SNAP INC, 10-Q filed on 4/22/2022
Quarterly Report
v3.22.1
Document and Entity Information - shares
 3 Months Ended
Mar. 31, 2022
Apr. 19, 2022
Entity Information [Line Items]    
Document Type 10-Q  
Amendment Flag false  
Document Period End Date Mar. 31, 2022  
Document Fiscal Year Focus 2022  
Document Fiscal Period Focus Q1  
Trading Symbol SNAP  
Entity Central Index Key 0001564408  
Entity Registrant Name SNAP INC  
Current Fiscal Year End Date --12-31  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Title of 12(b) Security Class A Common Stock, par value $0.00001 per share  
Security Exchange Name NYSE  
Entity File Number 001-38017  
Entity Tax Identification Number 45-5452795  
Entity Address, Address Line One 3000 31st Street  
Entity Address, City or Town Santa Monica  
Entity Address, State or Province CA  
Entity Incorporation, State or Country Code DE  
Entity Address, Postal Zip Code 90405  
City Area Code (310)  
Local Phone Number 399-3339  
Document Quarterly Report true  
Document Transition Report false  
Class A Common Stock    
Entity Information [Line Items]    
Entity Common Stock Shares Outstanding   1,382,050,725
Class B Common Stock    
Entity Information [Line Items]    
Entity Common Stock Shares Outstanding   22,646,636
Class C Common Stock    
Entity Information [Line Items]    
Entity Common Stock Shares Outstanding   231,626,943
v3.22.1
Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Cash flows from operating activities    
Net loss $ (359,624) $ (286,882)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:    
Depreciation and amortization 38,100 23,498
Stock-based compensation 275,444 237,073
Amortization of debt issuance costs 1,413 1,044
Losses (gains) on debt and equity securities, net 79,127 (22,518)
Other 1,125 6,836
Change in operating assets and liabilities, net of effect of acquisitions:    
Accounts receivable, net of allowance 126,027 129,316
Prepaid expenses and other current assets (27,178) (12,436)
Operating lease right-of-use assets 16,984 11,198
Other assets (308) (898)
Accounts payable 54,980 56,505
Accrued expenses and other current liabilities (62,828) 5,349
Operating lease liabilities (17,816) (13,295)
Other liabilities 2,013 2,096
Net cash provided by operating activities 127,459 136,886
Cash flows from investing activities    
Purchases of property and equipment (21,175) (10,851)
Purchases of strategic investments (150) (1,350)
Cash paid for acquisitions, net of cash acquired (788) (108,912)
Purchases of marketable securities (1,342,381) (523,219)
Sales of marketable securities 9,777 108,056
Maturities of marketable securities 342,545 816,931
Other (5,493) (100)
Net cash (used in) provided by investing activities (1,017,665) 280,555
Cash flows from financing activities    
Proceeds from issuance of convertible notes, net of issuance costs 1,483,500  
Purchase of capped calls (177,000)  
Proceeds from the exercise of stock options 2,266 4,453
Net cash provided by financing activities 1,308,766 4,453
Change in cash, cash equivalents, and restricted cash 418,560 421,894
Cash, cash equivalents, and restricted cash, beginning of period 1,994,723 546,543
Cash, cash equivalents, and restricted cash, end of period 2,413,283 968,437
Supplemental disclosures    
Cash paid for income taxes, net 2,636 11,008
Cash paid for interest $ 3,454 $ 5,127
v3.22.1
Consolidated Statements of Operations - USD ($)
shares in Thousands, $ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Income Statement [Abstract]    
Revenue $ 1,062,727 $ 769,584
Costs and expenses:    
Cost of revenue 420,897 412,601
Research and development 455,563 348,580
Sales and marketing 241,886 150,286
General and administrative 215,908 161,723
Total costs and expenses 1,334,254 1,073,190
Operating loss (271,527) (303,606)
Interest income 3,123 1,137
Interest expense (5,173) (5,031)
Other (expense) income, net (77,537) 22,058
Loss before income taxes (351,114) (285,442)
Income tax expense (8,510) (1,440)
Net loss $ (359,624) $ (286,882)
Net loss per share attributable to Class A, Class B, and Class C common stockholders (Note 3):    
Basic $ (0.22) $ (0.19)
Diluted $ (0.22) $ (0.19)
Weighted average shares used in computation of net loss per share:    
Basic 1,619,113 1,501,636
Diluted 1,619,113 1,501,636
v3.22.1
Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Statement Of Income And Comprehensive Income [Abstract]    
Net loss $ (359,624) $ (286,882)
Other comprehensive income (loss), net of tax    
Unrealized gain (loss) on marketable securities, net of tax (6,692) 116
Foreign currency translation (2,842) (9,569)
Total other comprehensive income (loss), net of tax (9,534) (9,453)
Total comprehensive loss $ (369,158) $ (296,335)
v3.22.1
Consolidated Balance Sheets - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Current assets    
Cash and cash equivalents $ 2,412,372 $ 1,993,809
Marketable securities 2,588,619 1,699,076
Accounts receivable, net of allowance 941,715 1,068,873
Prepaid expenses and other current assets 117,102 92,244
Total current assets 6,059,808 4,854,002
Property and equipment, net 214,441 202,644
Operating lease right-of-use assets 426,027 322,252
Intangible assets, net 292,310 277,654
Goodwill 1,645,284 1,588,452
Other assets 307,067 291,302
Total assets 8,944,937 7,536,306
Current liabilities    
Accounts payable 180,387 125,282
Operating lease liabilities 51,684 52,396
Accrued expenses and other current liabilities 610,728 674,108
Total current liabilities 842,799 851,786
Convertible senior notes, net 3,736,843 2,253,087
Operating lease liabilities, noncurrent 426,834 325,509
Other liabilities 375,425 315,756
Total liabilities 5,381,901 3,746,138
Commitments and contingencies (Note 8)
Stockholders’ equity    
Additional paid-in capital 12,211,123 12,069,097
Accumulated other comprehensive income (loss) (4,013) 5,521
Accumulated deficit (8,644,090) (8,284,466)
Total stockholders’ equity 3,563,036 3,790,168
Total liabilities and stockholders’ equity 8,944,937 7,536,306
Class A Non-voting Common Stock    
Stockholders’ equity    
Common stock, value 14 14
Class C Voting Common Stock    
Stockholders’ equity    
Common stock, value $ 2 $ 2
v3.22.1
Consolidated Balance Sheets (Parenthetical) - $ / shares
Mar. 31, 2022
Dec. 31, 2021
Class A Non-voting Common Stock    
Common stock par value $ 0.00001 $ 0.00001
Common stock authorized 3,000,000,000 3,000,000,000
Common stock issued 1,378,259,000 1,364,887,000
Common stock outstanding 1,378,259,000 1,364,887,000
Class B Voting Common Stock    
Common stock par value $ 0.00001 $ 0.00001
Common stock authorized 700,000,000 700,000,000
Common stock issued 22,677,000 22,769,000
Common stock outstanding 22,677,000 22,769,000
Class C Voting Common Stock    
Common stock par value $ 0.00001 $ 0.00001
Common stock authorized 260,888,000 260,888,000
Common stock issued 231,627,000 231,627,000
Common stock outstanding 231,627,000 231,627,000
v3.22.1
Consolidated Statements of Stockholders' Equity - USD ($)
shares in Thousands, $ in Thousands
Total
Additional Paid-in Capital
Additional Paid-in Capital
Cumulative Effect, Period of Adoption, Adjustment
Accumulated Deficit
Accumulated Deficit
Cumulative Effect, Period of Adoption, Adjustment
Accumulated Other Comprehensive Income (Loss)
Class A Non-voting Common Stock
Class A Non-voting Common Stock
Common Stock
Class B Voting Common Stock
Class B Voting Common Stock
Common Stock
Class C Voting Common Stock
Class C Voting Common Stock
Common Stock
Balance, beginning of period, shares at Dec. 31, 2020               1,248,010   23,696   231,627
Balance, beginning of period at Dec. 31, 2020   $ 10,200,141 $ (664,021) $ (7,891,542) $ 95,031 $ 21,363   $ 12       $ 2
Stock-based compensation expense   237,073                    
Shares issued in connection with exercise of stock options under stock-based compensation plans, shares               314   5    
Shares issued in connection with exercise of stock options under stock-based compensation plans   4,453                    
Issuance of voting/non-voting common stock for vesting of restricted stock units and restricted stock awards, net, shares               15,348        
Issuance of non-voting common stock for vesting of restricted stock units and restricted stock awards, net               $ 1        
Conversion of stock to voting/non-voting common stock, shares               61   (61)    
Net loss $ (286,882)     (286,882)     $ (238,107)   $ (4,523)   $ (44,252)  
Other comprehensive income (loss), net of tax $ (9,453)         (9,453)            
Balance, end of period, shares at Mar. 31, 2021 1,519,000             1,263,733   23,640   231,627
Balance, end of period at Mar. 31, 2021 $ 1,706,178 9,777,646   (8,083,393)   11,910   $ 13       $ 2
Balance, beginning of period, shares at Dec. 31, 2020               1,248,010   23,696   231,627
Balance, beginning of period at Dec. 31, 2020   10,200,141 $ (664,021) (7,891,542) $ 95,031 21,363   $ 12       $ 2
Balance, end of period, shares at Dec. 31, 2021               1,364,887   22,769   231,627
Balance, end of period at Dec. 31, 2021 3,790,168 12,069,097   (8,284,466)   5,521   $ 14       $ 2
Stock-based compensation expense   272,720                    
Shares issued in connection with exercise of stock options under stock-based compensation plans, shares               160   6    
Shares issued in connection with exercise of stock options under stock-based compensation plans   2,267                    
Issuance of non-voting common stock in connection with acquisitions, shares               1,118        
Issuance of Class A non-voting common stock in connection with acquisitions   44,039                    
Issuance of voting/non-voting common stock for vesting of restricted stock units and restricted stock awards, net, shares               11,996        
Conversion of stock to voting/non-voting common stock, shares               98   (98)    
Purchase of capped calls   (177,000)                    
Net loss (359,624)     (359,624)     $ (303,132)   $ (5,045)   $ (51,447)  
Other comprehensive income (loss), net of tax $ (9,534)         (9,534)            
Balance, end of period, shares at Mar. 31, 2022 1,632,563             1,378,259   22,677   231,627
Balance, end of period at Mar. 31, 2022 $ 3,563,036 $ 12,211,123   $ (8,644,090)   $ (4,013)   $ 14       $ 2
v3.22.1
Description of Business and Summary of Significant Accounting Policies
 3 Months Ended
Mar. 31, 2022
Accounting Policies [Abstract]  
Description of Business and Summary of Significant Accounting Policies

1. Description of Business and Summary of Significant Accounting Policies

Snap Inc. is a camera company.

Snap Inc. (“we,” “our,” or “us”) was formed as Future Freshman, LLC, a California limited liability company, in 2010. We changed our name to Toyopa Group, LLC in 2011, incorporated as Snapchat, Inc., a Delaware corporation, in 2012, and changed our name to Snap Inc. in 2016. Snap Inc. is headquartered in Santa Monica, California. Our flagship product, Snapchat, is a camera application that was created to help people communicate through short videos and images called “Snaps.”

Basis of Presentation

The accompanying unaudited consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information. Our consolidated financial statements include the accounts of Snap Inc. and our wholly owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Our fiscal year ends on December 31. These unaudited interim consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, as filed with the Securities and Exchange Commission (“SEC”) in February 2022 (the “Annual Report”).

In our opinion, the unaudited interim consolidated financial statements include all adjustments of a normal recurring nature necessary for the fair presentation of our financial position, results of operations, and cash flows. Certain reclassifications have been made in the prior periods to conform to the current year's presentation. None of these reclassifications had a material impact on our consolidated financial statements. The results of operations for the three months ended March 31, 2022 are not necessarily indicative of the results to be expected for the year ending December 31, 2022.

There have been no changes to our significant accounting policies described in our Annual Report that have had a material impact on our consolidated financial statements and related notes.

Use of Estimates

The preparation of our consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts in the consolidated financial statements. Management’s estimates are based on historical information available as of the date of the consolidated financial statements and various other assumptions that we believe are reasonable under the circumstances. Actual results could differ from those estimates.

Key estimates relate primarily to determining the fair value of assets and liabilities assumed in business combinations, evaluation of contingencies, uncertain tax positions, forfeiture rate, the fair value of stock-based awards, and the fair value of strategic investments. On an ongoing basis, management evaluates our estimates compared to historical experience and trends, which form the basis for making judgments about the carrying value of assets and liabilities.

Recent Accounting Pronouncements

In November 2021, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2021-10, Government Assistance (Topic 832): Disclosure by Business Entities about Government Assistance, which improves the transparency of government assistance received by requiring the disclosure of: (1) the types of government assistance received; (2) the accounting for such assistance; and (3) the effect of the assistance on an entity's financial statements. The guidance is effective for annual periods beginning after December 15, 2021, with early adoption permitted. Effective January 1, 2022, we early adopted ASU 2021-10 on a prospective basis. The impact of adoption of this standard on our consolidated financial statements, including accounting policies, processes, and systems, was not material.

In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. Under ASU 2021-08, an acquirer must recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with ASU 2014-09, Revenue from Contracts with Customers (Topic 606). The guidance is effective for interim and annual periods beginning after December

15, 2022, with early adoption permitted. Effective January 1, 2022, we early adopted ASU 2021-08 on a prospective basis. The impact of adoption of this standard on our consolidated financial statements, including accounting policies, processes, and systems, was not material.

