GODADDY INC., 10-Q filed on 11/8/2017
Quarterly Report
Document and Entity Information
9 Months Ended
Sep. 30, 2017
Nov. 3, 2017
Class A Common Stock
Nov. 3, 2017
Class B Common Stock
Document Information [Line Items]
 
 
 
Entity Registrant Name
GoDaddy Inc. 
 
 
Entity Central Index Key
0001609711 
 
 
Current Fiscal Year End Date
--12-31 
 
 
Entity Filer Category
Large Accelerated Filer 
 
 
Document Type
10-Q 
 
 
Document Period End Date
Sep. 30, 2017 
 
 
Document Fiscal Year Focus
2017 
 
 
Document Fiscal Period Focus
Q3 
 
 
Amendment Flag
false 
 
 
Entity Common Stock, Shares Outstanding
 
126,735,354 
39,995,820 
Condensed Consolidated Balance Sheets (Unaudited) (USD $)
In Millions, unless otherwise specified
Sep. 30, 2017
Dec. 31, 2016
Current assets:
 
 
Cash and cash equivalents
$ 536.9 
$ 566.1 
Short-term investments
16.4 
6.6 
Accounts and other receivables
17.3 
8.0 
Registry deposits
25.6 
20.6 
Prepaid domain name registry fees
357.6 
307.0 
Prepaid expenses and other current assets
49.8 
24.5 
Total current assets
1,003.6 
932.8 
Property and equipment, net
296.3 
231.0 
Prepaid domain name registry fees, net of current portion
185.0 
172.1 
Goodwill
2,882.0 
1,718.4 
Intangible assets, net
1,316.8 
716.5 
Other assets
11.3 
16.1 
Total assets
5,695.0 
3,786.9 
Current liabilities:
 
 
Accounts payable
49.5 
61.7 
Accrued expenses and other current liabilities
430.6 
143.0 
Payable to related parties pursuant to tax receivable agreements
10.0 
Deferred revenue
1,254.3 
1,043.5 
Long-term debt
16.1 
4.0 
Total current liabilities
1,750.5 
1,262.2 
Deferred revenue, net of current portion
594.8 
532.7 
Long-term debt, net of current portion
2,415.8 
1,035.7 
Payable to related parties pursuant to tax receivable agreements
220.1 
202.6 
Deferred tax liabilities
172.6 
Other long-term liabilities
72.0 
39.5 
Commitments and contingencies
   
   
Stockholders' equity:
 
 
Preferred stock, $0.001 par value - 50,000 shares authorized; none issued and outstanding
Additional paid-in capital
451.6 
608.3 
Accumulated deficit
(4.9)
(48.7)
Accumulated other comprehensive income (loss)
(51.6)
2.7 
Total stockholders' equity attributable to GoDaddy Inc.
395.2 
562.5 
Non-controlling interests
74.0 
151.7 
Total stockholders' equity
469.2 
714.2 
Total liabilities and stockholders' equity
5,695.0 
3,786.9 
Class A Common Stock
 
 
Stockholders' equity:
 
 
Common stock
0.1 
0.1 
Class B Common Stock
 
 
Stockholders' equity:
 
 
Common stock
$ 0 
$ 0.1 
Condensed Consolidated Balance Sheets (Unaudited) Parenthetical (USD $)
Sep. 30, 2017
Dec. 31, 2016
Preferred stock par value (in dollars per share)
$ 0.001 
$ 0.001 
Preferred stock shares authorized (in shares)
50,000,000 
50,000,000 
Preferred stock shares issued (in shares)
Preferred stock outstanding (in shares)
Common stock outstanding (in shares)
166,211,000 
167,112,000 
Class A Common Stock
 
 
Par value (in dollars per share)
$ 0.001 
$ 0.001 
Common stock shares authorized (in shares)
1,000,000,000 
1,000,000,000 
Common stock shares issued (in shares)
126,211,000 
88,558,000 
Common stock outstanding (in shares)
126,211,000 
88,558,000 
Class B Common Stock
 
 
Par value (in dollars per share)
$ 0.001 
$ 0.001 
Common stock shares authorized (in shares)
500,000,000 
500,000,000 
Common stock shares issued (in shares)
40,000,000 
78,554,000 
Common stock outstanding (in shares)
40,000,000 
78,554,000 
Condensed Consolidated Statements of Operations (Unaudited) (USD $)
In Millions, except Share data in Thousands, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Sep. 30, 2017
Sep. 30, 2016
Revenue:
 
 
 
 
Revenue
$ 582.2 
$ 472.1 
$ 1,629.7 
$ 1,362.0 
Costs and operating expenses
 
 
 
 
Cost of revenue (excluding depreciation and amortization)
200.3 1
169.2 1
573.5 1
485.7 1
Technology and development
91.0 1
72.3 1
261.3 1
214.2 1
Marketing and advertising
58.8 1
53.4 1
188.7 1
170.9 1
Customer care
74.6 1
59.8 1
217.0 1
183.6 1
General and administrative
65.4 1
52.8 1
198.2 1
153.8 1
Depreciation and amortization
60.0 1
43.4 1
147.1 
121.6 1
Total costs and operating expenses
550.1 1
450.9 1
1,585.8 1
1,329.8 1
Operating income
32.1 
21.2 
43.9 
32.2 
Interest expense
(24.4)
(14.4)
(59.2)
(43.0)
Tax receivable agreements liability adjustment
1.3 
37.0 
(9.4)
Loss on debt extinguishment
(5.3)
(7.0)
Other income (expense), net
1.7 
(0.7)
6.1 
(0.8)
Income (loss) from continuing operations before income taxes
4.1 
7.4 
20.8 
(21.0)
Benefit (provision) for income taxes
3.0 
0.9 
6.6 
(0.1)
Income (loss) from continuing operations
7.1 
8.3 
27.4 
(21.1)
Income from discontinued operations, net of income taxes (includes $36.7 gain on disposal, net of tax)
22.9 
17.6 
Net income (loss)
30.0 
8.3 
45.0 
(21.1)
Less: net income (loss) attributable to non-controlling interests
7.6 
3.5 
1.2 
(6.5)
Net income (loss) attributable to GoDaddy Inc.
22.4 
4.8 
43.8 
(14.6)
Domains
 
 
 
 
Revenue:
 
 
 
 
Revenue
271.5 
236.6 
775.6 
685.3 
Hosting and presence
 
 
 
 
Revenue:
 
 
 
 
Revenue
225.9 
174.1 
619.1 
502.0 
Business applications
 
 
 
 
Revenue:
 
 
 
 
Revenue
$ 84.8 
$ 61.4 
$ 235.0 
$ 174.7 
Class A Common Stock
 
 
 
 
Net income (loss) attributable to GoDaddy Inc. per share of Class A common stock—basic:
 
 
 
 
Net income (loss) from continuing operations per share, basic (in USD per share)
$ 0.05 
$ 0.06 
$ 0.31 
$ (0.19)
Net income (loss) from discontinued operations per share, basic (in USD per share)
$ 0.15 
$ 0.00 
$ 0.12 
$ 0.00 
Net income (loss) per share, basic (in USD per share)
$ 0.20 
$ 0.06 
$ 0.43 
$ (0.19)
Net income (loss) attributable to GoDaddy Inc. per share of Class A common stock—diluted:
 
 
 
 
Net income (loss) from continuing operations per share, diluted (in USD per share)
$ 0.04 
$ 0.05 
$ 0.15 
$ (0.19)
Net income (loss) from discontinued operations per share, diluted (in USD per share)
$ 0.13 
$ 0.00 
$ 0.10 
$ 0.00 
Net income (loss) per share, diluted (in USD per share)
$ 0.17 
$ 0.05 
$ 0.25 
$ (0.19)
Weighted-average shares of Class A common stock outstanding:
 
 
 
 
Weighted-average shares outstanding, basic (in shares)
114,836 
83,733 
102,171 
77,170 
Weighted-average shares outstanding, diluted (in shares)
175,219 
175,932 
177,009 
77,170 
Condensed Consolidated Statements of Operations (Unaudited) Parenthetical (USD $)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Sep. 30, 2017
Sep. 30, 2016
Gain on disposal
$ 36.7 
 
$ 36.7 
 
Technology and development
 
 
 
 
Equity-based compensation expense
9.3 
7.0 
26.6 
16.9 
Marketing and advertising
 
 
 
 
Equity-based compensation expense
2.0 
2.3 
5.2 
5.8 
Customer care
 
 
 
 
Equity-based compensation expense
1.0 
1.6 
2.6 
3.0 
General and administrative
 
 
 
