FUBOTV INC. /FL, 10-K filed on 2/27/2023
Annual Report
v3.22.4
Cover - USD ($)
12 Months Ended
Dec. 31, 2022
Jan. 31, 2023
Jun. 30, 2021
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 001-39590    
Entity Registrant Name fuboTV Inc. /FL    
Entity Incorporation, State or Country Code FL    
Entity Tax Identification Number 26-4330545    
Entity Address, Address Line One 1290 Avenue of the Americas    
Entity Address, City or Town New York    
Entity Address, State or Province NY    
Entity Address, Postal Zip Code 10104    
City Area Code 212    
Local Phone Number 672-0055    
Title of 12(b) Security Common Stock, par value $0.0001 per share    
Trading Symbol FUBO    
Security Exchange Name NYSE    
Entity Well-known Seasoned Issuer No    
Entity Voluntary Filers No    
Entity Current Reporting Status Yes    
Entity Interactive Data Current Yes    
Entity Filer Category Accelerated Filer    
Entity Small Business false    
Entity Emerging Growth Company false    
ICFR Auditor Attestation Flag true    
Entity Shell Company false    
Entity Public Float     $ 421,150,566
Entity Common Stock, Shares Outstanding   209,694,958  
Documents Incorporated by Reference Portions of the registrant’s definitive Proxy Statement relating to its 2023 Annual Meeting of Shareholders, to be filed with the SEC within 120 days after the end of the fiscal year ended December 31, 2022, are incorporated herein by reference in Part III.    
Entity Central Index Key 0001484769    
Document Fiscal Period Focus FY    
Document Fiscal Year Focus 2022    
Amendment Flag false    
v3.22.4
Audit Information
12 Months Ended
Dec. 31, 2022
Auditor Information [Abstract]  
Auditor Location New York, NY
Auditor Name KPMG LLP
Auditor Firm ID 185
v3.22.4
Consolidated Balance Sheets - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Current assets    
Cash and cash equivalents $ 337,087 $ 370,968
Accounts receivable, net 43,996 34,297
Prepaid sports rights 37,668 3,284
Prepaid and other current assets 13,508 13,595
Assets of discontinued operations 4,643 6,361
Total current assets 436,902 428,505
Property and equipment, net 4,975 5,114
Restricted cash 6,139 5,112
Intangible assets, net 171,832 203,561
Goodwill 618,506 619,587
Right-of-use assets 35,888 34,654
Other non-current assets 3,532 3,017
Assets of discontinued operations 0 70,228
Total assets 1,277,774 1,369,778
Current liabilities    
Accounts payable 66,952 55,767
Accrued expenses and other current liabilities 264,415 215,285
Notes payable 5,687 5,113
Deferred revenue 65,370 44,296
Warrant liabilities 0 3,548
Long-term borrowings - current portion 1,986 3,668
Current portion of lease liabilities 1,763 3,825
Liabilities of discontinued operations 32,581 5,795
Total current liabilities 438,754 337,297
Convertible notes, net of discount 394,094 316,354
Deferred income taxes 765 2,431
Lease liabilities 39,266 31,682
Other long-term liabilities 1,565 0
Liabilities of discontinued operations 0 11,133
Total liabilities 874,444 698,897
COMMITMENTS AND CONTINGENCIES (Note 16)
Redeemable non-controlling interest 1,648 0
Shareholders’ equity:    
Common stock par value $0.0001: 400,000,000 shares authorized; 209,684,548 and 153,950,895 shares issued and outstanding at December 31, 2022 and December 31, 2021, respectively 21 16
Additional paid-in capital 1,972,006 1,691,206
Accumulated deficit (1,558,088) (1,009,293)
Non-controlling interest (11,662) (11,220)
Accumulated other comprehensive income (595) 172
Total shareholders’ equity 401,682 670,881
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY $ 1,277,774 $ 1,369,778
v3.22.4
Consolidated Balance Sheets (Parenthetical) - $ / shares
Dec. 31, 2022
Dec. 31, 2021
Statement of Financial Position [Abstract]    
Common stock, par or stated value per share (in dollars per share) $ 0.0001 $ 0.0001
Common stock, authorized (in shares) 400,000,000 400,000,000
Common stock, issued (in shares) 209,684,548 153,950,895
v3.22.4
Consolidated Statements of Operations and Comprehensive Loss - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Revenues      
Total revenues $ 1,008,696 $ 638,370 $ 217,746
Operating expenses      
Subscriber related expenses 976,415 593,241 204,240
Broadcasting and transmission 73,377 55,563 29,542
Sales and marketing 183,615 135,720 63,141
Technology and development 69,264 55,418 30,189
General and administrative 81,151 89,039 77,635
Depreciation and amortization 36,731 37,666 43,972
Impairment of goodwill and intangible assets 0 0 248,926
Total operating expenses 1,420,553 966,647 697,645
Operating loss (411,857) (328,277) (479,899)
Other income (expense)      
Interest expense and financing costs (11,696) (13,451) (18,637)
Amortization of debt discount (2,476) (14,928) 0
Gain on sale of assets 0 0 7,631
Loss on extinguishment of debt 0 (380) (24,521)
Loss on deconsolidation of Nexway 0 0 (11,919)
Change in fair value of warrant liabilities (1,701) 2,659 (83,338)
Change in fair value of shares settled liability 0 0 (1,665)
Change in fair value of derivative liability 0 0 (426)
Change in fair value of profit share liability 0 0 1,971
Unrealized gain on equity method investment 0 0 2,614
Foreign currency exchange loss 0 0 (1,010)
Other income (expense) 1,019 (90) 147
Total other expense (14,854) (26,190) (129,153)
Loss from continuing operations before income taxes (426,711) (354,467) (609,052)
Income tax benefit 1,666 2,681 9,660
Net loss from continuing operations (425,045) (351,786) (599,392)
Net loss (561,919) (382,963) (599,392)
Discontinued operations      
Loss from discontinued operations before income taxes (136,874) (31,177) 0
Income tax benefit 0 0 0
Net loss from discontinued operations (136,874) (31,177) 0
Less: Net loss attributable to non-controlling interest 442 126 29,059
Net loss attributable to controlling interests (561,477) (382,837) (570,333)
Less: Deemed dividend - beneficial conversion feature on preferred stock 0 0 (171)
Net loss attributable to common shareholders (561,477) (382,837) (570,504)
Other comprehensive income (loss)      
Foreign currency translation adjustment (767) 172 0
Comprehensive loss attributable to common shareholders $ (562,244) $ (382,665) $ (570,504)
Net loss per share attributable to common shareholders      
Basic loss per share from continuing operations (in dollars per share) $ (2.33) $ (2.56) $ (12.82)
Diluted loss per share from continuing operations (in dollars per share) (2.33) (2.56) (12.82)
Basic loss per share from discontinued operations (in dollars per share) (0.75) (0.23) 0
Diluted loss per share from discontinued operations (in dollars per share) (0.75) (0.23) 0
Basic (in usd per share) (3.08) (2.78) (12.82)
Diluted (in usd per share) $ (3.08) $ (2.78) $ (12.82)
Weighted average shares outstanding:      
Basic (in shares) 182,472,069 137,498,077 44,492,975
Diluted (in shares) 182,472,069 137,498,077 44,492,975
Subscription      
Revenues      
Total revenues $ 905,886 $ 564,441 $ 184,328
Advertising      
Revenues      
Total revenues 101,739 73,749 24,904
Software licenses, net      
Revenues      
Total revenues 0 0 7,295
Other      
Revenues      
Total revenues $ 1,071 $ 180 $ 1,219
v3.22.4
Consolidated Statements of Stockholders' Equity - USD ($)
$ in Thousands
Total
Cumulative Effect, Period of Adoption, Adjustment
Preferred stock
Common Stock
Additional Paid-In Capital
Additional Paid-In Capital
Cumulative Effect, Period of Adoption, Adjustment
Treasury Stock
Accumulated Deficit
Accumulated Deficit
Cumulative Effect, Period of Adoption, Adjustment
Accumulated Other Comprehensive Loss
Non-controlling Interest -
Common stock, beginning balance (in shares) at Dec. 31, 2019       28,912,500              
Preferred stock, beginning balance (in shares) at Dec. 31, 2019     0                
Treasury stock, beginning balance (in shares) at Dec. 31, 2019             0        
Beginning balance at Dec. 31, 2019 $ 222,714   $ 0 $ 3 $ 257,002   $ 0 $ (56,123)   $ (770) $ 22,602
Issuance of common stock for cash 203,264     $ 2 203,262            
Issuance of common stock for cash (in shares)       22,664,464              
Issuance of common stock and warrants for cash 43,099     $ 2 43,097            
Issuance of common stock and warrants for cash (in shares)       9,119,066              
Issuance of common stock - subsidiary share exchange 0       2,042           (2,042)
Issuance of common stock - subsidiary share exchange (in shares)       2,753,819              
Common stock issued in connection with note payable 259       259            
Common stock issued in connection with note payable (in shares)       70,500              
Deemed dividend related to immediate accretion of redemption feature of convertible preferred stock (171)       (171)            
Accrued Series D Preferred Stock dividends (17)       (17)           0
Deconsolidation of Nexway (1,825)                 770 (2,595)
Right to receive Series AA Preferred Stock in connection with acquisition of fuboTV Merger (in shares)     32,324,362                
Right to receive Series AA Preferred Stock in connection with acquisition of fuboTV Merger 566,124   $ 566,124                
Conversion of Series AA Preferred Stock (in shares)     9,104,749 18,209,498              
Conversion of Series AA Preferred Stock 0   $ (159,459) $ 2 159,457            
Settlement of share settled liability 9,097       9,097            
Settlement of share settled liability (in shares)       900,000              
Redemption of redemption feature of convertible preferred stock 132       132            
Issuance of common stock to original owners of Facebank AG 12,395       12,395            
Issuance of common stock to original owners of Facebank AG (in shares)       1,200,000              
Exercise of common stock warrants 99,817       99,817            
Exercise of common stock warrants (in shares)       5,843,600              
Exercise of stock options 2,178       2,178            
Exercise of stock options (in shares)       1,418,532              
Reclassification of warrant liabilities 13,535       13,535            
Repurchase of common stock (in shares)             (800,000)        
Stock-based compensation 51,739       51,739            
Stock-based compensation       1,398,789              
Net loss (599,392)             (570,333)     (29,059)
Net loss attributable to non-controlling interest 29,059                    
Net loss (570,333)                    
Ending balance at Dec. 31, 2020 622,948   $ 406,665 $ 9 853,824   $ 0 (626,456)   0 (11,094)
Treasury stock, ending balance (in shares) at Dec. 31, 2020             (800,000)        
Preferred stock, ending balance (in shares) at Dec. 31, 2020     23,219,613                
Common stock, ending balance (in shares) at Dec. 31, 2020       92,490,768              
Deconsolidation of Nexway 0                    
Conversion of Series AA Preferred Stock (in shares)     23,219,613 46,439,226              
Conversion of Series AA Preferred Stock 0   $ (406,665) $ 5 406,660            
Issuance of common stock to original owners of Facebank AG 0                    
Exercise of stock options 3,013       3,013            
Exercise of stock options (in shares)       2,203,381              
Issuance of common stock in connection with Molotov acquisition 98,791     $ 1 98,790            
Issuance of common stock in connection with Molotov acquisition (in shares)       5,690,669              
Issuance of common stock in connection with Edisn acquisition 8,262       8,262            
Issuance of common stock in connection with Edisn acquisition (in shares)       287,768              
Issuance of common stock/At-the-market offering, net of offering costs 140,395     $ 1 140,394            
Issuance of common stock/At-the-market offering, net of offering costs (in shares)       5,338,607              
Exercise of warrants 19,991       19,991            
Exercise of warrants (in shares)       1,598,234              
Issuance of treasury stock in connection with acquisitions 8,538       8,538            
Issuance of treasury stock in connection with acquisitions (in shares)             800,000        
Recognition of debt discount on 2026 Convertible Notes 87,946       87,946            
Delivery of common stock underlying restricted stock units (in shares)       91,580              
Shares repurchased in connection with separation agreement 0   0 $ 0 0   $ 0 0   0 0
Shares repurchased in connection with separation agreement (in shares)       (166,599)              
Stock-based compensation 63,796   0 $ 0 63,796   0 0   0 0
Foreign currency translation adjustment 172   0 0 0   0 0   172 0
Other (8)   0 $ 0 (8)   0 0   0 0
Other (in shares)       (22,739)              
Net loss (382,963)   0 $ 0 0   0 (382,837)   0 (126)
Net loss attributable to non-controlling interest 126                    
Net loss (382,837)                    
Ending balance at Dec. 31, 2021 $ 670,881 $ (75,264) $ 0 $ 16 1,691,206 $ (87,946) $ 0 (1,009,293) $ 12,682 172 (11,220)
Treasury stock, ending balance (in shares) at Dec. 31, 2021             0        
Preferred stock, ending balance (in shares) at Dec. 31, 2021     0                
Common stock, ending balance (in shares) at Dec. 31, 2021       153,950,895              
Accounting Standards Update [Extensible Enumeration] Accounting Standards Update 2020-06 [Member]                    
Issuance of common stock for cash $ 292,155     $ 5 292,150            
Issuance of common stock for cash (in shares)       50,620,577              
Deconsolidation of Nexway 0                    
Issuance of common stock to original owners of Facebank AG 0                    
Exercise of stock options $ 829       829            
Exercise of stock options (in shares) 616,304     616,304              
Net loss $ (561,919)                    
Exercise of common stock warrants (in shares)       540,541              
Exercise of common stock warrants $ 10,249       10,249            
Delivery of common stock underlying restricted stock units (in shares)       1,956,231              
Issuance of restricted stock (in shares) 2,000,000                    
Stock-based compensation $ 65,518       65,518            
Foreign currency translation adjustment (767)                 (767)  
Net loss attributable to non-controlling interest 442                   442
Net loss (561,477)             (561,477)      
Ending balance at Dec. 31, 2022 $ 401,682   $ 0 $ 21 $ 1,972,006   $ 0 $ (1,558,088)   $ (595) $ (11,662)
Treasury stock, ending balance (in shares) at Dec. 31, 2022             0        
Preferred stock, ending balance (in shares) at Dec. 31, 2022     0                
Common stock, ending balance (in shares) at Dec. 31, 2022       209,684,548              
v3.22.4
Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Cash flows from operating activities      
Net loss $ (561,919) $ (382,963) $ (599,392)
Loss from discontinued operations, net of tax (136,874) (31,177) 0
Net loss from continuing operations (425,045) (351,786) (599,392)
Adjustments to reconcile net loss to net cash used in operating activities:      
Depreciation and amortization 36,731 37,666 43,972
Stock-based compensation 52,454 53,150 50,739
Impairment of intangible assets (excluding goodwill) 0 0 100,304
Impairment expense goodwill 0 0 148,622
Non-cash expense relating to issuance of warrants and common stock 0 0 2,209
Loss on deconsolidation of Nexway, net of cash retained by Nexway 0 0 8,564
Loss on extinguishment of debt 0 380 24,521
Common stock issued in connection with note payable 0 0 67
Gain on sale of assets 0 0 (7,631)
Amortization of debt discount 2,476 14,928 12,327
Deferred income tax benefit (1,666) (2,681) (9,660)
Change in fair value of derivative liability 0 0 426
Change in fair value of warrant liabilities 1,701 (2,659) 83,338
Change in fair value of shares settled liability 0 0 1,665
Change in fair value of profit share liability 0 0 (1,971)
Unrealized gain on investment 0 0 (2,614)
Amortization of right-of-use assets 3,078 954 681
Accrued interest on notes payable 0 0 246
Foreign currency loss 0 0 1,010
Other adjustments 1,155 583 (620)
Changes in operating assets and liabilities of business, net of acquisitions:      
Accounts receivable, net (9,778) (15,047) (12,591)
Prepaid expenses and other assets (950) (3,554) (2,141)
Prepaid sports rights (34,384) (3,284) 0
Accounts payable 12,014 8,727 (39,141)
Accrued expenses and other liabilities 50,116 64,792 40,761
Due to related parties 0 0 (665)
Deferred revenue 21,102 26,055 8,619
Lease liabilities 1,210 (120) (663)
Net cash used in operating activities - continuing operations (289,786) (171,896) (149,018)
Net cash used in operating activities - discontinued operations (26,915) (24,031) 0
Net cash used in operating activities (316,701) (195,927) (149,018)
Cash flows from investing activities      
Advance to fuboTV Pre-Merger 0 0 (10,000)
Acquisition of fuboTV’s Pre-Merger cash and cash equivalents and restricted cash 0 0 9,373
Sale of Facebank AG 0 0 (619)
Cash paid for acquisitions, net of cash acquired 0 (22,894) 0
Purchases of short term investments (100,000) 0 0
Proceeds from maturity of short term investments 100,000 0 0
Purchases of property and equipment (1,130) (3,409) (166)
Capitalization of internal use software (4,857) (4,074) (45)
Net cash used in investing activities - continuing operations (5,987) (30,377) (1,457)
Net cash used in investing activities - discontinued operations (6,436) (45,795) 0
Net cash used in investing activities (12,423) (76,172) (1,457)
Cash flows from financing activities      
Proceeds from sale of common stock and warrants, net of fees 292,123 140,446 278,883
Proceeds from convertible note, net of issuance costs 0 389,446 3,003
Repayments of convertible notes 0 0 (3,913)
Proceeds from exercise of stock options 829 3,013 2,178
Proceeds from the exercise of warrants 5,000 3,762 1,685
Proceeds from notes payable and long-term borrowings 0 0 33,649
Repayments of notes payable and long-term borrowings (1,682) (24,709) (35,400)
Proceeds from the issuance of Series D Preferred Stock 0 0 203
Redemption of Series D Preferred Stock 0 0 (883)
Repayments to related parties 0 0 (333)
Net cash provided by financing activities - continuing operations 296,270 511,958 279,072
Net cash provided by financing activities - discontinued operations 0 0 0
Net cash provided by financing activities 296,270 511,958 279,072
Net increase (decrease) in cash, cash equivalents and restricted cash (32,854) 239,859 128,597
Cash, cash equivalents and restricted cash at beginning of period 376,080 136,221 7,624
Cash, cash equivalents and restricted cash at end of period 343,226 376,080 136,221
Supplemental disclosure of cash flows information:      
Interest paid 13,786 8,017 5,372
Non cash financing and investing activities:      
Conversion of Series AA preferred stock to common stock 0 406,665 159,459
Issuance of convertible preferred stock for Merger 0 0 566,124
Reclassification of warrant liabilities to equity 0 0 13,535
Issuance of common stock to original owners of Facebank AG 0 0 12,395
Issuance of common stock in connection with acquisitions 0 107,053 0
Reclassification of the equity components of the 2026 Convertible Notes to liability upon adoption of ASU 2020-06 75,264 0 0
Reclass of shares settled liability to additional paid-in capital for issuance of common stock 0 0 9,097
Reclass of shares settled liability for intangible asset to stock-based compensation 0 0 1,000
Issuance of treasury stock in connection with acquisitions 0 8,538 0
Cashless exercise of warrants 5,249 16,480 98,132
Accrued expenses - At-the-market offering 18 51 0
Common stock issued in connection with note payable 0 0 259
Issuance of common stock - subsidiary share exchange 0 0 2,042
Deconsolidation of Nexway 0 0 1,825
Unpaid financing costs included in accounts payable 0 0 772
Accrued Series D Preferred Stock dividends 0 0 17
Deemed dividend related to immediate accretion of redemption feature of convertible preferred stock $ 0 $ 0 $ 171
v3.22.4
Organization and Nature of Business
12 Months Ended
Dec. 31, 2022
Accounting Policies [Abstract]  
Organization and Nature of Business Organization and Nature of Business
Incorporation
fuboTV Inc. (“Fubo” or the “Company”) was incorporated under the laws of the State of Florida in February 2009 under the name York Entertainment, Inc. The Company changed its name to FaceBank Group, Inc. on September 30, 2019. On August 10, 2020, the Company changed its name to fuboTV Inc. and as of May 1, 2020, the Company’s trading symbol was changed from “FBNK” to “FUBO.” The Company’s common stock was approved for listing on the New York Stock Exchange (“NYSE”) in connection with a public offering in October 2020 and commenced trading on the NYSE on October 8, 2020.
Unless the context otherwise requires, “Fubo,” “fuboTV,” “we,” “us,” “our,” and the “Company” refers to the Company and its subsidiaries on a consolidated basis.
Merger with fuboTV Inc.
On April 1, 2020, fuboTV Acquisition Corp., a Delaware corporation and our wholly-owned subsidiary (“Merger Sub”) merged with and into fuboTV Pre-Merger, whereby fuboTV Pre-Merger continued as the surviving corporation and became our wholly-owned subsidiary pursuant to the terms of the Agreement and Plan of Merger and Reorganization dated as of March 19, 2020, by and among us, Merger Sub and fuboTV Pre-Merger (the “Merger Agreement” and such transaction, the “Merger”).
Nature of Business
The Company is principally focused on offering consumers a leading live TV streaming platform for sports, news, and entertainment through its streaming platform. The Company’s revenues are almost entirely derived from the sale of subscription services and the sale of advertisements in the United States, though the Company has expanded into several international markets, with operations in Canada, Spain and France.
The Company’s subscription-based streaming services are offered to consumers who can sign-up for accounts through which the Company provides basic plans with the flexibility for consumers to purchase incremental features that include additional content or enhanced functionality (“attachments”) best suited for them. Besides the website, consumers can also sign-up via some TV-connected devices. The Fubo platform provides a broad suite of unique features and personalization tools such as multi-channel viewing capabilities, favorites lists and a dynamic recommendation engine, as well as 4K streaming and Cloud DVR offerings.
During the year ended December 31, 2021, the Company launched a business-to-consumer online sports wagering business (“Fubo Sportsbook”) in the states of Iowa and Arizona, and in the state of New Jersey during the third quarter of 2022. On October 17, 2022, the Company ceased operation of Fubo Sportsbook in connection with the dissolution of Fubo Gaming Inc. ("Fubo Gaming") (see Note 4).
v3.22.4
Liquidity, Going Concern and Management Plans
12 Months Ended
Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Liquidity, Going Concern and Management Plans Liquidity, Going Concern and Management Plans
The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business.
The Company had cash, cash equivalents, and restricted cash of $343.2 million, working capital of $26.1 million (excluding discontinued operations) and an accumulated deficit of $1,558.1 million as of December 31, 2022. The Company incurred a net loss from continuing operations of $425.0 million for the year ended December 31, 2022. Since inception, the Company’s operations have been financed primarily through the sale of equity and debt securities. The Company has incurred losses from operations and negative cash flows from operating activities since inception and expects to continue to incur substantial losses.
On February 2, 2021, the Company issued $402.5 million of convertible notes (“2026 Convertible Notes.”) The 2026 Convertible Notes bear interest from February 2, 2021, at a rate of 3.25% per annum, payable semi-annually in arrears on February 15 and August 15 of each year, beginning on August 15, 2021. The 2026 Convertible Notes will mature on February 15, 2026, unless earlier converted, redeemed, or repurchased. The net proceeds from this offering were approximately $389.4 million, after deducting a discount and offering expenses of approximately $13.1 million.
As discussed further in Note 14, during the year ended December 31, 2022, the Company received net proceeds of approximately $292.1 million (after deducting $6.6 million in commissions and expenses) from sales of 50,620,577 shares of its common stock, at a weighted average gross sales price of $5.90 per share, pursuant to at-the-market sales agreements with its sales agents.
As discussed further in Note 5, in December 2021, the Company acquired Molotov SAS (“Molotov”) for an estimated purchase price of €101.7 million (approximately $115.0 million) in a combination of €14.4 million of cash ($16.3 million) and 5.7 million shares of the Company’s common stock.
The Company believes that its current cash and cash equivalents provide it with the necessary liquidity to continue as a going concern for at least one year from the date of issuance of these financial statements.
In addition to the foregoing, the Company cannot predict the long-term impact on its development timelines, revenue levels and its liquidity due to the worldwide spread of COVID-19 and other macroeconomic factors, including inflationary cost pressures and potential recession indicators. Based upon the Company’s current assessment, it does not expect the impact of the COVID-19 pandemic and other macroeconomic factors to materially impact the Company’s operations. However, the Company is continuing to assess the impact that the spread of COVID-19 and other macroeconomic factors may have on its operations.
v3.22.4
Summary of Significant Accounting Policies
12 Months Ended
Dec. 31, 2022
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies Summary of Significant Accounting Policies
Principles of Consolidation and Basis of Presentation
The Company’s consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP” or “U.S. GAAP”). The Company’s consolidated financial statements include the accounts of the Company and the accounts of the Company’s wholly-owned subsidiaries and non-wholly owned subsidiaries where the Company has a controlling interest. All intercompany balances and transactions have been eliminated in consolidation. Unless otherwise indicated, amounts provided in these Notes pertain to continuing operations only (see Note 4 for information on discontinued operations).
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Management bases its estimates on historical experience and on various other assumptions it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could differ from those estimates. Those estimates and assumptions include allocating the fair value of purchase consideration to assets acquired and liabilities assumed in business acquisitions, useful lives of property and equipment and intangible assets, recoverability of goodwill and intangible assets, accruals for contingent liabilities, equity instruments issued in share-based payment arrangements, and accounting for income taxes, including the valuation allowance on deferred tax assets.
Segment and Reporting Unit Information
Operating segments are defined as components of an entity for which discrete financial information is available that is regularly reviewed by the Chief Operating Decision Maker (“CODM”) in deciding how to allocate resources to an individual segment and in assessing performance. The Company’s Chief Executive Officer is determined to be the CODM. As discussed in Note 1, the Company ceased operations of Fubo Sportsbook in connection with the dissolution of Fubo Gaming in October 2022. Consequently, the wagering reportable segment has been eliminated. Subsequent to the dissolution of Fubo Gaming, the CODM reviews financial information and makes resource allocation decisions at the consolidated group level. The Company has one operating segment as of December 31, 2022, the streaming business.
Cash , Cash Equivalents and Restricted Cash
The Company considers all highly liquid investments with remaining maturities at the date of purchase of three months or less to be cash equivalents, including balances held in the Company’s money market account. Restricted cash primarily represents cash on deposit with financial institutions in support of a letter of credit outstanding in favor of the Company’s landlord for office space. The restricted cash balance has been excluded from the cash balance and is classified as restricted cash on the consolidated balance sheets.
The following table provides a reconciliation of cash, cash equivalents and restricted cash within the consolidated balance sheets that sum to the total of the same on the consolidated statement of cash flows (in thousands):
December 31, 2022December 31, 2021
Cash and cash equivalents$337,087 $370,968 
Restricted cash6,139 5,112 
Total cash, cash equivalents and restricted cash$343,226 $376,080 
Certain Risks and Concentrations
Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of demand deposits, time-based deposits and accounts receivable. The Company maintains cash deposits with financial institutions that at times exceed applicable insurance limits.
The majority of the Company’s software and computer systems utilize data processing, storage capabilities and other services provided by Google Cloud Platform and Amazon Web Services, which cannot be easily switched to another cloud service provider. As such, any disruption of the Company’s interference with Google Cloud Platform and Amazon Web Services could adversely impact the Company’s operations and business.
Treasury Stock
The Company accounts for the treasury stock using the cost method, which treats it as a reduction in shareholders’ equity. During the year ended December 31, 2020, the Company repurchased 800,000 shares of its common stock at par value. In February 2021, the Company issued 623,068 shares of treasury stock in connection with the acquisition of Vigtory, Inc. and in December 2021, the Company issued the remaining 176,932 shares of treasury stock in connection with the acquisition of Edisn Inc. See Note 5 for further discussion regarding the acquisitions.
Fair Value Estimates