In August 2020, the FASB issued 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. Under ASU 2020-06, the embedded conversion features are no longer separated from the host contract for convertible instruments with conversion features that are not required to be accounted for as derivatives under Topic 815, or that do not result in substantial premiums accounted for as paid-in capital. Consequently, a convertible debt instrument will be accounted for as a single liability measured at its amortized cost, as long as no other features require bifurcation and recognition as derivatives. The new guidance also requires the if-converted method to be applied for all convertible instruments. ASU 2020-06 is effective for fiscal years beginning after December 15, 2021, with early adoption permitted. Adoption of the standard requires using either a modified retrospective or a full retrospective approach. Effective January 1, 2021, we early adopted ASU 2020-06 using the modified retrospective approach. Adoption of the new standard resulted in a decrease to accumulated deficit of $95.0 million, a decrease to additional paid-in capital of $664.0 million, and an increase to convertible senior notes, net of $569.0 million.

v3.22.1
Revenue
 3 Months Ended
Mar. 31, 2022
Revenue From Contract With Customer [Abstract]  
Revenue

2. Revenue

We determine revenue recognition by first identifying the contract or contracts with a customer, identifying the performance obligations in the contract, determining the transaction price, allocating the transaction price to the performance obligations in the contract, and recognizing revenue when, or as, we satisfy a performance obligation.

Revenue is recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration we expect to receive in exchange for those goods or services. We determine collectability by performing ongoing credit evaluations and monitoring customer accounts receivable balances. Sales tax, including value added tax, is excluded from reported revenue.

We generate substantially all of our revenues by offering various advertising products on Snapchat, which include Snap Ads and AR Ads, referred to as advertising revenue. AR Ads include Sponsored Filters and Sponsored Lenses. Sponsored Filters allow users to interact with an advertiser’s brand by enabling stylized brand artwork to be overlaid on a Snap. Sponsored Lenses allow users to interact with an advertiser’s brand by enabling branded augmented reality experiences.

The substantial majority of advertising revenue is generated from the display of advertisements on Snapchat through contractual agreements that are either on a fixed fee basis over a period of time or based on the number of advertising impressions delivered. Revenue related to agreements based on the number of impressions delivered is recognized when the advertisement is displayed. Revenue related to fixed fee arrangements is recognized ratably over the service period, typically less than 30 days in duration, and such arrangements do not contain minimum impression guarantees.

In arrangements where another party is involved in providing specified services to a customer, we evaluate whether we are the principal or agent. In this evaluation, we consider if we obtain control of the specified goods or services before they are transferred to the customer, as well as other indicators such as the party primarily responsible for fulfillment, inventory risk, and discretion in establishing price. For advertising revenue arrangements where we are not the principal, we recognize revenue on a net basis. For the periods presented, revenue for arrangements where we are the agent was not material.

We also generate revenue from sales of hardware products. For the periods presented, revenue from the sales of hardware products was not material.

The following table represents our revenue disaggregated by geography based on the billing address of the advertising customer:

 

 

Three Months Ended March 31,

 

 

2022

 

 

2021

 

 

(in thousands)

 

Revenue:

 

 

 

 

 

 

 

North America (1) (2)

$

749,243

 

 

$

531,363

 

Europe (3)

 

159,076

 

 

 

129,118

 

Rest of world

 

154,408

 

 

 

109,103

 

Total revenue

$

1,062,727

 

 

$

769,584

 

 

(1)

North America includes Mexico, the Caribbean, and Central America.

(2)

United States revenue was $727.4 million and $514.6 million for the three months ended March 31, 2022 and 2021, respectively.

(3)

Europe includes Russia and Turkey.
v3.22.1
Net Loss per Share
 3 Months Ended
Mar. 31, 2022
Earnings Per Share [Abstract]  
Net Loss per Share

3. Net Loss per Share

We compute net loss per share using the two-class method required for multiple classes of common stock. We have three classes of authorized common stock for which voting rights differ by class.

Basic net loss per share is computed by dividing net loss attributable to each class of stockholders by the weighted-average number of shares of stock outstanding during the period, adjusted for vested restricted stock units (“RSUs”) that have not been settled and restricted stock awards (“RSAs”) for which the risk of forfeiture has not yet lapsed.

For the calculation of diluted net loss per share, net loss per share attributable to common stockholders for basic net loss per share is adjusted by the effect of dilutive securities, including awards under our equity compensation plans. Diluted net loss per share attributable to common stockholders is computed by dividing the resulting net loss attributable to common stockholders by the weighted-average number of fully diluted common shares outstanding. We use the if-converted method for calculating any potential dilutive effect of the convertible senior notes due in 2025, 2026, 2027, and 2028 (collectively, the “Convertible Notes”) on diluted net loss per share. The Convertible Notes would have a dilutive impact on net income per share when the average market price of Class A common stock for a given period exceeds the respective conversion price of the Convertible Notes. For the periods presented, our potentially dilutive shares relating to stock options, RSUs, RSAs, and Convertible Notes were not included in the computation of diluted net loss per share as the effect of including these shares in the calculation would have been anti-dilutive.

The numerators and denominators of the basic and diluted net loss per share computations for our common stock are calculated as follows for the three months ended March 31, 2022 and 2021:

 

 

Three Months Ended March 31,

 

 

2022

 

 

2021

 

 

(in thousands, except per share data)

 

 

Class A

Common

 

 

Class B

Common

 

 

Class C

Common

 

 

Class A

Common

 

 

Class B

Common

 

 

Class C

Common

 

Numerator:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

$

(303,132

)

 

$

(5,045

)

 

$

(51,447

)

 

$

(238,107

)

 

$

(4,523

)

 

$

(44,252

)

Net loss attributable to

   common stockholders

$

(303,132

)

 

$

(5,045

)

 

$

(51,447

)

 

$

(238,107

)

 

$

(4,523

)

 

$

(44,252

)

Denominator:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic shares:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average

   common shares

   - Basic

 

1,364,772

 

 

 

22,714

 

 

 

231,627

 

 

 

1,246,333

 

 

 

23,676

 

 

 

231,627

 

Diluted shares:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average

   common shares

   - Diluted

 

1,364,772

 

 

 

22,714

 

 

 

231,627

 

 

 

1,246,333

 

 

 

23,676

 

 

 

231,627

 

Net loss per share

   attributable to

   common stockholders:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

$

(0.22

)

 

$

(0.22

)

 

$

(0.22

)

 

$

(0.19

)

 

$

(0.19

)

 

$

(0.19

)

Diluted

$

(0.22

)

 

$

(0.22

)

 

$

(0.22

)

 

$

(0.19

)

 

$

(0.19

)

 

$

(0.19

)

 

 

 

The following potentially dilutive shares were excluded from the calculation of diluted net loss per share because their effect would have been anti-dilutive for the periods presented:

 

 

 

As of March 31,

 

 

 

2022

 

 

2021

 

 

 

(in thousands)

 

Stock options

 

 

4,132

 

 

 

5,305

 

Unvested RSUs and RSAs

 

 

77,793

 

 

 

114,307

 

Convertible Notes (if-converted)

 

 

89,379

 

 

 

101,591

 

 
v3.22.1
Stockholders' Equity
 3 Months Ended
Mar. 31, 2022
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Stockholders' Equity

4. Stockholders’ Equity

We maintain three share-based employee compensation plans: the 2017 Equity Incentive Plan (“2017 Plan”), the 2014 Equity Incentive Plan (“2014 Plan”), and the 2012 Equity Incentive Plan (“2012 Plan”, and collectively with the 2017 Plan and the 2014 Plan, the “Stock Plans”). The 2017 Plan serves as the successor to the 2014 Plan and 2012 Plan and provides for the grant of incentive stock options to employees, including employees of any parent or subsidiary, and for the grant of nonstatutory stock options, stock appreciation rights, RSAs, RSUs, performance stock awards, performance cash awards, and other forms of stock awards to employees, directors, and consultants, including employees and consultants of our affiliates.

Restricted Stock Units and Restricted Stock Awards

The following table summarizes the RSU and RSA activity during the three months ended March 31, 2022:

 

 

 

Class A

Outstanding

 

 

Weighted-

Average

Grant Date

Fair Value

 

 

 

(in thousands, except per share data)

 

Unvested at December 31, 2021

 

 

86,180

 

 

$

26.07

 

Granted

 

 

6,864

 

 

$

34.87

 

Vested

 

 

(12,816

)

 

$

20.05

 

Forfeited

 

 

(2,435

)

 

$

25.03

 

Unvested at March 31, 2022

 

 

77,793

 

 

$

27.87

 

 

All RSUs and RSAs vest on the satisfaction of a service based condition. Total unrecognized compensation cost related to outstanding RSUs and RSAs was $1.9 billion as of March 31, 2022 and is expected to be recognized over a weighted-average period of 2.2 years. The service condition for RSUs and RSAs granted prior to February 2018 is generally satisfied over four years, 10% after the first year of service, 20% over the second year, 30% over the third year, and 40% over the fourth year. In limited instances, we have issued RSUs with vesting periods in excess of four years. The service condition for RSUs and RSAs granted after February 2018 is generally satisfied in equal monthly or quarterly installments over three to four years.

Stock Options

The following table summarizes the stock option award activity under the Stock Plans during the three months ended March 31, 2022:

 

 

 

Class A

Number

of Shares

 

 

Class B

Number

of Shares

 

 

Weighted-

Average

Exercise

Price

 

 

Weighted-

Average

Remaining

Contractual

Term

(in years)

 

 

Aggregate

Intrinsic

Value(1)

 

 

 

(in thousands, except per share data)

 

Outstanding at December 31, 2021

 

 

3,676

 

 

 

628

 

 

$

10.59

 

 

 

4.19

 

 

$

157,374

 

Granted

 

 

—

 

 

 

—

 

 

$

—

 

 

 

—

 

 

$

—

 

Exercised

 

 

(160

)

 

 

(6

)

 

$

13.70

 

 

 

—

 

 

$

—

 

Forfeited

 

 

(6

)

 

 

—

 

 

$

26.42

 

 

 

—

 

 

$

—

 

Outstanding at March 31, 2022

 

 

3,510

 

 

 

622

 

 

$

10.46

 

 

 

3.90

 

 

$

106,477

 

 

(1)

The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying stock option awards and the closing market price of our Class A common stock as of December 31, 2021 and March 31, 2022, respectively.

 

Total unrecognized compensation cost related to unvested stock options was $1.6 million as of March 31, 2022 and is expected to be recognized over a weighted-average period of 1.1 years.

Stock-Based Compensation Expense by Function

Total stock-based compensation expense by function was as follows:

 

 

Three Months Ended March 31,

 

 

2022

 

 

2021

 

 

(in thousands)

 

Cost of revenue

$

2,446

 

 

$

2,656

 

Research and development

 

182,866

 

 

 

163,793

 

Sales and marketing

 

42,071

 

 

 

29,084

 

General and administrative

 

48,061

 

 

 

41,540

 

Total

$

275,444

 

 

$

237,073

 

 

 
v3.22.1
Business Acquisitions
 3 Months Ended
Mar. 31, 2022
Business Combinations [Abstract]  
Business Acquisitions

5. Business Acquisitions

2022 Acquisitions

In the three months ended March 31, 2022, we completed acquisitions to enhance our existing platform, technology, and workforce. The aggregate purchase consideration was $102.5 million, which included $0.5 million in cash, $44.0 million in shares of our Class A common stock, and $58.0 million recorded in other liabilities on the consolidated balance sheet. Of the aggregate purchase consideration, $60.8 million was allocated to goodwill and the remainder primarily to identifiable intangible assets. The goodwill amount represents synergies related to our existing platform expected to be realized from the business acquisitions and assembled workforces. Of the acquired goodwill and intangible assets, $83.9 million is deductible for tax purposes.

2021 Acquisitions

Wave Optics

In May 2021, we acquired Wave Optics Limited (“Wave Optics”), a display technology company that supplies light engines and diffractive waveguides for augmented reality displays. The total consideration was $541.8 million, of which $510.4 million represents purchase consideration and primarily consists of 4.7 million shares of our Class A common stock with a fair value of $252.0 million, cash of $13.7 million, and a $238.4 million payable due no later than May 2023 in either cash, shares of our Class A common stock, or a combination of cash and shares of our Class A common stock, at our

election. The remaining $31.4 million of total consideration transferred represents compensation for future employment services.

The allocation of purchase price is subject to change based on information received related to the assets and liabilities that existed as of the acquisition date. The allocation of the total purchase consideration for this acquisition is estimated as follows:

 

 

Total

 

 

(in thousands)

 

Trademarks

$

20,584

 

Technology

 

77,118

 

Customer relationships

 

32,708

 

Goodwill

 

370,236

 

Net deferred tax liability

 

(3,313

)

Other assets acquired and liabilities assumed, net

 

13,111

 

Total

$

510,444

 

The goodwill amount represents synergies expected to be realized from the business combination and assembled workforce. The associated goodwill and intangible assets are not deductible for tax purposes.

Fit Analytics

In March 2021, we acquired Fit Analytics GmbH (“Fit Analytics”), a sizing technology company that powers solutions for retailers and brands, to grow our e-commerce and shopping offerings. The purchase consideration for Fit Analytics was $124.4 million, which primarily represents current and future cash consideration payments.

The allocation of purchase price is based on information received related to the assets and liabilities that existed as of the acquisition date. The allocation of the total purchase consideration for this acquisition is as follows:

 

 

Total

 

 

(in thousands)

 

Trademarks

$

800

 

Technology

 

17,000

 

Customer relationships

 

17,000

 

Goodwill

 

88,132

 

Net deferred tax liability

 

(5,643

)

Other assets acquired and liabilities assumed, net

 

7,160

 

Total

$

124,449

 

The goodwill amount represents synergies expected to be realized from this business combination and assembled workforce. The associated goodwill and intangible assets are not deductible for tax purposes.