 
Equity-based compensation expense
$ 7.5 
$ 6.6 
$ 20.8 
$ 14.6 
Condensed Consolidated Statement of Stockholders' Equity (Unaudited) Statement (USD $)
In Millions, except Share data in Thousands
Total
USD ($)
Class A Common Stock
Class B Common Stock
Common Stock
Class A Common Stock
USD ($)
Common Stock
Class B Common Stock
USD ($)
Additional Paid-in Capital
USD ($)
Accumulated Deficit
USD ($)
Accumulated Other Comprehensive Income
USD ($)
Non- Controlling Interest
USD ($)
Equity at beginning of period at Dec. 31, 2016
$ 714.2 
 
 
$ 0.1 
$ 0.1 
$ 608.3 
$ (48.7)
$ 2.7 
$ 151.7 
Common stock outstanding (in shares) at Dec. 31, 2016
167,112 
88,558 
78,554 
88,558 
78,554 
 
 
 
 
Net income (loss)
45.0 
 
 
 
 
 
43.8 
 
1.2 
Equity-based compensation expense
55.2 
 
 
 
 
55.2 
 
 
 
Sales of Class A common stock (in shares)
 
 
 
671 
 
 
 
 
 
Sales of Class A common stock
19.4 
 
 
 
 
19.4 
 
 
 
Stock option exercises (in shares)
 
 
 
4,683 
 
 
 
 
 
Stock option exercises
47.9 
 
 
 
 
65.1 
 
 
(17.2)
Issuance of Class A common stock under employee stock purchase plan (in shares)
 
 
 
325 
 
 
 
 
 
Issuance of Class A common stock under employee stock purchase plan
9.2 
 
 
 
 
9.2 
 
 
 
Repurchase of LLC Units (in shares)
 
 
 
 
(7,345)
 
 
 
 
Repurchases of LLC Units
(275.0)
 
 
 
 
(275.0)
 
 
 
Effect of exchanges of LLC Units (in shares)
 
 
 
31,209 
(31,209)
 
 
 
 
Effect of exchanges of LLC Units
(0.1)
 
 
 
(0.1)
23.9 
 
 
(23.9)
Liability pursuant to the tax receivable agreements resulting from exchanges of LLC Units
(54.5)
 
 
 
 
(54.5)
 
 
 
Gain (loss) on swaps and foreign currency hedging, net
(47.0)
 
 
 
 
 
 
(47.0)
 
Change in foreign currency translation adjustment
(45.1)
 
 
 
 
 
 
(45.1)
 
Accumulated other comprehensive income (loss) attributable to non-controlling interests
 
 
 
 
 
 
 
37.8 
(37.8)
Vesting of restricted stock units and other (in shares)
 
 
 
765 
 
 
 
 
 
Equity at end of period at Sep. 30, 2017
$ 469.2 
 
 
$ 0.1 
$ 0 
$ 451.6 
$ (4.9)
$ (51.6)
$ 74.0 
Common stock outstanding (in shares) at Sep. 30, 2017
166,211 
126,211 
40,000 
126,211 
40,000 
 
 
 
 
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) (USD $)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Sep. 30, 2017
Sep. 30, 2016
Statement of Comprehensive Income [Abstract]
 
 
 
 
Net income (loss)
$ 30.0 
$ 8.3 
$ 45.0 
$ (21.1)
Foreign exchange forward contracts gain (loss)
(1.7)
(0.2)
(6.5)
(0.4)
Unrealized swap gain (loss), net
(9.9)
(40.5)
Change in foreign currency translation adjustment
(45.0)
(45.1)
(0.1)
Comprehensive income (loss)
(26.6)
8.1 
(47.1)
(21.6)
Less: comprehensive income (loss) attributable to non-controlling interests
(20.2)
(36.6)
Comprehensive income (loss) attributable to GoDaddy Inc.
$ (6.4)
$ 8.1 
$ (10.5)
$ (21.6)
Condensed Consolidated Statements of Cash Flows (Unaudited) (USD $)
In Millions, unless otherwise specified
9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Operating activities
 
 
Net income (loss)
$ 45.0 
$ (21.1)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
 
 
Depreciation and amortization
147.1 
121.6 1
Equity-based compensation
55.2 
40.3 
Loss on debt extinguishment
7.0 
Tax receivable agreements liability adjustment
(37.0)
9.4 
Deferred taxes
(15.9)
(2.4)
Gain on sale of PlusServer
(36.7)
Other
10.6 
13.5 
Changes in operating assets and liabilities, net of amounts acquired:
 
 
Registry deposits
(4.1)
(2.9)
Prepaid domain name registry fees
(24.3)
(26.6)
Deferred revenue
208.4 
156.6 
Other operating assets and liabilities
16.0 
9.0 
Net cash provided by operating activities
371.3 
297.4 
Investing activities
 
 
Purchases of short-term investments
(16.3)
(10.5)
Maturities of short-term investments
6.6 
5.4 
Business acquisitions, net of cash acquired
(1,875.7)
(57.9)
Proceeds received from sale of PlusServer
447.7 
Purchases of property and equipment, excluding improvements
(50.2)
(37.8)
Purchases of leasehold and building improvements
(10.0)
(5.0)
Net cash used in investing activities
(1,497.9)
(105.8)
Proceeds received from:
 
 
Acquisition Term Loan
1,421.4 
Bridge Loan
531.7 
Stock option exercises
47.9 
45.9 
Sale of Class A common stock, net of expenses
22.1 
Issuance of Class A common stock under employee stock purchase plan
9.2 
Payments made for:
 
 
Repurchases of LLC Units
(275.0)
Financing-related costs
(38.9)
Distributions to holders of LLC Units
(10.0)
(10.8)
Repayment of Bridge Loan
(596.6)
Repayment of term loan
(9.0)
(8.2)
Capital leases and other financing obligations
(8.8)
(10.3)
Net cash provided by financing activities
1,094.0 
16.6 
Effect of exchange rate changes on cash and cash equivalents
3.4 
Net increase (decrease) in cash and cash equivalents
(29.2)
208.2 
Cash and cash equivalents, beginning of period
566.1 
348.0 
Cash and cash equivalents, end of period
536.9 
556.2 
Supplemental cash flow information:
 
 
Interest on long-term debt, net of swap benefit
59.3 
35.0 
Income taxes, net of refunds received
12.6 
2.7 
Supplemental information for non-cash investing and financing activities:
 
