common stock               $ 23,100        
2026 Notes | Senior Notes                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Repurchased face amount               500,000     $ 500,000 500,000
Repayments of convertible senior notes               $ 399,900        
2025 Notes | Senior Notes                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Repurchased face amount                 $ 100,000      
Repayments of convertible senior notes           $ 184,900            
2023 Notes | Senior Notes                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Repurchased face amount                 $ 57,400 $ 57,400    
Repayments of convertible senior notes                       $ 734,400
v3.22.4
Stockholders' Equity - Share-based Compensation Expense (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]      
Total share-based compensation expense $ 133,456 $ 108,846 $ 84,055
Cost of revenues      
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]      
Total share-based compensation expense 2,484 1,621 950
Research and development      
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]      
Total share-based compensation expense 41,335 37,131 31,588
Sales and marketing      
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]      
Total share-based compensation expense 13,857 13,887 9,606
General and administrative      
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]      
Total share-based compensation expense $ 75,780 $ 56,207 $ 41,911
v3.22.4
Stockholders' Equity - Schedule of Assumptions (Details) - $ / shares
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Performance Shares, Market Based Conditions      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Expected term (years) 3 years    
Expected volatility 49.04%    
Dividend yield 0.00%    
Risk-free interest rate 0.27%    
Employee stock purchase plan      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Expected term (years) 6 months 6 months 6 months
Dividend yield 0.00% 0.00% 0.00%
Weighted-average grant-date fair value per share (in dollars per share) $ 8.71 $ 14.70 $ 20.52
Employee stock purchase plan | Minimum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Expected volatility 70.37% 47.02% 52.06%
Risk-free interest rate 1.54% 0.04% 0.12%
Employee stock purchase plan | Maximum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Expected volatility 78.74% 99.96% 68.09%
Risk-free interest rate 4.54% 0.07% 0.15%
v3.22.4
Stockholders' Equity - Schedule of Restricted Stock Unit Activity (Details) - RSUs and PSUs - $ / shares
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Restricted Stock Units Outstanding      
Number of Restricted Stock Units Outstanding, Beginning (in shares) 8,171,462    
Number of Restricted Stock Units, Granted (in shares) 5,551,727    
Number of Restricted Stock Units, Released (in shares) (2,784,268)    
Number of Restricted Stock Units, Forfeited (in shares) (1,783,241)    
Number of Restricted Stock Units Outstanding, Ending (in shares) 9,155,680 8,171,462  
Weighted-Average Grant Date Fair Value      
Weighted Average Grant Date Fair Value, Beginning balance (in dollars per share) $ 46.36    
Weighted Average Grant Date Fair Value, Granted (in dollars per share) 27.68 $ 47.95 $ 45.37
Weighted Average Grant Date Fair Value, Released (in dollars per share) 48.10    
Weighted Average Grant Date Fair Value, Forfeited (in dollars per share) 38.63    
Weighted Average Grant Date Fair Value, Ending balance (in dollars per share) $ 36.03 $ 46.36  
v3.22.4
Stockholders' Equity - Schedule of Stock Option Activity (Details) - USD ($)
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Number of Options Outstanding    
Number of Options Outstanding, Beginning (shares) 381,756  
Number of Options, Exercised (shares) (55,498)  
Number of Options Outstanding, Ending (shares) 326,258 381,756
Weighted-Average Exercise Price per Share    
Weighted Average Exercise Price per Share, Outstanding, Beginning (in dollars per share) $ 7.28  
Weighted-Average Exercise Price per Share, Exercised (in dollars per share) 8.78  
Weighted Average Exercise Price per Share, Outstanding, Ending (in dollars per share) $ 7.02 $ 7.28
Options outstanding, weighted-average remaining contractual term 2 years 1 month 24 days 2 years 9 months 18 days
Options outstanding, aggregate intrinsic value $ 5,954,714 $ 8,942,541
v3.22.4
Income Taxes - Narrative (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Operating Loss Carryforwards [Line Items]      
Benefit from (provision for) income taxes $ (162,692) $ 7,197 $ 5,360
(Decrease) increase in valuation allowance (202,200) 86,500  
Interest and penalties related to uncertain tax positions, increase (decrease) 26 $ 100 $ 100
Interest and penalties accrued related to uncertain tax positions 300    
Unrecognized tax benefits that would impact the effective tax rate 11,600    
Federal      
Operating Loss Carryforwards [Line Items]      
Net operating loss carryforwards 389,000    
Tax credit carryforwards 20,900    
State      
Operating Loss Carryforwards [Line Items]      
Net operating loss carryforwards 344,000    
Tax credit carryforwards 16,100    
Foreign | Her Majesty's Revenue and Customs (HMRC)      
Operating Loss Carryforwards [Line Items]      
Net operating loss carryforwards $ 88,600    
v3.22.4
Income Taxes - Provision for Income Taxes (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Current income taxes:      
Federal $ (113) $ 0 $ 0
State (2,172) (852) (459)
Foreign (3,702) (7,449) (5,010)