Other 2021 Acquisitions

For the year ended December 31, 2021, we completed other acquisitions to enhance our existing platform, technology, and workforce. The aggregate purchase consideration was $266.1 million, which included $139.5 million in cash, $93.7 million in shares of our Class A common stock, and $32.9 million recorded in other liabilities on the consolidated balance sheet.

The aggregate allocation of purchase consideration was as follows:

 

 

Total

 

 

(in thousands)

 

Technology

$

64,150

 

Customer relationships

 

4,000

 

Goodwill

 

203,482

 

Net deferred tax liability

 

(11,871

)

Other assets acquired and liabilities assumed, net

 

6,325

 

Total

$

266,086

 

 

The goodwill amount represents synergies related to our existing platform expected to be realized from the business acquisitions and assembled workforces. Of the acquired goodwill and intangible assets, $8.2 million is deductible for tax purposes.
v3.22.1
Goodwill and Intangible Assets
 3 Months Ended
Mar. 31, 2022
Goodwill And Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets

6. Goodwill and Intangible Assets

The changes in the carrying amount of goodwill for the three months ended March 31, 2022 were as follows:

 

 

Goodwill

 

 

(in thousands)

 

Balance as of December 31, 2021

$

1,588,452

 

Goodwill acquired

 

60,791

 

Foreign currency translation

 

(3,959

)

Balance as of March 31, 2022

$

1,645,284

 

 

Intangible assets consisted of the following:

 

 

As of March 31, 2022

 

 

Weighted-

Average

Remaining

Useful Life -

Years

 

 

Gross

Carrying

Amount

 

 

Accumulated

Amortization

 

 

Net

 

 

(in thousands, except years)

 

Domain names

 

4.5

 

 

$

963

 

 

$

417

 

 

$

546

 

Trademarks

 

4.1

 

 

 

21,384

 

 

 

3,708

 

 

 

17,676

 

Technology

 

3.7

 

 

 

369,068

 

 

 

159,580

 

 

 

209,488

 

Customer relationships

 

4.9

 

 

 

53,708

 

 

 

8,998

 

 

 

44,710

 

Patents

 

6.6

 

 

 

26,689

 

 

 

12,173

 

 

 

14,516

 

Other

 

1.8

 

 

 

6,000

 

 

 

626

 

 

 

5,374

 

 

 

 

 

 

$

477,812

 

 

$

185,502

 

 

$

292,310

 

 

 

As of December 31, 2021

 

 

Weighted-

Average

Remaining

Useful Life -

Years

 

 

Gross

Carrying

Amount

 

 

Accumulated

Amortization

 

 

Net

 

 

(in thousands except years)

 

Domain names

 

4.6

 

 

$

967

 

 

$

365

 

 

$

602

 

Trademarks

 

4.3

 

 

 

21,384

 

 

 

2,613

 

 

 

18,771

 

Technology

 

3.6

 

 

 

343,800

 

 

 

142,588

 

 

 

201,212

 

Customer relationships

 

5.1

 

 

 

53,709

 

 

 

6,332

 

 

 

47,377

 

Patents

 

4.0

 

 

 

21,195

 

 

 

11,503

 

 

 

9,692

 

 

 

 

 

 

$

441,055

 

 

$

163,401

 

 

$

277,654

 

 

 

Amortization of intangible assets was $22.5 million and $10.4 million for the three months ended March 31, 2022 and 2021, respectively.

As of March 31, 2022, the estimated intangible asset amortization expense for the next five years and thereafter is as follows:

 

 

Estimated

Amortization

 

 

(in thousands)

 

Remainder of 2022

$

64,244

 

2023

 

81,366

 

2024

 

66,841

 

2025

 

49,493

 

2026

 

18,979

 

Thereafter

 

11,387

 

Total

$

292,310

 

 
v3.22.1
Convertible Notes
 3 Months Ended
Mar. 31, 2022
Debt Disclosure [Abstract]  
Convertible Notes

7. Convertible Notes

2028 Notes

In February 2022, we entered into a purchase agreement with certain counterparties for the sale of an aggregate of $1.50 billion principal amount of convertible senior notes due in 2028 (the “2028 Notes”) in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). The 2028 Notes consisted of a $1.30 billion initial placement and an over-allotment option that provided the initial purchasers of the 2028 Notes with the option to purchase an additional $200.0 million aggregate principal amount of the 2028 Notes, which was fully exercised. The 2028 Notes were issued pursuant to an indenture dated February 11, 2022. The net proceeds from the issuance of the 2028 Notes were $1.31 billion, net of debt issuance costs and cash used to purchase the capped call transactions (“2028 Capped Call Transactions”) discussed below. The debt issuance costs are amortized to interest expense using the effective interest rate method.

The 2028 Notes are unsecured and unsubordinated obligations. Interest is payable in cash semi-annually in arrears beginning on September 1, 2022 at a rate of 0.125% per year. The 2028 Notes mature on March 1, 2028 unless repurchased, redeemed, or converted in accordance with their terms prior to such date.

The 2028 Notes are convertible into cash, shares of our Class A common stock, or a combination of cash and shares of our Class A common stock, at our election, at an initial conversion rate of 17.7494 shares of Class A common stock per $1,000 principal amount of 2028 Notes, which is equivalent to an initial conversion price of approximately $56.34 per share of our Class A common stock. The conversion rate is subject to customary adjustments for certain events as described in the indenture governing the 2028 Notes.

We may redeem for cash all or any portion of the 2028 Notes, at our option, on or after March 5, 2025 if the last reported sale price of our Class A common stock has been at least 130% of the conversion price then in effect for at least 20 trading days at a redemption price equal to 100% of the principal amount of the 2028 Notes to be redeemed, plus accrued and unpaid interest, if any.

Holders of the 2028 Notes may convert all or a portion of their 2028 Notes at their option prior to December 1, 2027, in multiples of $1,000 principal amounts, only under the following circumstances:

 

•

if the last reported sale price of our Class A common stock for at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days ending on the last trading day of the preceding calendar quarter is greater than or equal to 130% of the applicable conversion price of the 2028 Notes on each such trading day;

 

•

during the five business day period after any ten consecutive trading day period in which the trading price per $1,000 principal amount of the 2028 Notes for each day of that ten consecutive trading day period was less than 98% of the product of the last reported sale price of our Class A common stock and the applicable conversion rate of the 2028 Notes on such trading day;

 

•

on a notice of redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date, in which case we may be required to increase the conversion rate for the 2028 Notes so surrendered for conversion in connection with such redemption notice; or

 

•

on the occurrence of specified corporate events.

On or after December 1, 2027, the 2028 Notes are convertible at any time until the close of business on the second scheduled trading day immediately preceding the maturity date.

Holders of the 2028 Notes who convert the 2028 Notes in connection with a make-whole fundamental change, as defined in the indenture governing the 2028 Notes, or in connection with a redemption are entitled to an increase in the conversion rate. Additionally, in the event of a fundamental change, holders of the 2028 Notes may require us to repurchase all or a portion of the 2028 Notes at a price equal to 100% of the principal amount of 2028 Notes, plus any accrued and unpaid interest, if any.

We accounted for the issuance of the 2028 Notes as a single liability measured at its amortized cost, as no other embedded features require bifurcation and recognition as derivatives.

2027 Notes

In April 2021, we entered into a purchase agreement for the sale of an aggregate of $1.15 billion principal amount of convertible senior notes due in 2027 (the “2027 Notes”) in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act. The net proceeds from the issuance of the 2027 Notes were $1.05 billion, net of debt issuance costs and cash used to purchase the capped call transactions (the “2027 Capped Call Transactions”) discussed below. The debt issuance costs are amortized to interest expense using the effective interest rate method.

The 2027 Notes are unsecured and unsubordinated obligations which do not bear regular interest and for which the principal balance will not accrete. The 2027 Notes will mature on May 1, 2027 unless repurchased, redeemed, or converted in accordance with their terms prior to such date.

The 2027 Notes are convertible into cash, shares of our Class A common stock, or a combination of cash and shares of our Class A common stock, at our election, at an initial conversion rate of 11.2042 shares of Class A common stock per $1,000 principal amount of 2027 Notes, which is equivalent to an initial conversion price of approximately $89.25 per share of our Class A common stock. We may redeem for cash all or portions of the 2027 Notes, at our option, on or after May 5, 2024 based on certain circumstances.

2025 Notes

In April 2020, we entered into a purchase agreement for the sale of an aggregate of $1.0 billion principal amount of convertible senior notes due in 2025 (the “2025 Notes”) in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act. The net proceeds from the issuance of the 2025 Notes were $888.6 million, net of debt issuance costs and cash used to purchase the capped call transactions (the “2025 Capped Call Transactions”) discussed below. The debt issuance costs are amortized to interest expense using the effective interest rate method.

The 2025 Notes are unsecured and unsubordinated obligations. Interest is payable in cash semi-annually in arrears beginning on November 1, 2020 at a rate of 0.25% per year. The 2025 Notes mature on May 1, 2025 unless repurchased, redeemed, or converted in accordance with their terms prior to such date.

The 2025 Notes are convertible into cash, shares of our Class A common stock, or a combination of cash and shares of our Class A common stock, at our election, at an initial conversion rate of 46.1233 shares of Class A common stock per $1,000 principal amount of 2025 Notes, which is equivalent to an initial conversion price of approximately $21.68 per share of our Class A common stock. We may redeem for cash all or portions of the 2025 Notes, at our option, on or after May 6, 2023 based on certain circumstances.

2026 Notes

In August 2019, we entered into a purchase agreement for the sale of an aggregate of $1.265 billion principal amount of convertible senior notes due in 2026 (the “2026 Notes”) in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act. The net proceeds from the issuance of the 2026 Notes were $1.15 billion, net of debt issuance costs and cash used to purchase the capped call transactions (the “2026 Capped Call Transactions”) discussed below. The debt issuance costs are amortized to interest expense using the effective interest rate method.

The 2026 Notes are unsecured and unsubordinated obligations. Interest is payable in cash semi-annually in arrears beginning on February 1, 2020 at a rate of 0.75% per year. The 2026 Notes mature on August 1, 2026 unless repurchased, redeemed, or converted in accordance with the terms prior to such date.

The 2026 Notes are convertible into cash, shares of our Class A common stock, or a combination of cash and shares of our Class A common stock, at our election, at an initial conversion rate of 43.8481 shares of Class A common stock per $1,000 principal amount of 2026 Notes, which is equivalent to an initial conversion price of approximately $22.81 per share of our Class A common stock. We may redeem for cash all or portions of the 2026 Notes, at our option, on or after August 6, 2023 based on certain circumstances.

Exchange Transactions

In 2021, we entered into various exchange agreements (collectively, the “Exchange Agreements”) with certain holders of the 2025 Notes and the 2026 Notes pursuant to which we exchanged approximately $715.9 million principal amount of the 2025 Notes and approximately $426.5 million principal amount of the 2026 Notes for aggregate consideration of approximately 52.4 million shares of Class A common stock (the “Exchange Shares”). The Exchange Shares included an additional 0.7 million shares of our Class A common stock not provided for under the original conversion terms of the 2025 Notes and the 2026 Notes to induce the holders to agree to the exchange.

The Exchange Agreements were accounted for as an induced conversion with the fair value of 0.7 million Exchange Shares, less accrued interest, recognized as an inducement expense in other income (expense), net in our consolidated statements of operations and included as an adjustment to reconcile net loss to net cash provided by (used in) operating activities in our consolidated statements of cash flows. There was no inducement expense recorded for the three months ended March 31, 2022 or 2021. The common stock consideration issued under the original terms of the 2025 Notes and the 2026 Notes was accounted for under the general conversion accounting guidance with the net carrying amount of $1,132.6 million recorded in additional paid-in-capital and as a non-cash transaction excluded from cash activities on the consolidated statements of cash flows.

The Convertible Notes consisted of the following:

 

 

As of

March 31, 2022

 

 

As of

December 31, 2021

 

 

2025 Notes

 

 

2026 Notes

 

 

2027 Notes

 

 

2028 Notes

 

 

2025 Notes

 

 

2026 Notes

 

 

2027 Notes

 

 

(in thousands)

 

Principal

$

284,105

 

 

$

838,491

 

 

$

1,150,000

 

 

$

1,500,000

 

 

$

284,105

 

 

$

838,493

 

 

$

1,150,000

 

Unamortized debt issuance costs

 

(2,006

)

 

 

(5,662

)

 

 

(10,831

)

 

 

(17,254

)

 

 

(2,168

)

 

 

(5,982

)

 

 

(11,361

)

Net carrying amount

$

282,099

 

 

$

832,829

 

 

$

1,139,169

 

 

$

1,482,746

 

 

$

281,937

 

 

$

832,511

 

 

$

1,138,639

 

 

As of March 31, 2022, the debt issuance costs on the 2025 Notes, the 2026 Notes, the 2027 Notes, and the 2028 Notes will be amortized over the remaining period of approximately 3.1 years, 4.3 years, 5.1 years, and 5.9 years, respectively.

Interest expense related to the amortization of debt issuance costs was $1.4 million and $1.0 million for the three months ended March 31, 2022 and 2021, respectively. Contractual interest expense was $2.0 million and $3.0 million for the three months ended March 31, 2022 and 2021, respectively.