The carrying amounts of the Company’s financial assets and liabilities, such as cash, other assets, accounts payable and accrued payroll, approximate their fair values because of the short maturity of these instruments. The carrying amounts of notes payable and long-term borrowings approximate their fair values due to the short-term maturity and the fact that the effective interest rates on these obligations are comparable to market interest rates for instruments of similar credit risk.
Fair Value of Financial Instruments
The Company accounts for financial instruments under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 820, Fair Value Measurements. This statement defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements, ASC 820 establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three levels as follows:
Level 1 —    quoted prices (unadjusted) in active markets for identical assets or liabilities;
Level 2 —    observable inputs other than Level 1, quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, and model-derived prices whose inputs are observable or whose significant value drivers are observable; and
Level 3 —    assets and liabilities whose significant value drivers are unobservable.
Accounts Receivable, net
The Company records accounts receivable at the invoiced amount less an allowance for any potentially uncollectible accounts. The Company’s accounts receivable balance consists of amounts due from the sale of advertisements and subscription revenue. In evaluating our ability to collect outstanding receivable balances, we consider many factors, including the age of the balance, collection history, and current economic trends. Bad debts are written off after all collection efforts have ceased. Based on the Company’s current and historical collection experience, management concluded that an allowance for credit losses was not necessary as of December 31, 2022 and 2021.
No individual customer accounted for more than 10% of revenue for the year ended December 31, 2022, 2021, and 2020. As of December 31, 2022 and 2021, one customer, respectively, accounted for more than 10% of accounts receivable, respectively.
Property and Equipment, Net
Property and equipment is stated at cost, net of accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. Leasehold improvements are depreciated over the shorter of the lease term or the estimated useful life of the assets. When assets are retired or otherwise disposed of, the cost and accumulated depreciation are removed from the accounts and any resulting gain or loss is reflected in the consolidated statements of operations and comprehensive loss in the period realized. Maintenance and repairs are expensed as incurred.
Licensed Content
The Company entered into various license agreements to obtain rights to certain live sports events. Costs incurred in acquiring certain rights to live sporting events are accounted for in accordance with ASC 920, Entertainment—Broadcasters (“ASC 920”). These program rights are expensed in a manner consistent with how it expects to monetize the licensed content, which is primarily based on subscription revenue and is included in subscriber related expenses.
Cash flows for licensed content are presented within operating activities in the consolidated statements of cash flows.
Impairment Testing of Long-Lived Assets
The Company evaluates long-lived assets for impairment whenever events or changes in circumstances indicate that their net book value may not be recoverable. When such factors and circumstances exist, the Company compares the projected undiscounted future cash flows associated with the related asset or group of assets over their estimated useful lives against their respective carrying amount. Impairment, if any, is based on the excess of the carrying amount over the fair value, based on market value when available, or discounted expected cash flows, of those assets and is recorded in the period in which the determination is made.
In August 2022 the Company initiated a strategic review of Fubo Sportsbook, exploring a possible sale or partnership transaction, or possible dissolution. This represented a triggering event in that there would be a significant change in the extent and manner in which the long-lived assets of Fubo Sportsbook would be used, and there was an expectation that the assets would be sold or otherwise disposed of. The Company ceased operation of Fubo Sportsbook in connection with the dissolution of Fubo Gaming in October 2022. For the year ended December 31, 2022, the Company determined the carrying value of the asset groups, within Fubo Sportsbook, exceeded future undiscounted cash flows. The Company then calculated the fair value of the asset groups as the present value of the estimated future cash flows and determined that the carrying value exceeded the fair value in certain instances. Based on this analysis, the Company recognized an aggregate non-cash impairment charge of $76.7 million which represented substantially all of the long-lived assets of Fubo Sportsbook (see Note 4) which is recorded in loss from discontinued operations in the consolidated statement of operations and comprehensive loss.
Acquisitions and Business Combinations
The Company allocates the fair value of purchase consideration issued in business combination transactions to the tangible assets acquired, liabilities assumed, and separately identified intangible assets acquired based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities 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: (a) acquired technology, (b) trademarks and trade names, and (c) customer relationships, 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. The allocation of the purchase consideration may remain preliminary as the Company gathers additional facts about the circumstances that existed as of the acquisition date during the measurement period. The measurement period shall not exceed one year from the acquisition date. Upon the conclusion of the measurement period, any subsequent adjustments are recorded to earnings.
Exit and Disposal Costs
The Company accounts for exit or disposal activities, including termination of a line of business or restructuring, in accordance with ASC 420 , Exit or Disposal Cost Obligations. The Company defines a business restructuring as an exit or disposal activity that includes but is not limited to a program which is planned and controlled by management and materially changes either the scope of a business or the manner in which that business is conducted. Under ASC 420, a liability for a cost associated with an exit or disposal activity is measured at its fair value and recognized as incurred. Business restructuring charges may include (i) contract termination costs and (ii) other related costs associated with exit or disposal activities. Contract termination costs include costs to terminate a contract or costs that will continue to be incurred under the contract without benefit to the Company. A liability is recognized and measured at its fair value when the Company either terminates the contract or ceases using the rights conveyed by the contract. The Company estimated the fair value using a probability-weighted cash flow approach. A subsequent change resulting from a revision to either the timing or the amount of estimated cash flows is recognized as an adjustment to the liability in the period of the change. During the year ended December 31, 2022, the Company recognized liabilities in connection with the dissolution of Fubo Gaming (See Note 4), including termination of certain contracts and severance and other employee related costs.
Goodwill
The Company tests goodwill for impairment at the reporting unit level on an annual basis on October 1 for each fiscal year or more frequently if events or changes in circumstances indicate that the carrying amount of goodwill may not be recoverable. The Company assesses qualitative factors to determine whether it is more likely than not that the fair value of a single reporting unit is less than its carrying amount under Accounting Standards Update (“ASU”) No. 2017-04, Goodwill and Other (Topic 350): Simplifying the Accounting for Goodwill Impairment, issued by the FASB. If it is determined that the fair value is less than its carrying amount, the excess of the goodwill carrying amount over the implied fair value is recognized as an impairment loss.
Intangible Assets, net
The Company’s intangible assets represent definite lived intangible assets, which are being amortized on a straight-line basis over their estimated useful lives as follows:
Customer relationships2 years
Trade names
2-9 years
Software and technology
3-9 years
We capitalize qualifying development costs associated with software that is developed or obtained for internal use, provided that management with the relevant authority authorizes and commits to the funding of the project, it is probable the project will be completed and the software will be used to perform the function intended. Capitalized costs, including costs incurred for enhancements that are expected to result in additional significant functionality are capitalized and amortized on a straight-line basis over the estimated useful life, which approximates three years. Costs related to preliminary project activities and post-implementation operation activities, including training and maintenance, are expensed as incurred.
Non-Controlling Interest
Non-controlling interest as of December 31, 2022 and 2021 represents Pulse Evolution Corp. shareholders who retained an aggregate 23.4% and 23.4%, respectively, interest in that entity following the Company's acquisition of Evolution AI Corporation. Non-controlling interest is adjusted for the non-controlling interest holders’ proportionate share of the earnings or losses even if loss allocations result in a deficit non-controlling interest balance.
Warrant Liabilities
The Company accounts for common stock warrants with cash settlement features as liability instruments at fair value. This liability is subject to re-measurement at each balance sheet date until exercised, and any change in fair value is recognized in the Company’s consolidated statements of operations and comprehensive loss. The fair value of warrants classified as liabilities has been estimated using the Black-Scholes model. There were no warrant liabilities outstanding as of December 31, 2022.
Leases
The Company accounts for its leases under ASC 842, Leases. Under this guidance, arrangements meeting the definition of a lease are classified as operating or financing leases and are recorded on the consolidated balance sheets as both a right-of-use asset and lease liability, calculated by discounting fixed lease payments over the lease term at the rate implicit in the lease or the Company’s incremental borrowing rate. Lease liabilities are increased by interest and reduced by payments each period, and the right-of-use asset is amortized over the lease term. For operating leases, interest on the lease liability and the amortization of the right-of-use asset result in straight-line rent expense over the lease term.
In calculating the right-of-use asset and lease liability, the Company elects to combine lease and non-lease components. The Company excludes short-term leases having initial terms of 12 months or less, if any, from the new guidance as an accounting policy election, and recognizes rent expense on a straight-line basis over the lease term.
Revenue From Contracts With Customers
The Company recognizes revenue from contracts with customers under ASC 606, Revenue from Contracts with Customers (the “revenue standard”). The core principle of the revenue standard is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. A good or service is transferred to a customer when, or as, the customer obtains control of that good or service. The following five steps are applied to achieve that core principle:
Step 1: Identify the contract with the customer
Step 2: Identify the performance obligations in the contract
Step 3: Determine the transaction price
Step 4: Allocate the transaction price to the performance obligations in the contract
Step 5: Recognize revenue when the company satisfies a performance obligation
In 2022, the Company generated revenue from the following sources:
1.Subscriptions – The Company sells various subscription plans through its website and third-party app stores. These subscription plans provide different levels of streamed content and functionality depending on the plan selected. Subscription fees are fixed and paid in advance by credit card on primarily on a monthly basis. A subscription customer executes a contract by agreeing to the Company’s terms of service. The Company considers the subscription contract legally enforceable once the customer has accepted terms of service and the Company has received credit card authorization from the customer’s credit card company. The terms of service allow customers to terminate the subscription at any time, however, in the event of termination, no prepaid subscription fees are refundable. The Company recognizes revenue when it satisfies a performance obligation by transferring control of the promised services to the customers, which is ratably over the subscription period. Upon the customer agreeing to the Company’s terms and conditions and authorization of the credit card, the customer simultaneously receives and consumes the benefits of the streamed content ratably throughout the term of the contract. Subscription services sold through third-party app stores are recorded gross in revenue with fees to the third-party app stores recorded in subscriber related expenses in the consolidated statement of operations and comprehensive loss. Management concluded that the customers are the end user of the subscription services sold by these third-party app stores.
2.Advertising – The Company executes agreements with advertisers that want to display ads (“impressions”) within the streamed content. The Company enters into individual insertion orders (“IOs”) with advertisers, which specify the term of each ad campaign, the number of impressions to be delivered and the applicable rate to be charged. The Company invoices advertisers monthly for impressions actually delivered during the period. Each executed IO provides the terms and conditions agreed to in respect of each party’s obligations. The Company recognizes revenue at a point in time when it satisfies a performance obligation by transferring control of the promised services to the advertiser, which generally is when the advertisement has been displayed.
Subscriber Related Expenses
Subscriber related expenses consist primarily of affiliate distribution rights and other distribution costs related to content streaming. The cost of affiliate distribution rights is generally incurred on a per subscriber basis and is recognized when the related programming is distributed to subscribers. The Company has certain arrangements whereby affiliate distribution rights are paid in advance or are subject to minimum guaranteed payments. An accrual is established when actual affiliate distribution costs are expected to fall short of the minimum guaranteed amounts. To the extent actual per subscriber fees do not exceed the minimum guaranteed amounts, the Company will expense the minimum guarantee in a manner reflective of the pattern of benefit provided by these subscriber related expenses, which approximates a straight-line basis over each minimum guarantee period within the arrangement. Subscriber related expenses also include credit card and payment processing fees for subscription revenue, customer service, certain employee compensation and benefits, cloud computing, streaming, and facility costs. The Company receives advertising spots from television networks for sale to advertisers as part of the affiliate distribution agreements. Subscriber related expenses totaled $976.4 million, $593.2 million and $204.2 million for the years ended December 31, 2022, 2021 and 2020, respectively.
Broadcasting and Transmission
Broadcasting and transmission expenses are charged to operations as incurred and consist primarily of the cost to acquire a signal, transcode, store, and retransmit it to the subscriber.
Sales and Marketing
Sales and marketing expenses consist primarily of payroll and related costs, benefits, rent and utilities, stock-based compensation, agency costs, advertising campaigns and branding initiatives. All sales and marketing costs are expensed as they are incurred. Advertising expense totaled $133.2 million, $111.9 million and $48.1 million for the years ended December 31, 2022, 2021 and 2020, respectively.
Technology and Development
Technology and development expenses are charged to operations as incurred. Technology and development expenses consist primarily of payroll and related costs, benefits, rent and utilities, stock-based compensation, technical services, software expenses, and hosting expenses.
General and Administrative
General and administrative expenses consist primarily of payroll and related costs, benefits, rent and utilities, stock-based compensation, corporate insurance, office expenses, professional fees, as well as travel, meals, and entertainment costs.
Stock-Based Compensation
The Company accounts for the fair value of restricted stock units using the closing market price of its common stock on the date of the grant.
The Company accounts for share-based payment awards exchanged for services at the estimated grant date fair value of the award. Stock options issued under the Company’s long-term incentive plans are granted with an exercise price equal to no less than the market price of the Company’s stock at the date of grant and expire up to ten years from the date of grant. These options generally vest over a four- year period.
The Company estimates the fair value of stock option grants using the Black-Scholes option pricing model and the assumptions used in calculating the fair value of stock-based awards represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment.
Expected Term - The expected term of options represents the period that the Company’s stock-based awards are expected to be outstanding based on the simplified method, which is the half-life from vesting to the end of its
contractual term. The simplified method was used because the Company does not have sufficient historical exercise data to provide a reasonable basis for an estimate of expected term.
Expected Volatility – The Company historically has lacked sufficient company specific historical and implied volatility information. Therefore, it estimates its expected stock volatility based primarily on the historical volatility of a publicly traded set of peer companies with consideration of the volatility of its own traded stock price.
Risk-Free Interest Rate - The Company bases the risk-free interest rate on the implied yield available on U. S. Treasury zero-coupon issues with an equivalent remaining term.
Expected Dividend - The Company has never declared or paid any cash dividends on its common shares and does not plan to pay cash dividends in the foreseeable future, and, therefore, uses an expected dividend yield of zero in its valuation models.
The Company accounts for forfeited awards as they occur.
Income Taxes
The Company accounts for income taxes under the asset and liability method, in which deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. A valuation allowance is required to the extent any deferred tax assets may not be realizable.
ASC Topic 740, Income Taxes, (“ASC 740”), also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim period, disclosure and transition. Based on the Company’s evaluation, it has been concluded that there are no significant uncertain tax positions requiring recognition in the Company’s consolidated financial statements. The Company believes that its income tax positions and deductions would be sustained on audit and does not anticipate any adjustments that would result in material changes to its financial position.
Foreign Currency
The Company’s reporting currency is the U.S. dollar while the functional currencies of non-U.S. subsidiaries is determined based on the primary economic environment in which the subsidiary operates. The financial statements of non-U.S. subsidiaries are translated into United States dollars in accordance with ASC 830, Foreign Currency Matters, using period-end rates of exchange for assets and liabilities, and average rates of exchange for the period for revenues, costs, and expenses and historical rates for equity. Translation adjustments resulting from the process of translating the local currency financial statements into U.S. dollars are included in determining other comprehensive income (loss).
Net Loss Per Share
Basic net loss per share is computed by dividing net loss available to common shareholders by the weighted average number of common shares outstanding during the period.
The following table presents the calculation of basic and diluted net loss per share (in thousands, except per share data):
Years Ended December 31,
202220212020
Basic loss per share:
Loss from continuing operations$(425,045)$(351,786)$(599,392)
Less: net loss attributable to non-controlling interest442 126 29,059 
Less: deemed dividend on Series D Preferred Stock— — (171)
Loss from continuing operations available to common shareholders(424,603)(351,660)(570,504)
Loss from discontinued operations, net of tax(136,874)(31,177)— 
Net loss attributable to common shareholders$(561,477)$(382,837)$(570,504)
Shares used in computation:
Weighted-average common shares outstanding182,472,069 137,498,077 44,492,975 
Basic and diluted loss per share from continuing operations $(2.33)$(2.56)$(12.82)
Basic and diluted loss per share from discontinued operations $(0.75)$(0.23)$— 
Basic and diluted loss per share$(3.08)$(2.78)$(12.82)
The following common share equivalents are excluded from the calculation of weighted average common shares outstanding because their inclusion would have been anti-dilutive:
December 31,
202220212020
Warrants to purchase common stock166,670 565,544 2,535,528 
Series AA convertible preferred shares— — 46,439,226 
Stock options15,517,069 15,908,187 16,808,862 
Unvested restricted stock units14,575,629 4,685,800 — 
Convertible notes variable settlement feature6,966,078 6,966,078 — 
Total37,225,446 28,125,609 65,783,616 
Recently Adopted Accounting Standards
In August 2020, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2020-06, Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which simplifies accounting for convertible instruments by eliminating the requirement to separately account for an embedded conversion feature as an equity component in certain circumstances. A convertible debt instrument will be reported as a single liability instrument with no separate accounting for an embedded conversion feature unless separate accounting is required for an embedded conversion feature as a derivative or under the substantial premium model. The ASU simplifies the diluted earnings per share calculation by requiring that an entity use the if-converted method and that the effect of potential share settlement be included in diluted earnings per share calculations. Further, the ASU requires enhanced disclosures about convertible instruments. The ASU also removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception.
The Company adopted the ASU 2020-06 on January 1, 2022 using the modified retrospective method. Upon adoption at January 1, 2022, the Company made certain adjustments in its consolidated balance sheets as related to the 2026 Convertible Notes (see Note 11) which consists of an increase of $75.3 million in Convertible notes, net of discount, a net decrease of $87.9 million in Additional paid-in capital and a net decrease of $12.7 million in Accumulated deficit.
Additionally, from January 1, 2022, as related to the 2026 Convertible Notes, we will no longer incur non-cash interest expense for the amortization of debt discount related to the previously separated equity component.
After adoption, the Company accounts for the 2026 Convertible Notes as single liability measured at amortized cost. The Company did not elect the fair value option. The Company will apply the if-converted methodology in computing diluted earnings per share if and when profitability is achieved.
The following table summarizes the adjustments made to the Company’s consolidated balance sheet as of January 1, 2022 as a result of applying the modified retrospective method in adopting ASU 2020-06 (in thousands):
As ReportedASU 2020-06As Adjusted
December 31, 2021AdjustmentsJanuary 1, 2022
2026 Convertible Notes$316,354 $75,264 $391,618 
Additional paid-in capital$1,691,206 $(87,946)$1,603,260 
Accumulated deficit$(1,009,293)$12,682 $(996,611)
Under the modified retrospective method, the Company does not need to restate the comparative periods in transition and will continue to present financial information and disclosures for periods before January 1, 2022 in accordance with guidance under ASC 470-20, Debt: Debt with Conversion and Other Options (ASC 470-20). The adoption did not impact previously reported amounts in the Company’s consolidated statements of operations and comprehensive loss, cash flows and the basic and diluted net loss per share amounts.
In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses. The ASU sets forth a “current expected credit loss” model which requires the Company to measure all expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions, and reasonable supportable forecasts. This replaces the existing incurred loss model and is applicable to the measurement of credit losses on financial assets measured at amortized cost and applies to some off-balance sheet credit exposures. This ASU was effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years, with early adoption permitted. The Company adopted this ASU in January 2022 and the adoption did not have a material impact on the Company’s consolidated financial statements and related disclosures.
In March 2019, the FASB issued ASU 2019-02, Entertainment-Films-Other Assets-Film Costs (Subtopic 926-20) and Entertainment-Broadcasters-Intangibles-Goodwill and Other (Subtopic 920-350): Improvements to Accounting for Costs of Films and License Agreements for Program Materials, to align the accounting for production costs of an episodic television series with the accounting for production costs of films by removing the content distinction for capitalization. The amendments also require that an entity reassess estimates of the use of a film for a film in a film group and account for any changes prospectively. In addition, this guidance requires an entity to test for impairment a film or license agreement within the scope of ASC 920-350 at the film group level, when the film or license agreement is predominantly monetized with other films and/or licensed agreements. The Company adopted this ASU in January 2022, and the adoption did not have a material impact on the Company’s consolidated financial statements and related disclosures.
Recently Issued Accounting Standards
The Company continually assesses any new accounting pronouncements to determine their applicability. When it is determined that a new accounting pronouncement affects the Company’s financial reporting, the Company undertakes a study to determine the consequences of the change to its financial statements and assures that there are proper controls in place to ascertain that the Company’s financial statements properly reflect the change.
v3.22.4
Acquisitions
12 Months Ended
Dec. 31, 2022
Business Combination and Asset Acquisition [Abstract]  
Acquisitions Acquisitions
Vigtory
On February 26, 2021, the Company consummated the acquisition of Vigtory, Inc., (“Vigtory”) a sports betting and interactive gaming company, as a result of the merger of fuboBet Inc., a wholly-owned subsidiary of the Company, into Vigtory, whereby Vigtory continued as the surviving corporation (the “Vigtory Acquisition”) and its name was changed to Fubo Gaming Inc.
The purchase price of the Vigtory Acquisition was determined to be $10.3 million, including $1.7 million of Vigtory’s outstanding convertible notes and other liabilities settled by the Company on the closing date. The Vigtory Acquisition consideration does not include $26.9 million fair value of common shares issued to former employee shareholders of Vigtory subject to vesting over future service periods.
The Company accounted for the Vigtory Acquisition as a business combination under the acquisition method of accounting. As such, the purchase price was allocated to the net assets acquired with any excess recorded to goodwill. The net assets and liabilities assumed were immaterial and substantially all of the consideration was allocated to goodwill. Goodwill, which is not deductible for tax purposes, primarily represents the benefits expected to result from the assembled workforce of Vigtory. The Company allocated goodwill to its wagering segment. The results of the Vigtory Acquisition were included in the Company’s operations from February 26, 2021, until the Company ceased operation of Fubo Sportsbook in connection with the dissolution of Fubo Gaming (See Note 4).
The Company recognized $0.4 million of acquisition-related costs for the Vigtory Acquisition that were expensed as incurred during the year ended December 31, 2021. These costs are included in loss from discontinued operations in the consolidated statement of operations and comprehensive loss.
Edisn Inc.
On December 1, 2021, the Company acquired 100% of Edisn Inc. (“Edisn”), an AI-powered computer vision platform with patent-pending video recognition technologies based in Bangalore, India, for approximately $14.4 million (“Edisn Acquisition”). The consideration paid was cash of $6.1 million and 464,700 shares of the Company’s common stock with a fair value of $8.3 million as of the date of closing. The Company accounted for the Edisn Acquisition as a business combination under the acquisition method of accounting. As such, the purchase price was allocated to the net assets acquired with any excess recorded to goodwill as follows (in thousands):
Assets acquired:
Cash$373 
Prepaid and other current assets
Property and equipment, net10 
Intangible assets1,500 
Goodwill12,501 
Total assets acquired14,389 
 