Total current provision for income taxes (5,987) (8,301) (5,469)
Deferred income taxes:      
Federal 147,236 (250) (187)
State 19,995 (218) (255)
Foreign 1,448 1,572 551
Total deferred benefit from income taxes 168,679 1,104 109
Total benefit from (provision for) income taxes $ 162,692 $ (7,197) $ (5,360)
v3.22.4
Income Taxes - Income (Loss) before Benefit from (Provision) for Income Taxes (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Income Tax Disclosure [Abstract]      
United States $ 123,269 $ (6,256) $ (10,369)
Foreign (19,323) 11,995 9,508
Income (loss) before benefit from (provision for) income taxes $ 103,946 $ 5,739 $ (861)
v3.22.4
Income Taxes - Effective Income Tax Reconciliation (Details)
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Income Tax Disclosure [Abstract]      
Income tax at U.S. statutory rate 21.00% 21.00% 21.00%
State, net of federal benefit 1.60% (232.00%) (169.50%)
Foreign rate differential (1.10%) 35.50% (285.90%)
Share-based compensation 15.30% (209.00%) 2901.50%
Non-deductible expenses 1.60% 1.50% (50.30%)
Tax credits (0.70%) (28.30%) 351.60%
Acquisition related 0.00% 17.20% 0.00%
Convertible senior notes 15.00% (2435.30%) (5854.80%)
Other 1.30% 0.50% 1.20%
Change in valuation allowance (210.50%) 2954.30% 2462.70%
Total (156.50%) 125.40% (622.50%)
v3.22.4
Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Deferred tax assets:    
Accrued expenses and reserves $ 7,990 $ 6,402
Share-based compensation 10,078 8,979
Net operating loss and credits carryforwards 147,465 188,329
Property and equipment, textbooks and intangibles assets 0 1,849
Convertible senior notes 16,648 32,254
Research and experimental expenditures capitalization 37,719 0
Other items 6,777 7,221
Gross deferred tax assets 226,677 245,034
Valuation allowance (36,122) (238,317)
Total deferred tax assets 190,555 6,717
Deferred tax liabilities:    
Property and equipment, textbooks and intangibles assets (14,766) 0
Other (10,070) (7,878)
Total deferred tax liabilities (24,836) (7,878)
Net deferred tax asset (liability) $ 165,719  
Net deferred tax asset (liability)   $ (1,161)
v3.22.4
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]      
Beginning balance $ 16,805 $ 14,654 $ 10,993
Increase in tax positions for prior years 333 305 479
Decrease in tax positions for prior years (876) (952) (535)
Decrease in tax positions for prior year settlement (386) (22) (208)
Decrease in tax positions for prior years due to statutes lapsing 0 (426) (26)
Increase in tax positions for current year 1,520 3,309 3,999
Change due to translation of foreign currencies (443) (63) (48)
Ending balance $ 16,953 $ 16,805 $ 14,654
v3.22.4
Restructuring Charges - Additional Information (Details)
$ in Thousands
1 Months Ended 12 Months Ended
Sep. 30, 2021
full_time_employee
Sep. 30, 2021
part_time_employee
Dec. 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
Restructuring and Related Activities [Abstract]        
Number of positions impacted 60 100    
Restructuring charges     $ 0 $ 1,922
Payments for restructuring     $ 785 $ 1,137
v3.22.4
Restructuring Charges - Accrual For Restructuring Activity (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Restructuring Reserve [Roll Forward]    
Beginning balance $ 785 $ 0
Restructuring charges 0 1,922
Cash payments (785) (1,137)
Ending balance $ 0 $ 785
v3.22.4
Consolidated Statements of Operations Details (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Other Income and Expenses [Abstract]      
Gain/(loss) on early extinguishment of debt $ 93,519 $ (78,152) $ (4,286)
Interest income 12,431 6,700 12,783
Realized loss/(gain) on sale of investments (9,675) (178) 308
Foreign currency impact on purchase consideration 4,628 0 0
Loss on change in fair value of derivative instruments, net 0 (7,148) 0
Gain on sale of strategic equity investments 0 12,496 0
Other 126 810 (122)
Total other income (expense), net $ 101,029 $ (65,472) $ 8,683
v3.22.4
Employee Benefit Plan (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Retirement Benefits [Abstract]      
Matching contributions $ 4.4 $ 2.6 $ 2.2
v3.22.4
Segment Information - Schedule of Revenue by Product Line and Geographic Areas (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Revenue from External Customer [Line Items]      
Total net revenues $ 766,897 $ 776,265 $ 644,338
United States      
Revenue from External Customer [Line Items]      
Total net revenues 651,469 690,013  
International      
Revenue from External Customer [Line Items]      
Total net revenues 115,428 86,252  
Subscription Services      
Revenue from External Customer [Line Items]      
Total net revenues 671,968 616,817 460,612
Skills and Other      
Revenue from External Customer [Line Items]      
Total net revenues $ 94,929 $ 159,448 $ 183,726
v3.22.4
Schedule II - Valuation and Qualifying Accounts (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Accounts receivable allowance      
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward]      
Balance at Beginning of Year $ 153 $ 153 $ 56
Provision (Release) for Bad Debts 387 57 191
Net Write-offs (146) (57) (94)
Balance at End of Year 394 153 153
Refund reserve      
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward]      
Balance at Beginning of Year 1,392 1,515 554
Provision (Release) for Bad Debts 21,129 58,553 44,171
Net Write-offs (21,022) (58,676) (43,210)
Balance at End of Year $ 1,499 $ 1,392 $ 1,515
v3.22.4
Label Element Value
Accounting Standards Update [Extensible Enumeration] us-gaap_AccountingStandardsUpdateExtensibleList Accounting Standards Update 2016-13 [Member]