As of March 31, 2022, the if-converted value of the 2025 Notes and the 2026 Notes exceeded the principal amount by $187.5 million and $484.7 million, respectively. As of March 31, 2022, the if-converted value of the 2027 Notes and the 2028 Notes did not exceed the principal amount. The sale price for conversion was satisfied as of March 31, 2022 for the 2025 Notes and the 2026 Notes, and as a result, the 2025 Notes and 2026 Notes will continue to be eligible for optional conversion during the second quarter of 2022. The 2027 Notes and the 2028 Notes were not eligible for conversion as of

March 31, 2022. No sinking fund is provided for the Convertible Notes, which means that we are not required to redeem or retire them periodically.

Refer to Note 7 in our consolidated financial statements in the Annual Report for additional details.

Capped Call Transactions 

In connection with the pricing of the 2025 Notes, the 2026 Notes, the 2027 Notes, and the 2028 Notes, we entered into the 2025 Capped Call Transactions, the 2026 Capped Call Transactions, the 2027 Capped Call Transactions, and the 2028 Capped Call Transactions (collectively, the “Capped Call Transactions”), respectively, with certain counterparties at a net cost of $100.0 million, $102.1 million, $86.8 million, and $177.0 million, respectively. The cap price of the 2025 Capped Call Transactions, the 2026 Capped Call Transactions, the 2027 Capped Call Transactions, and the 2028 Capped Call Transactions is initially $32.12, $32.58, $121.02, and $93.90 per share of our Class A common stock, respectively. All are subject to certain adjustments under the terms of the Capped Call Transactions. Conditions that cause adjustments to the initial strike price of the Capped Call Transactions mirror conditions that result in corresponding adjustments for the Convertible Notes.

The Capped Call Transactions are intended to reduce potential dilution to holders of our Class A common stock beyond the conversion prices up to the cap prices on any conversion of the Convertible Notes or offset any cash payments we are required to make in excess of the principal amount, as the case may be, with such reduction or offset subject to a cap. The cost of the Capped Call Transactions was recorded as a reduction of our additional paid-in capital in our consolidated balance sheets. The Capped Call Transactions will not be remeasured as long as they continue to meet the conditions for equity classification. As of March 31, 2022, the 2025 Capped Call Transactions and 2026 Capped Call Transactions were in-the-money.         
v3.22.1
Commitments and Contingencies
 3 Months Ended
Mar. 31, 2022
Commitments And Contingencies Disclosure [Abstract]  
Commitments and Contingencies

8. Commitments and Contingencies

Commitments

We have non-cancelable contractual agreements primarily related to the hosting of our data storage processing, storage, and other computing services, as well as lease, content and developer partner, and other commitments. We had $4.4 billion in commitments as of March 31, 2022, primarily due within three years. For additional discussion on leases, see Note 9 to our consolidated financial statements.  

Contingencies

We record a loss contingency when it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. We also disclose material contingencies when we believe a loss is not probable but reasonably possible. Accounting for contingencies requires us to use judgment related to both the likelihood of a loss and the estimate of the amount or range of loss. Many legal and tax contingencies can take years to be resolved.

Pending Matters

 In November 2021, we and certain of our officers and directors, were named as defendants in a securities class action lawsuit purportedly brought on behalf of purchasers of our Class A common stock, alleging that we and certain of our officers made false or misleading statements and omissions concerning the impact that Apple’s App Tracking Transparency framework would have on our business. We believe we have meritorious defenses to this lawsuit, and continue to defend the lawsuit vigorously. Based on the preliminary nature of the proceedings in this case, the outcome of this matter remains uncertain.

The outcomes of our legal proceedings are inherently unpredictable, subject to significant uncertainties, and could be material to our financial condition, results of operations, and cash flows for a particular period. For the pending matter described above, it is not possible to estimate the reasonably possible loss or range of loss.

We are subject to various other legal proceedings and claims in the ordinary course of business, including certain patent, trademark, privacy, regulatory, and employment matters. Although occasional adverse decisions or settlements may occur, we do not believe that the final disposition of any of our other pending matters will seriously harm our business, financial condition, results of operations, and cash flows.

Indemnifications

In the ordinary course of business, we may provide indemnifications of varying scope and terms to customers, vendors, lessors, investors, directors, officers, employees, and other parties with respect to certain matters. Indemnification may include losses from our breach of such agreements, services we provide, or third party intellectual property infringement claims. These indemnifications may survive termination of the underlying agreement and the maximum potential amount of future indemnification payments may not be subject to a cap. We have not incurred material costs to defend lawsuits or settle claims related to these indemnifications as of March 31, 2022. We believe the fair value of these liabilities is immaterial and accordingly have no liabilities recorded for these agreements at March 31, 2022.
v3.22.1
Leases
 3 Months Ended
Mar. 31, 2022
Leases [Abstract]  
Leases

9. Leases

We have various non-cancelable lease agreements for certain of our offices with original lease periods expiring between 2022 and 2042. Our lease terms may include options to extend or terminate the lease when it is reasonably certain we will exercise that option. Certain of the arrangements have free rent periods or escalating rent payment provisions.

Lease Cost

The components of lease cost were as follows:

 

 

Three Months Ended March 31,

 

 

2022

 

 

2021

 

 

(in thousands)

 

Operating lease expense

$

23,626

 

 

$

14,940

 

Sublease income

 

(673

)

 

 

(402

)

Total net lease costs

$

22,953

 

 

$

14,538

 

Lease Term and Discount Rate

The weighted-average remaining lease term (in years) and discount rate related to the operating leases were as follows:

 

 

Three Months Ended March 31,

 

 

2022

 

 

 

 

2021

 

Weighted-average remaining lease term

 

7.0

 

 

 

 

 

7.3

 

Weighted-average discount rate

 

4.9

%

 

 

 

 

5.5

%

 

We use our incremental borrowing rate based on the information available at the lease commencement date to determine the present value of lease payments.

Maturity of Lease Liabilities

The present value of our operating lease liabilities as of March 31, 2022 were as follows:

 

 

Operating Leases

 

 

(in thousands)

 

Remainder of 2022

$

49,962

 

2023

 

96,315

 

2024

 

105,045

 

2025

 

98,684

 

2026

 

50,079

 

Thereafter

 

173,745

 

Total lease payments

$

573,830

 

Less: Imputed interest

 

(95,312

)

Present value of lease liabilities

$

478,518

 

As of March 31, 2022, we have additional operating leases for facilities that have not yet commenced with lease obligations of $60.1 million. These operating leases will commence between 2022 and 2024 with lease terms of greater than two years to eleven years.

Other Information

Cash payments included in the measurement of our operating lease liabilities were $23.5 million and $17.0 million for the three months ended March 31, 2022 and 2021, respectively.

Lease liabilities arising from obtaining operating lease right-of-use assets were $122.2 million and $9.4 million for the three months ended March 31, 2022 and 2021, respectively.

v3.22.1
Strategic Investments
 3 Months Ended
Mar. 31, 2022
Equity Method Investments And Joint Ventures [Abstract]  
Strategic Investments

10. Strategic Investments

We hold strategic investments in privately held companies with a carrying value of $275.9 million and $262.7 million as of March 31, 2022 and December 31, 2021, respectively, which consist primarily of equity securities, and to a lesser extent, debt securities. These strategic investments are primarily recorded at fair value on a non-recurring basis. The estimation of fair value for these privately held strategic investments requires the use of significant unobservable inputs, such as the issuance of new equity by the company, and as a result, we deem these assets as Level 3 financial instruments within the fair value measurement framework.

We recognized unrealized gains on investments in privately held companies of $13.3 million and $23.3 million for the three months ended March 31, 2022 and 2021, respectively. Unrealized and realized gains on all strategic investments are included within other income (expense), net on the consolidated statements of operations and included as an adjustment to reconcile net loss to net cash provided by (used in) operating activities in our consolidated statements of cash flows. Strategic investments are included within other assets on the consolidated balance sheets.

In the fourth quarter of 2021, we reclassified a publicly traded strategic investment to marketable securities. See Note 11 for further information.

All strategic investments are reviewed periodically for impairment. Impairment expense recorded for the three months ended March 31, 2022 and 2021 was not material.
v3.22.1
Fair Value Measurements
 3 Months Ended
Mar. 31, 2022
Fair Value Disclosures [Abstract]  
Fair Value Measurements

11. Fair Value Measurements

Assets and liabilities measured at fair value are classified into the following categories:

 

•

Level 1: Quoted market prices in active markets for identical assets or liabilities.

 

•

Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data.

 

•

Level 3: Unobservable inputs reflecting the reporting entity’s own assumptions or external inputs from inactive markets.

We classify our cash equivalents and marketable securities within Level 1 or Level 2 because we use quoted market prices or alternative pricing sources and models utilizing market observable inputs to determine their fair value.

The following tables set forth our financial assets as of March 31, 2022 and December 31, 2021 that are measured at fair value on a recurring basis during the period:

 

 

March 31, 2022

 

 

Cost or

Amortized Cost

 

 

Gross

Unrealized

Gains

 

 

Gross

Unrealized

Losses

 

 

Total Estimated

Fair Value

 

 

(in thousands)

 

Cash

$

2,211,850

 

 

$

—

 

 

$

—

 

 

$

2,211,850

 

Level 1 securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. government securities

 

1,751,529

 

 

 

17

 

 

 

(7,324

)

 

 

1,744,222

 

U.S. government agency securities

 

67,497

 

 

 

—

 

 

 

(65

)

 

 

67,432

 

Publicly traded equity securities

 

71,139

 

 

 

29,924

 

 

 

—

 

 

 

101,063

 

Level 2 securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Corporate debt securities

 

317,508

 

 

 

13

 

 

 

(1,000

)

 

 

316,521

 

Commercial paper

 

473,660

 

 

 

—

 

 

 

(1

)

 

 

473,659

 

Certificates of deposit

 

86,244

 

 

 

—

 

 

 

—

 

 

 

86,244

 

Total

$

4,979,427

 

 

$

29,954

 

 

$

(8,390

)

 

$

5,000,991

 

 

 

 

December 31, 2021

 

 

Cost or

Amortized Cost

 

 

Gross

Unrealized

Gains

 

 

Gross

Unrealized

Losses

 

 

Total Estimated

Fair Value

 

 

(in thousands)

 

Cash

$

1,966,966

 

 

$

—

 

 

$

—

 

 

$

1,966,966

 

Level 1 securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. government securities

 

811,092

 

 

 

1

 

 

 

(1,454

)

 

 

809,639

 

U.S. government agency securities

 

77,409

 

 

 

1

 

 

 

(8

)

 

 

77,402

 

Publicly traded equity securities

 

71,139

 

 

 

122,064

 

 

 

—

 

 

 

193,203

 

Level 2 securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Corporate debt securities

 

143,124

 

 

 

—

 

 

 

(207

)

 

 

142,917

 

Commercial paper

 

422,328

 

 

 

—

 

 

 

(1

)

 

 

422,327

 

Certificates of deposit

 

80,431

 

 

 

—

 

 

 

—

 

 

 

80,431

 

Total

$

3,572,489

 

 

$

122,066

 

 

$

(1,670

)

 

$

3,692,885

 

 

We held an investment in a publicly traded company with a carrying value of $101.1 million and $193.2 million as of March 31, 2022 and December 31, 2021, respectively, recorded as a marketable security. We recorded $92.1 million in unrealized losses related to this investment for the three months ended March 31, 2022 within other income (expense), net on the consolidated statements of operations. This investment was reclassified from strategic investments to marketable securities in the fourth quarter of 2021. 

 

Gross unrealized losses were not material for the three months ended March 31, 2022 and 2021, respectively. As of March 31, 2022, we considered any decreases in fair value on our marketable securities to be driven by factors other than credit risk, including market risk. As of March 31, 2022, $175.3 million of our total $2.6 billion in marketable debt securities have contractual maturities between one and five years. All other marketable debt securities have contractual maturities less than one year.