Liabilities assumed: 
Deferred income taxes12 
Accrued expenses and other current liabilities25 
Total liabilities assumed37 
 
Net assets acquired$14,352 
Goodwill, which is not deductible for tax purposes, primarily represents the benefits expected to result from the assembled workforce of Edisn. The Company allocated the goodwill to its streaming reporting unit.
The Company recognized $0.7 million of acquisition-related costs for the Edisn Acquisition that were expensed as incurred during the year ended December 31, 2021. These costs were included in general and administrative expense in the consolidated statement of operations and comprehensive loss.
The estimated useful lives and fair value of the intangible assets acquired are as follows (in thousands):
Estimated
Useful Life
(in Years)
Fair Value
Software and technology7$1,500 
Total$1,500 
Molotov S.A.S
On December 6, 2021, the Company acquired approximately 98.5% of the equity interests in Molotov S.A.S (“Molotov”), a television streaming platform located in France, for €101.7 million or $115.0 million (“Molotov Acquisition”). In the first quarter of 2023, the Company acquired the remaining 1.5% of the equity interests in Molotov. The consideration paid in cash totaled €14.4 million or $16.3 million, and the issuance of 5.7 million shares of the Company’s common stock with a fair value of approximately $98.8 million. Molotov is included in the streaming segment and its contribution to revenue and operating loss during the year ended December 31, 2021 was $1.4 million and $8.1 million, respectively.
The Molotov Acquisition was accounted for using the acquisition method of accounting in accordance with ASC 805, which requires recognition of assets acquired and liabilities assumed at their respective fair values on the date of acquisition.
During the year ended December 31, 2022, the Company finalized its purchase price allocation of the assets acquired and liabilities assumed in the December 6, 2021 acquisition of Molotov based on new information obtained about facts and circumstances that existed as of the acquisition date. During the year ended December 31, 2022, the Company recorded measurement period adjustments to its acquisition date goodwill to record the non-controlling interest of $1.8 million for the remaining 1.5% of Molotov’s equity interest and adjustments to right of use assets, lease liabilities, accounts payable, and accrued expenses based on additional information obtained about conditions that existed as of the acquisition date.
The following table presents the allocation of the purchase price to the net assets acquired, inclusive of intangible assets, with the excess fair value recorded to goodwill (in thousands):
Assets acquired:
Cash$818 
Accounts receivable, net1,752 
Prepaid and other current assets6,273 
Property and equipment, net738 
Other non-current assets2,643 
Intangible assets18,429 
Goodwill127,971 
Right-of-use assets4,566 
Total assets acquired163,190 
Liabilities assumed:
Accounts payable15,724 
Accrued expenses and other current liabilities21,628 
Deferred revenue812 
Long-term borrowings - current portion3,662 
Lease liabilities4,566 
Total liabilities assumed46,392 
Redeemable non-controlling interest1,752 
Net assets acquired$115,046 
Goodwill, which is not deductible for tax purposes, primarily represents the benefits expected to result from the assembled workforce of Molotov. The Company allocated the goodwill to its streaming segment.
The Company recognized $2.7 million of acquisition-related costs for the Molotov Acquisition that were expensed as incurred during the year ended December 31, 2021. These costs were included in general and administrative expense in the consolidated statement of operations and comprehensive loss.
The estimated useful lives and fair value of the intangible assets acquired are as follows:
Estimated
Useful Life
(in Years)
Fair Value
Customer relationships2$9,271 
Tradenames2679 
Software and technology68,479 
Total$18,429 
v3.22.4
Revenue from Contracts with Customers
12 Months Ended
Dec. 31, 2022
Revenue from Contract with Customer [Abstract]  
Revenue from Contract with Customer Revenue from Contracts with Customers
Disaggregated revenue
The following table presents the Company’s revenues disaggregated into categories based on the nature of such revenues (in thousands):
Years Ended December 31,
202220212020
Subscription$905,886 $564,441 $184,328 
Advertising101,739 73,749 24,904 
Software licenses, net— — 7,295 
Other1,071 180 1,219 
Total revenues$1,008,696 $638,370 $217,746 
The following tables summarize subscription revenue and advertising revenue by region for the year ended December 31, 2022, 2021 and 2020 (in thousands):
Subscription
Years Ended December 31,
202220212020
United States and Canada (North America)$882,679 $562,991 $184,137 
Rest of world23,207 1,450 191 
Total subscription revenues$905,886 $564,441 $184,328 
Advertising
Years Ended December 31,
202220212020
United States and Canada (North America)$100,605 $73,538 $24,904 
Rest of world1,134 211 — 
Total advertising revenues$101,739 $73,749 $24,904 
Contract balances
There were no losses recognized related to any receivables arising from the Company’s contracts with customers for the year ended December 31, 2022, 2021 and 2020.
For the year ended December 31, 2022, 2021, and 2020, the Company did not recognize material bad-debt expense and there were no material contract assets recorded on the accompanying consolidated balance sheet as of December 31, 2022 and 2021.
The contract liabilities primarily relate to upfront payments and consideration received from customers for subscription services. As of December 31, 2022 and 2021, the Company’s contract liabilities totaled $65.4 million and $44.3 million, respectively, and are recorded as deferred revenue on the accompanying consolidated balance sheets.
Transaction price allocated to remaining performance obligations
The Company does not disclose the transaction price allocated to remaining performance obligations since subscription and advertising contracts have an original expected term of one year or less.
v3.22.4
Property and equipment, net
12 Months Ended
Dec. 31, 2022
Property, Plant and Equipment [Abstract]  
Property and Equipment, net Property and equipment, net
Property and equipment, net, is comprised of the following (in thousands):
Useful Lives
 (Years)
December 31, 2022December 31, 2021
Furniture and fixtures7$441 $357 
Computer equipment
3 - 5
2,922 2,764 
Leasehold improvementsTerm of lease5,136 4,405 
 8,499 7,526 
Less: Accumulated depreciation (3,524)(2,412)
Total property and equipment, net $4,975 $5,114 
Depreciation expense totaled $1.2 million, $0.7 million, and $0.4 million for the years ended December 31, 2022, 2021, and 2020 respectively.
v3.22.4
Discontinued Operations
12 Months Ended
Dec. 31, 2022
Discontinued Operations and Disposal Groups [Abstract]  
Discontinued Operations Discontinued Operations
Dissolution of Fubo Gaming
As discussed in Note 1, on October 17, 2022, the Company dissolved its wholly owned subsidiary Fubo Gaming. In connection with the dissolution of Fubo Gaming, the Company concurrently ceased operation of Fubo Sportsbook.
Net loss from Fubo Gaming's discontinued operations consists of the following for the years ended December 31, 2022 and 2021:
Years Ended December 31,
20222021
Revenues
Wagering$(759)$(20)
Total revenues(759)(20)
Operating expenses
Sales and marketing9,976 6,667 
Technology and development9,220 5,095 
General and administrative28,481 19,146 
Depreciation and amortization433 215 
Impairment of goodwill, intangible assets, and other long-lived assets, net87,365 — 
 Total operating expenses135,475 31,123 
Operating loss(136,234)(31,143)
Other income (expense)
Interest expense and financing costs(598)— 
Other income (expense) (42)(34)
Total other expense(640)(34)
Net loss(136,874)(31,177)
During the year ended December 31, 2022 the Company incurred non-cash impairment charges totaling $87.4 million primarily consisting of prepaid market access agreements, intangible assets and goodwill.
Included in the table above, during the years ended December 31, 2022 and 2021, the Company recorded $15.9 million and $10.6 million, respectively, of stock-based compensation expense.
The Company incurred certain immaterial charges in connection with the dissolution, primarily related to severance and other employee-related costs.
The carrying amounts of the major classes of assets and liabilities classified as discontinued operations as of December 31, 2022 and 2021 are as follows:
December 31,
2022
December 31,
2021
ASSETS
Current assets
Cash and cash equivalents$3,277 $3,326 
Cash reserved for users— 579
Accounts receivable, net— 11 
Prepaid and other current assets1,366 2,445 
 Total current assets 4,643 6,361 
 Property and equipment, net— 1,703 
 Intangible assets, net— 14,625 
 Goodwill— 10,682 
 Right-of-use assets— 3,101 
Other non-current assets— 40,117 
Total assets - discontinued operations$4,643 $76,589 
LIABILITIES
Current liabilities
Accounts payable$4,347 $693 
Accrued expenses and other current liabilities25,787 4,294 
Lease liabilities2,447 808 
Total current liabilities32,581 5,795 
Lease liabilities— 2,447 
Other long-term liabilities— 8,686 
Total liabilities - discontinued operations$32,581 $16,928 
As of December 31, 2022, the Company's accrued expenses and other current liabilities of its discontinued operations included $24.7 million, primarily related to contract termination costs.
FaceBank AG and Nexway – Disposition
Through its ownership in FaceBank AG, the Company had an equity investment of 62.3% in Nexway AG (“Nexway”), which it acquired beginning on August 15, 2019 and on September 16, 2019. The equity investment in Nexway was a controlling financial interest and the Company consolidated its investment in Nexway under ASC 810, Consolidation.
On March 31, 2020, the Company relinquished approximately 20% of the total Nexway shareholder votes associated with its investment, which reduced the Company’s voting interest in Nexway to 42.6% As a result of the Company’s loss of control in Nexway, the Company deconsolidated Nexway as of March 31, 2020 as it no longer had a controlling financial interest.
The deconsolidation of Nexway resulted in a loss of $11.9 million calculated as follows (in thousands):
Cash$5,776 
Accounts receivable9,831 
Inventory50 
Prepaid expenses164 
Goodwill51,168 
Property and equipment, net380 
Right-of-use assets3,594 
Total assets$70,963 
Less: 
Accounts payable34,262 
Accrued expenses15,788 
Lease liability3,594 
Deferred income taxes1,161 
Other liabilities40 
Total liabilities$54,845 
Non-controlling interest2,595 
Foreign currency translation adjustment(770)
Loss before fair value – investment in Nexway14,293 
Less: fair value of shares owned by the Company2,374 
Loss on deconsolidation of Nexway$11,919 
During the third quarter ended September 30, 2020, the Company sold 100% of its ownership interest in Facebank AG and its remaining investment in Nexway to the former owners and recognized a gain on sale of its investment of $7.6 million, which is included as a gain on the sale of assets, a component of other income (expense) on the accompanying consolidated statement of operations and comprehensive loss.
The following table represents the net carrying value of the Company’s investment in Facebank AG and Nexway and the related gain on sale of its investment (in thousands):
Investment in Nexway$4,989 
Financial assets at fair value1,965 
Goodwill28,541 
Total assets35,495 
Loan payable56,140 
Net carrying amount(20,645)
Issuance of common stock to original owners of Facebank AG12,395 
Cash paid to former owners of Facebank AG619 
Gain on sale of investment in Facebank AG$(7,631)
v3.22.4
Intangible Assets and Goodwill
12 Months Ended
Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]  
Intangible Assets and Goodwill Intangible Assets and Goodwill
Intangible Assets
The table below summarizes the Company’s intangible assets at December 31, 2022 and 2021 (in thousands):
Useful
 Lives
(Years)
Weighted Average Remaining
 Life (Years)
December 31, 2022
Intangible AssetsAccumulated AmortizationNet Balance
Customer relationships21.2$32,433 $(28,421)$4,012 
Trade names
2-9
6.238,837 (12,018)26,819 
Software and technology
3-9
5.8200,222 (59,221)141,001 
Total$271,492 $(99,660)$171,832 
Useful
 Lives
(Years)
Weighted Average Remaining
 Life (Years)
December 31, 2021
Intangible AssetsAccumulated Amortization Net Balance
Customer relationships22.2$32,965 $(21,105)$11,860 
Tradenames
2-9
7.238,876 (7,455)31,421 
Software and technology
3-9
8.7195,852 (35,572)160,280 
Total$267,693 $(64,132)$203,561 
The intangible assets are being amortized over their respective original useful lives, which range from two to nine years. The Company recorded amortization expense of $35.5 million, $36.9 million, and $43.6 million for the years ended December 31, 2022, 2021 and 2020 including amortization related to impaired intangible assets as described below.
The Company performed a valuation of its intangible assets of the Facebank reporting unit as of September 30, 2020. The Company determined that the carrying value of the intangible assets exceeded their fair value and recorded an impairment charge of $100.3 million during the year ended December 31, 2020.
The estimated future amortization expense associated with intangible assets is as follows (in thousands):
Future Amortization
202335,775 
202430,283 
202525,729 
202624,651 
202724,651 
Thereafter30,743 
Total$171,832 
Goodwill
The following table is a summary of the changes to goodwill for the years ended December 31, 2022 and 2021 (in thousands):
December 31,
20222021
Beginning balance$619,587 $478,406 
Molotov acquisition(497)128,468 
Edisn acquisition— 12,501 
Foreign currency translation(584)212 
Ending balance$618,506 $619,587 
The Company performed its annual test for goodwill impairment for the streaming reporting unit as of October 1, 2022. Based on a qualitative analysis, it was determined that it was more likely than not that goodwill was not impaired. Since October 1, 2022, the Company experienced sustained decreases in its stock price and market capitalization. As a result, the Company conducted an impairment test of its goodwill and long-lived assets as of December 31, 2022. The Company estimated the fair value by weighting results from a market approach and an income approach. Significant assumptions inherent in the valuation methodologies included, but are not limited to, prospective financial information (including revenue growth and subscriber related expenses), a long-term growth rate, discount rate, and comparable multiples from publicly-traded companies in the same industry. The results of the impairment test showed that the fair value of the streaming reporting unit was in excess of its carrying value. Therefore, it was determined that goodwill is not impaired.
The process of determining the fair value of a reporting unit is highly subjective and involves the use of significant estimates and assumptions. The Company’s December 31, 2022 goodwill impairment test reflected an allocation of 50% and 50% between income and market-based approaches, respectively. The income-based approach also takes into account the future growth and profitability expectations. Significant inputs into the valuation models included the control premium, discount rate, and revenue market multiples as follows:
December 31, 2022
Control premium35%
Discount rate31%
Revenue multiples
0.34x - 0.52x
For the year ended December 31, 2020, we recorded an impairment charge of $148.1 million related to the historical Facebank reporting unit
v3.22.4
Accounts Payable, Accrued Expenses and Other Long-Term Liabilities
12 Months Ended
Dec. 31, 2022
Payables and Accruals [Abstract]  
Accounts Payable and Accrued Liabilities Disclosure Accounts Payable, Accrued Expenses and Other Long-Term Liabilities
Accounts payable, accrued expenses and other long-term liabilities are presented below (in thousands):
December 31, 2022December 31, 2021
Affiliate fees$218,367 $177,692 
Broadcasting and transmission15,732 15,179 
Selling and marketing26,907 17,248 
Accrued compensation9,838 11,080 
Legal and professional fees3,712 6,235 
Sales tax37,934 27,310 
Accrued interest4,773 5,057 
Subscriber related3,101 3,601 
Shares settled liability2,860 — 
Other9,708 7,650 
Total$332,932 $271,052 
v3.22.4
Income Taxes
12 Months Ended
Dec. 31, 2022
Income Tax Disclosure [Abstract]  
Income Taxes Income Taxes
The loss before income taxes on continuing operations includes the following components (in thousands):
For the Years Ended December 31,
202220212020
United States$399,941 $346,244 $608,950 
International26,770 8,223 102 
Loss before income taxes$426,711 $354,467 $609,052 
The benefit of income taxes on continuing operations for the years ended December 31, 2022, 2021 and 2020 consist of the following (in thousands):
December 31,
202220212020
U.S. Federal
Current$— $— $— 
Deferred1,351 2,082 7,930 
State and local
Current— — — 
Deferred315 599 1,730 
Foreign
Current
Deferred
Valuation allowance— — — 
Income tax benefit$1,666 $2,681 $9,660 
A reconciliation of the statutory federal rate on continuing operations to the Company’s effective tax rate on continuing operations is as follows:
December 31,
202220212020
Federal rate21.00 %21.00 %21.00 %
State income taxes, net of federal benefit0.07 0.17 0.28 
Nexway activity and deconsolidation— — (0.40)
Incentive stock options(0.67)(2.25)(0.38)
Change in fair value of derivative, warrant liability, and gain on extinguishment of convertible notes(0.08)0.16 (3.42)
Amortization of debt discount(0.67)— — 
Foreign rate differential0.34 0.13 — 
Goodwill impairment— — (5.10)
Change in valuation allowance(18.94)(18.99)(10.27)
Other(0.66)0.54 (0.12)
Income tax benefit0.39 %0.76 %1.59 %
The components of our deferred tax assets are as follows (in thousands):
December 31,
20222021
Deferred tax assets:
Net operating losses$324,256 $234,542 
Accruals and deferrals11,032 7,812 
Stock based compensation10,225 10,280 
Interest expense limitation13,959 11,945 
Leasing assets9,125 8,881 
Other49 27 
Total deferred tax assets368,646 273,487 
Less: Valuation allowance(322,989)(219,609)
Net deferred tax assets$45,657 $53,878 
  
Deferred tax liabilities:  
Intangible assets$38,929 $47,503 
Property and equipment7,391 8,651 
Other102 155 
Total deferred tax liabilities$46,422 $56,309 
  
Net deferred tax liabilities$765 $2,431 
The Company regularly evaluates the realizability of its deferred tax assets and establishes a valuation allowance if it is more likely than not that some or all the deferred tax assets will not be realized. In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, loss carryback and tax-planning strategies. Generally, more weight is given to objectively verifiable evidence, such as the cumulative loss in recent years, as a significant piece of negative evidence to overcome. At December 31, 2022 and 2021, the Company continued to maintain that the realization of its deferred tax assets has not achieved a more likely than not threshold therefore, net deferred tax assets have been offset by a valuation allowance. The valuation allowance increased by $103.4 million and $116.7 million in the years ended December 31, 2022 and December 31, 2021, respectively.
As of December 31, 2022, the Company had federal net operating loss carryforwards of $1,207.3 million. The federal net operating loss carryforwards of $88.1 million generated before January 1, 2018 will begin to expire in 2033, and $1,119.3 million will carryforward indefinitely but are subject to the 80% taxable income limitation.
As of December 31, 2022, the Company had state net operating loss carryforwards of $475.0 million. The state net operating loss carryforward of $462.7 million will begin to expire in 2033 and $12.3 million will carryforward indefinitely but are subject to the 80% taxable income limitation.
As of December 31, 2022, the Company had foreign net operating loss carryforwards of $162.5 million. With the exception of the loss carryforwards attributable to the Company’s Indian subsidiary which may be carried for eight years, the foreign net operating loss carryforwards will carryforward indefinitely but are subject to a limitation on the amount that can be used to offset taxable income in a given year.
Utilization of the NOL carryforwards may be subject to a substantial annual limitation due to ownership change limitations that may have occurred or that could occur in the future, as required by the Internal Revenue Code, as well as similar state provisions. In general, an “ownership change” as defined by Code Sections 382 and 383, results from a transaction or series of transactions over a three-year period resulting in an ownership change of more than 50 percentage points of the outstanding stock of a company by certain shareholders or public groups. Since the Company’s formation, the Company has raised capital through the issuance of capital stock on several occasions which, combined with the purchasing shareholders’ subsequent disposition of those shares have resulted in such an ownership change and could result in an ownership change in the future upon subsequent disposition.
The Company conducted an analysis of our stock ownership under Internal Revenue Code Section 382 and 383. The net operating loss carryforwards are subject to annual limitations as a result of the ownership changes in 2015, 2016, 2020 and 2021. Approximately $1.1 million of the net operating loss carryforwards are expected to expire before the utilization.
The Company follows the provisions of FASB Accounting Standards Codification (ASC 740-10), Accounting for Uncertainty in Income Taxes. ASC 740-10 prescribes a comprehensive model for the recognition, measurement, presentation and disclosure in financial statements of uncertain tax positions that have been taken or expected to be taken on an income tax return. No liability related to uncertain tax positions was required to be recorded in the financial statements as of December 31, 2022 and 2021.
The Company’s policy is to recognize interest and penalties accrued on uncertain income tax positions in income tax expense in the Company’s consolidated statements of operations and comprehensive loss. The Company had not incurred any material tax interest or penalties as of December 31, 2022 and 2021. The Company does not anticipate any significant change within 12 months of this reporting date of its uncertain tax positions.
The Company is subject to taxation in the United States and various state jurisdictions, France, Spain and India. The Company had been delinquent in filings since December 31, 2014. During 2021, the Company filed all past due income tax returns There are no ongoing examinations by taxing authorities at this time. The Company’s tax years 2013 through 2022 will remain open for examination by the federal and state authorities for three and four years, respectively, from the date of utilization of any net operating loss credits. The Company’s 2019 to 2022 tax years will remain open for examination by the Spain tax authority for four years starting from the day following the date of termination of the voluntary tax filing period. The Company’s 2020 - 2022 tax years remain open for examination in France. The Company's 2021-2022 tax years are open for examination by the Indian tax authority.
v3.22.4
Notes Payable, Long-Term Borrowing, and Convertible Notes
12 Months Ended
Dec. 31, 2022
Notes Payable Long-term Borrowing And Convertible Notes  
Notes payable, long-term borrowing, and convertible notes Notes Payable, Long-Term Borrowing, and Convertible Notes
Notes payable, long-term borrowings, and convertible notes as of December 31, 2022 consist of the following (in thousands):
NoteStated Interest Rate Principal BalanceCapitalized InterestDebt Discount December 31, 2022
2026 Convertible Notes3.25 %$402,500 $— $(8,406)$394,094 
Note payable10.0 %2,700 2,950 — 5,650 
BPi France2.25 %1,986 — — 1,986 
Other4.0 %30 — 37 
$407,216 $2,957 $(8,406)$ $401,767 
Notes payable and long-term borrowings as of December 31, 2021 consist of the following (in thousands):
NoteStated Interest Rate Principal BalanceCapitalized InterestDebt Discount December 31, 2021
2026 Convertible Notes3.25 %$402,500 $— $(86,146)$316,354 
Note payable10.0 %2,700 2,377 — 5,077 
BPi France2.25 %2,422 — — 2,422 
Societe Generale0.25 %1,246 — — 1,246 
Other4.0 %30 — 36 
$408,898 $2,383 $(86,146)$325,135 
2026 Convertible Notes
As disclosed in Note 2, the Company issued $402.5 million of convertible notes (“2026 Convertible Notes”) dated February 2, 2021.
The initial equivalent conversion price of the 2026 Convertible Notes was $57.78 per share of the Company’s common stock. Holders may convert their 2026 Convertible Notes on or after November 15, 2025, until the close of business on the second business day preceding the maturity date or prior to November 15, 2025 under certain circumstances including:
i.during any calendar quarter (and only during such calendar quarter) commencing after the calendar quarter ended on March 31, 2021, if the last reported sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day;
ii.during the five-business day period after any five consecutive trading day period in which the trading price for each trading day of such five consecutive trading day period was less than 98% of the product of the last reported sale price of the Company’s common stock and the conversion rate on each such trading day;
iii.if the Company calls any or all of the 2026 Convertible Notes for redemption, at any time prior to the close of business on the second scheduled trading day immediately preceding the redemption date; or
iv.upon the occurrence of specified corporate events.
The Company may also redeem all or any portion of the 2026 Convertible Notes after February 20, 2024 if the last reported sale price of the Company’s common stock has been at least 130% of the conversion price then in effect for at least 20 trading days during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the 2026 Convertible Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. Upon conversion, the Company can elect to deliver cash or shares or a combination of cash or shares.
The Company accounted for the 2026 Convertible Notes using a cash conversion model. In accordance with ASC 470-20, the Company used an effective interest rate of 8.67% to estimate the fair value of the debt instrument, excluding the equity conversion feature, and recognized a debt discount of $90.9 million (representing the difference between the fair value and the net proceeds) with a corresponding increase to additional paid in capital. The underwriting discount and offering expenses totaling $13.1 million were allocated between the debt and equity issuance costs in proportion to the allocation of the liability and equity components of the 2026 Convertible Notes. Accordingly, equity issuance costs of $3.0 million were recorded as an offset to additional paid-in capital and total debt issuance costs of $10.1 million were recorded on the issuance date and are reflected in the consolidated balance sheet as a direct deduction from the carrying value of the associated debt liability. The debt discount and debt issuance costs are being amortized through February 15, 2026, as amortization of debt discount on the accompanying consolidated statement of operations and comprehensive loss.
During the year ended December 31, 2022, the Company paid $13.4 million of interest expense in connection with the 2026 Convertible Notes and recorded amortization expense of $2.5 million included in amortization of debt discount in the consolidated statements of operations and comprehensive loss.
As of December 31, 2022, the net carrying value of the 2026 Convertible Notes was $394.1 million, with unamortized debt discount and issuance costs of $8.4 million. The estimated fair value (Level 2) of the 2026 Convertible Notes was $183.1 million.
Senior Secured Loan
In April 2018, fuboTV Pre-Merger entered into a senior secured term loan with AMC Networks Ventures, LLC (the “Term Loan”) with a principal amount of $25.0 million, bearing interest equal to LIBOR (London Interbank Offered Rate) plus 5.25% per annum and with scheduled principal payments beginning in 2021. The Company made principal repayments of $20.0 million during the year ended December 31, 2021. The Term Loan was repaid in full on May 7, 2021.
Note payable
The Company has recognized, through the consolidation of its subsidiary Evolution AI Corporation (“EAI”), a $2.7 million note payable bearing interest at the rate of 10.0% per annum that was due on October 1, 2018 (“CAM Digital Note”). The cumulative accrued interest on the CAM Digital Note amounts to $2.7 million. The CAM Digital Note is currently in a default condition due to non-payment of principal and interest. The outstanding balance as of December 31, 2022, including interest and penalties, is $5.7 million and is included in notes payable on the accompanying consolidated balance sheet.
Paycheck Protection Program Loan
On April 21, 2020, the Company entered into a Promissory Note (the “PPP Note”) with JPMorgan Chase Bank, N.A. as the lender (the “Lender”), pursuant to which the Lender agreed to make a loan to the Company under the Paycheck Protection Program (the “PPP Loan”) offered by the U.S. Small Business Administration in a principal amount of $4.7 million pursuant to Title 1 of the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”).
The PPP Loan proceeds were utilized for payroll costs, including salaries, commissions, and similar compensation, group health care benefits, paid leaves, rent, utilities, and interest on certain other outstanding debt.
The Company repaid the outstanding balance of $4.7 million on February 26, 2021.
Other
The Company assumed, through the consolidation of its subsidiary EAI, a $30,000 note payable due to a relative of the former Chief Executive Officer, John Textor bearing interest at the rate of 4.0% per annum. As of December 31, 2022, the principal balance and accrued interest totaled approximately $37,000.
The Company assumed through the acquisition of Molotov, $3.7 million in notes bearing interest rates between 0.25% - 2.25% per annum. During the year ended December 31, 2022, the Company repaid principal and interest of approximately $1.7 million. As of December 31, 2022, the principal balance totaled approximately $2.0 million and is included in long-term borrowings-current portion on the accompanying consolidated balance sheet.
v3.22.4
Segments
12 Months Ended
Dec. 31, 2022
Segment Reporting [Abstract]  
Segments Segments
Prior to the third quarter of 2021, the Company operated its business and reported its results through a single reportable segment. As a result of the launch of Fubo Sportsbook, the Company began to operate its business and report its results through two operating and reportable segments: streaming and wagering. During the fourth quarter of 2022, the Company ceased operation of its wagering segment and Fubo Sportsbook in connection with the dissolution of Fubo Gaming which is reported as a discontinued operation for all period presented (See Note 4). As a result, the Company will begin to report its results through a single reportable segment effective in the fourth quarter of 2022.
The following tables set forth our financial performance by geographical location:
December 31,
20222021
Total long-lived assets - United States197,673 224,672 
Total long-lived assets - Rest of world15,022 18,657 
December 31,
202220212020
United States$972,220 $634,065 $217,555 
Rest of world36,476 4,305 191 
Total Revenue$1,008,696 $638,370 $217,746 
v3.22.4
Fair Value Measurements
12 Months Ended
Dec. 31, 2022
Fair Value Disclosures [Abstract]  
Fair Value Measurements Fair Value Measurements
Certain of the Company’s warrants are classified as liabilities and measured at fair value on the issuance date, with changes in fair value recognized as other income (expense) in the consolidated statements of operations and comprehensive loss.
The following table classifies the Company’s assets and liabilities measured at fair value on a recurring basis into the fair value hierarchy as of December 31, 2022 and 2021 (in thousands):
Fair valued measured at December 31, 2022
Quoted
prices in
active
markets
(Level 1)
Significant
other
observable
inputs
(Level 2)
Significant
unobservable
inputs
(Level 3)
Total
Financial assets at fair value:
Cash and cash equivalents
Money market securities$50,010 $— $— $50,010 
Total financial assets at fair value$50,010 $— $— $50,010 