 
Fair value of contingent consideration in connection with business acquisitions
11.6 
1.0 
Accrued capital expenditures at period end
7.1 
13.5 
Property and equipment acquired under capital leases
$ 6.3 
$ 7.0 
Organization and Background
Organization and Background
Organization and Background
Organization
Following the completion of our IPO and other related organizational transactions in 2015, we became the sole managing member of Desert Newco. As a result, we consolidate its financial results and report a non-controlling interest representing the economic interest held by its other members. Non-controlling interest excludes any net income (loss) attributable directly to GoDaddy Inc. As of September 30, 2017, we owned approximately 76% of Desert Newco's limited liability company units (LLC Units).
Basis of Presentation
Our condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (GAAP), and include our accounts and the accounts of our subsidiaries. All material intercompany accounts and transactions have been eliminated in consolidation.
Our interim condensed consolidated financial statements are unaudited, and in our opinion, include all adjustments of a normal recurring nature necessary for the fair presentation of the interim periods presented. The results for the interim periods are not necessarily indicative of the results to be expected for any subsequent quarter or for the year ending December 31, 2017.
These financial statements should be read in conjunction with our audited consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2016 (the 2016 Form 10-K).
Prior Period Reclassifications
Reclassifications of certain immaterial prior period amounts have been made to conform to the current period presentation.
Use of Estimates
GAAP requires us to make estimates and assumptions affecting amounts reported in our financial statements. Our more significant estimates include:
the determination of the best estimate of selling price of the deliverables included in multiple-deliverable revenue arrangements;
the fair value of assets acquired and liabilities assumed in business acquisitions;
the assessment of recoverability of long-lived assets, including property and equipment, goodwill and intangible assets;
the estimated reserve for refunds;
the estimated useful lives of intangible and depreciable assets;
the grant date fair value of equity-based awards;
the recognition, measurement and valuation of current and deferred income taxes;
the recognition and measurement of amounts payable under TRAs or as tax distributions to Desert Newco's owners; and
the recognition and measurement of loss contingencies, indirect tax liabilities and certain accrued liabilities.
We periodically evaluate these estimates and adjust prospectively, if necessary. We believe our estimates and assumptions are reasonable; however, actual results may differ from our estimates.
Segment and Reporting Unit
Our chief operating decision maker function is comprised of our Chief Executive Officer and Chief Operating Officer. These individuals collectively review financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance for the entire company. Accordingly, for the periods presented, we have concluded we continue to have a single operating segment and reporting unit.
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies
Derivative Financial Instruments
We are exposed to changes in foreign currency exchange rates as well as changes in interest rates associated with our variable-rate debt. Consequently, we use derivative financial instruments to manage and mitigate such risks. We do not enter into derivative transactions for speculative or trading purposes.
Our derivative financial instruments include foreign exchange forward contracts with financial institutions to hedge certain forecasted sales transactions denominated in currencies other than the U.S. dollar. In addition, we have entered into an interest rate swap on a portion of our long-term debt and a cross-currency swap on our intercompany debt to manage the variability of cash flows due to movements in interest rates and foreign currency exchange rates. We have designated each of these instruments as a cash flow hedge.
We expect each derivative instrument qualifying for hedge accounting will be highly effective at reducing the risk associated with the exposure being hedged. For each derivative instrument designated as a hedge, we formally document the related risk management strategy and objective, including identification of the hedging instrument, the hedged item and the risk of exposure, as well as how hedge effectiveness will be assessed prospectively and retrospectively over the instrument's term. To assess effectiveness of our swap instruments, we use regression analysis performed utilizing the Hypothetical Derivative Method to compare the change in fair value of the derivative instrument designated as the hedging instrument to the change in the fair value of a similarly modeled hypothetical derivative using the same discount rate. Following our initial quantitative assessment, we may perform subsequent assessments on a qualitative basis unless facts and circumstances change such that we can no longer qualitatively assert that our hedges are highly effective.
We reflect unrealized gains or losses on our cash flow hedges as a component of accumulated other comprehensive income (loss) (AOCI). Gains and losses, once realized, are recorded as a component of AOCI and are amortized to earnings over the same period in which the underlying hedged amounts are recognized. At inception, and each reporting period, we evaluate the effectiveness of each of our hedges, and all hedges were determined to be effective.
The fair values of our derivative instruments are recorded in our balance sheet on a gross basis. For cash flow reporting purposes, proceeds received or amounts paid upon the settlement of a derivative instrument are classified in the same manner as the related item being hedged, primarily within cash flows from operating activities.
Fair Value Measurements
We hold certain assets required to be measured at fair value on a recurring basis. These may include reverse repurchase agreements, commercial paper or other securities, which are classified as either cash and cash equivalents or short-term investments. We classify these assets within Level 1 or Level 2 because we use either quoted market prices or alternative pricing sources utilizing market observable inputs to determine their fair value. In addition, Level 2 assets and liabilities include derivative financial instruments associated with hedging activity, as further discussed in Note 11. Derivative financial instruments are measured at fair value on the contract date and are subsequently remeasured each reporting period using inputs such as spot rates, discount rates and forward rates. There are not active markets for the hedge contracts themselves; however, the inputs used to calculate the fair value of the instruments are tied to active markets.
Our contingent consideration liabilities are classified within Level 3 and valued using discounted cash flow valuation methods encompassing significant unobservable inputs. The inputs include estimated operating results scenarios for the applicable performance periods, probability weightings assigned to operating results scenarios and the discount rates applied. Our contingent consideration liabilities relate to future earn-out payments associated with our acquisitions. No material adjustments to the fair value of contingent consideration were made during any of the periods presented.
The following tables set forth assets and liabilities measured at fair value on a recurring basis:
 
September 30, 2017
 
Level 1
 
Level 2
 
Level 3
 
Total
Assets:
 
 
 
 
 
 
 
 Cash and cash equivalents:
 
 
 
 
 
 
 
Reverse repurchase agreements(1)
$

 
$
100.0

 
$

 
$
100.0

Commercial paper

 
49.9

 

 
49.9

 Short-term investments:
 
 
 
 
 
 

Certificates of deposit and time deposits
6.4

 

 

 
6.4

Commercial paper

 
10.0

 

 
10.0

 Derivative assets

 

 

 

         Total assets measured and recorded at fair value
$
6.4

 
$
159.9

 
$

 
$
166.3

Liabilities:
 
 
 
 
 
 
 
 Contingent consideration liabilities
$

 
$

 
$
20.6

 
$
20.6

 Derivative liabilities

 
184.9

 

 
184.9

         Total liabilities measured and recorded at fair value
$

 
$
184.9

 
$
20.6

 
$
205.5

 
 
(1)
Reverse repurchase agreements include a $50.0 million repurchase agreement with Morgan Stanley, callable with 31 days notice, and a $50.0 million one-week repurchase agreement with Wells Fargo.
 
December 31, 2016
 
Level 1
 
Level 2
 
Level 3
 
Total
Assets:
 
 
 
 
 
 
 
 Cash and cash equivalents:
 
 
 
 
 
 
 
Reverse repurchase agreements(1)
$

 
$
130.0

 
$

 
$
130.0

Commercial paper

 
55.9

 

 
55.9

 Short-term investments:
 
 
 
 
 
 
 
Certificates of deposit and time deposits
6.6

 

 

 
6.6

 Derivative assets

 
0.7

 

 
0.7

         Total assets measured and recorded at fair value
$
6.6

 
$
186.6

 
$

 
$
193.2

Liabilities:
 
 
 
 
 
 
 
 Derivative liabilities
$

 
$
0.1

 
$

 
$
0.1

         Total liabilities measured and recorded at fair value
$

 
$
0.1

 
$

 
$
0.1

 
 