We carry the Convertible Notes at face value less the unamortized debt issuance costs on our consolidated balance sheets and present the fair value for disclosure purposes only. As of March 31, 2022, the fair value of the 2025 Notes, the 2026 Notes, the 2027 Notes, and the 2028 Notes was $508.6 million, $1.5 billion, $986.1  million, and $1.5 billion, respectively. As of December 31, 2021, the fair value of the 2025 Notes, the 2026 Notes, and the 2027 Notes was $650.1 million, $1.9 billion, and $1.1 billion, respectively. The estimated fair value of the Convertible Notes, which are classified as Level 2 financial instruments, was determined based on the estimated or actual bid prices of the Convertible Notes in an over-the-counter market on the last business day of the period.
v3.22.1
Income Taxes
 3 Months Ended
Mar. 31, 2022
Income Tax Disclosure [Abstract]  
Income Taxes

12. Income Taxes

Our tax provision for interim periods is determined using an estimate of our annual effective tax rate, adjusted for discrete items arising in that quarter. Our effective tax rate differs from the U.S. statutory tax rate primarily due to valuation allowances on our deferred tax assets as it is more likely than not that some or all of our deferred tax assets will not be realized. Income tax expense was $8.5 million and $1.4 million for the three months ended March 31, 2022 and 2021, respectively.
v3.22.1
Accumulated Other Comprehensive Income (Loss)
 3 Months Ended
Mar. 31, 2022
Accumulated Other Comprehensive Income Loss [Abstract]  
Accumulated Other Comprehensive Income (Loss)

13. Accumulated Other Comprehensive Income (Loss)

The table below presents the changes in accumulated other comprehensive income (loss) (“AOCI”) by component and the reclassifications out of AOCI:

 

 

 

Changes in Accumulated Other Comprehensive Income (Loss) by Component

 

 

 

Marketable

Securities

 

 

Foreign Currency

Translation

 

 

Total

 

 

 

(in thousands)

 

Balance at December 31, 2021

 

$

(1,822

)

 

$

7,343

 

 

$

5,521

 

OCI before reclassifications

 

 

(6,692

)

 

 

(2,842

)

 

 

(9,534

)

Amounts reclassified from AOCI (1)

 

 

—

 

 

 

—

 

 

 

—

 

Net current period OCI

 

 

(6,692

)

 

 

(2,842

)

 

 

(9,534

)

Balance at March 31, 2022

 

$

(8,514

)

 

$

4,501

 

 

$

(4,013

)

 

(1) Realized gains and losses on marketable securities are reclassified from AOCI into other income (expense), net in the consolidated statements of operations.
v3.22.1
Property and Equipment, Net
 3 Months Ended
Mar. 31, 2022
Property Plant And Equipment [Abstract]  
Property and Equipment, Net

14. Property and Equipment, Net

The following table lists property and equipment, net by geographic area:

 

 

 

 

 

 

 

 

 

As of

March 31, 2022

 

 

As of

December 31, 2021

 

 

(in thousands)

 

Property and equipment, net:

 

 

 

 

 

 

 

United States

$

185,378

 

 

$

174,826

 

Rest of world (1)

 

29,063

 

 

 

27,818

 

Total property and equipment, net

$

214,441

 

 

$

202,644

 

 

(1)

No individual country exceeded 10% of our total property and equipment, net for any period presented.

 
v3.22.1
Description of Business and Summary of Significant Accounting Policies (Policies)
 3 Months Ended
Mar. 31, 2022
Accounting Policies [Abstract]  
Basis of Presentation

Basis of Presentation

The accompanying unaudited consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information. Our consolidated financial statements include the accounts of Snap Inc. and our wholly owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Our fiscal year ends on December 31. These unaudited interim consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, as filed with the Securities and Exchange Commission (“SEC”) in February 2022 (the “Annual Report”).

In our opinion, the unaudited interim consolidated financial statements include all adjustments of a normal recurring nature necessary for the fair presentation of our financial position, results of operations, and cash flows. Certain reclassifications have been made in the prior periods to conform to the current year's presentation. None of these reclassifications had a material impact on our consolidated financial statements. The results of operations for the three months ended March 31, 2022 are not necessarily indicative of the results to be expected for the year ending December 31, 2022.

There have been no changes to our significant accounting policies described in our Annual Report that have had a material impact on our consolidated financial statements and related notes.
Use of Estimates

Use of Estimates

The preparation of our consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts in the consolidated financial statements. Management’s estimates are based on historical information available as of the date of the consolidated financial statements and various other assumptions that we believe are reasonable under the circumstances. Actual results could differ from those estimates.

Key estimates relate primarily to determining the fair value of assets and liabilities assumed in business combinations, evaluation of contingencies, uncertain tax positions, forfeiture rate, the fair value of stock-based awards, and the fair value of strategic investments. On an ongoing basis, management evaluates our estimates compared to historical experience and trends, which form the basis for making judgments about the carrying value of assets and liabilities.
Recent Accounting Pronouncements

Recent Accounting Pronouncements

In November 2021, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2021-10, Government Assistance (Topic 832): Disclosure by Business Entities about Government Assistance, which improves the transparency of government assistance received by requiring the disclosure of: (1) the types of government assistance received; (2) the accounting for such assistance; and (3) the effect of the assistance on an entity's financial statements. The guidance is effective for annual periods beginning after December 15, 2021, with early adoption permitted. Effective January 1, 2022, we early adopted ASU 2021-10 on a prospective basis. The impact of adoption of this standard on our consolidated financial statements, including accounting policies, processes, and systems, was not material.

In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. Under ASU 2021-08, an acquirer must recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with ASU 2014-09, Revenue from Contracts with Customers (Topic 606). The guidance is effective for interim and annual periods beginning after December

15, 2022, with early adoption permitted. Effective January 1, 2022, we early adopted ASU 2021-08 on a prospective basis. The impact of adoption of this standard on our consolidated financial statements, including accounting policies, processes, and systems, was not material.

In August 2020, the FASB issued 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. Under ASU 2020-06, the embedded conversion features are no longer separated from the host contract for convertible instruments with conversion features that are not required to be accounted for as derivatives under Topic 815, or that do not result in substantial premiums accounted for as paid-in capital. Consequently, a convertible debt instrument will be accounted for as a single liability measured at its amortized cost, as long as no other features require bifurcation and recognition as derivatives. The new guidance also requires the if-converted method to be applied for all convertible instruments. ASU 2020-06 is effective for fiscal years beginning after December 15, 2021, with early adoption permitted. Adoption of the standard requires using either a modified retrospective or a full retrospective approach. Effective January 1, 2021, we early adopted ASU 2020-06 using the modified retrospective approach. Adoption of the new standard resulted in a decrease to accumulated deficit of $95.0 million, a decrease to additional paid-in capital of $664.0 million, and an increase to convertible senior notes, net of $569.0 million.

v3.22.1
Revenue (Tables)
 3 Months Ended
Mar. 31, 2022
Revenue From Contract With Customer [Abstract]  
Disaggregation of Revenue by Geography

The following table represents our revenue disaggregated by geography based on the billing address of the advertising customer:

 

 

Three Months Ended March 31,

 

 

2022

 

 

2021

 

 

(in thousands)

 

Revenue:

 

 

 

 

 

 

 

North America (1) (2)

$

749,243

 

 

$

531,363

 

Europe (3)

 

159,076

 

 

 

129,118

 

Rest of world

 

154,408

 

 

 

109,103

 

Total revenue

$

1,062,727

 

 

$

769,584

 

 

(1)

North America includes Mexico, the Caribbean, and Central America.

(2)

United States revenue was $727.4 million and $514.6 million for the three months ended March 31, 2022 and 2021, respectively.

(3)

Europe includes Russia and Turkey.
v3.22.1
Net Loss per Share (Tables)
 3 Months Ended
Mar. 31, 2022
Earnings Per Share [Abstract]  
Numerators and Denominators of Basic and Diluted Net Loss per Share Computations for Common Stock

The numerators and denominators of the basic and diluted net loss per share computations for our common stock are calculated as follows for the three months ended March 31, 2022 and 2021:

 

 

Three Months Ended March 31,

 

 

2022

 

 

2021

 

 

(in thousands, except per share data)

 

 

Class A

Common

 

 

Class B

Common

 

 

Class C

Common

 

 

Class A

Common

 

 

Class B

Common

 

 

Class C

Common

 

Numerator:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

$

(303,132

)

 

$

(5,045

)

 

$

(51,447

)

 

$

(238,107

)

 

$

(4,523

)

 

$

(44,252

)

Net loss attributable to

   common stockholders

$

(303,132

)

 

$

(5,045

)

 

$

(51,447

)

 

$

(238,107

)

 

$

(4,523

)

 

$

(44,252

)

Denominator:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic shares:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average

   common shares

   - Basic

 

1,364,772

 

 

 

22,714

 

 

 

231,627

 

 

 

1,246,333

 

 

 

23,676

 

 

 

231,627

 

Diluted shares:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average

   common shares

   - Diluted

 

1,364,772

 

 

 

22,714

 

 

 

231,627

 

 

 

1,246,333

 

 

 

23,676

 

 

 

231,627

 

Net loss per share

   attributable to

   common stockholders:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

$

(0.22

)

 

$

(0.22

)

 

$

(0.22

)

 

$

(0.19

)

 

$

(0.19

)

 

$

(0.19

)

Diluted

$

(0.22

)

 

$

(0.22

)

 

$

(0.22

)

 

$

(0.19

)

 

$

(0.19

)

 

$

(0.19

)

 

 

 
Schedule of Potentially Dilutive Shares Excluded from Calculation of Diluted Net Loss per Share

The following potentially dilutive shares were excluded from the calculation of diluted net loss per share because their effect would have been anti-dilutive for the periods presented:

 

 

 

As of March 31,

 

 

 

2022

 

 

2021

 

 

 

(in thousands)

 

Stock options

 

 

4,132

 

 

 

5,305

 

Unvested RSUs and RSAs

 

 

77,793

 

 

 

114,307

 

Convertible Notes (if-converted)

 

 

89,379

 

 

 

101,591

 
v3.22.1
Stockholders' Equity (Tables)
 3 Months Ended
Mar. 31, 2022
Summary of Stock Option Award Activity

The following table summarizes the stock option award activity under the Stock Plans during the three months ended March 31, 2022:

 

 

 

Class A

Number

of Shares

 

 

Class B

Number

of Shares

 

 

Weighted-

Average

Exercise

Price

 

 

Weighted-

Average

Remaining

Contractual

Term

(in years)

 

 

Aggregate

Intrinsic

Value(1)

 

 

 

(in thousands, except per share data)

 

Outstanding at December 31, 2021

 

 

3,676

 

 

 

628

 

 

$

10.59

 

 

 

4.19

 

 

$

157,374

 

Granted

 

 

—

 

 

 

—

 

 

$

—

 

 

 

—

 

 

$

—

 

Exercised

 

 

(160

)

 

 

(6

)

 

$

13.70

 

 

 

—

 

 

$

—

 

Forfeited

 

 

(6

)

 

 

—

 

 

$

26.42

 

 

 

—

 

 

$

—

 

Outstanding at March 31, 2022

 

 

3,510

 

 

 

622

 

 

$

10.46

 

 

 

3.90

 

 

$

106,477

 

 

(1)

The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying stock option awards and the closing market price of our Class A common stock as of December 31, 2021 and March 31, 2022, respectively.

 
Summary of Total Stock-based Compensation Expense

Total stock-based compensation expense by function was as follows:

 

 

Three Months Ended March 31,

 

 

2022

 

 

2021

 

 

(in thousands)

 

Cost of revenue

$

2,446

 

 

$

2,656

 

Research and development

 

182,866

 

 

 

163,793

 

Sales and marketing

 

42,071

 

 

 

29,084

 

General and administrative

 

48,061

 

 

 

41,540

 

Total

$

275,444

 

 

$

237,073

 
Restricted Stock Units and Restricted Stock Awards  
Summary of RSU and RSA Activity

Restricted Stock Units and Restricted Stock Awards

The following table summarizes the RSU and RSA activity during the three months ended March 31, 2022:

 

 

 

Class A

Outstanding

 

 

Weighted-

Average

Grant Date

Fair Value

 

 

 

(in thousands, except per share data)

 

Unvested at December 31, 2021

 

 

86,180

 

 

$

26.07

 

Granted

 

 

6,864

 

 

$

34.87

 

Vested

 

 

(12,816

)

 

$

20.05

 

Forfeited

 

 

(2,435

)

 

$

25.03

 

Unvested at March 31, 2022

 

 

77,793

 

 

$

27.87

 

 
v3.22.1
Business Acquisitions (Tables)
 3 Months Ended
Mar. 31, 2022
Wave Optics  
Business Acquisition [Line Items]  
Summary of Total Purchase Consideration Allocation

The allocation of purchase price is subject to change based on information received related to the assets and liabilities that existed as of the acquisition date. The allocation of the total purchase consideration for this acquisition is estimated as follows:

 

 

Total

 

 

(in thousands)

 

Trademarks

$

20,584

 

Technology

 

77,118

 

Customer relationships

 

32,708

 

Goodwill

 

370,236

 

Net deferred tax liability

 

(3,313

)

Other assets acquired and liabilities assumed, net

 

13,111

 

Total

$

510,444

 
Fit Analytics  
Business Acquisition [Line Items]  
Summary of Total Purchase Consideration Allocation

The allocation of purchase price is based on information received related to the assets and liabilities that existed as of the acquisition date. The allocation of the total purchase consideration for this acquisition is as follows:

 

 

Total

 

 

(in thousands)

 

Trademarks

$

800

 

Technology

 

17,000

 

Customer relationships

 

17,000

 

Goodwill

 

88,132

 

Net deferred tax liability

 

(5,643

)

Other assets acquired and liabilities assumed, net

 

7,160

 

Total

$

124,449

 
Other 2021 Acquisitions  
Business Acquisition [Line Items]  
Summary of Total Purchase Consideration Allocation The aggregate allocation of purchase consideration was as follows:

 

 

Total

 

 

(in thousands)

 

Technology

$

64,150

 

Customer relationships

 

4,000

 

Goodwill

 

203,482

 

Net deferred tax liability

 

(11,871

)

Other assets acquired and liabilities assumed, net

 

6,325

 

Total

$

266,086

 

 
v3.22.1
Goodwill and Intangible Assets (Tables)
 3 Months Ended
Mar. 31, 2022
Goodwill And Intangible Assets Disclosure [Abstract]  
Changes in Carrying Amount of Goodwill

The changes in the carrying amount of goodwill for the three months ended March 31, 2022 were as follows:

 

 

Goodwill

 

 

(in thousands)

 

Balance as of December 31, 2021

$

1,588,452

 

Goodwill acquired

 

60,791

 

Foreign currency translation

 

(3,959

)

Balance as of March 31, 2022

$

1,645,284

 

 
Schedule of Intangible Assets

Intangible assets consisted of the following:

 

 

As of March 31, 2022

 

 

Weighted-

Average

Remaining

Useful Life -

Years

 

 

Gross

Carrying

Amount

 

 

Accumulated

Amortization

 

 

Net

 

 

(in thousands, except years)

 

Domain names

 

4.5

 

 

$

963

 

 