Fair valued measured at December 31, 2021
Quoted
prices in
active
markets
(Level 1)
Significant
other
observable
inputs
(Level 2)
Significant
unobservable
inputs
(Level 3)
Total
Financial liabilities at fair value:
Warrant liabilities$— $— $3,548 $3,548 
Total financial liabilities at fair value$— $— $3,548 $3,548 
Derivative Financial Instruments
The following table presents changes in Level 3 liabilities measured at fair value (in thousands) for the years ended December 31, 2022, 2021 and 2020. Unobservable inputs were used to determine the fair value of positions that the Company has classified within the Level 3 category.
 Derivative - Convertible Notes Profits Interests Sold Embedded Put Option Warrant
 liabilities
Fair value at December 31, 2019
$1,203 $1,971 $376 $24 
Change in fair value(206)(1,971)(220)83,338 
Additions3,583 — 172 50,743 
Redemption(4,580)— (328)(97,884)
Reclassification of warrant liabilities— — — (13,535)
Fair value at December 31, 2020   22,686 
Change in fair value— — — (2,659)
Redemption— — — (16,479)
Fair value at December 31, 2021   3,548 
Change in fair value— — — 1,701 
Redemption— — — (5,249)
Fair value at December 31, 2022$ $ $ $ 
The Company used a Black-Scholes model to estimate the fair value of the warrant liabilities at December 31, 2021 using the following inputs:
December 31, 2021
Fair value of underlying common shares$15.52 
Exercise price$9.25 
Expected dividend yield— %
Expected volatility
50.9% - 52.8%
Weighted average expected volatility52.7 %
Risk free interest rate
0.06% - 0.06%
Weighted average risk-free interest rate0.06 %
Expected term (years)
0.14 - 0.15
Weighted average expected term (years)0.14
v3.22.4
Shareholders’ Equity
12 Months Ended
Dec. 31, 2022
Equity [Abstract]  
Shareholders’ Equity Shareholders’ Equity
Authorized Share Capital
The Company amended its articles of incorporation on January 9, 2019 to increase the authorized share capital to 400 million shares of common stock.
Preferred Stock Designations
On March 20, 2020, in connection with the Merger, FaceBank Pre-Merger filed an amendment to its Articles of Incorporation to designate 35,800,000 of its authorized preferred stock as “Series AA Convertible Preferred Stock” pursuant to a Certificate of Designation of Series AA Convertible Preferred Stock (the “Series AA Preferred Stock Certificate of Designation”). The Series AA Convertible Preferred Stock (the “Series AA Preferred Stock”) has no liquidation preference. The Series AA Preferred Stock is entitled to receive dividends and other distributions as and when paid on the Common Stock on an as converted basis. Each share of Series AA Preferred Stock is initially convertible into two shares of Common Stock, subject to adjustment as provided in the Series AA Preferred Stock Certificate of Designation and shall only be convertible immediately following the sale of such shares on an arms’-length basis either pursuant to an exemption from registration under Rule 144 promulgated under the Securities Act or pursuant to an effective registration statement under the Securities Act. Each share of Series AA Preferred Stock shall have 0.8 votes per share (the “Voting Rate”) on any matter submitted to the holders of the Common Stock for a vote and shall vote together with the Common Stock on such matters for as long as the Series AA Preferred Stock is outstanding. The Voting Rate shall be subject to adjustment in the event of stock splits, stock combinations, recapitalizations, reclassifications, extraordinary distributions and similar events. As of December 31, 2022 and 2021, there were no shares of Series AA Preferred Stock outstanding.
Common Stock Activity
At-the-Market Sales Agreements
2021 ATM Offering
On August 13, 2021, the Company entered into an at-the-market sales agreement (the "2021 Sales Agreement") with Evercore Group L.L.C., Needham & Company, LLC and Oppenheimer & Co. Inc., as sales agents (each, a “prior manager” and together, the “prior managers”), pursuant to which the Company, from time to time, sold shares of its common stock having an aggregate offering price of up to $500.0 million through the prior managers. The Company paid the prior managers a commission of up to 3.0% of the aggregate gross proceeds the Company received from all sales of the Company’s common stock under the 2021 ATM Offering. Effective August 4, 2022, the Company terminated the 2021 ATM Offering.
During the year ended December 31, 2021, the Company received net proceeds of $140.4 million (after deducting $3.5 million in commissions and expenses) from sales of 5,338,607 shares of its common stock, at a weighted average gross sales price of $26.96 per share pursuant to the 2021 Sales Agreement.
2022 ATM Offering
On August 4, 2022, the Company entered into an at-the market sales agreement (the "2022 Sales Agreement," and, together with the 2021 Sales Agreement, the "ATM Sales Agreements") with Evercore Group L.L.C., Citigroup Global Markets Inc., Morgan Stanley & Co. LLC and Needham & Company, LLC, as sales agents (each, a “manager” and together, the “managers”) pursuant to which the Company may, from time to time, sell shares of its common stock, having an aggregate offering price of up to $350.0 million through the managers (the “2022 ATM Offering”).
Upon delivery of a placement notice and subject to the terms and conditions of the 2022 Sales Agreement, the managers may sell the shares by methods deemed to be an “at-the-market” offering as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended. Subject to the terms and conditions of the 2022 Sales Agreement, each manager will use commercially reasonable efforts consistent with its normal trading and sales practices to sell the shares from time to time, based upon the Company’s instructions. The Company will pay the managers a commission for their services in acting as agents in the sale of common stock at a commission rate of up to 3.0% of the gross sales price of the shares of the Company’s common stock sold through them pursuant to the 2022 Sales Agreement. The Company is not obligated to, and cannot provide any assurances that it will, make any sales of the shares under the 2022 Sales Agreement. The offering of shares of common stock pursuant to the 2022 Sales Agreement will terminate upon the earlier of (i) the sale of all common stock subject to the 2022 Sales Agreement or (ii) termination of the 2022 Sales Agreement in accordance with its terms.
During the year ended December 31, 2022, the Company received net proceeds of approximately $292.1 million (after deducting $6.6 million in commissions and expenses) from sales of 50,620,577 shares of its common stock, at a weighted average gross sales price of $5.90 per share pursuant to the ATM Sales Agreements. As of December 31, 2022, there was $275.9 million of common stock remaining available for sale under the 2022 Sales Agreement.
Year ended December 31, 2022
Framework Agreement with MEP FTV
On August 2, 2022 (the "MEP Effective Date"), Fubo Studios Inc. (formerly known as Fubo Entertainment Inc.), a subsidiary of the Company, entered into a binding framework agreement (the “MEP Framework Agreement”) with MEP FTV Holdings, LLC (“MEP FTV”) and Maximum Effort Productions, Inc. (“MEP” and, together with MEP FTV, “Maximum Effort”), memorializing the parties’ collaboration on a forthcoming Maximum Effort linear channel and original programming for launch on Fubo. Maximum Effort is a premiere entertainment production company led by Ryan Reynolds and George Dewey. Pursuant to the MEP Framework Agreement, the Company and Maximum Effort desire to work together to (1) develop scripted and unscripted television programs intended for initial distribution on Fubo’s platform (the “MEP Projects”) and (2) create a new television channel with unique content, features and functionality (the “MEP Network”).
In connection with the MEP Framework Agreement, as consideration for Maximum Effort’s participation in the collaboration, the Company entered into a Restricted Stock Award Agreement dated August 12, 2022 (the “MEP RSA Agreement”) pursuant to which it has agreed to issue to MEP FTV (i) 2,000,000 shares of restricted common stock, of the Company, within 10 business days after the MEP Effective Date; (ii) a number of shares of common stock determined by dividing $10.0 million by the 30-day volume weighted average closing price of common stock for the 30 trading days preceding the first anniversary of the MEP Effective Date, within 10 business days after the first anniversary of the MEP Effective Date; and (iii) a number of shares of common stock determined by dividing $10.0 million by the 30-day volume weighted average closing price of common stock for the 30 trading days preceding the second anniversary of the MEP Effective Date, within 10 business days after the second anniversary of the MEP Effective Date (collectively, the “MEP Shares”). The MEP Shares will be subject to transfer restrictions until various time- and performance-based milestones are met, and, during this restricted period, will be subject to potential forfeiture if the MEP Framework Agreement is terminated under certain conditions. The parties agreed that 80% of the equity grant shall be allocated as consideration for the MEP Projects and 20% of the equity grant shall be allocated as consideration for the MEP Network.
Because shares of the Company’s common stock will be issued as consideration for the MEP Framework Agreement, the Company accounted for the MEP RSA Agreement pursuant to the non-employee guidance in ASC 718, Compensation - Stock Compensation.
Warrants
Pursuant to the MEP Framework Agreement, on August 12, 2022, the Company issued MEP FTV a warrant to acquire 166,667 shares of the Company’s common stock with an exercise price of $15.00 per share. The warrant is exercisable on or prior to August 2, 2032, provided that the price per share of the Company’s common stock equals or exceeds a 30-trading day volume weighted average closing price of $30.00 at any time prior to third anniversary of the grant date. The fair value of the warrant was measured on August 12, 2022, using the Monte Carlo valuation model, and the fair value totaled approximately $0.4 million. The derived service period was determined to be 1.7 years. As of December 31, 2022, the unrecognized stock-based compensation totaled $0.3 million.A summary of the Company’s outstanding warrants as of December 31, 2022, are presented below (in thousands, except share and per share amounts):
Number of Warrants Weighted Average
 Exercise Price
Total
Intrinsic
Value
Weighted
Average
Remaining
Contractual Life
(in years)
Outstanding as of December 31, 2021
565,544 $9.96 $3,546 0.1
Granted166,667 $15.00 $— 9.8
Exercised(540,541)$9.25 $— 0
Expired(25,000)$9.25 $— 0
Outstanding and exercisable as of December 31, 2022
166,670 $17.40 $— 9.6
The Company estimated the fair value of the warrants granted during the year ended December 31, 2022 using the Monte Carlo valuation model as follows:
December 31, 2022
Dividend yield
Expected price volatility107.0%
Risk free interest rate2.8%
Expected term (years)10.0
Year ended December 31, 2021
In January and February 2021, 9,807,367 shares of Series AA Preferred Stock converted into 19,614,734 shares of common stock. On March 1, 2021, we consummated an offer to exchange the remaining outstanding shares of Series AA Preferred Stock for two shares of our common stock per share of Series AA Preferred Stock (the “Exchange Offer”). As a result of the Exchange Offer, 13,412,246 shares of Series AA Preferred Stock, representing 100% of the outstanding shares of Series AA Preferred Stock, were exchanged for 26,824,492 shares of our common stock.
During the year ended December 31, 2021, the Company issued 5,978,437 shares of its common stock and 800,000 shares of treasury stock in connection with acquisitions.
During the year ended December 31, 2021, the Company retired 166,599 shares of its restricted common stock in connection with a separation agreement with one of its executives.
During the year ended December 31, 2021, the Company issued 1,598,234 shares of its common stock in connection with the exercise of 1,962,841 warrants.
During the year ended December 31, 2021, 1,980,419 options to purchase shares of the Company’s common stock were exercised for cash of $3.0 million.
Year ended December 31, 2020
During the year ended December 31, 2020, the Company issued 5,843,600 shares of its common stock with a fair value of approximately $27.3 million for the exercise of 7,003,005 common stock warrants and received cash of $1.7 million.
During the year ended December 31, 2020 the Company issued 1,398,789 shares of its common stock for consulting and other services rendered.
During the year ended December 31, 2020, the Company received net proceeds of approximately 203,262 through the issuance of 22,664,464 shares of its common stock in connection with private placement transactions and a public offering.
During the year ended December 31, 2020, the Company entered into purchase agreements pursuant to which the Company sold an aggregate of 9,119,066 shares of its common stock and issued warrants to the investors covering a total of 5,039,108 shares of the Company's common stock.
During the year ended December 31, 2020, the Company issued 70,500 shares of its common stock with a fair value of approximately $0.3 million in connection with the issuance of convertible notes.
During the year ended December 31, 2020, the Company issued 18,209,498 shares of its common stock in exchange for 9,104,749 shares of the Company’s Series AA Preferred Stock.
During the year ended December 31, 2020, the Company issued 900,000 shares of its common stock with a fair value of approximately $9.1 million or $10.00 per share in connection with a note purchase agreement with FB Loan.
During the year ended December 31, 2020, the Company issued 2,753,819 shares of its common stock in exchange for 17,950,055 shares of its subsidiary Pulse Evolution Corp., respectively.
During the year ended December 31, 2020, 1,418,532 options to purchase shares of the Company’s common stock were exercised for cash of $2.2 million.
v3.22.4
Stock-Based Compensation
12 Months Ended
Dec. 31, 2022
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation
Note 15 - Stock-Based Compensation
Equity Incentive Plans
On April 1, 2020, the Company approved the establishment of the Company’s 2020 Equity Incentive Plan, as amended (the “2020 Plan”). On November 20, 2022 the Company amended the 2020 Plan to increase the maximum aggregate number of shares available for issuance under the 2020 Plan by 2,500,000 shares (the “Pool Increase”). The Pool Increase is conditional upon shareholder approval at the next annual meeting of shareholders. The 2020 Plan provides for the grant of incentive stock options, non-qualified stock options, stock appreciation rights, restricted stock, restricted stock units, performance units and performance shares to its employees, directors and consultants. As of December 31 2022, there are 3,054,448 shares available for future issuance under the 2020 Plan.
In connection with the Merger, the Company assumed the fuboTV Inc. 2015 Equity Incentive Plan, and in connection with the Company's acquisition of Vigtory, the Company assumed the Vigtory, Inc. 2020 Equity Compensation Plan, as amended (collectively, the "Assumed Plans"). No shares are available for future issuance under the Assumed Plans.
On August 3, 2022, the Board approved the adoption of the 2022 Employment Inducement Equity Incentive Plan (the “Inducement Plan”), which was adopted without shareholder approval pursuant to Rule 303A.08 of the New York Stock Exchange Listed Company Manual. The Inducement Plan provides for the grant of equity-based awards, including non-statutory stock options, stock appreciation rights, restricted stock, restricted stock units, performance units and performance shares, and its terms are substantially similar to the 2020 Plan, with the exception that awards can only be made to new employees in connection with their commencement of employment. As of December 31, 2022, there are 2,898,116 shares available for future issuance under the Inducement Plan.
During the years ended December 31, 2022, 2021 and 2020 the Company recognized stock-based compensation expense as follows:
Years Ended December 31,
202220212020
Subscriber related$144 $71 $32 
Sales and marketing22,198 7,818 2,395 
Technology and development9,998 13,752 5,446 
General and administrative20,114 31,509 43,866 
$52,454 $53,150 $51,739 
During the year ended December 31, 2022, in connection with the MEP Framework Agreement (See Note 14), the Company recorded approximately $2.9 million of stock-based compensation expense to shares settled liability which is included in accrued expenses and other current liabilities and other long-term liabilities on the consolidated balance sheet.
Stock Options
The Company provides option grants to employees, directors, and consultants under the 2020 Plan. The fair value of each stock option grant is estimated on the date of grant using the Black-Scholes option pricing model. The Company historically has lacked sufficient company-specific historical and implied volatility information. Therefore, it estimates its expected stock volatility based primarily on the historical volatility of a publicly-traded set of peer companies with consideration of the volatility of its own traded stock price. The risk-free interest rate is determined by referencing the U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to the expected term of the award. Expected dividend yield is based on the fact that the Company has never paid cash dividends and does not expect to pay any cash dividends in the foreseeable future. The expected term of options represents the period that the Company’s stock-based awards are expected to be outstanding based on the simplified method, which is the half-life from vesting to the end of its contractual term. The simplified method was used because the Company does not have sufficient historical exercise data to provide a reasonable basis for an estimate of expected term.
A summary of stock option activity for the year ended December 31, 2022, is as follows (in thousands, except share and per share amounts):
Number of Shares Weighted Average
 Exercise Price
Total Intrinsic ValueWeighted Average Remaining Contractual Life
 (in years)
Outstanding as of December 31, 2021
11,454,890 $6.40 $70,231 7.4
Exercised(616,304)$1.34   
Forfeited or expired(594,814)$11.16   
Outstanding as of December 31, 2022
10,243,772 $6.43 $1,956 6.0
    
Options vested and exercisable as of December 31, 2022
8,118,408 $5.76 $1,956 5.7
There were no options granted during the year ended December 31, 2022.
During the year ended December 31, 2021, the Company granted options to purchase 220,099 shares of common stock with an aggregate fair value of $3.2 million. The following was used in determining the fair value of stock options granted during the year ended December 31, 2021:
Dividend yield— %
Expected price volatility
44.8%-45.2%
Risk free interest rate
0.6%-1.1%
Expected term (years)
5.8 - 6.1 years
As of December 31, 2022, the estimated value of unrecognized stock-based compensation expense related to unvested options was $9.3 million to be recognized over a period of 1.3 years.
Performance-Based Stock Options
On October 8, 2020, the Company awarded the CEO an option to purchase up to 4,100,000 shares of the Company's common stock which vests based upon the achievement of certain predetermined goals for each of the five years in the performance period related to stock price, revenue, gross margin, subscribers, new markets launched and new revenue streams between January 1, 2021 and December 31, 2025, which are described in the Company’s annual operating plan. On a given Determination Date (subsequent to the Company’s calendar year end), the Company’s Board of Directors (the “Board”) will review actual performance against the predetermined metrics and determine, in its sole discretion, the amount of any vesting that occurs on a given Determination Date. Any such vesting is subject to the CEO’s continuation in service with the Company through such Determination Date. The Board may determine vesting at, above, or below 20% of the shares subject to the performance option. All shares may be eligible for vesting until the Determination Date following the 2026 calendar year. Because the number of shares to be earned on each Determination Date is subject to the discretion of the Board, a grant date will not occur until then. As such, compensation expense is adjusted each reporting period for changes in fair value prorated for the portion of the requisite service period rendered and based on the number of shares expected to be earned. As of December 31, 2022, 820,000 shares of the option had vested, and during the year ended December 31, 2022 the Company recognized $2.2 million of stock-based compensation benefit related to the options. Upon each subsequent Determination Date in 2023, 2024, 2025, and 2026, total stock-based compensation expense for each vested tranche will be remeasured and adjusted to reflect the grant date fair value.
Modification of Options and Restricted Stock Units
During the years ended December 31, 2022 and December 31, 2021, the Board of Directors approved a modification to stock option and restricted stock award grants to employees who terminated from the Company. The modifications accelerated the vesting of unvested stock options and restricted stock awards as of the termination date and provided the option holders with an additional months post-termination to exercise their stock options. The modifications resulted in incremental stock-based compensation expense of $2.1 million and $10.6 million during the years ended December 31, 2022 and December 31, 2021, respectively.
Non-employees
During the year ended December 31, 2020, the Company granted options to purchase 280,000 shares of the Company’s common stock at an exercise price of $7.20 per share. These options have a fair value of $1.0 million, a five-year term and expires on December 21, 2024. These options were immediately vested as of the grant date. During the year ended December 31, 2021, 280,000 options were exercised in exchange for 222,962 shares of the Company’s common stock.
As part of the Merger, the Company also assumed 343,047 options granted to non-employees with a weighted average exercise price of $0.23 (included in table above). Stock-based compensation expense related to unvested non-employee options was immaterial for the year ended December 31, 2020.
Other than the options assumed as described above, there were no options granted to non-employees during the years ended December 31, 2022 and 2021.
Market and Service Condition Based Stock Options
A summary of activity under the Plan for market and service-based stock options for the year ended December 31, 2022 is as follows (in thousands, except share and per share amounts):
Number of SharesWeighted Average
Exercise Price
Total Intrinsic ValueWeighted
Average
Remaining
Contractual Life
(in years)
Outstanding as of December 31, 2021
4,453,297 $12.75 $17,933 5.7
Outstanding as of December 31, 2022
4,453,297 $12.75 $— 4.7
    