(1)
Reverse repurchase agreements include an $80.0 million repurchase agreement with Morgan Stanley, callable with 31 days notice, and a $50.0 million one-week repurchase agreement with Wells Fargo.
We have no other material assets or liabilities measured at fair value on a recurring basis.
Foreign Currency
Our functional and reporting currency is the U.S. dollar. Assets denominated in foreign currencies are remeasured into U.S. dollars at period-end exchange rates. Foreign currency-based revenue and expense transactions are measured at transaction date exchange rates. Foreign currency remeasurement gains and losses are recorded in other income (expense), net and were not material in any of the periods presented. 
The functional currency of certain of our foreign subsidiaries is their respective local currency. For these subsidiaries, we translate revenue and expense transactions at average exchange rates. We translate assets and liabilities at period-end exchange rates and include foreign currency translation gains and losses as a component of AOCI.
Recent Accounting Pronouncements
Revenue Recognition
In May 2014, the Financial Accounting Standards Board (FASB) issued a new standard on revenue recognition from contracts with customers. The new standard requires an entity to recognize revenue when it transfers promised goods or services to customers in an amount reflecting the consideration to which the entity expects to be entitled to in exchange for those goods or services. The FASB has issued several amendments to the new standard, including clarification on identifying performance obligations, principal-versus-agent implementation guidance, collectability assessment, sales taxes and other similar taxes collected from customers, noncash consideration, contract modification and completed contracts at transition. These amendments are intended to address implementation issues raised by stakeholders and provide additional practical expedients to reduce the cost and complexity of applying the new standard.
The new standard permits two methods of adoption: retrospectively to each prior reporting period presented (full retrospective method), or retrospectively with the cumulative effect of initially applying the guidance recognized at the date of initial application (modified retrospective method). We will adopt the new standard effective January 1, 2018.
We have substantially completed our assessment of the new standard and do not currently anticipate any changes to have a material impact. We plan to adopt the standard under the modified retrospective approach and will recognize the cumulative effect of initially applying the standard, if any, as an adjustment to the opening balance of retained earnings at the date of initial application.
Other Accounting Standards
In February 2016, the FASB issued new guidance related to accounting for leases. The new standard requires the recognition of assets and liabilities arising from lease transactions on the balance sheet and the disclosure of key information about leasing arrangements. For leases with a term of 12 months or less, a lessee can make an accounting policy election by class of underlying asset to not recognize an asset and corresponding liability. We will adopt the new standard on January 1, 2019. In transition, lessees are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. We are currently evaluating the expected impact of this standard.
In March 2016, the FASB issued new guidance changing the accounting for certain aspects of share-based payments to employees. The guidance allows for a policy election to account for forfeitures as they occur rather than on an estimated basis and allows for an employer to repurchase more of an employee’s shares for tax withholding purposes without triggering liability accounting. In addition, the guidance requires recognition of the income tax effects of awards in the income statement when the awards vest or are settled, thus eliminating additional paid-in capital pools. We elected to continue to account for forfeitures on an estimated basis, and accordingly, our adoption of this guidance on January 1, 2017 did not have a material impact.
In June 2016, the FASB issued new guidance for the accounting for credit losses on instruments that will require entities to measure all expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions and reasonable supportable forecasts. This replaces the existing incurred loss model and is applicable to the measurement of credit losses on financial instruments measured at amortized cost and also applies to some off-balance sheet credit exposures. The guidance is effective for annual and interim reporting periods beginning after December 15, 2019, with early adoption permitted. We are currently evaluating the timing of our adoption and the expected impact of this new guidance on our consolidated financial statements.
In November 2016, the FASB issued new guidance requiring amounts generally described as restricted cash and restricted cash equivalents to be included with cash and cash equivalents when reconciling the amounts shown on the statement of cash flows. This new guidance is effective for us on January 1, 2018, and our adoption is not expected to have a material impact.
In January 2017, the FASB issued new guidance clarifying the definition of a business for determining whether transactions should be accounted for as acquisitions or disposals of assets or businesses. The guidance provides a screen for an entity to use to determine when a set of assets and activities is not a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the asset is not a business. If the screen is not met, the guidance requires that to be considered a business, a set of assets and activities must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create output. The guidance also removes the evaluation of whether a market participant could replace missing elements. This new guidance is effective for us on January 1, 2018, and our adoption is not expected to have a material impact.
In January 2017, the FASB issued new guidance simplifying the goodwill impairment test, eliminating the requirement for an entity to determine the fair value of its assets and liabilities (including unrecognized assets and liabilities) at the impairment testing date following the procedure that would be required in determining the fair value of assets acquired and liabilities assumed in a business combination. Instead, an entity will be required to perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity will be required to recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to the reporting unit. The guidance is effective for annual and interim reporting periods beginning after December 15, 2019, with early adoption permitted. We are currently evaluating the timing of our adoption and the expected impact of this new guidance.
In May 2017, the FASB issued new guidance to amend the scope of modification accounting for share-based payment arrangements. The amendment provides guidance on the types of changes to the terms or conditions of share-based payment awards which would require an entity to apply modification accounting. This new guidance is effective for us on January 1, 2018, and our adoption is not expected to have a material impact.
In August 2017, the FASB issued new guidance simplifying the rules around hedge accounting to better align an entity’s risk management activities and financial reporting for hedging relationships through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation and disclosure of hedging results. In addition, certain targeted improvements eased the application of current guidance related to the assessment of hedge effectiveness. Our adoption of this new guidance effective July 1, 2017 did not have a material impact.
Business Acquisitions
Business Acquisitions
Business Acquisitions
Acquisition of Host Europe Holdings Limited
On April 3, 2017, we completed the acquisition of HEG, a United Kingdom-based provider of domains, web hosting, applications hosting and managed hosting services to small and medium-sized customers throughout Europe. Pursuant to the terms of the purchase agreement, we purchased all of the outstanding shares of HEG and certain loan notes issued by Host Europe Finance Co. Ltd. for total consideration transferred of €1.7 billion. We funded the acquisition with the proceeds from the Acquisition Term Loan and the Bridge Loan, both of which are further described in Note 10, and incurred $18.6 million in nonrecurring transaction costs in connection with the acquisition, which were recognized within general and administrative expense. As a result of the acquisition, HEG became our wholly-owned subsidiary. We believe the acquisition will allow us to leverage HEG's existing footprint to accelerate our expansion in Europe through the delivery of a broader range of cloud-based products, built on a single global technology platform, and supported by a high level of customer care to help small businesses and web designers succeed online.
Our operating results include HEG's results from the closing date. The purchase price was preliminarily allocated to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date, with the excess recorded to goodwill. The recognition of goodwill, none of which is deductible for income tax purposes, was made based on the strategic and synergistic benefits we expect to realize from the acquisition. During the measurement period, which will not exceed one year from closing, we will continue to obtain information to assist us in finalizing the acquisition date fair values. Any qualifying changes to our preliminary estimates will be recorded as adjustments to the respective assets and liabilities, with any residual amounts allocated to goodwill. During the three months ended September 30, 2017, we recorded certain measurement period adjustments primarily related to acquired deferred tax liabilities and the net assets held for sale. These adjustments resulted in a $22.7 million reclassification of goodwill from discontinued operations to continuing operations.
The following table summarizes the preliminary estimated fair values of the HEG assets acquired and liabilities assumed, as adjusted:
Total purchase consideration(1)
 
$
1,849.5

 
 
 
Fair value of assets acquired:
 
 
 Cash and cash equivalents
 
27.2

 Other current assets
 
66.3

 Assets held for sale(2)
 
497.5

 Property and equipment, net
 
61.9

 Intangible assets, net
 
595.7

 Other assets
 
9.3

Amount attributable to assets acquired
 
1,257.9

Fair value of liabilities assumed:
 
 
 Accounts payable and accrued expenses
 
61.9

 Current portion of deferred revenue
 
45.5

 Liabilities directly associated with the assets held for sale(2)
 
93.0

 Other long-term liabilities
 
14.0

 Deferred tax liabilities
 
186.6

Amount attributable to liabilities assumed
 
401.0

Goodwill
 
$
992.6

 
 
(1)
The purchase consideration was translated using the Euro to U.S. dollar exchange rate in effect on the closing date, April 3, 2017, of approximately 1.066.
(2)
Assets held for sale and liabilities directly associated with the assets held for sale, represented those of HEG's PlusServer managed hosting business, which met the criteria for held for sale designation at the acquisition date and was sold in August 2017. See Note 4 for further discussion.
The preliminary purchase price allocation to identifiable finite-lived intangible assets acquired was as follows:
Finite-lived Intangible Assets
 
Preliminary Estimated
Useful Life
 
HEG Continuing Operations
Trade names
 
10 years
 
$
75.2

Developed technology
 
6 years
 
62.4

Customer relationships
 
9 years
 
458.1

 
 
 
 
$
595.7


We preliminarily valued trade names by applying the relief-from-royalty method, which is a variation of the income approach. This valuation method is based on the application of a royalty rate to the forecasted revenue expected from the trade names. Projected cash flows were then discounted using a rate of return reflecting the relative risk of achieving the cash flows as well as the time value of money. Our preliminary valuation of developed technology also used the relief-from-royalty method, in which the forecasted revenue associated with each of the domain and hosting technologies was estimated assuming useful lives ranging from six to eight years. A royalty rate, calculated considering factors such as market competition, profitability and market share, was applied to the forecasted revenue. The projected cash flows were then discounted using a rate of return reflecting the risk and uncertainty of their achievement relative to the overall business. Customer relationships were preliminarily valued using the multi-period excess earnings method under the income approach, which reflects the present value of the projected cash flows expected to be generated by the customer relationship assets less charges representing the contribution of other assets to those cash flows. We determined the assumptions used in developing these valuations based on our future plans, historical data, current and anticipated market conditions, estimated growth rates and market comparables. The acquired finite-lived intangible assets have a total weighted-average amortization period of 8.8 years.
Preliminary valuation of property and equipment was valued using the cost approach, which estimates value by determining the current cost of replacing an asset with another of equivalent economic utility. The cost to replace a given asset reflects the estimated reproduction or replacement cost for the property, less an allowance for loss in value due to depreciation. Deferred revenue was valued using the income approach, in which we estimated costs required to fulfill the obligation associated with the deferred revenue and then applied an appropriate profit margin. The result was then discounted to represent value at a risk adjusted rate. Preliminary deferred tax liabilities primarily represent the expected future tax consequences of temporary differences between the fair values of the assets acquired and liabilities assumed and their respective tax bases.
The determination of fair value requires considerable judgment and is sensitive to changes in the underlying assumptions. Our estimates are preliminary and subject to adjustment, which may result in material changes to the final valuation.
HEG contributed the following to our consolidated results since the date of acquisition:
 
Total Revenue
 
Net Loss from Continuing Operations
For the three months ended:
 
 
 
June 30, 2017 (as revised)(1)
$
45.9

 
$
(9.4
)
September 30, 2017
52.8

 
(6.1
)
     Total HEG contribution
$
98.7

 
$
(15.5
)
 
 
(1)
HEG's net loss from continuing operations for the three months ended June 30, 2017 was revised to exclude intercompany expenses, which eliminated in consolidation.
The following pro forma consolidated results of operations for the three and nine months ended September 30, 2017 and 2016 assume the closing of the HEG acquisition occurred as of January 1, 2016. The unaudited pro forma results include certain preliminary purchase accounting adjustments, which are primarily comprised of amortization of acquired intangible assets, fair value adjustments to reduce deferred revenue assumed in the acquisition and interest expense on the Acquisition Term Loan and the Bridge Loan. For the purpose of the pro forma, the one-year Bridge Loan was assumed to commence on January 1, 2016 and therefore no interest expense on this loan is included in 2017. In addition, we have made pro forma adjustments in 2017 to exclude nonrecurring transaction costs directly attributable to the acquisition. As required by U.S. GAAP, we have made pro forma adjustments to include these deal costs in 2016. The pro forma results of operations are presented for informational purposes only and do not include any anticipated cost savings or other effects of future integration efforts. As such, they may not be not indicative of the results we would have achieved if the acquisition had taken place on January 1, 2016, nor are they intended to be a projection of our future results.
 