$

417

 

 

$

546

 

Trademarks

 

4.1

 

 

 

21,384

 

 

 

3,708

 

 

 

17,676

 

Technology

 

3.7

 

 

 

369,068

 

 

 

159,580

 

 

 

209,488

 

Customer relationships

 

4.9

 

 

 

53,708

 

 

 

8,998

 

 

 

44,710

 

Patents

 

6.6

 

 

 

26,689

 

 

 

12,173

 

 

 

14,516

 

Other

 

1.8

 

 

 

6,000

 

 

 

626

 

 

 

5,374

 

 

 

 

 

 

$

477,812

 

 

$

185,502

 

 

$

292,310

 

 

 

As of December 31, 2021

 

 

Weighted-

Average

Remaining

Useful Life -

Years

 

 

Gross

Carrying

Amount

 

 

Accumulated

Amortization

 

 

Net

 

 

(in thousands except years)

 

Domain names

 

4.6

 

 

$

967

 

 

$

365

 

 

$

602

 

Trademarks

 

4.3

 

 

 

21,384

 

 

 

2,613

 

 

 

18,771

 

Technology

 

3.6

 

 

 

343,800

 

 

 

142,588

 

 

 

201,212

 

Customer relationships

 

5.1

 

 

 

53,709

 

 

 

6,332

 

 

 

47,377

 

Patents

 

4.0

 

 

 

21,195

 

 

 

11,503

 

 

 

9,692

 

 

 

 

 

 

$

441,055

 

 

$

163,401

 

 

$

277,654

 

 

 
Schedule of Estimated Intangible Asset Amortization Expense

As of March 31, 2022, the estimated intangible asset amortization expense for the next five years and thereafter is as follows:

 

 

Estimated

Amortization

 

 

(in thousands)

 

Remainder of 2022

$

64,244

 

2023

 

81,366

 

2024

 

66,841

 

2025

 

49,493

 

2026

 

18,979

 

Thereafter

 

11,387

 

Total

$

292,310

 

 
v3.22.1
Convertible Notes (Tables)
 3 Months Ended
Mar. 31, 2022
Debt Disclosure [Abstract]  
Summary of Convertible Notes

The Convertible Notes consisted of the following:

 

 

As of

March 31, 2022

 

 

As of

December 31, 2021

 

 

2025 Notes

 

 

2026 Notes

 

 

2027 Notes

 

 

2028 Notes

 

 

2025 Notes

 

 

2026 Notes

 

 

2027 Notes

 

 

(in thousands)

 

Principal

$

284,105

 

 

$

838,491

 

 

$

1,150,000

 

 

$

1,500,000

 

 

$

284,105

 

 

$

838,493

 

 

$

1,150,000

 

Unamortized debt issuance costs

 

(2,006

)

 

 

(5,662

)

 

 

(10,831

)

 

 

(17,254

)

 

 

(2,168

)

 

 

(5,982

)

 

 

(11,361

)

Net carrying amount

$

282,099

 

 

$

832,829

 

 

$

1,139,169

 

 

$

1,482,746

 

 

$

281,937

 

 

$

832,511

 

 

$

1,138,639

 

 
v3.22.1
Leases (Tables)
 3 Months Ended
Mar. 31, 2022
Leases [Abstract]  
Components of Lease Cost

The components of lease cost were as follows:

 

 

Three Months Ended March 31,

 

 

2022

 

 

2021

 

 

(in thousands)

 

Operating lease expense

$

23,626

 

 

$

14,940

 

Sublease income

 

(673

)

 

 

(402

)

Total net lease costs

$

22,953

 

 

$

14,538

 
Summary of Weighted Average Remaining Lease Term and Discount Rate Related to Operating Leases

Lease Term and Discount Rate

The weighted-average remaining lease term (in years) and discount rate related to the operating leases were as follows:

 

 

Three Months Ended March 31,

 

 

2022

 

 

 

 

2021

 

Weighted-average remaining lease term

 

7.0

 

 

 

 

 

7.3

 

Weighted-average discount rate

 

4.9

%

 

 

 

 

5.5

%
Present Value of Operating Lease Liabilities

Maturity of Lease Liabilities

The present value of our operating lease liabilities as of March 31, 2022 were as follows:

 

 

Operating Leases

 

 

(in thousands)

 

Remainder of 2022

$

49,962

 

2023

 

96,315

 

2024

 

105,045

 

2025

 

98,684

 

2026

 

50,079

 

Thereafter

 

173,745

 

Total lease payments

$

573,830

 

Less: Imputed interest

 

(95,312

)

Present value of lease liabilities

$

478,518

 
v3.22.1
Fair Value Measurements (Tables)
 3 Months Ended
Mar. 31, 2022
Fair Value Disclosures [Abstract]  
Summary of Financial Assets Measured at Fair Value on Recurring Basis

The following tables set forth our financial assets as of March 31, 2022 and December 31, 2021 that are measured at fair value on a recurring basis during the period:

 

 

March 31, 2022

 

 

Cost or

Amortized Cost

 

 

Gross

Unrealized

Gains

 

 

Gross

Unrealized

Losses

 

 

Total Estimated

Fair Value

 

 

(in thousands)

 

Cash

$

2,211,850

 

 

$

—

 

 

$

—

 

 

$

2,211,850

 

Level 1 securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. government securities

 

1,751,529

 

 

 

17

 

 

 

(7,324

)

 

 

1,744,222

 

U.S. government agency securities

 

67,497

 

 

 

—

 

 

 

(65

)

 

 

67,432

 

Publicly traded equity securities

 

71,139

 

 

 

29,924

 

 

 

—

 

 

 

101,063

 

Level 2 securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Corporate debt securities

 

317,508

 

 

 

13

 

 

 

(1,000

)

 

 

316,521

 

Commercial paper

 

473,660

 

 

 

—

 

 

 

(1

)

 

 

473,659

 

Certificates of deposit

 

86,244

 

 

 

—

 

 

 

—

 

 

 

86,244

 

Total

$

4,979,427

 

 

$

29,954

 

 

$

(8,390

)

 

$

5,000,991

 

 

 

 

December 31, 2021

 

 

Cost or

Amortized Cost

 

 

Gross

Unrealized

Gains

 

 

Gross

Unrealized

Losses

 

 

Total Estimated

Fair Value

 

 

(in thousands)

 

Cash

$

1,966,966

 

 

$

—

 

 

$

—

 

 

$

1,966,966

 

Level 1 securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. government securities

 

811,092

 

 

 

1

 

 

 

(1,454

)

 

 

809,639

 

U.S. government agency securities

 

77,409

 

 

 

1

 

 

 

(8

)

 

 

77,402

 

Publicly traded equity securities

 

71,139

 

 

 

122,064

 

 

 

—

 

 

 

193,203

 

Level 2 securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Corporate debt securities

 

143,124

 

 

 

—

 

 

 

(207

)

 

 

142,917

 

Commercial paper

 

422,328

 

 

 

—

 

 

 

(1

)

 

 

422,327

 

Certificates of deposit

 

80,431

 

 

 

—

 

 

 

—

 

 

 

80,431

 

Total

$

3,572,489

 

 

$

122,066

 

 

$

(1,670

)

 

$

3,692,885

 
v3.22.1
Accumulated Other Comprehensive Income (Loss) (Tables)
 3 Months Ended
Mar. 31, 2022
Accumulated Other Comprehensive Income Loss [Abstract]  
Schedule of Changes in Accumulated Other Comprehensive Income (Loss)

The table below presents the changes in accumulated other comprehensive income (loss) (“AOCI”) by component and the reclassifications out of AOCI:

 

 

 

Changes in Accumulated Other Comprehensive Income (Loss) by Component

 

 

 

Marketable

Securities

 

 

Foreign Currency

Translation

 

 

Total

 

 

 

(in thousands)

 

Balance at December 31, 2021

 

$

(1,822

)

 

$

7,343

 

 

$

5,521

 

OCI before reclassifications

 

 

(6,692

)

 

 

(2,842

)

 

 

(9,534

)

Amounts reclassified from AOCI (1)

 

 

—

 

 

 

—

 

 

 

—

 

Net current period OCI

 

 

(6,692

)

 

 

(2,842

)

 

 

(9,534

)

Balance at March 31, 2022

 

$

(8,514

)

 

$

4,501

 

 

$

(4,013

)

 

(1) Realized gains and losses on marketable securities are reclassified from AOCI into other income (expense), net in the consolidated statements of operations.
v3.22.1
Property and Equipment, Net (Tables)
 3 Months Ended
Mar. 31, 2022
Property Plant And Equipment [Abstract]  
Property and Equipment, Net by Geographic Area

The following table lists property and equipment, net by geographic area:

 

 

 

 

 

 

 

 

 

As of

March 31, 2022

 

 

As of

December 31, 2021

 

 

(in thousands)

 

Property and equipment, net:

 

 

 

 

 

 

 

United States

$

185,378

 

 

$

174,826

 

Rest of world (1)

 

29,063

 

 

 

27,818

 

Total property and equipment, net

$

214,441

 

 

$

202,644

 

 

(1)

No individual country exceeded 10% of our total property and equipment, net for any period presented.