Options vested and exercisable as of December 31, 2022
3,536,630 $10.98 $— 4.5
Stock based compensation expense is based on the estimated value of the awards on the grant date, and is recognized over the period from the grant date through the expected vest dates of each vesting condition, both of which were estimated based on a Monte Carlo simulation model applying the following key assumptions as of the grant date:
December 31, 2021
Dividend yield— 
Expected volatility71.5 %
Risk free rate1.3 %
Derived service period2.0 years
There were no market and service-based options granted during the year ended December 31, 2022.
During the year ended December 31, 2021, 1,375,000 stock options with a fair value of $19.2 million were granted to an employee of the Company. The options vest on the earlier of each anniversary of the grant date or based on the achievement of pre-established parameters relating to the performance of the Company’s stock price. During the year ended December 31, 2022 and 2021, the Company recognized $7.8 million and $7.2 million, respectively, of stock-based compensation related to its market and service-based stock options. As of December 31, 2022, there was $4.2 million of unrecognized stock-based compensation expense for market and service-based stock options.
During the year ended December 31, 2020, 3,078,297 stock options with a fair value of $20.9 million were granted to an employee of the Company. The options vest on the earlier of each anniversary of the grant date or based on the achievement of pre-established parameters relating to the performance of the Company’s stock price. During the year ended December 31, 2020, the pre-established parameters related to the Company’s stock performance were achieved, the 3,078,297 options were fully vested, and the Company recognized $20.9 million of stock-based compensation related to these market and service-based stock options.
Service-based Restricted Stock Awards
MEP Framework Agreement - MEP Project Restricted Stock Awards
In connection with the MEP Framework Agreement, stock-based compensation cost for MEP Project restricted stock awards (the "MEP Project RSAs") totaling approximately $23.0 million measured as the fair value of the 1,600,000 shares issued for the first tranche issued on August 12, 2022 at $7.0 million, plus the fixed monetary amount of $8.0 million settleable in shares on August 2, 2023, and the fixed monetary amount of $8.0 million settleable in shares on August 2, 2024. Compensation cost will be recognized on a straight-line basis over the term of the three-year service period as if the Company paid cash for the services. The second two tranches are liability classified because they are a fixed monetary amount, settleable in shares. As compensation cost is recognized for these tranches, a corresponding credit to share-based liabilities will be recorded and reclassified to equity upon issuance of the related shares.
In connection with the MEP Project RSAs, as of December 31, 2022 the unrecognized stock-based compensation totaled $20.0 million, and $2.1 million of shares liability in accrued expenses and other current liabilities and other long-term liabilities was recorded on the consolidated balance sheet.
Performance-based Restricted Stock Awards
MEP Framework Agreement - MEP Network Restricted Stock Awards
The restricted stock awards allocated as consideration for the MEP Network (“MEP Network RSAs”) are performance-based RSAs. The performance condition consists of creating a new television channel with unique content, features and functionality. Compensation cost is measured on the grant date for shares that vest based upon the achievement of the performance condition are recognized when probable over the requisite service period, that is the implicit service period over which the performance conditions are probable of achievement.
Stock-based compensation cost for the MEP Network RSAs totaling approximately $5.7 million is measured as the fair value of the 400,000 shares issued for the first tranche issued on August 12, 2022 at $1.7 million, plus the fixed monetary amount of $2.0 million, settleable in shares on August 2, 2023, plus the fixed monetary amount of $2.0 million, settleable in shares on August 2, 2024 The MEP Network RSAs are subject to forfeiture until launch of the MEP Network. The Company determined the that it is probable that the Network will be launched by the end of the two-year service agreement. The Company will recognize the total fair value of $5.7 million ratably over the two-year period. Should the performance condition not be achieved, the Company will reverse any stock-based compensation cost recognized for the MEP Network RSAs.
In connection with the MEP Network RSAs, as of December 31, 2022, the unrecognized stock-based compensation totaled $4.6 million, and $0.8 million of shares liability in accrued expenses and other current liabilities and other long-term liabilities was recorded on the consolidated balance sheet.
Time-Based Restricted Stock Units
A summary of the Company’s time-based restricted stock unit activity during the year ended December 31, 2022 is as follows:
Number of Shares Weighted Average Grant-Date
 Fair Value
Unvested at December 31, 2021
2,785,800 $25.73 
Granted12,803,284 $3.68 
Vested(1,611,348)$23.25 
Forfeited(922,107)$13.82 
Unvested at December 31, 2022
13,055,629 $5.25 
During the year ended December 31, 2022, the Company granted 12,803,284 time-based restricted stock units which generally vest annually over a four-year period, subject to the recipient’s continuation in service through each applicable vesting date. The fair value of restricted stock units is measured based on their fair value at grant date which totaled $47.2 million. During the year ended December 31, 2022, the Company issued 1,576,231 shares of common stock to its Board of Directors and employees in settlement of vested restricted stock units.
During the year ended December 31, 2021, the Company granted 2,883,240 time-based restricted stock units which generally vest annually over a four-year period, subject to the recipient’s continuation in service through each applicable vesting date. The fair value of restricted stock units is measured based on their fair value at grant date which totaled $75.3 million. During the year ended December 31, 2021, the Company issued 91,580 shares of common stock to its Board of Directors and employees in settlement of vested restricted stock units.
As of December 31, 2022, the estimated value of unrecognized stock-based compensation related to restricted stock units totaled $63.6 million, had an aggregate intrinsic value of $22.7 million, and a weighted average remaining contractual term of 3.5 years.
Performance-Based Restricted Stock Units
A summary of the Company’s performance-based restricted stock unit activity during the year ended December 31, 2022 and 2021 is as follows:
Number of SharesWeighted Average Grant-Date
 Fair Value
Unvested at December 31, 2021
1,900,000 $33.87 
Vested(380,000)$33.87 
Unvested at December 31, 2022
1,520,000 $33.87 
On November 3, 2021, the Company granted 1.9 million performance-based restricted stock units (“PRSUs”) to an employee of the Company. The PRSUs will vest over a period of 5-calendar years through 2026, subject to the achievement of certain established performance metrics including Revenue, Subscribers, New Markets Launched and New Revenue Streams. The determination of the number of awards to be earned is based upon the assessment during each calendar year of the level of the achievement of the Revenue, Subscribers, New Markets Launched, and New Revenue Streams performance metrics as compared to the Company’s annual operating plan. At each reporting period, the Company will make a determination of the most likely outcome for achievement of each performance metric. This may result in a cumulative catch-up as the Company assessments are evaluated. The fair value of the PRSUs is measured based on their grant date fair value which totaled $64.4 million.
During the year ended December 31, 2022, the Company determined the performance metrics were met for 286,667 PRSUs and 93,333 PRSUs were forfeited. The Company recognized stock-based compensation of $14.6 million during the year ended December 31, 2022, and as of December 31, 2022, unrecognized stock-based compensation totaled $41.0 million.During the year ended December 31, 2021, the Company determined that the performance metrics for 380,000 PRSUs were met, and accordingly, recognized stock-based compensation of $5.6 million.
v3.22.4
Commitments and Contingencies
12 Months Ended
Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies Commitments and Contingencies
Leases
The following summarizes quantitative information about the Company’s operating leases (amounts in thousands, except lease term and discount rate):
The components of lease expense were as follows:
Years Ended December 31,
202220212020
Operating leases   
Operating lease cost$5,711 $1,387 $935 
Other lease cost239 287 — 
Operating lease expense5,950 1,674 935 
Short-term lease rent expense167 — — 
Total rent expense$6,117 $1,674 $935 
Supplemental cash flow information related to leases were as follows:
Years Ended December 31,
202220212020
Operating cash flows from operating leases$1,421$553$915
Right of use assets exchanged for operating lease liabilities$4,312$30,968$5,373
Weighted average remaining lease term - operating leases11.313.06.3
Weighted average remaining discount rate - operating leases7.4%7.6%5.4%
Maturities of the Company’s operating leases from continuing operations, are as follows (amounts in thousands):
Year Ended December 31, 2023$4,777 
Year Ended December 31, 20245,921 
Year Ended December 31, 20255,921 
Year Ended December 31, 20265,921 
Year Ended December 31, 20274,831 
Thereafter36,141 
Total63,512 
Less present value discount(22,483)
Operating lease liabilities$41,029 
On February 23, 2021, the Company entered into a lease agreement (the “Lease”) for approximately 55,042 rentable square feet located at 1290 Avenue of the Americas, New York, New York 10104. This location is the Company’s new corporate headquarters. The Lease term is twelve years and commenced during the quarter ended December 31, 2021. The annual fixed rent under the Lease will be:
$4,128,150 for the first four years;
$4,403,360 for years five through eight;
$4,678,570 for years nine through twelve.
The Company has an option to extend the term of the Lease for an additional five years, at a fixed annual rate that is the fair market rent as of the beginning of the extension term as agreed to by the parties or determined by a neutral arbitration process.
On March 19, 2021, the Company entered into a sublease agreement for approximately 28,300 square feet located at One North Dearborn Avenue, Chicago, Illinois. The sublease term is four years and commenced May 1, 2021. The annual fixed rent will be $932,747 for the first year; $953,741 for the second year, $974,936 for the third year and $996,130 for the fourth year. This lease is included in discontinued operations. During the year ended December 31, 2022 the Company recorded an impairment charge of approximately $2.3 million for the right of use asset balances recorded in connection with Fubo Gaming (See Note 4).
Other Contractual Obligations
The Company is a party to several non-cancelable contracts with vendors and licensors for marketing and other strategic partnership related agreements where the Company is obligated to make future minimum payments under the non-cancelable terms of these contracts as follows (in thousands):
Annual Sponsorship Agreements
Year Ended December 31, 2023$3,050 
Year Ended December 31, 20243,225 
Year Ended December 31, 20253,275 
Year Ended December 31, 20263,325 
Year Ended December 31, 20273,425 
Thereafter16,250 
Total$32,550 
Sports Rights Agreements
The Company entered into various sports right agreements to obtain programming rights to certain live sporting events.
Future payments under these agreements are as follows:
Year Ended December 31, 2023$41,235 
Year Ended December 31, 202425,613 
Year Ended December 31, 202513,748 
Year Ended December 31, 202613,748 
Year Ended December 31, 202713,748 
Thereafter4,583 
Total$112,675 
During the year ended December 31, 2022, the Company made upfront payments totaling approximately $54.7 million, which are recorded in prepaid sports rights on the consolidated balance sheet.
Contingencies
The Company is subject to certain legal proceedings and claims that arise from time to time in the ordinary course of its business, including relating to business practices and patent infringement. Litigation can be expensive and disruptive to normal business operations. Moreover, the results of complex legal proceedings are difficult to predict and the Company’s view of these matters may change in the future as the litigation and events related thereto unfold. When the Company determines that a loss is both probable and reasonably estimable, a liability is recorded and disclosed if the amount is material to the financial statements taken as a whole. When a material loss contingency is only reasonably possible, the Company does not record a liability, but instead discloses the nature and the amount of the claim, and an estimate of the loss or range of loss, if such an estimate can reasonably be made. Legal expenses associated with any contingency are expensed as incurred.
The Company is engaged in discussions with certain third parties regarding patent licensing matters. The Company is not able to reasonably estimate whether it will be able to reach an agreement with these parties or the amount of potential licensing fees, if any, it may agree to pay in connection with these discussions, but it is possible that any such amount could be material.
Following the dissolution of Fubo Gaming in October 2022, the Company has received communications from several commercial partners of Fubo Gaming, alleging breach by Fubo Gaming of applicable agreements. Additional allegations, or litigation, may arise against Fubo Gaming or the Company in the future related to the dissolution of Fubo Gaming, including potential breach of contract claims by other commercial partners of Fubo Gaming or claims related to guarantees by the Company of Fubo Gaming’s contractual obligations.
From time to time, we enter into business arrangements with vendors for technology services in the ordinary course of business. We are currently engaged in discussions with a vendor surrounding the scope of the parties’ relationship and underlying obligations under the terms of their contract. This includes, among other things, the type and range of services to be provided by this vendor to the Company, the corresponding expenditures by the Company payable under the agreement, and the vendor’s compliance with its good faith express and implied obligations under the contract. Accordingly, we are not able to reasonably estimate the amount of the Company’s potential expenditures, if any, under our arrangement with this vendor, but it is possible that the amounts that the Company may pay for services under the contract could be material.
Legal Proceedings
The Company is and may in the future be involved in various legal proceedings arising from the normal course of business activities. Although the results of litigation and claims cannot be predicted with certainty, currently, the Company believes that the likelihood of any material adverse impact on the Company’s consolidated results of operations, cash flows or our financial position for any such litigation or claims is remote. Regardless of the outcome, litigation can have an adverse impact on the Company because of the costs to defend lawsuits, diversion of management resources and other factors.
Said-Ibrahim v. fuboTV Inc., David Gandler, Edgar M. Bronfman Jr., & Simone Nardi, Case No. 21-cv-01412 (S.D.N.Y) & Lee v. fuboTV, Inc., David Gandler, Edgar M. Bronfman Jr., & Simone Nardi, Case No. 21-cv-01641 (S.D.N.Y.) (consolidated as In re fuboTV Inc. Securities Litigation, No. 21-cv-01412 (S.D.N.Y.))
On February 17, 2021, putative shareholders Wafa Said-Ibrahim and Adhid Ibrahim filed a class action lawsuit against the Company, co-founder and CEO David Gandler, Executive Chairman Edgar M. Bronfman Jr., and CFO Simone Nardi (collectively, the “Class Action Defendants”). Plaintiffs allege that Class Action Defendants violated federal securities laws by disseminating false and misleading statements regarding the Company’s financial health and operating condition, including the Company’s ability to grow subscription levels, prospects, future profitability, seasonality factors, cost escalations, ability to generate advertising revenue, valuation, and entering the online sports wagering market. The Plaintiffs allege that Class Action Defendants violated Section 10(b) of the Securities Exchange Act of 1934 (the “Exchange Act”) and Rule 10b-5 thereunder, as well as Section 20(a) of the Exchange Act, and seek damages and other relief.
On February 24, 2021, putative shareholder Steven Lee filed a nearly identical class action lawsuit against the same Defendants.
On April 29, 2021, the court consolidated Said-Ibrahim v. fuboTV Inc., David Gandler, Edgar M. Bronfman Jr., & Simone Nardi, Case No. 21-cv-01412 (S.D.N.Y) and Lee v. fuboTV, Inc., David Gandler, Edgar M. Bronfman Jr., & Simone Nardi, Case No. 21-cv-01641 (S.D.N.Y.) under In re FuboTV Inc. Securities Litigation, No. 1:21-cv-01412 (S.D.N.Y.). The court also appointed putative shareholder Nordine Aamchoune as lead plaintiff.
On July 12, 2021, Lead Plaintiff filed an Amended Class Action Complaint. Lead Plaintiff seeks to pursue this claim on behalf of himself as well as all other persons who purchased or otherwise acquired Company securities publicly traded on the New York Stock Exchange (“NYSE”) between March 23, 2020 and January 4, 2021, inclusive, and who were allegedly damaged thereby.
The Class Action Defendants filed a motion to dismiss the Amended Class Action Complaint on September 10, 2021. Lead Plaintiff filed an opposition on November 9, 2021. Class Action Defendants’ filed their reply in support of the motion to dismiss on December 9, 2021. The Company believes the claims alleged in both lawsuits are without merit and intends to vigorously defend these litigations.
v3.22.4
Summary of Significant Accounting Policies (Policies)
12 Months Ended
Dec. 31, 2022
Accounting Policies [Abstract]  
Principles of Consolidation
Principles of Consolidation and Basis of Presentation
The Company’s consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP” or “U.S. GAAP”). The Company’s consolidated financial statements include the accounts of the Company and the accounts of the Company’s wholly-owned subsidiaries and non-wholly owned subsidiaries where the Company has a controlling interest. All intercompany balances and transactions have been eliminated in consolidation. Unless otherwise indicated, amounts provided in these Notes pertain to continuing operations only (see Note 4 for information on discontinued operations).
Use of Estimates
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Management bases its estimates on historical experience and on various other assumptions it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could differ from those estimates. Those estimates and assumptions include allocating the fair value of purchase consideration to assets acquired and liabilities assumed in business acquisitions, useful lives of property and equipment and intangible assets, recoverability of goodwill and intangible assets, accruals for contingent liabilities, equity instruments issued in share-based payment arrangements, and accounting for income taxes, including the valuation allowance on deferred tax assets.
Segment Reporting Unit Information
Segment and Reporting Unit Information
Operating segments are defined as components of an entity for which discrete financial information is available that is regularly reviewed by the Chief Operating Decision Maker (“CODM”) in deciding how to allocate resources to an individual segment and in assessing performance. The Company’s Chief Executive Officer is determined to be the CODM. As discussed in Note 1, the Company ceased operations of Fubo Sportsbook in connection with the dissolution of Fubo Gaming in October 2022. Consequently, the wagering reportable segment has been eliminated. Subsequent to the dissolution of Fubo Gaming, the CODM reviews financial information and makes resource allocation decisions at the consolidated group level. The Company has one operating segment as of December 31, 2022, the streaming business.
Cash, Cash Equivalents and Restricted Cash
Cash , Cash Equivalents and Restricted Cash
The Company considers all highly liquid investments with remaining maturities at the date of purchase of three months or less to be cash equivalents, including balances held in the Company’s money market account. Restricted cash primarily represents cash on deposit with financial institutions in support of a letter of credit outstanding in favor of the Company’s landlord for office space. The restricted cash balance has been excluded from the cash balance and is classified as restricted cash on the consolidated balance sheets.
Certain Risks and Concentrations
Certain Risks and Concentrations
Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of demand deposits, time-based deposits and accounts receivable. The Company maintains cash deposits with financial institutions that at times exceed applicable insurance limits.
The majority of the Company’s software and computer systems utilize data processing, storage capabilities and other services provided by Google Cloud Platform and Amazon Web Services, which cannot be easily switched to another cloud service provider. As such, any disruption of the Company’s interference with Google Cloud Platform and Amazon Web Services could adversely impact the Company’s operations and business.
Treasury Stock Treasury StockThe Company accounts for the treasury stock using the cost method, which treats it as a reduction in shareholders’ equity.
Fair Value Estimates
Fair Value Estimates
The carrying amounts of the Company’s financial assets and liabilities, such as cash, other assets, accounts payable and accrued payroll, approximate their fair values because of the short maturity of these instruments. The carrying amounts of notes payable and long-term borrowings approximate their fair values due to the short-term maturity and the fact that the effective interest rates on these obligations are comparable to market interest rates for instruments of similar credit risk.
Fair Value of Financial Instruments
Fair Value of Financial Instruments
The Company accounts for financial instruments under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 820, Fair Value Measurements. This statement defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements, ASC 820 establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three levels as follows:
Level 1 —    quoted prices (unadjusted) in active markets for identical assets or liabilities;
Level 2 —    observable inputs other than Level 1, quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, and model-derived prices whose inputs are observable or whose significant value drivers are observable; and
Level 3 —    assets and liabilities whose significant value drivers are unobservable.
Accounts Receivable, net
Accounts Receivable, net
The Company records accounts receivable at the invoiced amount less an allowance for any potentially uncollectible accounts. The Company’s accounts receivable balance consists of amounts due from the sale of advertisements and subscription revenue. In evaluating our ability to collect outstanding receivable balances, we consider many factors, including the age of the balance, collection history, and current economic trends. Bad debts are written off after all collection efforts have ceased. Based on the Company’s current and historical collection experience, management concluded that an allowance for credit losses was not necessary as of December 31, 2022 and 2021.
Property, Plant and Equipment, Net
Property and Equipment, Net
Property and equipment is stated at cost, net of accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. Leasehold improvements are depreciated over the shorter of the lease term or the estimated useful life of the assets. When assets are retired or otherwise disposed of, the cost and accumulated depreciation are removed from the accounts and any resulting gain or loss is reflected in the consolidated statements of operations and comprehensive loss in the period realized. Maintenance and repairs are expensed as incurred.
Licensed Content
Licensed Content
The Company entered into various license agreements to obtain rights to certain live sports events. Costs incurred in acquiring certain rights to live sporting events are accounted for in accordance with ASC 920, Entertainment—Broadcasters (“ASC 920”). These program rights are expensed in a manner consistent with how it expects to monetize the licensed content, which is primarily based on subscription revenue and is included in subscriber related expenses.
Cash flows for licensed content are presented within operating activities in the consolidated statements of cash flows.
Impairment or Disposal of Long-Lived Assets
Impairment Testing of Long-Lived Assets
The Company evaluates long-lived assets for impairment whenever events or changes in circumstances indicate that their net book value may not be recoverable. When such factors and circumstances exist, the Company compares the projected undiscounted future cash flows associated with the related asset or group of assets over their estimated useful lives against their respective carrying amount. Impairment, if any, is based on the excess of the carrying amount over the fair value, based on market value when available, or discounted expected cash flows, of those assets and is recorded in the period in which the determination is made.
In August 2022 the Company initiated a strategic review of Fubo Sportsbook, exploring a possible sale or partnership transaction, or possible dissolution. This represented a triggering event in that there would be a significant change in the extent and manner in which the long-lived assets of Fubo Sportsbook would be used, and there was an expectation that the assets would be sold or otherwise disposed of. The Company ceased operation of Fubo Sportsbook in connection with the dissolution of Fubo Gaming in October 2022. For the year ended December 31, 2022, the Company determined the carrying value of the asset groups, within Fubo Sportsbook, exceeded future undiscounted cash flows. The Company then calculated the fair value of the asset groups as the present value of the estimated future cash flows and determined that the carrying value exceeded the fair value in certain instances.
Acquisitions and Business Combinations
Acquisitions and Business Combinations
The Company allocates the fair value of purchase consideration issued in business combination transactions to the tangible assets acquired, liabilities assumed, and separately identified intangible assets acquired based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities 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: (a) acquired technology, (b) trademarks and trade names, and (c) customer relationships, 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. The allocation of the purchase consideration may remain preliminary as the Company gathers additional facts about the circumstances that existed as of the acquisition date during the measurement period. The measurement period shall not exceed one year from the acquisition date. Upon the conclusion of the measurement period, any subsequent adjustments are recorded to earnings.
Exit and Disposal Costs Exit and Disposal CostsThe Company accounts for exit or disposal activities, including termination of a line of business or restructuring, in accordance with ASC 420 , Exit or Disposal Cost Obligations. The Company defines a business restructuring as an exit or disposal activity that includes but is not limited to a program which is planned and controlled by management and materially changes either the scope of a business or the manner in which that business is conducted. Under ASC 420, a liability for a cost associated with an exit or disposal activity is measured at its fair value and recognized as incurred. Business restructuring charges may include (i) contract termination costs and (ii) other related costs associated with exit or disposal activities. Contract termination costs include costs to terminate a contract or costs that will continue to be incurred under the contract without benefit to the Company. A liability is recognized and measured at its fair value when the Company either terminates the contract or ceases using the rights conveyed by the contract. The Company estimated the fair value using a probability-weighted cash flow approach. A subsequent change resulting from a revision to either the timing or the amount of estimated cash flows is recognized as an adjustment to the liability in the period of the change. During the year ended December 31, 2022, the Company recognized liabilities in connection with the dissolution of Fubo Gaming (See Note 4), including termination of certain contracts and severance and other employee related costs.
Goodwill
Goodwill
The Company tests goodwill for impairment at the reporting unit level on an annual basis on October 1 for each fiscal year or more frequently if events or changes in circumstances indicate that the carrying amount of goodwill may not be recoverable. The Company assesses qualitative factors to determine whether it is more likely than not that the fair value of a single reporting unit is less than its carrying amount under Accounting Standards Update (“ASU”) No. 2017-04, Goodwill and Other (Topic 350): Simplifying the Accounting for Goodwill Impairment, issued by the FASB. If it is determined that the fair value is less than its carrying amount, the excess of the goodwill carrying amount over the implied fair value is recognized as an impairment loss.
Intangible Assets
Intangible Assets, net
The Company’s intangible assets represent definite lived intangible assets, which are being amortized on a straight-line basis over their estimated useful lives as follows:
Customer relationships2 years
Trade names
2-9 years
Software and technology
3-9 years
We capitalize qualifying development costs associated with software that is developed or obtained for internal use, provided that management with the relevant authority authorizes and commits to the funding of the project, it is probable the project will be completed and the software will be used to perform the function intended. Capitalized costs, including costs incurred for enhancements that are expected to result in additional significant functionality are capitalized and amortized on a straight-line basis over the estimated useful life, which approximates three years. Costs related to preliminary project activities and post-implementation operation activities, including training and maintenance, are expensed as incurred.
Non-Controlling Interest
Non-Controlling Interest
Non-controlling interest as of December 31, 2022 and 2021 represents Pulse Evolution Corp. shareholders who retained an aggregate 23.4% and 23.4%, respectively, interest in that entity following the Company's acquisition of Evolution AI Corporation. Non-controlling interest is adjusted for the non-controlling interest holders’ proportionate share of the earnings or losses even if loss allocations result in a deficit non-controlling interest balance.
Warrant Liabilities
Warrant Liabilities
The Company accounts for common stock warrants with cash settlement features as liability instruments at fair value. This liability is subject to re-measurement at each balance sheet date until exercised, and any change in fair value is recognized in the Company’s consolidated statements of operations and comprehensive loss. The fair value of warrants classified as liabilities has been estimated using the Black-Scholes model. There were no warrant liabilities outstanding as of December 31, 2022.
Leases
Leases
The Company accounts for its leases under ASC 842, Leases. Under this guidance, arrangements meeting the definition of a lease are classified as operating or financing leases and are recorded on the consolidated balance sheets as both a right-of-use asset and lease liability, calculated by discounting fixed lease payments over the lease term at the rate implicit in the lease or the Company’s incremental borrowing rate. Lease liabilities are increased by interest and reduced by payments each period, and the right-of-use asset is amortized over the lease term. For operating leases, interest on the lease liability and the amortization of the right-of-use asset result in straight-line rent expense over the lease term.
In calculating the right-of-use asset and lease liability, the Company elects to combine lease and non-lease components. The Company excludes short-term leases having initial terms of 12 months or less, if any, from the new guidance as an accounting policy election, and recognizes rent expense on a straight-line basis over the lease term.
Revenue from Contract with Customer
Revenue From Contracts With Customers
The Company recognizes revenue from contracts with customers under ASC 606, Revenue from Contracts with Customers (the “revenue standard”). The core principle of the revenue standard is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. A good or service is transferred to a customer when, or as, the customer obtains control of that good or service. The following five steps are applied to achieve that core principle:
Step 1: Identify the contract with the customer
Step 2: Identify the performance obligations in the contract
Step 3: Determine the transaction price
Step 4: Allocate the transaction price to the performance obligations in the contract
Step 5: Recognize revenue when the company satisfies a performance obligation
In 2022, the Company generated revenue from the following sources:
1.Subscriptions – The Company sells various subscription plans through its website and third-party app stores. These subscription plans provide different levels of streamed content and functionality depending on the plan selected. Subscription fees are fixed and paid in advance by credit card on primarily on a monthly basis. A subscription customer executes a contract by agreeing to the Company’s terms of service. The Company considers the subscription contract legally enforceable once the customer has accepted terms of service and the Company has received credit card authorization from the customer’s credit card company. The terms of service allow customers to terminate the subscription at any time, however, in the event of termination, no prepaid subscription fees are refundable. The Company recognizes revenue when it satisfies a performance obligation by transferring control of the promised services to the customers, which is ratably over the subscription period. Upon the customer agreeing to the Company’s terms and conditions and authorization of the credit card, the customer simultaneously receives and consumes the benefits of the streamed content ratably throughout the term of the contract. Subscription services sold through third-party app stores are recorded gross in revenue with fees to the third-party app stores recorded in subscriber related expenses in the consolidated statement of operations and comprehensive loss. Management concluded that the customers are the end user of the subscription services sold by these third-party app stores.
2.Advertising – The Company executes agreements with advertisers that want to display ads (“impressions”) within the streamed content. The Company enters into individual insertion orders (“IOs”) with advertisers, which specify the term of each ad campaign, the number of impressions to be delivered and the applicable rate to be charged. The Company invoices advertisers monthly for impressions actually delivered during the period. Each executed IO provides the terms and conditions agreed to in respect of each party’s obligations. The Company recognizes revenue at a point in time when it satisfies a performance obligation by transferring control of the promised services to the advertiser, which generally is when the advertisement has been displayed.
Subscriber Related Expenses Subscriber Related ExpensesSubscriber related expenses consist primarily of affiliate distribution rights and other distribution costs related to content streaming. The cost of affiliate distribution rights is generally incurred on a per subscriber basis and is recognized when the related programming is distributed to subscribers. The Company has certain arrangements whereby affiliate distribution rights are paid in advance or are subject to minimum guaranteed payments. An accrual is established when actual affiliate distribution costs are expected to fall short of the minimum guaranteed amounts. To the extent actual per subscriber fees do not exceed the minimum guaranteed amounts, the Company will expense the minimum guarantee in a manner reflective of the pattern of benefit provided by these subscriber related expenses, which approximates a straight-line basis over each minimum guarantee period within the arrangement. Subscriber related expenses also include credit card and payment processing fees for subscription revenue, customer service, certain employee compensation and benefits, cloud computing, streaming, and facility costs. The Company receives advertising spots from television networks for sale to advertisers as part of the affiliate distribution agreements.
Broadcasting and Transmission
Broadcasting and Transmission
Broadcasting and transmission expenses are charged to operations as incurred and consist primarily of the cost to acquire a signal, transcode, store, and retransmit it to the subscriber.
Sales and Marketing
Sales and Marketing
Sales and marketing expenses consist primarily of payroll and related costs, benefits, rent and utilities, stock-based compensation, agency costs, advertising campaigns and branding initiatives. All sales and marketing costs are expensed as they are incurred. Advertising expense totaled $133.2 million, $111.9 million and $48.1 million for the years ended December 31, 2022, 2021 and 2020, respectively.
Technology and Development
Technology and Development
Technology and development expenses are charged to operations as incurred. Technology and development expenses consist primarily of payroll and related costs, benefits, rent and utilities, stock-based compensation, technical services, software expenses, and hosting expenses.
General and Administrative
General and Administrative
General and administrative expenses consist primarily of payroll and related costs, benefits, rent and utilities, stock-based compensation, corporate insurance, office expenses, professional fees, as well as travel, meals, and entertainment costs.
Stock-Based Compensation
Stock-Based Compensation
The Company accounts for the fair value of restricted stock units using the closing market price of its common stock on the date of the grant.
The Company accounts for share-based payment awards exchanged for services at the estimated grant date fair value of the award. Stock options issued under the Company’s long-term incentive plans are granted with an exercise price equal to no less than the market price of the Company’s stock at the date of grant and expire up to ten years from the date of grant. These options generally vest over a four- year period.
The Company estimates the fair value of stock option grants using the Black-Scholes option pricing model and the assumptions used in calculating the fair value of stock-based awards represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment.
Expected Term - The expected term of options represents the period that the Company’s stock-based awards are expected to be outstanding based on the simplified method, which is the half-life from vesting to the end of its
contractual term. The simplified method was used because the Company does not have sufficient historical exercise data to provide a reasonable basis for an estimate of expected term.
Expected Volatility – The Company historically has lacked sufficient company specific historical and implied volatility information. Therefore, it estimates its expected stock volatility based primarily on the historical volatility of a publicly traded set of peer companies with consideration of the volatility of its own traded stock price.
Risk-Free Interest Rate - The Company bases the risk-free interest rate on the implied yield available on U. S. Treasury zero-coupon issues with an equivalent remaining term.
Expected Dividend - The Company has never declared or paid any cash dividends on its common shares and does not plan to pay cash dividends in the foreseeable future, and, therefore, uses an expected dividend yield of zero in its valuation models.
The Company accounts for forfeited awards as they occur.
Income Taxes
Income Taxes
The Company accounts for income taxes under the asset and liability method, in which deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. A valuation allowance is required to the extent any deferred tax assets may not be realizable.
ASC Topic 740, Income Taxes, (“ASC 740”), also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim period, disclosure and transition. Based on the Company’s evaluation, it has been concluded that there are no significant uncertain tax positions requiring recognition in the Company’s consolidated financial statements. The Company believes that its income tax positions and deductions would be sustained on audit and does not anticipate any adjustments that would result in material changes to its financial position.
Foreign Currency
Foreign Currency
The Company’s reporting currency is the U.S. dollar while the functional currencies of non-U.S. subsidiaries is determined based on the primary economic environment in which the subsidiary operates. The financial statements of non-U.S. subsidiaries are translated into United States dollars in accordance with ASC 830, Foreign Currency Matters, using period-end rates of exchange for assets and liabilities, and average rates of exchange for the period for revenues, costs, and expenses and historical rates for equity. Translation adjustments resulting from the process of translating the local currency financial statements into U.S. dollars are included in determining other comprehensive income (loss).
Net Loss Per Share
Net Loss Per Share
Basic net loss per share is computed by dividing net loss available to common shareholders by the weighted average number of common shares outstanding during the period.
The following table presents the calculation of basic and diluted net loss per share (in thousands, except per share data):
Years Ended December 31,
202220212020
Basic loss per share:
Loss from continuing operations$(425,045)$(351,786)$(599,392)
Less: net loss attributable to non-controlling interest442 126 29,059 
Less: deemed dividend on Series D Preferred Stock— — (171)
Loss from continuing operations available to common shareholders(424,603)(351,660)(570,504)
Loss from discontinued operations, net of tax(136,874)(31,177)— 
Net loss attributable to common shareholders$(561,477)$(382,837)$(570,504)
Shares used in computation:
Weighted-average common shares outstanding182,472,069 137,498,077 44,492,975 
Basic and diluted loss per share from continuing operations $(2.33)$(2.56)$(12.82)
Basic and diluted loss per share from discontinued operations $(0.75)$(0.23)$— 
Basic and diluted loss per share$(3.08)$(2.78)$(12.82)
The following common share equivalents are excluded from the calculation of weighted average common shares outstanding because their inclusion would have been anti-dilutive:
December 31,
202220212020
Warrants to purchase common stock166,670 565,544 2,535,528 
Series AA convertible preferred shares— — 46,439,226 
Stock options15,517,069 15,908,187 16,808,862 
Unvested restricted stock units14,575,629 4,685,800 — 
Convertible notes variable settlement feature6,966,078 6,966,078 — 
Total37,225,446 28,125,609 65,783,616 
Recently Issued Accounting Standards
Recently Adopted Accounting Standards
In August 2020, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2020-06, Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which simplifies accounting for convertible instruments by eliminating the requirement to separately account for an embedded conversion feature as an equity component in certain circumstances. A convertible debt instrument will be reported as a single liability instrument with no separate accounting for an embedded conversion feature unless separate accounting is required for an embedded conversion feature as a derivative or under the substantial premium model. The ASU simplifies the diluted earnings per share calculation by requiring that an entity use the if-converted method and that the effect of potential share settlement be included in diluted earnings per share calculations. Further, the ASU requires enhanced disclosures about convertible instruments. The ASU also removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception.
The Company adopted the ASU 2020-06 on January 1, 2022 using the modified retrospective method. Upon adoption at January 1, 2022, the Company made certain adjustments in its consolidated balance sheets as related to the 2026 Convertible Notes (see Note 11) which consists of an increase of $75.3 million in Convertible notes, net of discount, a net decrease of $87.9 million in Additional paid-in capital and a net decrease of $12.7 million in Accumulated deficit.
Additionally, from January 1, 2022, as related to the 2026 Convertible Notes, we will no longer incur non-cash interest expense for the amortization of debt discount related to the previously separated equity component.
After adoption, the Company accounts for the 2026 Convertible Notes as single liability measured at amortized cost. The Company did not elect the fair value option. The Company will apply the if-converted methodology in computing diluted earnings per share if and when profitability is achieved.
The following table summarizes the adjustments made to the Company’s consolidated balance sheet as of January 1, 2022 as a result of applying the modified retrospective method in adopting ASU 2020-06 (in thousands):
As ReportedASU 2020-06As Adjusted
December 31, 2021AdjustmentsJanuary 1, 2022
2026 Convertible Notes$316,354 $75,264 $391,618 
Additional paid-in capital$1,691,206 $(87,946)$1,603,260 
Accumulated deficit$(1,009,293)$12,682 $(996,611)
Under the modified retrospective method, the Company does not need to restate the comparative periods in transition and will continue to present financial information and disclosures for periods before January 1, 2022 in accordance with guidance under ASC 470-20, Debt: Debt with Conversion and Other Options (ASC 470-20). The adoption did not impact previously reported amounts in the Company’s consolidated statements of operations and comprehensive loss, cash flows and the basic and diluted net loss per share amounts.
In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses. The ASU sets forth a “current expected credit loss” model which requires the Company to measure all expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions, and reasonable supportable forecasts. This replaces the existing incurred loss model and is applicable to the measurement of credit losses on financial assets measured at amortized cost and applies to some off-balance sheet credit exposures. This ASU was effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years, with early adoption permitted. The Company adopted this ASU in January 2022 and the adoption did not have a material impact on the Company’s consolidated financial statements and related disclosures.
In March 2019, the FASB issued ASU 2019-02, Entertainment-Films-Other Assets-Film Costs (Subtopic 926-20) and Entertainment-Broadcasters-Intangibles-Goodwill and Other (Subtopic 920-350): Improvements to Accounting for Costs of Films and License Agreements for Program Materials, to align the accounting for production costs of an episodic television series with the accounting for production costs of films by removing the content distinction for capitalization. The amendments also require that an entity reassess estimates of the use of a film for a film in a film group and account for any changes prospectively. In addition, this guidance requires an entity to test for impairment a film or license agreement within the scope of ASC 920-350 at the film group level, when the film or license agreement is predominantly monetized with other films and/or licensed agreements. The Company adopted this ASU in January 2022, and the adoption did not have a material impact on the Company’s consolidated financial statements and related disclosures.
Recently Issued Accounting Standards
The Company continually assesses any new accounting pronouncements to determine their applicability. When it is determined that a new accounting pronouncement affects the Company’s financial reporting, the Company undertakes a study to determine the consequences of the change to its financial statements and assures that there are proper controls in place to ascertain that the Company’s financial statements properly reflect the change.
v3.22.4
Summary of Significant Accounting Policies (Tables)
12 Months Ended
Dec. 31, 2022
Accounting Policies [Abstract]  
Restrictions on Cash and Cash Equivalents
The following table provides a reconciliation of cash, cash equivalents and restricted cash within the consolidated balance sheets that sum to the total of the same on the consolidated statement of cash flows (in thousands):
December 31, 2022December 31, 2021
Cash and cash equivalents$337,087 $370,968 
Restricted cash6,139 5,112 
Total cash, cash equivalents and restricted cash$343,226 $376,080 
Schedule of Intangible Assets Estimated Useful Life
The Company’s intangible assets represent definite lived intangible assets, which are being amortized on a straight-line basis over their estimated useful lives as follows:
Customer relationships2 years
Trade names
2-9 years
Software and technology
3-9 years
Schedule of Earnings per Share, Basic and Diluted
The following table presents the calculation of basic and diluted net loss per share (in thousands, except per share data):
Years Ended December 31,
202220212020
Basic loss per share:
Loss from continuing operations$(425,045)$(351,786)$(599,392)
Less: net loss attributable to non-controlling interest442 126 29,059 
Less: deemed dividend on Series D Preferred Stock— — (171)
Loss from continuing operations available to common shareholders(424,603)(351,660)(570,504)
Loss from discontinued operations, net of tax(136,874)(31,177)— 
Net loss attributable to common shareholders$(561,477)$(382,837)$(570,504)
Shares used in computation:
Weighted-average common shares outstanding182,472,069 137,498,077 44,492,975 
Basic and diluted loss per share from continuing operations $(2.33)$(2.56)$(12.82)
Basic and diluted loss per share from discontinued operations $(0.75)$(0.23)$— 
Basic and diluted loss per share$(3.08)$(2.78)$(12.82)
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share
The following common share equivalents are excluded from the calculation of weighted average common shares outstanding because their inclusion would have been anti-dilutive:
December 31,
202220212020
Warrants to purchase common stock166,670 565,544 2,535,528 
Series AA convertible preferred shares— — 46,439,226 
Stock options15,517,069 15,908,187 16,808,862 
Unvested restricted stock units14,575,629 4,685,800 — 
Convertible notes variable settlement feature6,966,078 6,966,078 — 
Total37,225,446 28,125,609 65,783,616 
Accounting Standards Update and Change in Accounting Principle
The following table summarizes the adjustments made to the Company’s consolidated balance sheet as of January 1, 2022 as a result of applying the modified retrospective method in adopting ASU 2020-06 (in thousands):
As ReportedASU 2020-06As Adjusted
December 31, 2021AdjustmentsJanuary 1, 2022
2026 Convertible Notes$316,354 $75,264 $391,618 
Additional paid-in capital$1,691,206 $(87,946)$1,603,260 
Accumulated deficit$(1,009,293)$12,682 $(996,611)
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 Company accounted for the Edisn Acquisition as a business combination under the acquisition method of accounting. As such, the purchase price was allocated to the net assets acquired with any excess recorded to goodwill as follows (in thousands):
Assets acquired:
Cash$373 
Prepaid and other current assets
Property and equipment, net10 
Intangible assets1,500 
Goodwill12,501 
Total assets acquired14,389 
 
Liabilities assumed: 
Deferred income taxes12 
Accrued expenses and other current liabilities25 
Total liabilities assumed37 
 