Three Months Ended   September 30,
 
Nine Months Ended   September 30,
Pro forma Consolidated Results of Operations
2017
 
2016
 
2017
 
2016
 
 
 
 
 
 
 
 
Total revenue
$
589.5

 
$
526.1

 
$
1,707.9

 
$
1,515.7

Net income (loss) attributable to GoDaddy Inc.
25.9

 
(1.8
)
 
47.5

 
(29.0
)
Net income (loss) from continuing operations attributable to GoDaddy Inc.
2.9

 
(3.0
)
 
28.8

 
(38.4
)
Net income (loss) from continuing operations attributable to GoDaddy Inc. per share of Class A common stock - basic
0.08

 
(0.03
)
 
0.35

 
(0.50
)
Net income (loss) from continuing operations attributable to GoDaddy Inc. per share of Class A common stock - diluted
0.07

 
(0.03
)
 
0.18

 
(0.50
)

Other Acquisition
In April 2017, we completed an acquisition for consideration consisting of cash of $45.7 million, $9.0 million payable in future periods upon expiration of the contractual holdback period, $15.0 million of time-based milestone payments and additional contingent earn-out payments of up to $15.0 million subject to the achievement of certain revenue and integration milestones. We recognized a liability of $33.7 million representing the estimated aggregate acquisition-date fair value of the future payments. Pro forma financial information is not presented because this acquisition was not material to our results of operations.
The aggregate purchase price was allocated based upon our assessment of acquisition-date fair values with $64.1 million allocated to goodwill, none of which is tax deductible, $28.5 million to identified finite-lived intangible assets and $13.2 million of net liabilities assumed. Identified finite-lived intangible assets, which were valued using income-based approaches, consist of developed technology, customer relationships and trade names. The acquired finite-lived intangible assets have a total weighted-average amortization period of 5.5 years.
Sale of PlusServer
Sale of PlusServer
Sale of PlusServer
In connection with the HEG acquisition, we committed to a formal plan to sell PlusServer as its business model differs from ours. The operating results of PlusServer from the acquisition date to the date of its sale are reported within discontinued operations in our condensed consolidated statements of operations. On August 31, 2017, we sold all of the outstanding shares of PlusServer, receiving net proceeds of $447.7 million. As a result of the sale, we recorded a gain on disposal of $36.7 million, which includes the release of the associated cumulative translation adjustment on PlusServer's net assets.
Goodwill and Intangible Assets
Goodwill and Intangible Assets
Goodwill and Intangible Assets
The following table summarizes changes in our goodwill balance:
Balance at December 31, 2016
$
1,718.4

Goodwill related to acquisitions
1,056.7

Impact of foreign currency translation
106.9

Balance at September 30, 2017
$
2,882.0


Intangible assets are as follows:
 
September 30, 2017
 
Gross 
Carrying
Amount
 
Accumulated
Amortization
 
Domains Sold
 
Net Carrying
Amount
Indefinite-lived intangible assets:
 
 
 
 
 
 
 
Trade names and branding
$
445.0

 
n/a

 
 n/a

 
$
445.0

Domain portfolio
120.5

 
n/a

 
$
(18.2
)
 
102.3

Finite-lived intangible assets:
 
 
 
 
 
 
 
Customer-related
872.6

 
$
(295.8
)
 
 n/a

 
576.8

Developed technology
184.8

 
(74.7
)
 
 n/a

 
110.1

Trade names
95.3

 
(12.7
)
 
 n/a

 
82.6

 
$
1,718.2

 
$
(383.2
)
 
$
(18.2
)
 
$
1,316.8

 
December 31, 2016
 
Gross 
Carrying
Amount
 
Accumulated
Amortization
 
Domains Sold
 
Net Carrying
Amount
Indefinite-lived intangible assets:
 
 
 
 
 
 
 
Trade names and branding
$
445.0

 
n/a

 
 n/a

 
$
445.0

Domain portfolio
120.5

 
n/a

 
$
(14.4
)
 
106.1

Finite-lived intangible assets:
 
 
 
 
 
 
 
Customer-related
367.4

 
$
(245.4
)
 
 n/a

 
122.0

Developed technology
226.0

 
(187.0
)
 
 n/a

 
39.0

Trade names
11.9

 
(7.5
)
 
 n/a

 
4.4

 
$
1,170.8

 
$
(439.9
)
 
$
(14.4
)
 
$
716.5


Customer-related intangible assets, developed technology and trade names have weighted-average useful lives from the date of purchase of 104 months73 months and 111 months, respectively. Amortization expense attributable to continuing operations was $36.2 million and $25.7 million for the three months ended September 30, 2017 and 2016, respectively, and was $82.9 million and $69.4 million for the nine months ended September 30, 2017 and 2016, respectively. The weighted-average remaining amortization period for amortizable intangible assets was 88 months as of September 30, 2017.
Based on the balance of finite-lived intangible assets at September 30, 2017, expected future amortization expense attributable to continuing operations is as follows:
Year Ending December 31:
 
2017 (remainder of)
$
34.1

2018
130.8

2019
111.6

2020
105.3

2021
82.8

Thereafter
304.9

 
$
769.5

Stockholders' Equity
Stockholders' Equity
Stockholders’ Equity
Secondary Offerings and LLC Unit Repurchase
In May 2017, we completed an underwritten public offering in which the Sponsors and YAM sold an aggregate of 27,615 shares of our Class A common stock at a public offering price of $38.50 per share. We did not receive any proceeds from the shares sold by the selling stockholders; however, we received $3.7 million in proceeds from our sale of 100 additional shares of Class A common stock in the offering, which were fully offset by expenses incurred in connection with the offering. The offering included the exchange of 16,701 LLC Units (together with the corresponding shares of Class B common stock) for Class A common stock by the selling stockholders, which resulted in a $10.8 million increase in additional paid-in capital, with an offsetting reduction in non-controlling interests, and a material increase to the liability under the TRAs. See Note 14.
In May 2017, we repurchased 7,345 LLC units from the Sponsors and YAM for an aggregate of $275.0 million, or $37.44 per share, which is the same per share price, net of discounts and commissions, paid by the underwriters to the selling stockholders in the offering. In connection with this repurchase, the corresponding shares of Class B common stock held by the Sponsors and YAM were canceled.
In May 2017, we sold an aggregate of 521 shares of Class A common stock to certain members of HEG's management team for total proceeds of $19.2 million.
In September 2017, we completed an underwritten public offering in which the Sponsors and YAM sold an aggregate of 20,000 shares of our Class A common stock at a public offering price of $44.00 per share. We did not receive any proceeds from the shares sold by the selling stockholders; however, we received $2.2 million in proceeds from our sale of 50 additional shares of Class A common stock in the offering, which were offset by $1.8 million of expenses incurred in connection with the offering. The offering included the exchange of 13,774 LLC Units (together with the corresponding shares of Class B common stock) for Class A common stock by the selling stockholders, which resulted in a $10.8 million increase in additional paid-in capital, with an offsetting reduction in non-controlling interests, and a material increase to the liability under the TRAs. See Note 14.
Equity-Based Compensation Plans
Equity-Based Compensation Plans
Equity-Based Compensation Plans
As of December 31, 2016, 12,579 shares of Class A common stock were available for issuance as future awards under the 2015 Equity Incentive Plan (the 2015 Plan). On January 1, 2017, an additional 6,684 shares were reserved for issuance pursuant to the automatic increase provisions of the 2015 Plan. As of September 30, 2017, 15,870 shares were available for issuance as future awards under the 2015 Plan.
As of December 31, 2016, 2,123 shares of Class A common stock were available for issuance under the 2015 Employee Stock Purchase Plan (the ESPP). On January 1, 2017, an additional 1,000 shares were reserved for issuance pursuant to the ESPP. As of September 30, 2017, 2,797 shares were available for issuance under the ESPP.
We grant options at exercise prices equal to the fair market value of our Class A common stock on the grant date. We grant both options and restricted stock units (RSUs) vesting solely upon the continued employment of the recipient as well as awards vesting upon the achievement of annual or cumulative financial-based targets coinciding with our fiscal year. We recognize the grant date fair value of equity-based awards as compensation expense over the required service period of each award, taking into account the probability of our achievement of associated performance targets.
The following table summarizes our option activity:
 
Number of
Shares of Class A Common Stock (#)
 
Weighted-
Average
Grant-
Date Fair
Value ($)
 
Weighted-
Average
Exercise
Price ($)
Outstanding at December 31, 2016
18,628

 
 
 
14.06

Granted
2,011

 
14.94

 
37.70

Exercised
(4,683
)
 
 
 
10.20

Forfeited
(1,010
)
 
 
 
23.42

Outstanding at September 30, 2017
14,946

 
 
 
17.83

Vested and exercisable at September 30, 2017
7,687

 
 
 
11.76

The following table summarizes our RSU activity:
 
Number of
Shares of Class A Common Stock (#)
 