 
v3.22.1
Description of Business and Summary of Significant Accounting Policies - Additional Information (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Dec. 31, 2021
Jan. 01, 2021
Description Of Business And Summary Of Significant Accounting Policies [Line Items]      
Accumulated deficit $ (8,644,090) $ (8,284,466)  
Additional paid-in capital 12,211,123 12,069,097  
Convertible senior notes, net $ 3,736,843 $ 2,253,087  
Accounting Standards Update 2021-10      
Description Of Business And Summary Of Significant Accounting Policies [Line Items]      
Change in accounting principle, accounting standards update, adopted [true false] true    
Change in accounting principle, accounting standards update, adoption date Jan. 01, 2022    
Change in accounting principle, accounting standards update, immaterial effect [true false] true    
Accounting Standards Update 2021-08      
Description Of Business And Summary Of Significant Accounting Policies [Line Items]      
Change in accounting principle, accounting standards update, adopted [true false] true    
Change in accounting principle, accounting standards update, adoption date Jan. 01, 2022    
Change in accounting principle, accounting standards update, immaterial effect [true false] true    
Accounting Standards Update 2020-06      
Description Of Business And Summary Of Significant Accounting Policies [Line Items]      
Change in accounting principle, accounting standards update, adoption date Jan. 01, 2021    
Change in accounting principle, accounting standards update, early adoption [true false] true    
Change in accounting principle, accounting standards update, transition option elected us-gaap:AccountingStandardsUpdate202006RetrospectiveMember    
Accounting Standards Update 2020-06 | Revision of Prior Period, Accounting Standards Update, Adjustment      
Description Of Business And Summary Of Significant Accounting Policies [Line Items]      
Accumulated deficit     $ (95,000)
Additional paid-in capital     664,000
Convertible senior notes, net     $ 569,000
v3.22.1
Revenue - Disaggregation of Revenue by Geography (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Disaggregation Of Revenue [Line Items]    
Total revenue $ 1,062,727 $ 769,584
North America    
Disaggregation Of Revenue [Line Items]    
Total revenue 749,243 531,363
Europe    
Disaggregation Of Revenue [Line Items]    
Total revenue 159,076 129,118
Rest of World    
Disaggregation Of Revenue [Line Items]    
Total revenue $ 154,408 $ 109,103
v3.22.1
Revenue - Disaggregation of Revenue by Geography (Parenthetical) (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Disaggregation Of Revenue [Line Items]    
Total revenue $ 1,062,727 $ 769,584
United States    
Disaggregation Of Revenue [Line Items]    
Total revenue $ 727,400 $ 514,600
v3.22.1
Net Loss per Share - Numerators and Denominators of Basic and Diluted Net Loss per Share Computations for Common Stock (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Numerator:    
Net loss $ (359,624) $ (286,882)
Basic shares:    
Weighted-average common shares - Basic 1,619,113 1,501,636
Diluted shares:    
Weighted-average common shares - Diluted 1,619,113 1,501,636
Net loss per share attributable to common stockholders:    
Basic $ (0.22) $ (0.19)
Diluted $ (0.22) $ (0.19)
Class A Common Stock    
Numerator:    
Net loss $ (303,132) $ (238,107)
Net loss attributable to common stockholders $ (303,132) $ (238,107)
Basic shares:    
Weighted-average common shares - Basic 1,364,772 1,246,333
Diluted shares:    
Weighted-average common shares - Diluted 1,364,772 1,246,333
Net loss per share attributable to common stockholders:    
Basic $ (0.22) $ (0.19)
Diluted $ (0.22) $ (0.19)
Class B Common Stock    
Numerator:    
Net loss $ (5,045) $ (4,523)
Net loss attributable to common stockholders $ (5,045) $ (4,523)
Basic shares:    
Weighted-average common shares - Basic 22,714 23,676
Diluted shares:    
Weighted-average common shares - Diluted 22,714 23,676
Net loss per share attributable to common stockholders:    
Basic $ (0.22) $ (0.19)
Diluted $ (0.22) $ (0.19)
Class C Common Stock    
Numerator:    
Net loss $ (51,447) $ (44,252)
Net loss attributable to common stockholders $ (51,447) $ (44,252)
Basic shares:    
Weighted-average common shares - Basic 231,627 231,627
Diluted shares:    
Weighted-average common shares - Diluted 231,627 231,627
Net loss per share attributable to common stockholders:    
Basic $ (0.22) $ (0.19)
Diluted $ (0.22) $ (0.19)
v3.22.1
Net Loss per Share - Schedule of Potentially Dilutive Shares Excluded from Calculation of Diluted Net Loss per Share (Details) - shares
shares in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Stock Options    
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]    
Anti-dilutive securities excluded from calculation of diluted net loss per share 4,132 5,305
Unvested Restricted Stock Units And Restricted Stock Awards Not Subject To A Performance Condition    
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]    
Anti-dilutive securities excluded from calculation of diluted net loss per share 77,793 114,307
Convertible Notes (If Converted)    
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]    
Anti-dilutive securities excluded from calculation of diluted net loss per share 89,379 101,591
v3.22.1
Stockholders' Equity - Additional Information (Details)
$ in Millions
 3 Months Ended
Mar. 31, 2022
USD ($)
Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]  
Number of share-based employee compensation plans | Plan 3
Restricted Stock Units and Restricted Stock Awards  
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]  
Unrecognized compensation cost $ 1,900.0
Weighted average recognition period 2 years 3 months 18 days
RSUs and RSAs Awards Granted Prior to February 2018  
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]  
Service condition satisfied, years 4 years
RSUs and RSAs Awards Granted Prior to February 2018 | First Year  
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]  
Award vesting percentage 10.00%
RSUs and RSAs Awards Granted Prior to February 2018 | Second Year  
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]  
Award vesting percentage 20.00%
RSUs and RSAs Awards Granted Prior to February 2018 | Third Year  
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]  
Award vesting percentage 30.00%
RSUs and RSAs Awards Granted Prior to February 2018 | Fourth Year  
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]  
Award vesting percentage 40.00%
RSUs and RSAs Granted after February 2018 | Minimum  
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]  
Service condition satisfied, years 3 years
RSUs and RSAs Granted after February 2018 | Maximum  
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]  
Service condition satisfied, years 4 years
Stock Options  
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]  
Weighted average recognition period 1 year 1 month 6 days
Unrecognized compensation cost $ 1.6
v3.22.1
Stockholders' Equity - Summary of RSU and RSA Activity (Details) - Restricted Stock Units and Restricted Stock Awards
shares in Thousands
 3 Months Ended
Mar. 31, 2022
$ / shares
shares
Weighted-Average Grant Date Fair Value per Restricted Stock  
Weighted-Average Grant Date Fair Value per Restricted Stock, Unvested Beginning Balance | $ / shares $ 26.07
Weighted-Average Grant Date Fair Value per Restricted Stock, Granted | $ / shares 34.87
Weighted-Average Grant Date Fair Value per Restricted Stock, Vested | $ / shares 20.05
Weighted-Average Grant Date Fair Value per Restricted Stock, Forfeited | $ / shares 25.03
Weighted-Average Grant Date Fair Value per Restricted Stock, Unvested Ending Balance | $ / shares $ 27.87
Class A Common Stock  
Outstanding Restricted Stock  
Outstanding Restricted Stock, Unvested Beginning Balance | shares 86,180
Outstanding Restricted Stock, Granted | shares 6,864
Outstanding Restricted Stock, Vested | shares (12,816)
Outstanding Restricted Stock, Forfeited | shares (2,435)
Outstanding Restricted Stock, Unvested Ending Balance | shares 77,793
v3.22.1
Stockholders' Equity - Summary of Stock Option Award Activity (Details) - Stock Options - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
 3 Months Ended 12 Months Ended
Mar. 31, 2022
Dec. 31, 2021
Weighted-Average Exercise Price    
Weighted-Average Exercise Price, Beginning balance $ 10.59  
Weighted-Average Exercise Price, Exercised 13.70  
Weighted-Average Exercise Price, Forfeited 26.42  
Weighted-Average Exercise Price, Ending balance $ 10.46 $ 10.59
Weighted-Average Remaining Contractual Term    
Weighted-Average Remaining Contractual Term (in years) 3 years 10 months 24 days 4 years 2 months 8 days
Aggregate Intrinsic Value    
Aggregate Intrinsic Value, Outstanding $ 106,477 $ 157,374
Class A Common Stock    
Number of Shares    
Number of Shares, Beginning balance 3,676  
Number of Shares, Exercised (160)  
Number of Shares, Forfeited (6)  
Number of Shares, Ending balance 3,510 3,676
Class B Common Stock    
Number of Shares    
Number of Shares, Beginning balance 628  
Number of Shares, Exercised (6)  
Number of Shares, Ending balance 622 628
v3.22.1
Stockholders' Equity - Summary of Total Stock-based Compensation Expense (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Total $ 275,444 $ 237,073
Cost of Revenue    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Total 2,446 2,656
Research and Development    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Total 182,866 163,793
Sales and Marketing    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Total 42,071 29,084
General and Administrative    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Total $ 48,061 $ 41,540
v3.22.1
Business Acquisitions - Additional Information (Details) - USD ($)
$ in Thousands, shares in Millions
 1 Months Ended 3 Months Ended 12 Months Ended
May 31, 2021
Mar. 31, 2021
Mar. 31, 2022
Dec. 31, 2021
Business Acquisition [Line Items]        
Goodwill     $ 1,645,284 $ 1,588,452
2022 Acquisitions        
Business Acquisition [Line Items]        
Purchase price consideration     102,500  
Payment to acquire business     500  
Goodwill     60,800  
Goodwill deductible for tax purposes     83,900  
2022 Acquisitions | Other Liabilities        
Business Acquisition [Line Items]        
Business combination, recognized identifiable assets acquired and liabilities assumed, liabilities     58,000  
2022 Acquisitions | Class A Common Stock        
Business Acquisition [Line Items]        
Business combination, consideration transferred, equity interests issued and issuable     $ 44,000  
Wave Optics        
Business Acquisition [Line Items]        
Purchase price consideration $ 510,400      
Business combination, consideration transferred, equity interests issued and issuable 252,000      
Payment to acquire business 13,700      
Business combination, recognized identifiable assets acquired and liabilities assumed, liabilities 238,400      
Goodwill 370,236      
Business combination total consideration including post combination expense 541,800      
Business combination, post combination expense $ 31,400      
Wave Optics | Class A Common Stock        
Business Acquisition [Line Items]        
Business combination consideration in shares issued or issuable 4.7      
Fit Analytics        
Business Acquisition [Line Items]        
Purchase price consideration   $ 124,400    
Goodwill   $ 88,132    
Other 2021 Acquisitions        
Business Acquisition [Line Items]        
Purchase price consideration       266,100
Payment to acquire business       139,500
Goodwill       203,482
Goodwill deductible for tax purposes       8,200
Other 2021 Acquisitions | Other Liabilities        
Business Acquisition [Line Items]        
Business combination, recognized identifiable assets acquired and liabilities assumed, liabilities       32,900
Other 2021 Acquisitions | Class A Common Stock        
Business Acquisition [Line Items]        
Business combination, consideration transferred, equity interests issued and issuable       $ 93,700
v3.22.1
Business Acquisitions - Summary of Total Purchase Consideration Allocation (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
May 31, 2021
Mar. 31, 2021
Business Acquisition [Line Items]        
Goodwill $ 1,645,284 $ 1,588,452    
Wave Optics        
Business Acquisition [Line Items]        
Goodwill     $ 370,236  
Net deferred tax liability     (3,313)  
Other assets acquired and liabilities assumed, net     13,111  
Total     510,444  
Wave Optics | Trademarks        
Business Acquisition [Line Items]        
Finite lived intangible assets     20,584  
Wave Optics | Technology        
Business Acquisition [Line Items]        
Finite lived intangible assets     77,118  
Wave Optics | Customer Relationships        
Business Acquisition [Line Items]        
Finite lived intangible assets     $ 32,708  
Fit Analytics        
Business Acquisition [Line Items]        
Goodwill       $ 88,132
Net deferred tax liability       (5,643)
Other assets acquired and liabilities assumed, net       7,160
Total       124,449
Fit Analytics | Trademarks        
Business Acquisition [Line Items]        
Finite lived intangible assets       800
Fit Analytics | Technology        
Business Acquisition [Line Items]        
Finite lived intangible assets       17,000
Fit Analytics | Customer Relationships        
Business Acquisition [Line Items]        
Finite lived intangible assets       $ 17,000
Other 2021 Acquisitions        
Business Acquisition [Line Items]        
Goodwill   203,482    
Net deferred tax liability   (11,871)    
Other assets acquired and liabilities assumed, net   6,325    
Total   266,086    
Other 2021 Acquisitions | Technology        
Business Acquisition [Line Items]        
Finite lived intangible assets   64,150    
Other 2021 Acquisitions | Customer Relationships        
Business Acquisition [Line Items]        
Finite lived intangible assets   $ 4,000    
v3.22.1
Goodwill and Intangible Assets - Changes in Carrying Amount of Goodwill (Details)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
USD ($)
Goodwill And Intangible Assets Disclosure [Abstract]  
Goodwill, beginning balance $ 1,588,452
Goodwill acquired 60,791
Foreign currency translation (3,959)
Goodwill, ending balance $ 1,645,284
v3.22.1
Goodwill and Intangible Assets - Schedule of Intangible Assets (Details) - USD ($)
$ in Thousands
 3 Months Ended 12 Months Ended
Mar. 31, 2022
Dec. 31, 2021
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount $ 477,812 $ 441,055
Accumulated Amortization 185,502 163,401
Net $ 292,310 $ 277,654
Domain Names    
Finite-Lived Intangible Assets [Line Items]    
Weighted-Average Remaining Useful Life - Years 4 years 6 months 4 years 7 months 6 days
Gross Carrying Amount $ 963 $ 967
Accumulated Amortization 417 365
Net $ 546 $ 602
Trademarks    
Finite-Lived Intangible Assets [Line Items]    
Weighted-Average Remaining Useful Life - Years 4 years 1 month 6 days 4 years 3 months 18 days
Gross Carrying Amount $ 21,384 $ 21,384
Accumulated Amortization 3,708 2,613
Net $ 17,676 $ 18,771
Technology    
Finite-Lived Intangible Assets [Line Items]    
Weighted-Average Remaining Useful Life - Years 3 years 8 months 12 days 3 years 7 months 6 days
Gross Carrying Amount $ 369,068 $ 343,800
Accumulated Amortization 159,580 142,588
Net $ 209,488 $ 201,212
Patents    
Finite-Lived Intangible Assets [Line Items]    
Weighted-Average Remaining Useful Life - Years 6 years 7 months 6 days 4 years
Gross Carrying Amount $ 26,689 $ 21,195
Accumulated Amortization 12,173 11,503
Net $ 14,516 $ 9,692
Other    
Finite-Lived Intangible Assets [Line Items]    
Weighted-Average Remaining Useful Life - Years 1 year 9 months 18 days  
Gross Carrying Amount $ 6,000  
Accumulated Amortization 626  
Net $ 5,374  
Customer Relationships    
Finite-Lived Intangible Assets [Line Items]    
Weighted-Average Remaining Useful Life - Years 4 years 10 months 24 days 5 years 1 month 6 days
Gross Carrying Amount $ 53,708 $ 53,709
Accumulated Amortization 8,998 6,332
Net $ 44,710 $ 47,377
v3.22.1
Goodwill and Intangible Assets - Additional Information (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Goodwill And Intangible Assets Disclosure [Abstract]    
Amortization of intangible assets $ 22.5 $ 10.4
v3.22.1
Goodwill and Intangible Assets - Schedule of Estimated Intangible Asset Amortization Expense (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Finite Lived Intangible Assets Future Amortization Expense Current And Five Succeeding Fiscal Years [Abstract]    
Remainder of 2022 $ 64,244  
2023 81,366  
2024 66,841  
2025 49,493  
2026 18,979  
Thereafter 11,387  
Net $ 292,310 $ 277,654
v3.22.1
Convertible Notes - Additional Information (Details)