Net assets acquired$14,352 
The following table presents the allocation of the purchase price to the net assets acquired, inclusive of intangible assets, with the excess fair value recorded to goodwill (in thousands):
Assets acquired:
Cash$818 
Accounts receivable, net1,752 
Prepaid and other current assets6,273 
Property and equipment, net738 
Other non-current assets2,643 
Intangible assets18,429 
Goodwill127,971 
Right-of-use assets4,566 
Total assets acquired163,190 
Liabilities assumed:
Accounts payable15,724 
Accrued expenses and other current liabilities21,628 
Deferred revenue812 
Long-term borrowings - current portion3,662 
Lease liabilities4,566 
Total liabilities assumed46,392 
Redeemable non-controlling interest1,752 
Net assets acquired$115,046 
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination
The estimated useful lives and fair value of the intangible assets acquired are as follows (in thousands):
Estimated
Useful Life
(in Years)
Fair Value
Software and technology7$1,500 
Total$1,500 
The estimated useful lives and fair value of the intangible assets acquired are as follows:
Estimated
Useful Life
(in Years)
Fair Value
Customer relationships2$9,271 
Tradenames2679 
Software and technology68,479 
Total$18,429 
v3.22.4
Revenue from Contracts with Customers (Tables)
12 Months Ended
Dec. 31, 2022
Revenue from Contract with Customer [Abstract]  
Disaggregation of Revenue
The following table presents the Company’s revenues disaggregated into categories based on the nature of such revenues (in thousands):
Years Ended December 31,
202220212020
Subscription$905,886 $564,441 $184,328 
Advertising101,739 73,749 24,904 
Software licenses, net— — 7,295 
Other1,071 180 1,219 
Total revenues$1,008,696 $638,370 $217,746 
Revenue from External Customers by Geographic Areas
The following tables summarize subscription revenue and advertising revenue by region for the year ended December 31, 2022, 2021 and 2020 (in thousands):
Subscription
Years Ended December 31,
202220212020
United States and Canada (North America)$882,679 $562,991 $184,137 
Rest of world23,207 1,450 191 
Total subscription revenues$905,886 $564,441 $184,328 
Advertising
Years Ended December 31,
202220212020
United States and Canada (North America)$100,605 $73,538 $24,904 
Rest of world1,134 211 — 
Total advertising revenues$101,739 $73,749 $24,904 
v3.22.4
Property and equipment, net (Tables)
12 Months Ended
Dec. 31, 2022
Property, Plant and Equipment [Abstract]  
Property and Equipment, net
Property and equipment, net, is comprised of the following (in thousands):
Useful Lives
 (Years)
December 31, 2022December 31, 2021
Furniture and fixtures7$441 $357 
Computer equipment
3 - 5
2,922 2,764 
Leasehold improvementsTerm of lease5,136 4,405 
 8,499 7,526 
Less: Accumulated depreciation (3,524)(2,412)
Total property and equipment, net $4,975 $5,114 
v3.22.4
Discontinued Operations (Tables)
12 Months Ended
Dec. 31, 2022
Discontinued Operations and Disposal Groups [Abstract]  
Disposal Groups, Including Discontinued Operations
Net loss from Fubo Gaming's discontinued operations consists of the following for the years ended December 31, 2022 and 2021:
Years Ended December 31,
20222021
Revenues
Wagering$(759)$(20)
Total revenues(759)(20)
Operating expenses
Sales and marketing9,976 6,667 
Technology and development9,220 5,095 
General and administrative28,481 19,146 
Depreciation and amortization433 215 
Impairment of goodwill, intangible assets, and other long-lived assets, net87,365 — 
 Total operating expenses135,475 31,123 
Operating loss(136,234)(31,143)
Other income (expense)
Interest expense and financing costs(598)— 
Other income (expense) (42)(34)
Total other expense(640)(34)
Net loss(136,874)(31,177)
The carrying amounts of the major classes of assets and liabilities classified as discontinued operations as of December 31, 2022 and 2021 are as follows:
December 31,
2022
December 31,
2021
ASSETS
Current assets
Cash and cash equivalents$3,277 $3,326 
Cash reserved for users— 579
Accounts receivable, net— 11 
Prepaid and other current assets1,366 2,445 
 Total current assets 4,643 6,361 
 Property and equipment, net— 1,703 
 Intangible assets, net— 14,625 
 Goodwill— 10,682 
 Right-of-use assets— 3,101 
Other non-current assets— 40,117 
Total assets - discontinued operations$4,643 $76,589 
LIABILITIES
Current liabilities
Accounts payable$4,347 $693 
Accrued expenses and other current liabilities25,787 4,294 
Lease liabilities2,447 808 
Total current liabilities32,581 5,795 
Lease liabilities— 2,447 
Other long-term liabilities— 8,686 
Total liabilities - discontinued operations$32,581 $16,928 
Schedule of Deconsolidation of Nexway
The deconsolidation of Nexway resulted in a loss of $11.9 million calculated as follows (in thousands):
Cash$5,776 
Accounts receivable9,831 
Inventory50 
Prepaid expenses164 
Goodwill51,168 
Property and equipment, net380 
Right-of-use assets3,594 
Total assets$70,963 
Less: 
Accounts payable34,262 
Accrued expenses15,788 
Lease liability3,594 
Deferred income taxes1,161 
Other liabilities40 
Total liabilities$54,845 
Non-controlling interest2,595 
Foreign currency translation adjustment(770)
Loss before fair value – investment in Nexway14,293 
Less: fair value of shares owned by the Company2,374 
Loss on deconsolidation of Nexway$11,919 
Schedule of Net Carrying Value of Investment and Related Gain on Sale of Investment
The following table represents the net carrying value of the Company’s investment in Facebank AG and Nexway and the related gain on sale of its investment (in thousands):
Investment in Nexway$4,989 
Financial assets at fair value1,965 
Goodwill28,541 
Total assets35,495 
Loan payable56,140 
Net carrying amount(20,645)
Issuance of common stock to original owners of Facebank AG12,395 
Cash paid to former owners of Facebank AG619 
Gain on sale of investment in Facebank AG$(7,631)
v3.22.4
Intangible Assets and Goodwill (Tables)
12 Months Ended
Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Finite-Lived Intangible Assets
The table below summarizes the Company’s intangible assets at December 31, 2022 and 2021 (in thousands):
Useful
 Lives
(Years)
Weighted Average Remaining
 Life (Years)
December 31, 2022
Intangible AssetsAccumulated AmortizationNet Balance
Customer relationships21.2$32,433 $(28,421)$4,012 
Trade names
2-9
6.238,837 (12,018)26,819 
Software and technology
3-9
5.8200,222 (59,221)141,001 
Total$271,492 $(99,660)$171,832 
Useful
 Lives
(Years)
Weighted Average Remaining
 Life (Years)
December 31, 2021
Intangible AssetsAccumulated Amortization Net Balance
Customer relationships22.2$32,965 $(21,105)$11,860 
Tradenames
2-9
7.238,876 (7,455)31,421 
Software and technology
3-9
8.7195,852 (35,572)160,280 
Total$267,693 $(64,132)$203,561 
Finite-lived Intangible Assets Amortization Expense
The estimated future amortization expense associated with intangible assets is as follows (in thousands):
Future Amortization
202335,775 
202430,283 
202525,729 
202624,651 
202724,651 
Thereafter30,743 
Total$171,832 
Schedule of Goodwill
The following table is a summary of the changes to goodwill for the years ended December 31, 2022 and 2021 (in thousands):
December 31,
20222021
Beginning balance$619,587 $478,406 
Molotov acquisition(497)128,468 
Edisn acquisition— 12,501 
Foreign currency translation(584)212 
Ending balance$618,506 $619,587 
Fair Value Measurement Inputs and Valuation Techniques Significant inputs into the valuation models included the control premium, discount rate, and revenue market multiples as follows:
December 31, 2022
Control premium35%
Discount rate31%
Revenue multiples
0.34x - 0.52x
The Company used a Black-Scholes model to estimate the fair value of the warrant liabilities at December 31, 2021 using the following inputs:
December 31, 2021
Fair value of underlying common shares$15.52 
Exercise price$9.25 
Expected dividend yield— %
Expected volatility
50.9% - 52.8%
Weighted average expected volatility52.7 %
Risk free interest rate
0.06% - 0.06%
Weighted average risk-free interest rate0.06 %
Expected term (years)
0.14 - 0.15
Weighted average expected term (years)0.14
v3.22.4
Accounts Payable, Accrued Expenses and Other Long-Term Liabilities (Tables)
12 Months Ended
Dec. 31, 2022
Payables and Accruals [Abstract]  
Schedule of Accounts Payable and Accrued Liabilities
Accounts payable, accrued expenses and other long-term liabilities are presented below (in thousands):
December 31, 2022December 31, 2021
Affiliate fees$218,367 $177,692 
Broadcasting and transmission15,732 15,179 
Selling and marketing26,907 17,248 
Accrued compensation9,838 11,080 
Legal and professional fees3,712 6,235 
Sales tax37,934 27,310 
Accrued interest4,773 5,057 
Subscriber related3,101 3,601 
Shares settled liability2,860 — 
Other9,708 7,650 
Total$332,932 $271,052 
v3.22.4
Income Taxes (Tables)
12 Months Ended
Dec. 31, 2022
Income Tax Disclosure [Abstract]  
Schedule of Income before Income Tax, Domestic and Foreign
The loss before income taxes on continuing operations includes the following components (in thousands):
For the Years Ended December 31,
202220212020
United States$399,941 $346,244 $608,950 
International26,770 8,223 102 
Loss before income taxes$426,711 $354,467 $609,052 
Schedule of Components of Income Tax Expense (Benefit)
The benefit of income taxes on continuing operations for the years ended December 31, 2022, 2021 and 2020 consist of the following (in thousands):
December 31,
202220212020
U.S. Federal
Current$— $— $— 
Deferred1,351 2,082 7,930 
State and local
Current— — — 
Deferred315 599 1,730 
Foreign
Current
Deferred
Valuation allowance— — — 
Income tax benefit$1,666 $2,681 $9,660 
Schedule of Effective Income Tax Rate Reconciliation
A reconciliation of the statutory federal rate on continuing operations to the Company’s effective tax rate on continuing operations is as follows:
December 31,
202220212020
Federal rate21.00 %21.00 %21.00 %
State income taxes, net of federal benefit0.07 0.17 0.28 
Nexway activity and deconsolidation— — (0.40)
Incentive stock options(0.67)(2.25)(0.38)
Change in fair value of derivative, warrant liability, and gain on extinguishment of convertible notes(0.08)0.16 (3.42)
Amortization of debt discount(0.67)— — 
Foreign rate differential0.34 0.13 — 
Goodwill impairment— — (5.10)
Change in valuation allowance(18.94)(18.99)(10.27)
Other(0.66)0.54 (0.12)
Income tax benefit0.39 %0.76 %1.59 %
Schedule of Deferred Tax Assets and Liabilities
The components of our deferred tax assets are as follows (in thousands):
December 31,
20222021
Deferred tax assets:
Net operating losses$324,256 $234,542 
Accruals and deferrals11,032 7,812 
Stock based compensation10,225 10,280 
Interest expense limitation13,959 11,945 
Leasing assets9,125 8,881 
Other49 27 
Total deferred tax assets368,646 273,487 
Less: Valuation allowance(322,989)(219,609)
Net deferred tax assets$45,657 $53,878 
  
Deferred tax liabilities:  
Intangible assets$38,929 $47,503 
Property and equipment7,391 8,651 
Other102 155 
Total deferred tax liabilities$46,422 $56,309 
  
Net deferred tax liabilities$765 $2,431 
v3.22.4
Notes Payable, Long-Term Borrowing, and Convertible Notes (Tables)
12 Months Ended
Dec. 31, 2022
Notes Payable Long-term Borrowing And Convertible Notes  
Schedule of Debt
Notes payable, long-term borrowings, and convertible notes as of December 31, 2022 consist of the following (in thousands):
NoteStated Interest Rate Principal BalanceCapitalized InterestDebt Discount December 31, 2022
2026 Convertible Notes3.25 %$402,500 $— $(8,406)$394,094 
Note payable10.0 %2,700 2,950 — 5,650 
BPi France2.25 %1,986 — — 1,986 
Other4.0 %30 — 37 
$407,216 $2,957 $(8,406)$ $401,767 
Notes payable and long-term borrowings as of December 31, 2021 consist of the following (in thousands):
NoteStated Interest Rate Principal BalanceCapitalized InterestDebt Discount December 31, 2021
2026 Convertible Notes3.25 %$402,500 $— $(86,146)$316,354 
Note payable10.0 %2,700 2,377 — 5,077 
BPi France2.25 %2,422 — — 2,422 
Societe Generale0.25 %1,246 — — 1,246 
Other4.0 %30 — 36 
$408,898 $2,383 $(86,146)$325,135 
v3.22.4
Segments (Tables)
12 Months Ended
Dec. 31, 2022
Segment Reporting [Abstract]  
Schedule of Segment Reporting Information, by Segment
The following tables set forth our financial performance by geographical location:
December 31,
20222021
Total long-lived assets - United States197,673 224,672 
Total long-lived assets - Rest of world15,022 18,657 
December 31,
202220212020
United States$972,220 $634,065 $217,555 
Rest of world36,476 4,305 191 
Total Revenue$1,008,696 $638,370 $217,746 
v3.22.4
Fair Value Measurements (Tables)
12 Months Ended
Dec. 31, 2022
Fair Value Disclosures [Abstract]  
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis
The following table classifies the Company’s assets and liabilities measured at fair value on a recurring basis into the fair value hierarchy as of December 31, 2022 and 2021 (in thousands):
Fair valued measured at December 31, 2022
Quoted
prices in
active
markets
(Level 1)
Significant
other
observable
inputs
(Level 2)
Significant
unobservable
inputs
(Level 3)
Total
Financial assets at fair value:
Cash and cash equivalents
Money market securities$50,010 $— $— $50,010 
Total financial assets at fair value$50,010 $— $— $50,010 

Fair valued measured at December 31, 2021
Quoted
prices in
active
markets
(Level 1)
Significant
other
observable
inputs
(Level 2)
Significant
unobservable
inputs
(Level 3)
Total
Financial liabilities at fair value:
Warrant liabilities$— $— $3,548 $3,548 
Total financial liabilities at fair value$— $— $3,548 $3,548 
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation
The following table presents changes in Level 3 liabilities measured at fair value (in thousands) for the years ended December 31, 2022, 2021 and 2020. Unobservable inputs were used to determine the fair value of positions that the Company has classified within the Level 3 category.
 Derivative - Convertible Notes Profits Interests Sold Embedded Put Option Warrant
 liabilities
Fair value at December 31, 2019
$1,203 $1,971 $376 $24 
Change in fair value(206)(1,971)(220)83,338 
Additions3,583 — 172 50,743 
Redemption(4,580)— (328)(97,884)
Reclassification of warrant liabilities— — — (13,535)
Fair value at December 31, 2020   22,686 
Change in fair value— — — (2,659)
Redemption— — — (16,479)
Fair value at December 31, 2021   3,548 
Change in fair value— — — 1,701 
Redemption— — — (5,249)
Fair value at December 31, 2022$ $ $ $ 
Fair Value Measurement Inputs and Valuation Techniques Significant inputs into the valuation models included the control premium, discount rate, and revenue market multiples as follows:
December 31, 2022
Control premium35%
Discount rate31%
Revenue multiples
0.34x - 0.52x
The Company used a Black-Scholes model to estimate the fair value of the warrant liabilities at December 31, 2021 using the following inputs:
December 31, 2021
Fair value of underlying common shares$15.52 
Exercise price$9.25 
Expected dividend yield— %
Expected volatility
50.9% - 52.8%
Weighted average expected volatility52.7 %
Risk free interest rate
0.06% - 0.06%
Weighted average risk-free interest rate0.06 %
Expected term (years)
0.14 - 0.15
Weighted average expected term (years)0.14
v3.22.4
Shareholders’ Equity (Tables)
12 Months Ended
Dec. 31, 2022
Equity [Abstract]  
Schedule of Stockholders' Equity Note, Warrants or Rights A summary of the Company’s outstanding warrants as of December 31, 2022, are presented below (in thousands, except share and per share amounts):
Number of Warrants Weighted Average
 Exercise Price
Total
Intrinsic
Value
Weighted
Average
Remaining
Contractual Life
(in years)
Outstanding as of December 31, 2021
565,544 $9.96 $3,546 0.1
Granted166,667 $15.00 $— 9.8
Exercised(540,541)$9.25 $— 0
Expired(25,000)$9.25 $— 0
Outstanding and exercisable as of December 31, 2022
166,670 $17.40 $— 9.6
Share-based Payment Arrangement, Expensed and Capitalized, Amount
During the years ended December 31, 2022, 2021 and 2020 the Company recognized stock-based compensation expense as follows:
Years Ended December 31,
202220212020
Subscriber related$144 $71 $32 
Sales and marketing22,198 7,818 2,395 
Technology and development9,998 13,752 5,446 
General and administrative20,114 31,509 43,866 
$52,454 $53,150 $51,739 
Share-based Payment Arrangement, Activity
A summary of stock option activity for the year ended December 31, 2022, is as follows (in thousands, except share and per share amounts):
Number of Shares Weighted Average
 Exercise Price
Total Intrinsic ValueWeighted Average Remaining Contractual Life
 (in years)
Outstanding as of December 31, 2021
11,454,890 $6.40 $70,231 7.4
Exercised(616,304)$1.34   
Forfeited or expired(594,814)$11.16   
Outstanding as of December 31, 2022
10,243,772 $6.43 $1,956 6.0
    
Options vested and exercisable as of December 31, 2022
8,118,408 $5.76 $1,956 5.7
A summary of activity under the Plan for market and service-based stock options for the year ended December 31, 2022 is as follows (in thousands, except share and per share amounts):
Number of SharesWeighted Average
Exercise Price
Total Intrinsic ValueWeighted
Average
Remaining
Contractual Life
(in years)
Outstanding as of December 31, 2021
4,453,297 $12.75 $17,933 5.7
Outstanding as of December 31, 2022
4,453,297 $12.75 $— 4.7
    
Options vested and exercisable as of December 31, 2022
3,536,630 $10.98 $— 4.5
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions
The Company estimated the fair value of the warrants granted during the year ended December 31, 2022 using the Monte Carlo valuation model as follows:
December 31, 2022
Dividend yield
Expected price volatility107.0%
Risk free interest rate2.8%
Expected term (years)10.0
The following was used in determining the fair value of stock options granted during the year ended December 31, 2021:
Dividend yield— %
Expected price volatility
44.8%-45.2%
Risk free interest rate
0.6%-1.1%
Expected term (years)
5.8 - 6.1 years
Stock based compensation expense is based on the estimated value of the awards on the grant date, and is recognized over the period from the grant date through the expected vest dates of each vesting condition, both of which were estimated based on a Monte Carlo simulation model applying the following key assumptions as of the grant date:
December 31, 2021
Dividend yield— 
Expected volatility71.5 %
Risk free rate1.3 %
Derived service period2.0 years
Schedule of Nonvested Restricted Stock Units Activity
A summary of the Company’s time-based restricted stock unit activity during the year ended December 31, 2022 is as follows:
Number of Shares Weighted Average Grant-Date
 Fair Value
Unvested at December 31, 2021
2,785,800 $25.73 
Granted12,803,284 $3.68 
Vested(1,611,348)$23.25 
Forfeited(922,107)$13.82 
Unvested at December 31, 2022
13,055,629 $5.25 
A summary of the Company’s performance-based restricted stock unit activity during the year ended December 31, 2022 and 2021 is as follows:
Number of SharesWeighted Average Grant-Date
 Fair Value
Unvested at December 31, 2021
1,900,000 $33.87 
Vested(380,000)$33.87 
Unvested at December 31, 2022
1,520,000 $33.87 
v3.22.4
Stock-Based Compensation (Tables)
12 Months Ended
Dec. 31, 2022
Share-Based Payment Arrangement [Abstract]  
Share-based Payment Arrangement, Expensed and Capitalized, Amount
During the years ended December 31, 2022, 2021 and 2020 the Company recognized stock-based compensation expense as follows:
Years Ended December 31,
202220212020
Subscriber related$144 $71 $32 
Sales and marketing22,198 7,818 2,395 
Technology and development9,998 13,752 5,446 
General and administrative20,114 31,509 43,866 
$52,454 $53,150 $51,739 
Share-based Payment Arrangement, Activity
A summary of stock option activity for the year ended December 31, 2022, is as follows (in thousands, except share and per share amounts):
Number of Shares Weighted Average
 Exercise Price
Total Intrinsic ValueWeighted Average Remaining Contractual Life
 (in years)
Outstanding as of December 31, 2021
11,454,890 $6.40 $70,231 7.4
Exercised(616,304)$1.34   
Forfeited or expired(594,814)$11.16   
Outstanding as of December 31, 2022
10,243,772 $6.43 $1,956 6.0
    
Options vested and exercisable as of December 31, 2022
8,118,408 $5.76 $1,956 5.7
A summary of activity under the Plan for market and service-based stock options for the year ended December 31, 2022 is as follows (in thousands, except share and per share amounts):
Number of SharesWeighted Average
Exercise Price
Total Intrinsic ValueWeighted
Average
Remaining
Contractual Life
(in years)
Outstanding as of December 31, 2021
4,453,297 $12.75 $17,933 5.7
Outstanding as of December 31, 2022
4,453,297 $12.75 $— 4.7
    