Weighted-
Average
Grant-
Date Fair
Value ($)
Outstanding at December 31, 2016
2,757

 
 
Granted
2,719

 
38.17

Vested
(765
)
 
 
Forfeited
(353
)
 
 
Outstanding at September 30, 2017
4,358

 
 

At September 30, 2017, total unrecognized compensation expense related to non-vested stock options and RSUs was $41.5 million and $94.6 million, respectively, with expected remaining weighted-average recognition periods of 1.9 years and 2.7 years, respectively. We currently believe the performance targets related to the vesting of performance awards will be achieved. If such targets are not achieved, or are subsequently determined to not be probable of being achieved, we will not recognize any compensation expense relating to performance awards not expected to vest, and will reverse any previously recognized expense on such awards.
Deferred Revenue
Deferred Revenue
Deferred Revenue
Deferred revenue consists of the following:
 
September 30,
2017
 
December 31, 2016
Current:
 
 
 
Domains
$
634.6

 
$
531.2

Hosting and presence
441.7

 
370.8

Business applications
178.0

 
141.5

 
$
1,254.3

 
$
1,043.5

Noncurrent:
 
 
 
Domains
$
341.4

 
$
311.1

Hosting and presence
182.0

 
163.4

Business applications
71.4

 
58.2

 
$
594.8

 
$
532.7

Accrued Expenses and Other Current Liabilities
Accrued Expenses and Other Current Liabilities
Accrued Expenses and Other Current Liabilities
Accrued expenses and other current liabilities consisted of the following:
 
September 30,
2017
 
December 31, 2016
Derivative liabilities
$
184.9

 
$

Accrued payroll and employee benefits
82.2

 
74.0

Tax-related accruals
66.3

 
15.8

Accrued acquisition-related expenses and acquisition consideration payable
32.5

 
13.4

Accrued marketing and advertising expenses
20.8

 
9.8

Current portion of capital lease obligation
5.3

 
6.9

Accrued other
38.6

 
23.1

 
$
430.6


$
143.0

Long-Term Debt
Long-Term Debt
Long-Term Debt
Long-term debt consists of the following:
 
September 30,
2017
 
December 31, 2016
Term loans (effective interest rate of 4.1% at September 30, 2017
 and 4.9% at December 31, 2016)
$
2,488.6

 
$
1,072.5

Revolving Credit Loan

 

Total
2,488.6

 
1,072.5

Less: unamortized original issue discount on long-term debt(1)
(34.0
)
 
(30.5
)
Less: unamortized debt issuance costs(1)
(22.7
)
 
(2.3
)
Less: current portion of long-term debt
(16.1
)
 
(4.0
)
 
$
2,415.8

 
$
1,035.7

 
 

(1)
Original issue discount and debt issuance costs are amortized to interest expense over the life of the related debt instruments using the effective interest method.
Credit Facility
Our amended and restated secured credit agreement (the Credit Facility) included a $1,100.0 million original balance term loan maturing on May 13, 2021 and an available $150.0 million revolving credit loan maturing on May 13, 2019.
On February 15, 2017, we refinanced the Credit Facility to provide for: i) a $1,072.5 million seven-year term loan (the Term Loan), ii) a second $1,425.0 million tranche (the Acquisition Term Loan), which was issued on April 3, 2017 upon the completion of our acquisition of HEG, and iii) a $150.0 million five-year revolving credit facility, which increased to $200.0 million upon the completion of our acquisition of HEG (the Revolving Credit Loan). See Note 3 for further information regarding our acquisition of HEG.
The refinanced Term Loan was issued at a 0.25% discount on the face of the note at original issue for net proceeds of $1,069.8 million and matures on February 15, 2024. Borrowings under the Term Loan bear interest at a rate equal to, at our option, either (a) LIBOR plus 2.50% per annum or (b) 1.50% per annum plus the highest of (i) the Federal Funds Rate plus 0.5%, (ii) the Prime Rate or (iii) one-month LIBOR plus 1.0%.
The refinanced Revolving Credit Loan matures on February 15, 2022 and bears interest at a rate equal to, at our option, either (a) LIBOR plus a margin ranging from 2.00% to 2.50% per annum or (b) the higher of (i) the Federal Funds Rate plus 0.5%, (ii) the Prime Rate or (iii) the one-month LIBOR rate plus 1.0% plus a margin ranging from 1.00% to 1.50% per annum, with the margins determined based on our first lien net leverage ratio. The refinanced Revolving Credit Loan also contains a financial covenant requiring us to maintain a maximum net leverage ratio of 5.75:1.00 when our usage exceeds 35.0% of the maximum capacity. The net leverage ratio is calculated as the ratio of first lien secured debt less cash and cash equivalents to consolidated EBITDA (as defined in the Credit Facility).
In evaluating the refinancing, we compared the net present value cash flows of the previous term loan and the refinanced Term Loan to determine whether the terms of the new debt and original instrument were "substantially different" on a creditor-by-creditor basis. Certain of the creditors in the loan syndication did not reinvest in the refinanced Term Loan, and we accounted for their proportionate share of the unamortized original issue discount and deferred financing costs as a $1.7 million loss on debt extinguishment. As the cash flows for all of the continuing creditors varied by less than 10% between the old and new instruments, we concluded that debt modification accounting was appropriate and fees paid to the lenders of $2.8 million were recorded as additional discount on the Term Loan. In addition, $3.2 million in fees paid to third parties were recorded as general and administrative expense during the first quarter of 2017.
Pursuant to the terms of the amended credit agreement, we drew down the $1,425.0 million Acquisition Term Loan upon completion of the HEG acquisition. This loan was issued at a 0.25% discount at original issue for net proceeds of $1,421.4 million and has the same maturity date and interest rate as the Term Loan. A portion of the Acquisition Term Loan is hedged by an interest rate swap. See Note 11 for discussion of this hedging instrument and its impact on the interest rate associated with this loan.
At September 30, 2017, we had $200.0 million available for borrowing under the Revolving Credit Loan and were not in violation of any covenants of the Credit Facility.
The estimated fair value of the term loans was $2,501.0 million at September 30, 2017 based on observable market prices for this loan, which is traded in a less active market and is therefore classified as a Level 2 fair value measurement.
Bridge Loan
On April 3, 2017, we entered into a credit agreement pursuant to which we borrowed an aggregate principal amount of €500 million (approximately $533.0 million on the date of issuance) (the Bridge Loan) in connection with the HEG acquisition. Following the sale of PlusServer on August 31, 2017, as further discussed in Note 4, we prepaid the Bridge Loan in its entirety and the underlying bridge credit agreement was canceled. Accordingly, we recognized a $5.3 million loss on debt extinguishment, representing the remaining unamortized original issue discount and debt issuance costs on this loan, during the three months ended September 30, 2017. As the Bridge Loan was contractually required to be repaid with any proceeds received from the sale of PlusServer, interest expense attributable to the Bridge Loan of $5.3 million and $12.4 million for the three and nine months ended September 30, 2017, respectively, was recorded within the loss from discontinued operations.
Future Debt Maturities
Aggregate principal payments, exclusive of any unamortized original issue discount and debt issuance costs, due on long-term debt as of September 30, 2017 are as follows:
Year Ending December 31:
 
2017 (remainder of)
$
6.2

2018
25.0

2019
25.0

2020
25.0

2021
25.0

Thereafter
2,382.4

 
$
2,488.6

Derivatives and Hedging
Derivatives and Hedging
Derivatives and Hedging
We are exposed to changes in foreign currency exchange rates, primarily relating to debt and certain forecasted sales transactions denominated in currencies other than the U.S. dollar, as well as to changes in interest rates as a result of our variable-rate debt. Consequently, we use derivative financial instruments to manage and mitigate such risk. We do not enter into derivative transactions for speculative or trading purposes.
The following table summarizes our outstanding derivative instruments, all of which are designated as cash flow hedges, on a gross basis:
 
Notional Amount
 
Derivative Assets
 
Derivative Liabilities
 
September 30, 2017
 
December 31, 2016
 
September 30, 2017
 
December 31, 2016
 
September 30, 2017
 
December 31, 2016
 
 
 
 
 
Balance Sheet Location(2)
Fair Value
 
Balance Sheet Location(2)
Fair Value
 
Balance Sheet Location(2)
Fair Value
 
Balance Sheet Location(2)
Fair Value
Derivative Instrument:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Level 2:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Foreign exchange forward contracts
$
28.6

 
$

 
PP
$

 
PP
$
0.7

 
ACC
$
3.2

 
ACC
$
0.1

Cross-currency swap
1,460.0

(1)

 
PP

 
PP

 
ACC
147.5

 
ACC

Interest rate swap
1,318.8

 

 
PP

 
PP

 
ACC
34.2

 
ACC

     Total hedges
$
2,807.4

 
$

 
 