 1 Months Ended 3 Months Ended 12 Months Ended
Feb. 28, 2022
USD ($)
d
$ / shares
shares
Apr. 30, 2021
USD ($)
$ / shares
shares
Apr. 30, 2020
USD ($)
$ / shares
shares
Aug. 31, 2019
USD ($)
$ / shares
shares
Mar. 31, 2022
USD ($)
$ / shares
Mar. 31, 2021
USD ($)
Dec. 31, 2021
USD ($)
shares
Debt Instrument [Line Items]              
Proceeds from issuance of convertible notes, net of issuance costs         $ 1,483,500,000    
Amortization of debt issuance costs         1,413,000 $ 1,044,000  
Exchange Agreements              
Debt Instrument [Line Items]              
Induced conversion expense related to convertible notes         0 0  
Shares issued under original terms of general conversion with net carrying amount             $ 1,132,600,000
Class A Common Stock | Exchange Agreements              
Debt Instrument [Line Items]              
Shares issued upon conversion of each $1000 principal amount | shares             52,400,000
Additional shares issued upon conversion | shares             700,000
Fair value of induced conversion exchange shares | shares             700,000
2028 Notes              
Debt Instrument [Line Items]              
Debt instrument, principal amount $ 1,500,000,000       $ 1,500,000,000    
Indenture date Feb. 11, 2022            
Proceeds from issuance of convertible notes, net of issuance costs $ 1,310,000,000            
Interest payment beginning date Sep. 01, 2022            
Debt instrument, interest rate 0.125%            
Debt instrument, interest rate terms         Interest is payable in cash semi-annually in arrears beginning on September 1, 2022 at a rate of 0.125% per year.    
Debt instrument, maturity date Mar. 01, 2028            
Debt instrument, redemption price percentage 100.00%            
Debt instrument convertible, amortization period         5 years 10 months 24 days    
Cap price, net cost         $ 177,000,000.0    
2028 Notes | Class A Common Stock              
Debt Instrument [Line Items]              
Shares issued upon conversion of each $1000 principal amount | shares 17.7494            
Debt instrument, convertible principal amount used in conversion rate $ 1,000            
Conversion price per share | $ / shares $ 56.34            
Debt instrument convertible, percentage of conversion price 130.00%            
Debt instrument convertible, number of trading days | d 20            
Debt instrument, redemption price percentage 100.00%            
Cap price, per share | $ / shares         $ 93.90    
2028 Notes | Class A Common Stock | Scenario One              
Debt Instrument [Line Items]              
Debt instrument convertible, percentage of conversion price 130.00%            
Debt instrument convertible, number of trading days | d 20            
Debt instrument convertible, number of consecutive trading days | d 30            
2028 Notes | Class A Common Stock | Scenario Two              
Debt Instrument [Line Items]              
Debt instrument, convertible principal amount used in conversion rate $ 1,000            
Debt instrument convertible, number of consecutive trading days | d 10            
Debt instrument, convertible, threshold business days 5 days            
2028 Notes | Class A Common Stock | Scenario Two | Maximum              
Debt Instrument [Line Items]              
Debt instrument convertible, percentage of conversion price 98.00%            
2027 Notes              
Debt Instrument [Line Items]              
Debt instrument, principal amount   $ 1,150,000,000     $ 1,150,000,000   $ 1,150,000,000
Proceeds from issuance of convertible notes, net of issuance costs   $ 1,050,000,000.00          
Debt instrument, maturity date   May 01, 2027          
Debt instrument convertible, amortization period         5 years 1 month 6 days    
Cap price, net cost         $ 86,800,000    
2027 Notes | Class A Common Stock              
Debt Instrument [Line Items]              
Shares issued upon conversion of each $1000 principal amount | shares   11.2042          
Debt instrument, convertible principal amount used in conversion rate   $ 1,000          
Conversion price per share | $ / shares   $ 89.25          
Cap price, per share | $ / shares         $ 121.02    
2025 Notes              
Debt Instrument [Line Items]              
Debt instrument, principal amount     $ 1,000,000,000.0   $ 284,105,000   284,105,000
Debt instrument, interest rate     0.25%        
Debt instrument, interest rate terms         Interest is payable in cash semi-annually in arrears beginning on November 1, 2020 at a rate of 0.25% per year.    
Debt instrument, maturity date     May 01, 2025        
Proceeds from issuance of convertible notes, net of issuance costs     $ 888,600,000        
Interest payment beginning date     Nov. 01, 2020        
Debt instrument convertible, amortization period         3 years 1 month 6 days    
If-converted value exceeding principal amount         $ 187,500,000    
Cap price, net cost         $ 100,000,000.0    
2025 Notes | Exchange Agreements              
Debt Instrument [Line Items]              
Debt conversion, principal amount             715,900,000
2025 Notes | Class A Common Stock              
Debt Instrument [Line Items]              
Shares issued upon conversion of each $1000 principal amount | shares     46.1233        
Debt instrument, convertible principal amount used in conversion rate     $ 1,000        
Conversion price per share | $ / shares     $ 21.68        
Cap price, per share | $ / shares         $ 32.12    
2026 Notes              
Debt Instrument [Line Items]              
Debt instrument, principal amount       $ 1,265,000,000 $ 838,491,000   838,493,000
Interest payment beginning date       Feb. 01, 2020      
Debt instrument, interest rate       0.75%      
Debt instrument, interest rate terms         Interest is payable in cash semi-annually in arrears beginning on February 1, 2020 at a rate of 0.75% per year.    
Debt instrument, maturity date       Aug. 01, 2026      
Proceeds from issuance of convertible notes, net of issuance costs       $ 1,150,000,000      
Debt instrument convertible, amortization period         4 years 3 months 18 days    
If-converted value exceeding principal amount         $ 484,700,000,000    
Cap price, net cost         $ 102,100,000    
2026 Notes | Exchange Agreements              
Debt Instrument [Line Items]              
Debt conversion, principal amount             $ 426,500,000
2026 Notes | Class A Common Stock              
Debt Instrument [Line Items]              
Shares issued upon conversion of each $1000 principal amount | shares       43.8481      
Debt instrument, convertible principal amount used in conversion rate       $ 1,000      
Conversion price per share | $ / shares       $ 22.81      
Cap price, per share | $ / shares         $ 32.58    
2025, 2026 and 2027, 2028 Notes              
Debt Instrument [Line Items]              
Amortization of debt issuance costs         $ 1,400,000 1,000,000.0  
Contractual interest expense         $ 2,000,000.0 $ 3,000,000.0  
Initial Placement | 2028 Notes              
Debt Instrument [Line Items]              
Debt instrument, principal amount $ 1,300,000,000            
Over-Allotment Option | 2028 Notes              
Debt Instrument [Line Items]              
Debt instrument, principal amount $ 200,000,000.0            
v3.22.1
Convertible Notes - Summary of Convertible Notes (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Feb. 28, 2022
Dec. 31, 2021
Apr. 30, 2021
Apr. 30, 2020
Aug. 31, 2019
2025 Notes            
Debt Instrument [Line Items]            
Principal $ 284,105   $ 284,105   $ 1,000,000  
Unamortized debt issuance costs (2,006)   (2,168)      
Net carrying amount 282,099   281,937      
2026 Notes            
Debt Instrument [Line Items]            
Principal 838,491   838,493     $ 1,265,000
Unamortized debt issuance costs (5,662)   (5,982)      
Net carrying amount 832,829   832,511      
2027 Notes            
Debt Instrument [Line Items]            
Principal 1,150,000   1,150,000 $ 1,150,000    
Unamortized debt issuance costs (10,831)   (11,361)      
Net carrying amount 1,139,169   $ 1,138,639      
2028 Notes            
Debt Instrument [Line Items]            
Principal 1,500,000 $ 1,500,000        
Unamortized debt issuance costs (17,254)          
Net carrying amount $ 1,482,746          
v3.22.1
Commitments and Contingencies - Additional Information (Details)
Mar. 31, 2022
USD ($)
Loss Contingencies [Line Items]  
Commitments due within three years $ 4,400,000,000
Indemnification Agreement  
Loss Contingencies [Line Items]  
Liabilities recorded $ 0
v3.22.1
Leases - Components of Lease Cost (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Leases [Abstract]    
Operating lease expense $ 23,626 $ 14,940
Sublease income (673) (402)
Total net lease costs $ 22,953 $ 14,538
v3.22.1
Leases - Summary of Weighted Average Remaining Lease Term and Discount Rate Related to Operating Leases (Details)
Mar. 31, 2022
Mar. 31, 2021
Leases [Abstract]    
Weighted-average remaining lease term 7 years 7 years 3 months 18 days
Weighted-average discount rate 4.90% 5.50%
v3.22.1
Leases - Present Value of Operating Lease Liabilities (Details)
$ in Thousands
Mar. 31, 2022
USD ($)
Leases [Abstract]  
Remainder of 2022 $ 49,962
2023 96,315
2024 105,045
2025 98,684
2026 50,079
Thereafter 173,745
Total lease payments 573,830
Less: Imputed interest (95,312)
Present value of lease liabilities $ 478,518
v3.22.1
Leases - Additional Information (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Lessee Lease Description [Line Items]    
Lease obligations for additional leases not yet commenced $ 60.1  
Operating leases not yet commenced, start year 2022  
Operating leases not yet commenced, end year 2024  
Operating cash outflows for operating leases $ 23.5 $ 17.0
Lease liabilities arising from obtaining operating lease right-of-use assets $ 122.2 $ 9.4
Minimum    
Lessee Lease Description [Line Items]    
Operating leases, terms 2 years  
Maximum    
Lessee Lease Description [Line Items]    
Operating leases, terms 11 years  
v3.22.1
Strategic Investments - Additional Information (Details) - Privately Held Securities - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Dec. 31, 2021
Investment Holdings [Line Items]      
Carrying value of investment in privately-held companies $ 275.9   $ 262.7
Unrealized gains on investments $ 13.3 $ 23.3  
v3.22.1
Fair Value Measurements - Summary of Financial Assets Measured at Fair Value on Recurring Basis (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Marketable securities, Total Estimated Fair Value $ 2,600,000  
Equity Securities, Fair Value 101,100 $ 193,200
Fair Value, Measurements, Recurring    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Cash, Equity Securities and Marketable securities, Cost or Amortized Cost 4,979,427 3,572,489
Equity Securities and Marketable securities, Gross Unrealized Gains 29,954 122,066
Equity Securities and Marketable securities, Gross Unrealized Losses (8,390) (1,670)
Cash, Equity Securities and Marketable Securities, Total Estimated Fair Value 5,000,991 3,692,885
Fair Value, Measurements, Recurring | Cash    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Cash, Cost or Amortized Cost 2,211,850 1,966,966
Cash, Total Estimated Fair Value 2,211,850 1,966,966
Fair Value, Measurements, Recurring | Level 1 Securities | U.S. Government Securities    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Marketable securities, Cost or Amortized Cost 1,751,529 811,092
Marketable securities, Gross Unrealized Gains 17 1
Marketable securities, Gross Unrealized Losses (7,324) (1,454)
Marketable securities, Total Estimated Fair Value 1,744,222 809,639
Fair Value, Measurements, Recurring | Level 1 Securities | U.S. Government Agency Securities    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Marketable securities, Cost or Amortized Cost 67,497 77,409
Marketable securities, Gross Unrealized Gains   1
Marketable securities, Gross Unrealized Losses (65) (8)
Marketable securities, Total Estimated Fair Value 67,432 77,402
Fair Value, Measurements, Recurring | Level 1 Securities | Publicly Traded Equity Securities    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Equity Securities, Fair Value 71,139 71,139
Equity Securities, Gross Unrealized Gains 29,924 122,064
Equity Securities, Total Estimated Fair Value 101,063 193,203
Fair Value, Measurements, Recurring | Level 2 Securities | Corporate Debt Securities    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Marketable securities, Cost or Amortized Cost 317,508 143,124
Marketable securities, Gross Unrealized Gains 13  
Marketable securities, Gross Unrealized Losses (1,000) (207)
Marketable securities, Total Estimated Fair Value 316,521 142,917
Fair Value, Measurements, Recurring | Level 2 Securities | Commercial Paper    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Marketable securities, Cost or Amortized Cost 473,660 422,328
Marketable securities, Gross Unrealized Losses (1) (1)
Marketable securities, Total Estimated Fair Value 473,659 422,327
Fair Value, Measurements, Recurring | Level 2 Securities | Certificates of Deposit    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Marketable securities, Cost or Amortized Cost 86,244 80,431
Marketable securities, Total Estimated Fair Value $ 86,244 $ 80,431
v3.22.1
Fair Value Measurements - Additional Information (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2022
Dec. 31, 2021
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Equity Securities, Fair Value $ 101.1 $ 193.2
Marketable securities contractual maturities 175.3  
Marketable securities 2,600.0  
Level 2 Securities | 2028 Notes    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Convertible notes 1,500.0  
Level 2 Securities | 2027 Notes    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Convertible notes 986.1 1,100.0
Level 2 Securities | 2025 Notes    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Convertible notes 508.6 650.1
Level 2 Securities | 2026 Notes    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Convertible notes $ 1,500.0 $ 1,900.0
Minimum    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Marketable securities contractual maturities period 1 year  
Maximum    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Marketable securities contractual maturities period 5 years  
Publicly Traded Equity Securities    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Unrealized gains on investments $ 92.1  
v3.22.1
Income Taxes - Additional Information (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Income Tax Disclosure [Abstract]    
Income tax expense $ 8,510 $ 1,440
v3.22.1
Accumulated Other Comprehensive Income (Loss) - Schedules of Changes in Accumulated Other Comprehensive Income (Loss) (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Accumulated Other Comprehensive Income Loss [Line Items]    
Balance, beginning of period $ 3,790,168  
OCI before reclassifications (9,534)  
Total other comprehensive income (loss), net of tax (9,534) $ (9,453)
Balance, end of period 3,563,036 1,706,178
Marketable Securities    
Accumulated Other Comprehensive Income Loss [Line Items]    
Balance, beginning of period (1,822)  
OCI before reclassifications (6,692)  
Total other comprehensive income (loss), net of tax (6,692)  
Balance, end of period (8,514)  
Foreign Currency Translation    
Accumulated Other Comprehensive Income Loss [Line Items]    
Balance, beginning of period 7,343  
OCI before reclassifications (2,842)  
Total other comprehensive income (loss), net of tax (2,842)  
Balance, end of period 4,501  
Accumulated Other Comprehensive Income (Loss)    
Accumulated Other Comprehensive Income Loss [Line Items]    
Balance, beginning of period 5,521 21,363
Total other comprehensive income (loss), net of tax (9,534) (9,453)
Balance, end of period $ (4,013) $ 11,910
v3.22.1
Property and Equipment, Net - Property and Equipment, Net by Geographic Area (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Property and equipment, net:    
Total property and equipment, net $ 214,441 $ 202,644
United States    
Property and equipment, net:    
Total property and equipment, net 185,378 174,826
Rest of World    
Property and equipment, net:    
Total property and equipment, net $ 29,063 $ 27,818
v3.22.1
Property and Equipment, Net - Property and Equipment, Net by Geographic Area (Parenthetical) (Details) - Country
 3 Months Ended 12 Months Ended
Mar. 31, 2022
Dec. 31, 2021
Geographic Concentrations | Property and Equipment Net | Rest of World    
Revenues From External Customers And Long Lived Assets [Line Items]    
Number of individual country exceeded 10% of total property and equipment 0 0