Options vested and exercisable as of December 31, 2022
3,536,630 $10.98 $— 4.5
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions
The Company estimated the fair value of the warrants granted during the year ended December 31, 2022 using the Monte Carlo valuation model as follows:
December 31, 2022
Dividend yield
Expected price volatility107.0%
Risk free interest rate2.8%
Expected term (years)10.0
The following was used in determining the fair value of stock options granted during the year ended December 31, 2021:
Dividend yield— %
Expected price volatility
44.8%-45.2%
Risk free interest rate
0.6%-1.1%
Expected term (years)
5.8 - 6.1 years
Stock based compensation expense is based on the estimated value of the awards on the grant date, and is recognized over the period from the grant date through the expected vest dates of each vesting condition, both of which were estimated based on a Monte Carlo simulation model applying the following key assumptions as of the grant date:
December 31, 2021
Dividend yield— 
Expected volatility71.5 %
Risk free rate1.3 %
Derived service period2.0 years
Schedule of Nonvested Restricted Stock Units Activity
A summary of the Company’s time-based restricted stock unit activity during the year ended December 31, 2022 is as follows:
Number of Shares Weighted Average Grant-Date
 Fair Value
Unvested at December 31, 2021
2,785,800 $25.73 
Granted12,803,284 $3.68 
Vested(1,611,348)$23.25 
Forfeited(922,107)$13.82 
Unvested at December 31, 2022
13,055,629 $5.25 
A summary of the Company’s performance-based restricted stock unit activity during the year ended December 31, 2022 and 2021 is as follows:
Number of SharesWeighted Average Grant-Date
 Fair Value
Unvested at December 31, 2021
1,900,000 $33.87 
Vested(380,000)$33.87 
Unvested at December 31, 2022
1,520,000 $33.87 
v3.22.4
Commitments and Contingencies (Tables)
12 Months Ended
Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]  
Lease, Cost
The components of lease expense were as follows:
Years Ended December 31,
202220212020
Operating leases   
Operating lease cost$5,711 $1,387 $935 
Other lease cost239 287 — 
Operating lease expense5,950 1,674 935 
Short-term lease rent expense167 — — 
Total rent expense$6,117 $1,674 $935 
Schedule of Cash Flow, Supplemental Disclosures
Supplemental cash flow information related to leases were as follows:
Years Ended December 31,
202220212020
Operating cash flows from operating leases$1,421$553$915
Right of use assets exchanged for operating lease liabilities$4,312$30,968$5,373
Weighted average remaining lease term - operating leases11.313.06.3
Weighted average remaining discount rate - operating leases7.4%7.6%5.4%
Lessee, Operating Lease, Liability, Maturity
Maturities of the Company’s operating leases from continuing operations, are as follows (amounts in thousands):
Year Ended December 31, 2023$4,777 
Year Ended December 31, 20245,921 
Year Ended December 31, 20255,921 
Year Ended December 31, 20265,921 
Year Ended December 31, 20274,831 
Thereafter36,141 
Total63,512 
Less present value discount(22,483)
Operating lease liabilities$41,029 
Annual Sponsorship Agreements
Year Ended December 31, 2023$3,050 
Year Ended December 31, 20243,225 
Year Ended December 31, 20253,275 
Year Ended December 31, 20263,325 
Year Ended December 31, 20273,425 
Thereafter16,250 
Total$32,550 
Future payments under these agreements are as follows:
Year Ended December 31, 2023$41,235 
Year Ended December 31, 202425,613 
Year Ended December 31, 202513,748 
Year Ended December 31, 202613,748 
Year Ended December 31, 202713,748 
Thereafter4,583 
Total$112,675 
v3.22.4
Liquidity, Going Concern and Management Plans (Details)
$ / shares in Units, $ in Thousands, € in Millions
1 Months Ended 12 Months Ended
Feb. 02, 2021
USD ($)
Dec. 31, 2021
USD ($)
shares
Dec. 31, 2021
EUR (€)
shares
Dec. 31, 2022
USD ($)
$ / shares
shares
Dec. 31, 2021
USD ($)
Dec. 31, 2020
USD ($)
Dec. 31, 2019
USD ($)
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]              
Cash, cash equivalents, restricted cash and restricted cash equivalents, including disposal group and discontinued operations   $ 376,080   $ 343,226 $ 376,080 $ 136,221 $ 7,624
Working capital deficit       26,100      
Accumulated deficit   (1,009,293)   (1,558,088) (1,009,293)    
Net loss from continuing operations       (425,045) (351,786) (599,392)  
Proceeds from convertible debt net       0 389,446 3,003  
Business acquisition, shares issued       0 $ 0 $ 12,395  
Molotov SAS              
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]              
Business combination, consideration transferred   115,000 € 101.7        
Business acquisition, shares issued   $ 16,300 € 14.4        
Business acquisition, shares issued (in shares) | shares   5,700,000 5,700,000        
Sales Agreement              
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]              
Proceeds from issuance of common stock       292,100      
Deduction of commission and expenses       $ 6,600      
Sale of stock (in shares) | shares       50,620,577      
Weighted average gross sale price per share (in dollars per share) | $ / shares       $ 5.90      
2026 Convertible Notes              
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]              
Debt instrument, face amount $ 402,500            
Debt interest rate 3.25%            
Proceeds from convertible debt net $ 389,400            
Payment of financing and stock issuance costs $ 13,100            
v3.22.4
Summary of Significant Accounting Policies - Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Accounting Policies [Abstract]        
Cash and cash equivalents $ 337,087 $ 370,968    
Restricted cash 6,139 5,112    
Total cash, cash equivalents and restricted cash $ 343,226 $ 376,080 $ 136,221 $ 7,624
v3.22.4
Summary of Significant Accounting Policies - Schedule of Intangible Assets Estimated Useful Life (Details)
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Minimum    
Finite-Lived Intangible Assets [Line Items]    
Estimated Useful Life (in Years) 9 years  
Maximum    
Finite-Lived Intangible Assets [Line Items]    
Estimated Useful Life (in Years) 2 years  
Customer relationships    
Finite-Lived Intangible Assets [Line Items]    
Estimated Useful Life (in Years) 2 years 2 years
Trade names | Minimum    
Finite-Lived Intangible Assets [Line Items]    
Estimated Useful Life (in Years) 2 years 2 years
Trade names | Maximum    
Finite-Lived Intangible Assets [Line Items]    
Estimated Useful Life (in Years) 9 years 9 years
Software and technology | Minimum    
Finite-Lived Intangible Assets [Line Items]    
Estimated Useful Life (in Years) 3 years 3 years
Software and technology | Maximum    
Finite-Lived Intangible Assets [Line Items]    
Estimated Useful Life (in Years) 9 years 9 years
v3.22.4
Summary of Significant Accounting Policies - Schedule of Calculation of Basic and Diluted Net Loss Per Share (Details) - USD ($)
$ / shares in Units, $ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Basic loss per share:      
Loss from continuing operations $ (425,045) $ (351,786) $ (599,392)
Net loss attributable to non-controlling interest 442 126 29,059
Less: deemed dividend on Series D Preferred Stock 0 0 (171)
Loss from continuing operations available to common shareholders (424,603) (351,660) (570,504)
Loss from discontinued operations, net of tax (136,874) (31,177) 0
Net loss attributable to common shareholders $ (561,477) $ (382,837) $ (570,504)
Shares used in computation:      
Basic (in shares) 182,472,069 137,498,077 44,492,975
Diluted (in shares) 182,472,069 137,498,077 44,492,975
Diluted loss per share from continuing operations (in dollars per share) $ (2.33) $ (2.56) $ (12.82)
Basic loss per share from continuing operations (in dollars per share) (2.33) (2.56) (12.82)
Basic loss per share from discontinued operations (in dollars per share) (0.75) (0.23) 0
Diluted loss per share from discontinued operations (in dollars per share) (0.75) (0.23) 0
Diluted loss per share (in usd per share) (3.08) (2.78) (12.82)
Basic loss per share (in usd per share) $ (3.08) $ (2.78) $ (12.82)
v3.22.4
Summary of Significant Accounting Policies - Schedule of Anti-dilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share 37,225,446 28,125,609 65,783,616
Warrants to purchase common stock      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share 166,670 565,544 2,535,528
Series AA convertible preferred shares      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share 0 0 46,439,226
Stock options      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share 15,517,069 15,908,187 16,808,862
Unvested restricted stock units      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share 14,575,629 4,685,800 0
Convertible notes variable settlement feature      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share 6,966,078 6,966,078 0
v3.22.4
Summary of Significant Accounting Policies - Narrative (Details)
$ in Thousands
1 Months Ended 9 Months Ended 12 Months Ended
Dec. 31, 2021
USD ($)
shares
Feb. 28, 2021
shares
Dec. 31, 2020
shares
Sep. 30, 2022
segment
Dec. 31, 2022
USD ($)
segment
shares
Dec. 31, 2021
USD ($)
Dec. 31, 2020
USD ($)
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]              
Number of operating segments | segment       2 1    
Stock repurchased during period, (in shares) | shares     800,000        
Stock issued during period, treasury stock reissued (in shares) | shares 176,932 623,068          
Other Asset Impairment Charges         $ 76,700    
Class of warrant or right, outstanding (in shares) | shares         0    
Subscriber related expenses excluding FSN         $ 976,400    
Subscriber related expenses excluding FSN         976,415 $ 593,241 $ 204,240
Advertising expense         $ 133,200 111,900 $ 48,100
Expiration period         10 years    
Award vesting period         4 years    
Convertible notes, net of discount $ 316,354       $ 394,094 316,354  
Additional paid-in capital (1,691,206)       (1,972,006) (1,691,206)  
Accumulated deficit (1,009,293)       $ (1,558,088) (1,009,293)  
Cumulative Effect, Period of Adoption, Adjustment              
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]              
Convertible notes, net of discount 75,264         75,264  
Additional paid-in capital 87,946         87,946  
Accumulated deficit $ 12,682         $ 12,682  
PEC stockholders              
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]              
Noncontrolling interest, ownership percentage by noncontrolling owners 23.40%   23.40%     23.40% 23.40%
Gaming Licenses              
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]              
Useful Lives (Years)         3 years    
v3.22.4
Summary of Significant Accounting Policies - Adjustments Made to the Condensed Consolidated Balance Sheet (Details) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
New Accounting Pronouncements or Change in Accounting Principle [Line Items]    
Convertible notes, net of discount $ 394,094 $ 316,354
Additional paid-in capital 1,972,006 1,691,206
Accumulated deficit $ (1,558,088) (1,009,293)
Cumulative Effect, Period of Adoption, Adjustment    
New Accounting Pronouncements or Change in Accounting Principle [Line Items]    
Convertible notes, net of discount   75,264
Additional paid-in capital   (87,946)
Accumulated deficit   12,682
Cumulative Effect, Period of Adoption, Adjusted Balance    
New Accounting Pronouncements or Change in Accounting Principle [Line Items]    
Convertible notes, net of discount   391,618
Additional paid-in capital   1,603,260
Accumulated deficit   $ (996,611)
v3.22.4
Acquisitions - Narrative (Details)
€ in Millions
1 Months Ended 12 Months Ended
Dec. 06, 2021
USD ($)
shares
Dec. 06, 2021
EUR (€)
shares
Dec. 01, 2021
USD ($)
shares
Dec. 31, 2021
USD ($)
shares
Dec. 31, 2021
EUR (€)
shares
Feb. 26, 2021
USD ($)
Dec. 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
Dec. 31, 2020
USD ($)
Dec. 06, 2021
EUR (€)
Business Acquisition [Line Items]                    
Payments to acquire businesses, net of cash acquired             $ 0 $ 22,894,000 $ 0  
Operating loss             $ (411,857,000) (328,277,000) $ (479,899,000)  
Molotov SAS                    
Business Acquisition [Line Items]                    
Noncontrolling interest, ownership percentage by parent             1.50%      
Vigtory                    
Business Acquisition [Line Items]                    
Payments to acquire businesses, gross           $ 10,300,000        
Business acquisition outstanding cash           1,700,000        
Equity issued in business combination, fair value disclosure           $ 26,900,000        
Business combination, acquisition related costs               400,000    
Edisn                    
Business Acquisition [Line Items]                    
Business combination, acquisition related costs               700,000    
Business acquisition, percentage of voting interests acquired     100.00%              
Business combination, consideration transferred     $ 14,400,000              
Payments to acquire businesses, net of cash acquired     $ 6,100,000              
Issuance of common stock to original owners of Facebank AG (in shares) | shares     464,700              
Business combination, step acquisition, equity interest in acquiree, fair value     $ 8,300,000              
Cash     $ 373,000              
Molotov SAS                    
Business Acquisition [Line Items]                    
Payments to acquire businesses, gross $ 115,000,000 € 101.7                
Business combination, consideration transferred       $ 115,000,000 € 101.7          
Issuance of common stock to original owners of Facebank AG (in shares) | shares       5,700,000 5,700,000          
Business combination, step acquisition, equity interest in acquiree, percentage 98.50%                 98.50%
Cash $ 16,300,000                 € 14.4
Issuance of common stock to original owners of Facebank AG (in shares) | shares 5,700,000 5,700,000                
Business acquisition, equity interest issued or issuable, value assigned $ 98,800,000                  
Revenues             $ 1,400,000      
Operating loss             8,100,000      
Goodwill, purchase accounting adjustments             $ 1,800,000      
Molotov                    
Business Acquisition [Line Items]                    
Business combination, acquisition related costs               $ 2,700,000    
Cash $ 818,000                  
v3.22.4
Acquisitions - Schedule of Assets Acquired and Liabilities Assumed (Details) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Dec. 06, 2021
Dec. 01, 2021
Dec. 31, 2020
Assets acquired:          
Goodwill $ 618,506 $ 619,587     $ 478,406
Edisn          
Assets acquired:          
Cash       $ 373  
Prepaid and other current assets       5  
Property and equipment, net       10  
Intangible assets       1,500  
Goodwill       12,501  
Total assets acquired       14,389  
Liabilities assumed:          
Deferred income taxes       12  
Business combination recognized identifiable assets acquired and liabilities assumed current liabilities accrued expenses       25  
Total liabilities assumed       37  
Net assets acquired       $ 14,352  
Molotov          
Assets acquired:          
Cash     $ 818    
Accounts receivable, net     1,752    
Prepaid and other current assets     6,273    
Property and equipment, net     738    
Other non-current assets     2,643    
Intangible assets     18,429    
Goodwill     127,971    
Right-of-use assets     4,566    
Total assets acquired     163,190    
Liabilities assumed:          
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accounts Payable     15,724    
Business combination recognized identifiable assets acquired and liabilities assumed current liabilities accrued expenses     21,628    
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-Term Debt     3,662    
Lease liabilities     4,566    
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Deferred Revenue     812    
Total liabilities assumed     46,392    
Redeemable non-controlling interest     1,752    
Net assets acquired     $ 115,046    
v3.22.4
Acquisitions - Schedule of Estimated Useful Lives and Fair Value of the Intangible Assets Acquired (Details) - USD ($)
$ in Thousands
Dec. 06, 2021
Dec. 01, 2021
Edisn    
Business Acquisition [Line Items]    
Fair Value   $ 1,500
Edisn | Software and technology    
Business Acquisition [Line Items]    
Estimated Useful Life (in Years)   7 years
Fair Value   $ 1,500
Molotov    
Business Acquisition [Line Items]    
Fair Value $ 18,429  
Molotov | Software and technology    
Business Acquisition [Line Items]    
Estimated Useful Life (in Years) 6 years  
Fair Value $ 8,479  
Molotov | Customer relationships    
Business Acquisition [Line Items]    
Estimated Useful Life (in Years) 2 years  
Fair Value $ 9,271  
Molotov | Trade names    
Business Acquisition [Line Items]    
Estimated Useful Life (in Years) 2 years  
Fair Value $ 679  
v3.22.4
Revenue from Contracts with Customers - Schedule of Disaggregated Revenue (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Disaggregation of Revenue [Line Items]      
Total revenues $ 1,008,696 $ 638,370 $ 217,746
Subscription      
Disaggregation of Revenue [Line Items]      
Total revenues 905,886 564,441 184,328
Advertising      
Disaggregation of Revenue [Line Items]      
Total revenues 101,739 73,749 24,904
Software licenses, net      
Disaggregation of Revenue [Line Items]      
Total revenues 0 0 7,295
Other      
Disaggregation of Revenue [Line Items]      
Total revenues $ 1,071 $ 180 $ 1,219
v3.22.4
Revenue from Contract with Customer - Revenue from External Customers by Geographic Areas (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Disaggregation of Revenue [Line Items]      
Total revenues $ 1,008,696 $ 638,370 $ 217,746
United States      
Disaggregation of Revenue [Line Items]      
Total revenues 972,220 634,065 217,555
Rest of world      
Disaggregation of Revenue [Line Items]      
Total revenues 36,476 4,305 191
Subscription      
Disaggregation of Revenue [Line Items]      
Total revenues 905,886 564,441 184,328
Subscription | United States      
Disaggregation of Revenue [Line Items]      
Total revenues 882,679 562,991 184,137
Subscription | Rest of world      
Disaggregation of Revenue [Line Items]      
Total revenues 23,207 1,450 191
Advertising      
Disaggregation of Revenue [Line Items]      
Total revenues 101,739 73,749 24,904
Advertising | United States      
Disaggregation of Revenue [Line Items]      
Total revenues 100,605 73,538 24,904
Advertising | Rest of world      
Disaggregation of Revenue [Line Items]      
Total revenues $ 1,134 $ 211 $ 0
v3.22.4
Revenue from Contracts with Customers - Narrative (Details) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Revenue from Contract with Customer [Abstract]    
Contract liabilities $ 65,370 $ 44,296
v3.22.4
Property and equipment, net - Schedule of Property and Equipment, Net (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross $ 8,499 $ 7,526
Less: Accumulated depreciation (3,524) (2,412)
Total property and equipment, net $ 4,975 5,114
Furniture and fixtures    
Property, Plant and Equipment [Line Items]    
Useful Lives (Years) 7 years  
Property, plant and equipment, gross $ 441 357
Computer equipment    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross $ 2,922 2,764
Computer equipment | Minimum    
Property, Plant and Equipment [Line Items]    
Useful Lives (Years) 3 years  
Computer equipment | Maximum    
Property, Plant and Equipment [Line Items]    
Useful Lives (Years) 5 years  
Leasehold improvements    
Property, Plant and Equipment [Line Items]    
Property, plant and equipment, gross $ 5,136 $ 4,405
v3.22.4
Property and equipment, net - Narrative (Details) - USD ($)
$ in Millions
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Property, Plant and Equipment [Abstract]      
Depreciation $ 1.2 $ 0.7 $ 0.4
v3.22.4
Discontinued Operations - Net Loss From Discontinued Operations (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Other income (expense)      
Loss from discontinued operations before income taxes $ (136,874) $ (31,177) $ 0
Discontinued Operations | Fubo Gaming      
Revenues      
Total revenues (759) (20)  
Operating expenses      
Sales and marketing 9,976 6,667  
Technology and development 9,220 5,095  
General and administrative 28,481 19,146  
Depreciation and amortization 433 215  
Impairment of goodwill, intangible assets, and other long-lived assets, net 87,365 0  
Total operating expenses 135,475 31,123  
Operating loss (136,234) (31,143)  
Other income (expense)      
Interest expense and financing costs (598) 0  
Other income (expense) (42) (34)  
Total other expense (640) (34)  
Loss from discontinued operations before income taxes (136,874) (31,177)  
Discontinued Operations | Wagering | Fubo Gaming      
Revenues      
Total revenues $ (759) $ (20)  
v3.22.4
Discontinued Operations - Narrative (Details) - USD ($)
$ in Thousands
1 Months Ended 3 Months Ended 12 Months Ended
Mar. 31, 2020
Sep. 30, 2020
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Sep. 16, 2019
Restructuring Cost and Reserve [Line Items]            
Impairment of goodwill and intangible assets     $ 0 $ 0 $ 248,926  
Share-based payment arrangement, expense     52,454 53,150 $ 51,739  
Nexway AG            
Restructuring Cost and Reserve [Line Items]            
Business acquisition, percentage of voting interests acquired 42.60%          
FaceBank AG and Nexway            
Restructuring Cost and Reserve [Line Items]            
Gain (loss) on investments   $ 7,600        
Nexway AG            
Restructuring Cost and Reserve [Line Items]            
Equity method investment, ownership percentage           62.30%
Business acquisition, change in voting rights interest percentage 20.00%          
Gain (loss) on investments $ (11,900)          
Facebank AG            
Restructuring Cost and Reserve [Line Items]            
Equity method investment, ownership percentage   100.00%        
Fubo Gaming            
Restructuring Cost and Reserve [Line Items]            
Impairment of goodwill and intangible assets     87,400      
Share-based payment arrangement, expense     15,900 $ 10,600    
Disposal group, including discontinued operation, accrued expenses and other current liabilities     $ 24,700      
v3.22.4
Discontinued Operations - Major Classes of Assets and Liabilities Classified as Discontinued Operations (Details) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Current assets    
Assets of discontinued operations $ 4,643 $ 6,361
Assets of discontinued operations 0 70,228
Current liabilities    
Liabilities of discontinued operations 32,581 5,795
Liabilities of discontinued operations 0 11,133
Discontinued Operations | Fubo Gaming    
Current assets    
Cash and cash equivalents 3,277 3,326
Cash reserved for users 0 579
Accounts receivable 0 11
Prepaid and other current assets 1,366 2,445
Assets of discontinued operations 4,643 6,361
Property and equipment, net 0 1,703
Intangible assets, net 0 14,625
Goodwill 0 10,682
Right-of-use assets 0 3,101
Other non-current assets 0 40,117
Assets of discontinued operations 4,643 76,589
Current liabilities    
Accounts payable 4,347 693
Accrued expenses and other current liabilities 25,787 4,294
Lease liabilities 2,447 808
Liabilities of discontinued operations 32,581 5,795
Lease liabilities 0 2,447
Other long-term liabilities 0 8,686
Liabilities of discontinued operations $ 32,581 $ 16,928
v3.22.4
Discontinued Operations - Schedule of Deconsolidation of Nexway (Details) - Nexway AG - Discontinued Operations
$ in Thousands
1 Months Ended
Mar. 31, 2020
USD ($)
Restructuring Cost and Reserve [Line Items]  
Cash $ 5,776
Accounts receivable 9,831
Inventory 50
Prepaid expenses 164
Goodwill 51,168
Property and equipment, net 380
Right-of-use assets 3,594
Total assets 70,963
Less:  
Accounts payable 34,262
Accrued expenses 15,788
Lease liability 3,594
Deferred income taxes 1,161
Other liabilities 40
Total liabilities 54,845
Non-controlling interest 2,595
Foreign currency translation adjustment (770)
Loss before fair value – investment in Nexway 14,293
Less: fair value of shares owned by the Company 2,374
Loss on deconsolidation of Nexway $ 11,919
v3.22.4
Discontinued Operations - Schedule of Net Carrying Value of Investment and Related Gain on Sale of Investment (Details) - FaceBank AG & Nexway AG
$ in Thousands
3 Months Ended
Sep. 30, 2020
USD ($)
shares
Restructuring Cost and Reserve [Line Items]  
Investment in Nexway $ 4,989
Financial assets at fair value 1,965
Goodwill 28,541
Total assets 35,495
Loan payable 56,140
Net carrying amount $ (20,645)
Issuance of common stock to original owners of Facebank AG (in shares) | shares 12,395
Cash paid to former owners of Facebank AG $ 619
Gain on sale of investment in Facebank AG $ (7,631)
v3.22.4
Intangible Assets and Goodwill - Schedule of Intangible Assets (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Finite-Lived Intangible Assets [Line Items]    
Intangible Assets $ 271,492 $ 267,693
Accumulated Amortization (99,660) (64,132)
Net Balance $ 171,832 $ 203,561
Minimum    
Finite-Lived Intangible Assets [Line Items]    
Useful Lives (Years) 9 years  
Maximum    
Finite-Lived Intangible Assets [Line Items]    
Useful Lives (Years) 2 years  
Customer relationships    
Finite-Lived Intangible Assets [Line Items]    
Useful Lives (Years) 2 years 2 years
Weighted Average Remaining Life (Years) 1 year 2 months 12 days 2 years 2 months 12 days
Intangible Assets $ 32,433 $ 32,965
Accumulated Amortization (28,421) (21,105)
Net Balance $ 4,012 $ 11,860
Trade names    
Finite-Lived Intangible Assets [Line Items]    
Weighted Average Remaining Life (Years) 6 years 2 months 12 days 7 years 2 months 12 days
Intangible Assets $ 38,837 $ 38,876
Accumulated Amortization (12,018) (7,455)
Net Balance $ 26,819 $ 31,421
Trade names | Minimum    
Finite-Lived Intangible Assets [Line Items]    
Useful Lives (Years) 2 years 2 years
Trade names | Maximum    
Finite-Lived Intangible Assets [Line Items]    
Useful Lives (Years) 9 years 9 years
Software and technology    
Finite-Lived Intangible Assets [Line Items]    
Weighted Average Remaining Life (Years) 5 years 9 months 18 days 8 years 8 months 12 days
Intangible Assets $ 200,222 $ 195,852
Accumulated Amortization (59,221) (35,572)
Net Balance $ 141,001 $ 160,280
Software and technology | Minimum    
Finite-Lived Intangible Assets [Line Items]    
Useful Lives (Years) 3 years 3 years
Software and technology | Maximum    
Finite-Lived Intangible Assets [Line Items]    
Useful Lives (Years) 9 years 9 years
v3.22.4
Intangible Assets and Goodwill - Schedule of Intangible Assets Amortization Expense (Details)
$ in Thousands
Dec. 31, 2022
USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]  
2023 $ 35,775
2024 30,283
2025 25,729
2026 24,651
2027 24,651
Thereafter 30,743
Total $ 171,832
v3.22.4
Intangible Assets and Goodwill - Schedule of Goodwill (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Goodwill [Roll Forward]    
Beginning balance $ 619,587 $ 478,406
Ending balance 618,506 619,587
Molotov acquisition    
Goodwill [Roll Forward]    
Goodwill, acquired during period (497) 128,468
Edisn acquisition    
Goodwill [Roll Forward]    
Goodwill, acquired during period 0 12,501
Foreign currency translation    
Goodwill [Roll Forward]    
Foreign currency translation $ (584) $ 212
v3.22.4
Intangible Assets and Goodwill - Narrative (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Finite-Lived Intangible Assets [Line Items]      
Amortization of intangible assets $ 35,500 $ 36,900 $ 43,600
Impairment of intangible assets (excluding goodwill) 0 0 100,304
Goodwill 618,506 619,587 $ 478,406
Goodwill, impaired, accumulated impairment loss $ 148,100 $ 148,100  
Maximum      
Finite-Lived Intangible Assets [Line Items]      
Useful Lives (Years) 2 years    
Minimum      
Finite-Lived Intangible Assets [Line Items]      
Useful Lives (Years) 9 years    
v3.22.4
Intangible Assets and Goodwill (Details)
Dec. 31, 2022
Control premium  
Finite-Lived Intangible Assets [Line Items]  
Goodwill, measurement input 0.35
Discount rate  
Finite-Lived Intangible Assets [Line Items]  
Goodwill, measurement input 0.31
Minimum | Revenue multiples  
Finite-Lived Intangible Assets [Line Items]  
Goodwill, measurement input 0.34
Maximum | Revenue multiples  
Finite-Lived Intangible Assets [Line Items]  
Goodwill, measurement input 0.52
v3.22.4
Accounts Payable, Accrued Expenses and Other Long-Term Liabilities - Schedule of Accounts Payable and Accrued Expenses (Details) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Payables and Accruals [Abstract]    
Affiliate fees $ 218,367 $ 177,692
Broadcasting and transmission 15,732 15,179
Selling and marketing 26,907 17,248
Accrued compensation 9,838 11,080
Legal and professional fees 3,712 6,235
Sales tax 37,934 27,310
Accrued interest 4,773 5,057
Subscriber related 3,101 3,601
Shares settled liability 2,860 0
Other 9,708 7,650
Total $ 332,932 $ 271,052
v3.22.4
Income Taxes - Schedule of loss before income taxes (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Income Tax Contingency [Line Items]      
Loss before income taxes $ 426,711 $ 354,467 $ 609,052
United States      
Income Tax Contingency [Line Items]      
Loss before income taxes 399,941 346,244 608,950
Rest of world      
Income Tax Contingency [Line Items]      
Loss before income taxes $ 26,770 $ 8,223 $ 102
v3.22.4
Income Taxes - Schedule of Benefit of Income Taxes (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
U.S. Federal      
Current $ 0 $ 0 $ 0
Deferred 1,351 2,082 7,930
State and local      
Current 0 0 0
Deferred 315 599 1,730
Foreign Income Tax Expense (Benefit), Continuing Operations [Abstract]      
Current 0 0 0
Deferred 0 0 0
Valuation allowance 0 0 0
Income tax benefit $ 1,666 $ 2,681 $ 9,660
v3.22.4
Income Taxes - Schedule of Effective Income Tax Rate Reconciliation (Details)
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Income Tax Disclosure [Abstract]      
Federal rate 21.00% 21.00% 21.00%
State income taxes, net of federal benefit 0.07% 0.17% 0.28%
Nexway activity and deconsolidation 0.00% 0.00% (0.40%)
Incentive stock options (0.67%) (2.25%) (0.38%)
Change in fair value of derivative, warrant liability, and gain on extinguishment of convertible notes (0.08%) 0.16% (3.42%)
Amortization of debt discount (0.67%) 0.00% 0.00%
Foreign rate differential 0.34% 0.13% 0.00%
Goodwill impairment 0.00% 0.00% (5.10%)
Change in valuation allowance (18.94%) (18.99%) (10.27%)
Other (0.66%) 0.54% (0.12%)
Income tax benefit 0.39% 0.76% 1.59%
v3.22.4
Income Taxes - Schedule of Deferred Tax Assets (Details) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Deferred tax assets:    
Net operating losses $ 324,256 $ 234,542
Accruals and deferrals 11,032 7,812
Stock based compensation 10,225 10,280
Interest expense limitation 13,959 11,945
Leasing assets 9,125 8,881
Other 49 27
Total deferred tax assets 368,646 273,487
Less: Valuation allowance (322,989) (219,609)
Net deferred tax assets 45,657 53,878
Deferred tax liabilities:    
Intangible assets 38,929 47,503
Property and equipment 7,391 8,651
Other 102 155
Total deferred tax liabilities 46,422 56,309
Net deferred tax liabilities $ 765 $ 2,431
v3.22.4
Income Taxes - Narrative (Details) - USD ($)
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Operating Loss Carryforwards [Line Items]    
Change in valuation allowance $ 103,400,000 $ 116,700,000
Liability for uncertainty in income taxes, current 0  
Income tax examination, penalties and interest expense 0 $ 0
Expire before utilization    
Operating Loss Carryforwards [Line Items]    
Operating loss carryforwards 1,100,000  
Federal    
Operating Loss Carryforwards [Line Items]    
Operating loss carryforwards 1,207,300,000  
Federal | Expire In 2033    
Operating Loss Carryforwards [Line Items]    
Operating loss carryforwards 88,100,000  
Federal | Indefinitely    
Operating Loss Carryforwards [Line Items]    
Operating loss carryforwards 1,119,300,000  
State and Local Jurisdiction    
Operating Loss Carryforwards [Line Items]    
Operating loss carryforwards 475,000,000  
State and Local Jurisdiction | Expire In 2033    
Operating Loss Carryforwards [Line Items]    
Operating loss carryforwards 462,700,000  
State and Local Jurisdiction | Indefinitely    
Operating Loss Carryforwards [Line Items]    
Operating loss carryforwards 12,300,000  
Foreign Tax Authority    
Operating Loss Carryforwards [Line Items]    
Operating loss carryforwards $ 162,500,000  
v3.22.4
Notes Payable, Long-Term Borrowing, and Convertible Notes - Schedule of Notes Payable and Long-Term Borrowings (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Short-Term Debt [Line Items]    
Principal Balance $ 407,216 $ 408,898
Capitalized Interest 2,957 2,383
Debt Discount (8,406) (86,146)
Long-term debt, gross $ 401,767 $ 325,135
2026 Convertible Notes    
Short-Term Debt [Line Items]    
Stated Interest Rate 3.25% 3.25%
Principal Balance $ 402,500 $ 402,500
Capitalized Interest 0 0
Debt Discount (8,406) (86,146)
Long-term debt, gross $ 394,094 $ 316,354
Note payable    
Short-Term Debt [Line Items]    
Stated Interest Rate 10.00% 10.00%
Principal Balance $ 2,700 $ 2,700
Capitalized Interest 2,950 2,377
Debt Discount 0 0
Long-term debt, gross $ 5,650 $ 5,077
BPi France    
Short-Term Debt [Line Items]    
Stated Interest Rate 2.25% 2.25%
Principal Balance $ 1,986 $ 2,422
Capitalized Interest 0 0
Debt Discount 0 0
Long-term debt, gross $ 1,986 $ 2,422
Societe Generale    
Short-Term Debt [Line Items]    
Stated Interest Rate   0.25%
Principal Balance   $ 1,246
Capitalized Interest   0
Debt Discount   0
Long-term debt, gross   $ 1,246
Other    
Short-Term Debt [Line Items]    
Stated Interest Rate 4.00% 4.00%
Principal Balance $ 30 $ 30
Capitalized Interest 7 6
Debt Discount 0 0
Long-term debt, gross $ 37 $ 36
v3.22.4
Notes Payable, Long-Term Borrowing, and Convertible Notes - Narrative (Details)
12 Months Ended
Feb. 26, 2021
USD ($)
Feb. 02, 2021
USD ($)
d
$ / shares
Feb. 02, 2021
USD ($)
$ / shares
Dec. 31, 2022
USD ($)
segment
d
Dec. 31, 2021
USD ($)
Dec. 31, 2020
USD ($)
Apr. 21, 2020
USD ($)
Oct. 01, 2018
USD ($)
Apr. 30, 2018
USD ($)
Short-Term Debt [Line Items]                  
Amortization of debt discount       $ 2,476,000 $ 14,928,000 $ 12,327,000      
Molotov acquisition                  
Short-Term Debt [Line Items]                  
Repayments of debt       1,700,000          
Business acquisition, notes assumed       3,700,000          
Long-term borrowings - current portion       $ 2,000,000          
Molotov acquisition | Minimum                  
Short-Term Debt [Line Items]                  
Debt interest rate       0.25%          
Molotov acquisition | Maximum                  
Short-Term Debt [Line Items]                  
Debt interest rate       2.25%          
BPi France                  
Short-Term Debt [Line Items]                  
Debt instrument, face amount             $ 4,700,000    
Repayments of debt $ 4,700,000                
Evolution AI Corporation EAI | Note payable                  
Short-Term Debt [Line Items]                  
Debt instrument, face amount               $ 2,700,000  
Debt interest rate               10.00%  
Interest payable       $ 2,700,000          
Evolution AI Corporation EAI | Interest and Penalties                  
Short-Term Debt [Line Items]                  
Debt instrument, periodic payment       $ 5,700,000          
Secured Debt | AMC Networks Ventures LLC                  
Short-Term Debt [Line Items]                  
Debt instrument, face amount                 $ 25,000,000
Repayments of debt         $ 20,000,000        
Secured Debt | London Interbank Offered Rate                  
Short-Term Debt [Line Items]                  
Debt interest rate                 5.25%
Chief Executive Officer                  
Short-Term Debt [Line Items]                  
Debt interest rate       4.00%          
Debt instrument, periodic payment       $ 37,000          
Notes payable       30,000          
2026 Convertible Notes                  
Short-Term Debt [Line Items]                  
Convertible notes payable   $ 402,500,000 $ 402,500,000            