$

 
 
$
0.7

 
 
$
184.9

 
 
$
0.1

 
 
(1)
The notional value for the cross-currency swap reflects €1,237.1 million translated to U.S. dollar at the foreign currency rate in effect at September 30, 2017 of approximately 1.18.
(2)
PP = Prepaid expenses and other current assets; ACC = Accrued expenses and other current liabilities.
The following table summarizes the effect of our designated cash flow hedging derivative instruments on AOCI:
 
Unrealized Gains (Losses) Recognized in Other Comprehensive Income
 
Three Months Ended
 
Nine Months Ended
 
September 30, 2017
 
September 30, 2016
 
September 30, 2017
 
September 30, 2016
Derivative Instrument:
 
 
 
 
 
 
 
Foreign exchange forward contracts(1)
$
(1.7
)
 
$
(0.2
)
 
$
(6.5
)
 
$
(0.4
)
Cross-currency swap
(12.6
)
 

 
(6.3
)
 

Interest rate swap
2.7

 

 
(34.2
)
 

     Total hedges
$
(11.6
)
 
$
(0.2
)
 
$
(47.0
)
 
$
(0.4
)
 
 
(1)
Amounts include gains and losses realized upon contract settlement but not yet recognized into earnings from AOCI.
The following tables summarize the locations and amounts of gains (losses) recognized within earnings related to our cash flow hedging relationships:
 
Three Months Ended September 30, 2017
 
Three Months Ended September 30, 2016
 
Revenue
 
Interest Expense
 
Other Income (Expense), Net
 
Revenue
 
Interest Expense
 
Other Income (Expense), Net
Foreign Exchange Forward Contracts:
 
 
 
 
 
 
 
 
 
 
 
Reclassified from AOCI into income
$
0.1

 
$

 
$

 
$
0.5

 
$

 
$

Cross Currency Swap:
 
 
 
 
 
 
 
 
 
 
 
Reclassified from AOCI into income

 
7.0

 
(0.3
)
 

 

 

Interest Rate Swap:
 
 
 
 
 
 
 
 
 
 
 
Reclassified from AOCI into income

 
(4.1
)
 

 

 

 

     Total hedges
$
0.1

 
$
2.9

 
$
(0.3
)
 
$
0.5

 
$

 
$

 
Nine Months Ended September 30, 2017
 
Nine Months Ended September 30, 2016
 
Revenue
 
Interest Expense
 
Other Income (Expense), Net
 
Revenue
 
Interest Expense
 
Other Income (Expense), Net
Foreign Exchange Forward Contracts:
 
 
 
 
 
 
 
 
 
 
 
Reclassified from AOCI into income
$
1.3

 
$

 
$

 
$
1.0

 
$

 
$

Cross Currency Swap:
 
 
 
 
 
 
 
 
 
 
 
Reclassified from AOCI into income

 
14.5

 
(0.6
)
 

 

 

Interest Rate Swap:
 
 
 
 
 
 
 
 
 
 
 
Reclassified from AOCI into income

 
(8.8
)
 

 

 

 

     Total hedges
$
1.3

 
$
5.7

 
$
(0.6
)
 
$
1.0

 
$

 
$


As of September 30, 2017, we estimate that approximately $11.4 million of net deferred gains related to our cash flow hedges will be recognized in earnings over the next 12 months. No amounts were excluded from our effectiveness testing during any of the periods presented.
Risk Management Strategies
Foreign Exchange Forward Contracts
We enter into foreign exchange forward contracts with financial institutions to hedge certain forecasted sales transactions denominated in foreign currency. We designate these forward contracts as cash flow hedges, which are recognized as either assets or liabilities at fair value. At September 30, 2017, the total notional amount of such contracts was $28.6 million, all having maturities of three months or less.
Cross-Currency Swap Contract
In April 2017, in order to manage variability due to movements in foreign currency rates related to a Euro-denominated intercompany loan, we entered into a five-year cross-currency swap arrangement (the Cross-Currency Swap). The Cross-Currency Swap, which matures on April 3, 2022, had an amortizing notional amount of €1,243.3 million at inception (approximately $1,325.4 million). It converts the 3.00% fixed rate Euro-denominated interest and principal receipts on the intercompany loan into fixed U.S. dollar interest and principal receipts at a rate of 5.44%. Pursuant to the contract, the Euro notional value will be exchanged for the U.S. dollar notional value at maturity. The Cross-Currency Swap has been designated as a cash flow hedge. Accordingly, it is recognized as an asset or liability at fair value and the unrealized gains and losses on the contract are included in gain (loss) on swaps and foreign currency hedging, net within AOCI. Gains and losses are reclassified to interest income or expense over the period the hedged loan affects earnings. As such, amounts recorded in Other Comprehensive Income (Loss) (OCI) will be recognized in earnings within or against interest expense when the hedged interest payment is accrued each month. In addition, an amount is reclassified from AOCI to other income (expense), net each reporting period, to offset the earnings impact of the hedged instrument.
Interest Rate Swap Contract
In April 2017, in connection with the closing of the Acquisition Term Loan, we entered into a five-year pay-fixed rate, receive-floating rate interest rate swap arrangement (the Interest Rate Swap) to effectively convert a portion of the variable-rate debt to fixed. The Interest Rate Swap, which matures on April 3, 2022, had an amortizing notional amount of $1,325.4 million at inception and swaps the variable interest rate on our one-month LIBOR plus 2.50% debt for a fixed rate of 5.44%. The objective of the Interest Rate Swap, which is designated as a cash flow hedge and recognized as an asset or liability at fair value, is to manage the variability of cash flows in the interest payments related to the portion of the variable-rate debt designated as being hedged. The unrealized gains and losses on the contract are included in gain (loss) on swaps and foreign currency hedging, net within AOCI. Amounts recorded in OCI will be recognized in earnings within or against interest expense when the hedged interest payment is accrued each month.
Commitments and Contingencies
Commitments and Contingencies
Commitments and Contingencies
Litigation
From time-to-time, we are a party to litigation and subject to claims incident to the ordinary course of business, including intellectual property claims, putative class actions, commercial and consumer protection claims, labor and employment claims, breach of contract claims and other asserted and unasserted claims. We investigate claims as they arise and accrue estimates for resolution of legal and other contingencies when losses are probable and estimable. The amounts currently accrued for such matters are not material. While the results of such normal course claims and legal proceedings cannot be predicted with certainty, management does not believe, based on current knowledge and the likely timing of resolution of various matters, any additional reasonably possible potential losses above the amounts accrued for such matters would be material. Regardless of the outcome, legal proceedings may have an adverse effect on us because of defense costs, diversion of management resources and other factors.
Indemnifications
In the normal course of business, we have made indemnities under which we may be required to make payments in relation to certain transactions, including to our directors and officers to the maximum extent permitted under applicable state laws and indemnifications related to certain lease agreements. In addition, certain advertiser and reseller partner agreements contain indemnification provisions, which are generally consistent with those prevalent in the industry. We have not incurred material obligations under indemnification provisions historically, and do not expect to incur material obligations in the future. Accordingly, we have not recorded any liabilities related to such indemnities as of September 30, 2017 and December 31, 2016.
We include service level commitments to our customers guaranteeing certain levels of uptime reliability and performance for our hosting and premium DNS products. These guarantees permit those customers to receive credits in the event we fail to meet those levels, with exceptions for certain service interruptions including but not limited to periodic maintenance. We have not incurred any material costs as a result of such commitments during any of the periods presented, and have not recorded any liabilities related to such obligations as of September 30, 2017 and December 31, 2016.
Indirect Taxes
We are subject to indirect taxation in some, but not all, of the various states and foreign jurisdictions in which we conduct business. Laws and regulations attempting to subject communications and commerce conducted over the Internet to various indirect taxes are becoming more prevalent, both in the U.S. and internationally, and may impose additional burdens on us in the future. Increased regulation could negatively affect our business directly, as well as the businesses of our customers. Taxing authorities may impose indirect taxes on the Internet-related revenue we generate based on regulations currently being applied to similar, but not directly comparable, industries. There are many transactions and calculations where the ultimate indirect tax determination is uncertain. In addition, domestic and international indirect taxation laws are complex and subject to change. We may be audited in the future, which could result in changes to our indirect tax estimates. We continually evaluate those jurisdictions in which nexus exists, and believe we maintain adequate indirect tax accruals.
As of September 30, 2017 and December 31, 2016, our accrual for estimated indirect tax liabilities was $6.8 million and $6.1 million, respectively, reflecting our best estimate of the probable liability based on an analysis of our business activities, revenues subject to indirect taxes and applicable regulations. Although we believe our indirect tax estimates and associated reserves are reasonable, the final determination of indirect tax audits and any related litigation could be materially different than the amounts established for indirect tax contingencies. Due to the complexity and uncertainty surrounding indirect tax laws in certain international locations, we believe it is reasonably possible we may incur additional losses related to indirect taxes, which management estimates to be within the range of $0 to $22.0 million as of September 30, 2017.
Income Taxes
Income Taxes
Income Taxes
We are subject to U.S. federal income taxes, in addition to state and local income taxes with respect to our allocable share of any taxable income or loss of Desert Newco, as well as any stand-alone income or loss generated by GoDaddy Inc. GoDaddy Inc. is currently in a net operating loss position, subject to a full valuation allowance, due to a history of losses. Desert Newco has been and will continue to be treated as a partnership for U.S. income tax purposes and for most applicable state and local income tax purposes. As such, Desert Newco is considered a pass-through entity and generally does not pay income taxes on its taxable income in most jurisdictions. Instead, Desert Newco's taxable income or loss is passed through to and included in the taxable income or loss of its members, including us, on a pro rata basis. Despite its partnership treatment, Desert Newco is liable for income taxes in certain foreign jurisdictions in which it operates, in those states not recognizing its pass-through status and for certain of its subsidiaries not taxed as pass-through entities. We have acquired the outstanding stock of various domestic entities taxed as corporations for U.S. federal and state income tax purposes, which are now owned 100% by us or our subsidiaries and are treated as an independent consolidated group for federal income tax purposes. Where required or allowed, these subsidiaries also file and pay tax as a consolidated group for state income tax purposes. In addition, during the second quarter of 2017 we acquired all of the outstanding stock of HEG, also taxed as a group of corporations for income tax purposes, and filing as consolidated groups primarily within the United Kingdom and Germany. We anticipate this structure to remain in existence for the foreseeable future.
Our effective tax rate is lower than statutory rates primarily due to Desert Newco's pass-through structure for U.S. income tax purposes, while being treated as taxable in certain states and various foreign jurisdictions as well as for certain subsidiaries. In all foreign jurisdictions where we conduct business, except for our Canadian and HEG subsidiaries, we are subject to income tax in both the U.S. and the foreign jurisdictions. HEG is taxable primarily in the United Kingdom and Germany at rates lower than U.S. statutory rates.
During the nine months ended September 30, 2017, we increased our deferred tax liabilities by $176.7 million, predominantly through preliminary purchase accounting for our recent acquisitions, primarily related to non-deductible intangible assets.
Based on our limited operating history and future projections of taxable income, we believe there is significant uncertainty as to when we will be able to utilize our foreign, federal and state net operating losses (NOLs), credit carryforwards and other deferred tax assets (DTAs). Therefore, we have recorded a valuation allowance against the DTAs for which we have concluded it is more-likely-than-not they will not be realized. As part of the acquisition of HEG, our valuation allowance increased as we believe there is significant uncertainty as to our ability to utilize our NOLs and other DTAs related to the HEG entities in the United Kingdom.
Based on our analysis of tax positions taken on income tax returns filed, we have determined no significant liabilities related to uncertain income tax positions are required. Although we believe the amounts reflected in our tax returns substantially comply with applicable federal, state and foreign tax regulations, the respective taxing authorities may take contrary positions based on their interpretation of the law. A tax position successfully challenged by a taxing authority could result in an adjustment to our provision or benefit for income taxes in the period in which a final determination is made.
Income (Loss) Per Share
Income (Loss) Per Share
Income (Loss) Per Share
Basic income (loss) per share is computed by dividing net income (loss) attributable to GoDaddy Inc. by the weighted-average number of shares of Class A common stock outstanding during the period. Diluted income (loss) per share is computed giving effect to all potentially dilutive shares. In periods when we have a net loss, potentially issuable shares are excluded from the calculation of earnings per share as their inclusion would have an antidilutive effect.
A reconciliation of the numerator and denominator used in the calculation of basic and diluted net income (loss) per share is as follows:
 