Debt instrument, convertible, conversion price (in usd per share) | $ / shares   $ 57.78 $ 57.78            
Threshold trading days | d   20              
Threshold consecutive trading days | d   30              
Threshold percentage of stock price trigger   130.00%              
Debt instrument, redemption price, percentage   100.00%              
Debt instrument, interest rate, effective percentage   8.67% 8.67%            
Amortization of debt discount   $ 90,900,000   2,500,000          
Debt and equity issuance costs   13,100,000 $ 13,100,000            
Payment for stock issuance cost     3,000,000            
Debt issuance costs, net   $ 10,100,000 $ 10,100,000            
Interest expense       13,400,000          
Debt instrument, unamortized discount (premium), net       394,100,000          
Unamortized debt discount and issuance costs       $ 8,400,000          
Debt interest rate       3.25% 3.25%        
2026 Convertible Notes | Debt Instrument, Redemption, Period One                  
Short-Term Debt [Line Items]                  
Threshold trading days | d       20          
Threshold consecutive trading days | d       30          
Threshold percentage of stock price trigger       130.00%          
2026 Convertible Notes | Debt Instrument, Redemption, Period Two                  
Short-Term Debt [Line Items]                  
Threshold trading days | segment       5          
Threshold consecutive trading days | segment       5          
Maximum percentage of product of sales price and conversion rate       98.00%          
2026 Convertible Notes | Significant other observable inputs (Level 2)                  
Short-Term Debt [Line Items]                  
Convertible debt       $ 183,100,000          
v3.22.4
Segments - Narrative (Details) - segment
3 Months Ended 9 Months Ended 12 Months Ended
Dec. 31, 2022
Sep. 30, 2022
Sep. 30, 2022
Dec. 31, 2022
Segment Reporting [Abstract]        
Number of reportable segments 1 1 2  
Number of operating segments     2 1
v3.22.4
Segments - Financial Performance by Geographical Location (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Segment Reporting Information [Line Items]      
Total revenues $ 1,008,696 $ 638,370 $ 217,746
United States      
Segment Reporting Information [Line Items]      
Total long-lived assets 197,673 224,672  
Total revenues 972,220 634,065 217,555
Rest of world      
Segment Reporting Information [Line Items]      
Total long-lived assets 15,022 18,657  
Total revenues $ 36,476 $ 4,305 $ 191
v3.22.4
Fair Value Measurements - Schedule of Fair Value of Assets and Liabilities Measured on Recurring Basis (Details) - USD ($)
$ in Thousands
Dec. 31, 2022
Dec. 31, 2021
Financial assets at fair value:    
Total financial assets at fair value $ 50,010  
Financial liabilities at fair value:    
Warrant liabilities   $ 3,548
Total financial liabilities at fair value   3,548
Money market securities    
Financial assets at fair value:    
Money market securities 50,010  
Quoted prices in active markets (Level 1)    
Financial assets at fair value:    
Total financial assets at fair value 50,010  
Financial liabilities at fair value:    
Warrant liabilities   0
Total financial liabilities at fair value   0
Quoted prices in active markets (Level 1) | Money market securities    
Financial assets at fair value:    
Money market securities 50,010  
Significant other observable inputs (Level 2)    
Financial assets at fair value:    
Total financial assets at fair value 0  
Financial liabilities at fair value:    
Warrant liabilities   0
Total financial liabilities at fair value   0
Significant other observable inputs (Level 2) | Money market securities    
Financial assets at fair value:    
Money market securities 0  
Significant unobservable inputs (Level 3)    
Financial assets at fair value:    
Total financial assets at fair value 0  
Financial liabilities at fair value:    
Warrant liabilities   3,548
Total financial liabilities at fair value   $ 3,548
Significant unobservable inputs (Level 3) | Money market securities    
Financial assets at fair value:    
Money market securities $ 0  
v3.22.4
Fair Value Measurements - Schedule of Liability for Derivatives and Warrants (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Derivative - Convertible Notes      
Convertible notes, beginning balance $ 0 $ 0 $ (1,203)
Change in fair value 0 0 (206)
Additions     3,583
Redemption 0 0 (4,580)
Reclassification of warrant liabilities     0
Convertible notes, ending balance 0 0 $ 0
Fair Value, Net Derivative Asset (Liability), Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]     Other long-term liabilities
Profits Interests Sold      
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]      
Beginning balance 0 0 $ 1,971
Change in fair value 0 0 (1,971)
Additions     0
Redemption 0 0 0
Reclassification of warrant liabilities     0
Ending balance 0 0 0
Embedded Put Option      
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]      
Beginning balance 0 0 376
Change in fair value 0 0 (220)
Additions     172
Redemption 0 0 (328)
Reclassification of warrant liabilities     0
Ending balance 0 0 0
Warrant liabilities      
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]      
Beginning balance 3,548 22,686 24
Change in fair value 1,701 (2,659) 83,338
Additions     50,743
Redemption (5,249) (16,479) (97,884)
Reclassification of warrant liabilities     (13,535)
Ending balance $ 0 $ 3,548 $ 22,686
v3.22.4
Fair Value Measurements - Schedule of Warrant Liabilities, Change in Using Black Scholes to Monte Carlo Simulation Assumptions (Details)
Dec. 31, 2022
Aug. 12, 2022
$ / shares
Dec. 31, 2021
$ / shares
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Exercise price (in dollars per share)   $ 15.00  
Warrants and rights outstanding, term (in years) 1 year 8 months 12 days    
Measurement Input, Price Volatility | Minimum      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Warrants and rights outstanding, measurement input     0.509
Measurement Input, Price Volatility | Maximum      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Warrants and rights outstanding, measurement input     0.528
Measurement Input, Risk Free Interest Rate | Minimum      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Warrants and rights outstanding, measurement input     0.0006
Measurement Input, Risk Free Interest Rate | Maximum      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Warrants and rights outstanding, measurement input     0.0006
Measurement Input, Expected Term | Minimum      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Warrants and rights outstanding, term (in years)     1 month 20 days
Measurement Input, Expected Term | Maximum      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Warrants and rights outstanding, term (in years)     1 month 24 days
Warrant Liability      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Fair value of underlying common shares (in dollars per share)     $ 15.52
Exercise price (in dollars per share)     $ 9.25
Warrant Liability | Expected dividend yield      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Warrants and rights outstanding, measurement input     0
Warrant Liability | Measurement Input, Price Volatility | Weighted Average      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Warrants and rights outstanding, measurement input     0.527
Warrant Liability | Measurement Input, Risk Free Interest Rate | Weighted Average      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Warrants and rights outstanding, measurement input     0.0006
Warrant Liability | Measurement Input, Expected Term | Weighted Average      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Warrants and rights outstanding, term (in years)     1 month 20 days
v3.22.4
Shareholders’ Equity - Narrative (Details)
2 Months Ended 12 Months Ended
Aug. 12, 2022
$ / shares
shares
Aug. 04, 2022
USD ($)
Aug. 13, 2021
USD ($)
Mar. 02, 2021
shares
Feb. 28, 2021
shares
Dec. 31, 2022
USD ($)
vote
$ / shares
shares
Dec. 31, 2021
USD ($)
$ / shares
shares
Dec. 31, 2020
USD ($)
shares
Mar. 20, 2020
shares
Class of Stock [Line Items]                  
Common stock, authorized (in shares)           400,000,000 400,000,000    
Class of warrant or right, number of securities called by each warrant or right (in shares)           2      
Voting rights per share | vote           0.8      
Issuance of common stock for cash | $           $ 292,155,000   $ 203,264,000  
Weighted average exercise price, gross (in dollars per share) | $ / shares           $ 6.43 $ 6.40    
Common stock, par or stated value per share (in dollars per share) | $ / shares           $ 0.0001 $ 0.0001    
Stock issued during period, business days within start of effective date           10 days      
Class of warrant or right, number of securities called by warrants or rights (in shares) 166,667                
Exercise price (in dollars per share) | $ / shares $ 15.00                
Class of warrant or right, trading days for closing share price (in dollars per share)           30 days      
Class of warrant or right, weighted average closing share price (in dollars per share) | $ / shares           $ 30.00      
Class of warrant or right, outstanding (in shares)           0      
Warrants and rights outstanding, term (in years)           1 year 8 months 12 days      
Conversion of Stock, Percent Converted       100.00%          
Exercise of stock options (in shares)           616,304      
Exercise of stock options | $           $ 829,000 $ 3,013,000 2,178,000  
Proceeds from the exercise of warrants | $           5,000,000 $ 3,762,000 1,685,000  
Convertible Notes Payable                  
Class of Stock [Line Items]                  
Issuance of common stock for cash | $               $ 300,000  
Issuance of common stock for cash (in shares)               70,500  
Exercise of Warrants                  
Class of Stock [Line Items]                  
Issuance of common stock for cash | $               $ 27,300,000  
Issuance of common stock for cash (in shares)             1,598,234 5,843,600  
Number of common stock warrants (in shares)             1,962,841 7,003,005  
Proceeds from the exercise of warrants | $               $ 1,700,000  
Common Stock                  
Class of Stock [Line Items]                  
Issuance of common stock for cash | $           $ 5,000   $ 2,000  
Issuance of common stock for cash (in shares)           50,620,577   22,664,464  
Stock issued during period, other (in shares)             22,739    
Conversion of Series AA Preferred Stock (in shares)             46,439,226 18,209,498  
Issuance of common stock to original owners of Facebank AG (in shares)               1,200,000  
Exercise of stock options (in shares)           616,304 2,203,381 1,418,532  
Stock-based compensation               1,398,789  
Issuance of common stock and warrants for cash (in shares)               9,119,066  
Common Stock | Pulse Evolution Corporation                  
Class of Stock [Line Items]                  
Issuance of common stock for cash (in shares)             2,753,819    
Common stock issued in exchange for subsidiary shares (in shares)             17,950,055    
Additional Paid-In Capital                  
Class of Stock [Line Items]                  
Issuance of common stock for cash | $           $ 292,150,000   $ 203,262,000  
Exercise of stock options | $           829,000 $ 3,013,000 $ 2,178,000  
Edish Acquisition                  
Class of Stock [Line Items]                  
Issuance of common stock to original owners of Facebank AG (in shares)             5,978,437    
Treasury stock, common (in shares)             800,000    
Warrant                  
Class of Stock [Line Items]                  
Class of warrant or right, outstanding (in shares) 400,000                
Share-based payment arrangement, nonvested award, cost not yet recognized, amount | $           $ 300,000      
Restricted Stock                  
Class of Stock [Line Items]                  
Issuance of common stock for cash (in shares)             166,599    
Share-based Payment Arrangement, Option                  
Class of Stock [Line Items]                  
Exercise of stock options (in shares)             1,980,419 1,418,532  
Exercise of stock options | $             $ 3,000,000 $ 2,200,000  
Framework Agreement - Projects                  
Class of Stock [Line Items]                  
Stock issued during period, shares, percentage           0.80      
Framework Agreement - Network                  
Class of Stock [Line Items]                  
Stock issued during period, shares, percentage           0.20      
Share-based Payment Arrangement, Period One                  
Class of Stock [Line Items]                  
Stock issued during period, other, basis for determination of shares issued | $           $ 10,000,000      
Stock issued during period, other, threshold trading days           30 years      
Stock issued during period, other, issuance period, days after effective date           10 days      
Share-based Payment Arrangement, Period Two                  
Class of Stock [Line Items]                  
Stock issued during period, other, basis for determination of shares issued | $           $ 10,000,000      
Stock issued during period, other, threshold trading days           30 days      
Stock issued during period, other, issuance period, days after effective date           10 days      
2022 ATM Offering                  
Class of Stock [Line Items]                  
Payment for stock issuance cost | $           $ 6,600,000      
Sale of stock, consideration received on transaction | $           $ 292,100,000      
Sale of stock, number of shares issued in transaction (in shares)           50,620,577      
Sale of stock, price per share (in dollars per share) | $ / shares           $ 5.90      
Sale of stock, remaining shares available for sale, amount | $           $ 275,900,000      
Maximum | 2021 ATM Offering                  
Class of Stock [Line Items]                  
Sale of stock, commission fee percentage     3.00%            
Sales Agreement                  
Class of Stock [Line Items]                  
Proceeds from issuance of common stock | $           $ 292,100,000      
Issuance of common stock for cash (in shares)           50,620,577      
Note Purchase Agreement | FB Loan                  
Class of Stock [Line Items]                  
Issuance of common stock for cash | $             $ 9,100,000    
Issuance of common stock for cash (in shares)             900,000    
Shares issued, price per share (in dollars per share) | $ / shares             $ 10.00    
Evercore Group LLC Needham and Company LLC and Oppenheimer And Co Inc | Sales Agreement                  
Class of Stock [Line Items]                  
Issuance of common stock for cash | $   $ 350,000,000 $ 500,000,000            
Proceeds from issuance of common stock | $             $ 140,400,000    
Payment for stock issuance cost | $             $ 3,500,000    
Issuance of common stock for cash (in shares)             5,338,607    
Weighted average exercise price, gross (in dollars per share) | $ / shares             $ 26.96    
Commission rate percentage   3.00%              
Investor | Purchase Agreement                  
Class of Stock [Line Items]                  
Class of warrant or right, outstanding (in shares)               5,039,108  
Series AA Convertible Preferred Stock                  
Class of Stock [Line Items]                  
Preferred stock, authorized (in shares)                 35,800,000
Restricted Common Stock                  
Class of Stock [Line Items]                  
Stock issued during period, other (in shares) 2,000,000                
Series AA Preferred Stock                  
Class of Stock [Line Items]                  
Preferred stock, outstanding (in shares)           0 0    
Issuance of common stock for cash (in shares)             18,209,498    
Conversion of stock, shares converted (in shares)       13,412,246 9,807,367        
Stock issued during period, shares, conversion of convertible securities             9,104,749    
Common Stock                  
Class of Stock [Line Items]                  
Conversion of Series AA Preferred Stock (in shares)       26,824,492 19,614,734        
Common Stock | Exchange Offer                  
Class of Stock [Line Items]                  
Conversion of Series AA Preferred Stock (in shares)       2          
v3.22.4
Shareholders’ Equity - Schedule of Warrants Activity (Details) - Warrant - USD ($)
$ / shares in Units, $ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward]    
Number of warrants outstanding, beginning balance (in shares) 565,544  
Granted (in shares) 166,667  
Exercised (in shares) (540,541)  
Expired (in shares) (25,000)  
Number of warrants outstanding, ending balance (in shares) 166,670 565,544
Weighted Average Exercise Price    
Weighted average exercise price, beginning balance (in dollars per share) $ 9.96  
Granted (in usd per share) 15.00  
Exercised (in usd per share) 9.25  
Expired (in usd per share) 9.25  
Weighted average exercise price, ending balance (in dollars per share) $ 17.40 $ 9.96
Share-based compensation arrangement by share-based payment award, equity instruments other than options, aggregate intrinsic value, outstanding $ 0 $ 3,546
Weighted average remaining contractual life (in years) 9 years 7 months 6 days 1 month 6 days
Weighted average remaining contractual life, granted (in years)   9 years 9 months 18 days
v3.22.4
Shareholders’ Equity (Details)
12 Months Ended
Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Dividend yield 0.00%
Share-based Payment Arrangement, Option  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Dividend yield 0.00%
Expected price volatility 107.00%
Risk free rate 2.80%
Expected term (in years) 10 years
v3.22.4
Stock-Based Compensation - Narrative (Details) - USD ($)
3 Months Ended 12 Months Ended
Nov. 20, 2022
Nov. 03, 2021
Oct. 08, 2020
Mar. 31, 2021
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Share-based payment arrangement, expense         $ 52,454,000 $ 53,150,000 $ 51,739,000
Number of shares outstanding, beginning balance (in shares)             0
Fair value of options granted           3,200,000  
Share-based payment srrangement, nonvested award, option, cost not yet recognized, amount         $ 9,300,000    
Share-based payment arrangement, nonvested award, cost not yet recognized, period for recognition         1 year 3 months 18 days    
Share-based payment arrangement, noncash expense         $ 52,454,000 $ 53,150,000 $ 50,739,000
Weighted average remaining contractual life (in years)         6 years 7 years 4 months 24 days  
Stock issued during period, employee benefit plan (in shares)         280,000    
Exercise of stock options (in shares)         616,304    
Weighted average exercise price, exercised (in dollars per share)         $ 1.34    
Award vesting period         4 years    
Non Employee              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Number of shares outstanding, beginning balance (in shares)         0    
Stock-based compensation       343,047      
Weighted average exercise price, exercised (in dollars per share)       $ 0.23      
Common Stock One              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Exercise of stock options (in shares)         222,962    
Modifications Resulted              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Share-based payment arrangement, noncash expense         $ 2,100,000 $ 10,600,000  
Digital Likeness Development Agreement Between the Company and Floyd Mayweather              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Stock-based compensation       280,000      
Stock option, exercise price, increase (in dollars per share)       $ 7.20      
Fair value of stock options granted       $ 1,000,000      
Weighted average remaining contractual life (in years)         5 years    
Share-based Payment Arrangement, Option              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Number of shares outstanding, beginning balance (in shares)           220,099  
Exercise of stock options (in shares)           1,980,419 1,418,532
Performance Shares              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Number of shares outstanding, beginning balance (in shares)     4,100,000        
Share-based compensation arrangement by share-based payment award, description         The Board may determine vesting at, above, or below 20% of the shares subject to the performance option.    
Share-based compensation arrangement by share-based payment award, options, vested (in shares)         820,000    
Share-based payment arrangement, noncash expense         $ (2,200,000)    
Market and Service Condition Based Options              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Share-based payment arrangement, expense         7,800,000 $ 7,200,000 $ 20,900,000
Number of shares outstanding, beginning balance (in shares)             0
Share-based payment srrangement, nonvested award, option, cost not yet recognized, amount         $ 4,200,000    
Share-based compensation arrangement by share-based payment award, options, vested (in shares)             3,078,297
Stock-based compensation           1,375,000  
Fair value of stock options granted           $ 19,200,000  
Weighted average remaining contractual life (in years)         4 years 8 months 12 days 5 years 8 months 12 days  
Service-Based Restricted Stock Awards              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Share-based payment arrangement, expense         $ 23,000,000    
Share-based payment srrangement, nonvested award, option, cost not yet recognized, amount         $ 20,000,000    
Number of shares unvested (in shares)         1,600,000    
Service-Based Restricted Stock Awards | Share-based Payment Arrangement, Period One              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Share-based payment arrangement, expense         $ 7,000,000    
Service-Based Restricted Stock Awards | Share-based Payment Arrangement, Period Two              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Share-based payment arrangement, expense         8,000,000    
Service-Based Restricted Stock Awards | Share-based Payment Arrangement, Period Three              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Share-based payment arrangement, expense         $ 8,000,000    
Share-based payment arrangement, nonvested award, cost not yet recognized, period for recognition         3 years    
Performance-Based Restricted Stock Awards              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Share-based payment arrangement, expense         $ 5,700,000    
Share-based payment arrangement, nonvested award, cost not yet recognized, period for recognition         2 years    
Number of shares unvested (in shares)         400,000    
Share-based compensation arrangement by share-based payment award, equity instruments other than options, aggregate intrinsic value, outstanding         $ 4,600,000    
Performance-Based Restricted Stock Awards | Share-based Payment Arrangement, Period One              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Share-based payment arrangement, expense         1,700,000    
Performance-Based Restricted Stock Awards | Share-based Payment Arrangement, Period Two              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Share-based payment arrangement, expense         2,000,000    
Performance-Based Restricted Stock Awards | Share-based Payment Arrangement, Period Three              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Share-based payment arrangement, expense         2,000,000    
Restricted Stock Units (RSUs)              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Share-based payment srrangement, nonvested award, option, cost not yet recognized, amount         $ 63,600,000    
Number of shares unvested (in shares)         12,803,284 2,883,240  
Share-based compensation arrangement by share-based payment award, equity instruments other than options, aggregate intrinsic value, outstanding         $ 22,700,000 $ 75,300,000  
Award vesting period         4 years 4 years  
Share-based compensation arrangement by share-based payment award, options, vested in period, fair value         $ 47,200,000    
Weighted average remaining contractual life (in years)         3 years 6 months    
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period         922,107    
Restricted Stock Units (RSUs) | Boardof Directors And Employees              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Delivery of common stock underlying restricted stock units (in shares)         1,576,231 91,580  
Performance Based Restricted Stock Units              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Share-based payment srrangement, nonvested award, option, cost not yet recognized, amount         $ 41,000,000 $ 5,600,000  
Number of shares unvested (in shares)   1,900,000     380,000    
Share-based compensation arrangement by share-based payment award, options, vested in period, fair value   $ 64,400,000          
Share-based compensation arrangement by share-based payment award, number of shares authorized (in shares)         286,667 380,000  
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period         93,333    
Employee benefits and share-based compensation         $ 14,600,000    
Accrued Expenses And Other Current Liabilities And Other Long-Term Liabilities | Service-Based Restricted Stock Awards              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Share-based payment srrangement, nonvested award, option, cost not yet recognized, amount         $ 2,100,000    
Accrued Expenses And Other Current Liabilities And Other Long-Term Liabilities | Performance-Based Restricted Stock Awards              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Share-based payment srrangement, nonvested award, option, cost not yet recognized, amount           $ 800,000  
2020 Equity Incentive Plan              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Share-based compensation arrangement by share-based payment award, number of additional shares authorized 2,500,000            
Stock issued during period, employee stock purchase plans (in shares)         3,054,448    
Employment Inducement Equity Incentive Plan              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Share-based compensation arrangement by share-based payment award, number of shares available for grant         2,898,116    
Framework Agreement | Accrued Expenses and Other Current Liabilities              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Share-based payment arrangement, expense         $ 2,900,000    
v3.22.4
Stock-Based Compensation - Stock-Based Compensation Expense (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Share-based payment arrangement, expense $ 52,454 $ 53,150 $ 51,739
Subscriber related      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Share-based payment arrangement, expense 144 71 32
Sales and marketing      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Share-based payment arrangement, expense 22,198 7,818 2,395
Technology and development      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Share-based payment arrangement, expense 9,998 13,752 5,446
General and administrative      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Share-based payment arrangement, expense $ 20,114 $ 31,509 $ 43,866
v3.22.4
Stock-Based Compensation - Summary of Stock Option Activity (Details) - USD ($)
$ / shares in Units, $ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding [Roll Forward]    
Number of shares outstanding, beginning balance (in shares) 11,454,890  
Number of shares, exercised (in shares) (616,304)  
Number of shares outstanding, forfeited or expired (in shares) (594,814)  
Number of shares outstanding, ending balance (in shares) 10,243,772 11,454,890
Options vested and exercisable (in shares) 8,118,408  
Weighted Average Exercise Price    
Weighted average exercise price, beginning balance (in dollars per share) $ 6.40  
Weighted average exercise price, exercised (in dollars per share) 1.34  
Weighted average exercise price (in dollars per share) 11.16  
Weighted average exercise price, ending balance (in dollars per share) 6.43 $ 6.40
Weighted average exercise price options vested and exercisable, ending balance (in dollars per share) $ 5.76  
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Additional Disclosures [Abstract]    
Total Intrinsic Value $ 1,956 $ 70,231
Options vested and exercisable, intrinsic value $ 1,956  
Weighted average remaining contractual life (in years) 6 years 7 years 4 months 24 days
Weighted average remaining contractual life, options vested and exercisable (in years) 5 years 8 months 12 days  
Market and Service Condition Based Options    
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding [Roll Forward]    
Number of shares outstanding, beginning balance (in shares) 4,453,297  
Number of shares outstanding, ending balance (in shares) 4,453,297 4,453,297
Options vested and exercisable (in shares) 3,536,630  
Weighted Average Exercise Price    
Weighted average exercise price, beginning balance (in dollars per share) $ 12.75  
Weighted average exercise price, ending balance (in dollars per share) 12.75 $ 12.75
Weighted average exercise price options vested and exercisable, ending balance (in dollars per share) $ 10.98  
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Additional Disclosures [Abstract]    
Total Intrinsic Value $ 0 $ 17,933
Options vested and exercisable, intrinsic value $ 0  
Weighted average remaining contractual life (in years) 4 years 8 months 12 days 5 years 8 months 12 days
Weighted average remaining contractual life, options vested and exercisable (in years) 4 years 6 months  
v3.22.4
Stock-Based Compensation - Schedule of Stock Options Assumptions (Details)
12 Months Ended
Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Dividend yield 0.00%
Expected price volatility rate, minimum 44.80%
Expected price volatility rate, maximum 45.20%
Risk free interest rate, minimum 0.60%
Risk free interest rate, maximum 1.10%
Market and Service Condition Based Stock Options  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Dividend yield 0.00%
Expected price volatility 71.50%
Risk free rate 1.30%
Market and Service Condition Based Options  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Expected term (in years) 2 years
Minimum  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Expected term (in years) 5 years 9 months 18 days
Maximum  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Expected term (in years) 6 years 1 month 6 days
v3.22.4
Stock-Based Compensation - Schedule of Restricted Stock Unit Activity (Details) - $ / shares
12 Months Ended
Nov. 03, 2021
Dec. 31, 2022
Dec. 31, 2021
Restricted Stock Units (RSUs)      
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]      
Number of shares unvested, beginning balance (in shares)   2,785,800  
Number of shares unvested (in shares)   (12,803,284) (2,883,240)
Vested (in shares)   (1,611,348)  
Forfeited (in shares)   (922,107)  
Unvested, ending balance (in shares)   13,055,629 2,785,800
Weighted Average Exercise Price      
Weighted average grant-date fair value unvested, beginning balance (in dollars per share)   $ 25.73  
Weighted average grant date fair value (in dollars per share)   3.68  
Weighted average grant date fair value (in dollars per share)   23.25  
Weighted average grant date fair value forfeited (in dollars per share)   13.82  
Weighted average grant-date fair value unvested, ending balance (in dollars per share)   $ 5.25 $ 25.73
Performance Based Restricted Stock Units      
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]      
Number of shares unvested, beginning balance (in shares)   1,900,000  
Number of shares unvested (in shares) (1,900,000) (380,000)  
Forfeited (in shares)   (93,333)  
Unvested, ending balance (in shares)   1,520,000 1,900,000
Weighted Average Exercise Price      
Weighted average grant-date fair value unvested, beginning balance (in dollars per share)   $ 33.87  
Weighted average grant date fair value (in dollars per share)   33.87  
Weighted average grant-date fair value unvested, ending balance (in dollars per share)   $ 33.87 $ 33.87
v3.22.4
Commitments and Contingencies - Schedule of Operating Leases (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Operating leases      
Operating lease cost $ 5,711 $ 1,387 $ 935
Other lease cost 239 287 0
Operating lease expense 5,950 1,674 935
Short-term lease rent expense 167 0 0
Total rent expense $ 6,117 $ 1,674 $ 935
v3.22.4
Commitments and Contingencies - Schedule of Supplemental Cash Flow Information (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Commitments and Contingencies Disclosure [Abstract]      
Operating cash flows from operating leases $ 1,421 $ 553 $ 915
Right of use assets exchanged for operating lease liabilities $ 4,312 $ 30,968 $ 5,373
Weighted average remaining lease term - operating leases 11 years 3 months 18 days 13 years 6 years 3 months 18 days
Weighted average remaining discount rate - operating leases 7.40% 7.60% 5.40%
v3.22.4
Commitments and Contingencies - Schedule of Future Minimum Payments for Operating Leases (Details)
$ in Thousands
Dec. 31, 2022
USD ($)
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]  
Year Ended December 31, 2023 $ 4,777
Year Ended December 31, 2024 5,921
Year Ended December 31, 2025 5,921
Year Ended December 31, 2026 5,921
Year Ended December 31, 2027 4,831
Thereafter 36,141
Total 63,512
Less present value discount (22,483)
Operating lease liabilities 41,029
Annual Sponsorship Agreements  
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]  
Year Ended December 31, 2023 3,050
Year Ended December 31, 2024 3,225
Year Ended December 31, 2025 3,275
Year Ended December 31, 2026 3,325
Year Ended December 31, 2027 3,425
Thereafter 16,250
Total 32,550
Sports Rights Agreements  
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]  
Year Ended December 31, 2023 41,235
Year Ended December 31, 2024 25,613
Year Ended December 31, 2025 13,748
Year Ended December 31, 2026 13,748
Year Ended December 31, 2027 13,748
Thereafter 4,583
Total $ 112,675
v3.22.4
Commitments and Contingencies - Narrative (Details)
12 Months Ended
Mar. 19, 2021
USD ($)
ft²
Feb. 23, 2021
USD ($)
ft²
Dec. 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
Dec. 31, 2020
USD ($)
Loss Contingencies [Line Items]          
Lessee, operating lease, remaining lease term (in years)     5 years    
Operating cash flows from operating leases     $ 1,421,000 $ 553,000 $ 915,000
Operating lease, impairment loss     2,300,000    
Prepaid Expenses and Other Current Assets          
Loss Contingencies [Line Items]          
Prepaid contracts     $ 54,700,000    
First Four Years          
Loss Contingencies [Line Items]          
Operating cash flows from operating leases   $ 4,128,150      
Years Five Through Eight          
Loss Contingencies [Line Items]          
Operating cash flows from operating leases   4,403,360      
Years Nine Through Twelve          
Loss Contingencies [Line Items]          
Operating cash flows from operating leases   $ 4,678,570      
First Year          
Loss Contingencies [Line Items]          
Operating cash flows from operating leases $ 932,747        
Second Year          
Loss Contingencies [Line Items]          
Operating cash flows from operating leases 953,741        
Third Year          
Loss Contingencies [Line Items]          
Operating cash flows from operating leases 974,936        
Fourth Year          
Loss Contingencies [Line Items]          
Operating cash flows from operating leases $ 996,130        
Lease Agreement          
Loss Contingencies [Line Items]          
Area of land (in sq ft) | ft²   55,042      
Lessee, operating lease, remaining lease term (in years)   12 years      
Sublease Agreement          
Loss Contingencies [Line Items]          
Area of land (in sq ft) | ft² 28,300        
Lessee, operating lease, remaining lease term (in years) 4 years