Three Months Ended   September 30,
 
Nine Months Ended   September 30,
 
2017
 
2016
 
2017
 
2016
Numerator:
 
 
 
 
 
 
 
Income (loss) from continuing operations
$
7.1

 
$
8.3

 
$
27.4

 
$
(21.1
)
Income from discontinued operations, net of income taxes
22.9

 

 
17.6

 

Net income (loss)
30.0

 
8.3

 
45.0

 
(21.1
)
Less: net income (loss) attributable to non-controlling interests
7.6

 
3.5

 
1.2

 
(6.5
)
Net income (loss) attributable to GoDaddy Inc.
$
22.4

 
$
4.8

 
$
43.8

 
$
(14.6
)
Denominator:
 
 
 
 
 
 
 
Weighted-average shares of Class A common stock outstanding—basic
114,836

 
83,733

 
102,171

 
77,170

Effect of dilutive securities:
 
 
 
 
 
 
 
Class B common stock
50,601

 
79,189

 
64,510

 

Options and vesting LLC Units
8,324

 
12,594

 
9,046

 

RSUs and ESPP shares
1,458

 
416

 
1,282

 

Weighted-average shares of Class A Common stock outstanding—diluted
175,219

 
175,932

 
177,009

 
77,170

 
 
 
 
 
 
 
 
Net income (loss) attributable to GoDaddy Inc. per share of Class A common stock—basic:
 
 
 
 
 
 
 
      Continuing operations
$
0.05

 
$
0.06

 
$
0.31

 
$
(0.19
)
      Discontinued operations
0.15

 

 
0.12

 

Net income (loss) attributable to GoDaddy Inc.
$
0.20

 
$
0.06

 
$
0.43

 
$
(0.19
)
Net income (loss) attributable to GoDaddy Inc. per share of Class A common stock—diluted:(1)
 
 
 
 
 
 
 
     Continuing operations
$
0.04

 
$
0.05

 
$
0.15

 
$
(0.19
)
     Discontinued operations
0.13

 

 
0.10

 

Net income (loss) attributable to GoDaddy Inc.
$
0.17

 
$
0.05

 
$
0.25

 
$
(0.19
)

 
 
(1)
The dilutive income per share calculations exclude the net income (loss) attributable to non-controlling interests.
The following number of weighted-average potentially dilutive shares were excluded from the calculation of diluted income (loss) per share because the effect of including such potentially dilutive shares would have been antidilutive:
 
Three Months Ended   September 30,
 
Nine Months Ended   September 30,
 
2017
 
2016
 
2017
 
2016
Class B common stock

 

 

 
83,236

Options and vesting LLC Units

 

 

 
14,443

RSUs and ESPP shares

 

 

 
237

 

 




97,916


Shares of Class B common stock do not share in our earnings and are not participating securities. Accordingly, separate presentation of income (loss) per share of Class B common stock under the two-class method has not been presented. Each share of Class B common stock (together with a corresponding LLC Unit) is exchangeable for one share of Class A common stock. Total shares outstanding were as follows:
 
September 30,
2017
 
December 31, 2016
Class A common stock
126,211

 
88,558

Class B common stock
40,000

 
78,554

 
166,211

 
167,112

Geographic Information
Geographic Information
Geographic Information
Revenue by geography is based on the customer's billing address, and was as follows:
 
Three Months Ended   September 30,
 
Nine Months Ended   September 30,
 
2017
 
2016
 
2017
 
2016
U.S.
$
384.1

 
$
340.9

 
$
1,109.6

 
$
996.2

International
198.1

 
131.2

 
520.1

 
365.8

 
$
582.2

 
$
472.1

 
$
1,629.7

 
$
1,362.0


No individual international country represented more than 10% of total revenue in any period presented.
Property and equipment, net by geography was as follows:
 
September 30,
2017
 
December 31,
2016
U.S.
$
221.1

 
$
216.7

Germany
43.9

 

All other international
31.3

 
14.3

 
$
296.3

 
$
231.0


Other than Germany, no individual international country represented more than 10% of property and equipment, net in any period presented.
Related Party Transactions
Related Party Transactions
Payable to Related Parties Pursuant to the TRAs
As of December 31, 2016, our liability under the TRAs was $202.6 million, representing approximately 85% of the calculated tax savings based on the portion of the original basis adjustments we anticipated being able to utilize in future years. During the nine months ended September 30, 2017, we decreased this liability through: i) a $33.6 million benefit to our consolidated statement of operations resulting from the impact of an Internal Revenue Service approved filing election during the period ended September 30, 2017, which had the effect of reducing the basis on which the liability under the TRAs is calculated, ii) a $12.2 million increase in additional paid-in capital resulting from an immaterial adjustment related to our accounting for this liability and iii) a $3.4 million benefit to our consolidated statement of operations primarily resulting from our increased ownership of Desert Newco and a reduction in forecasted taxable income. We also increased this liability through a $66.7 million reduction in additional paid-in capital resulting from the exchange of LLC Units in the secondary offering discussed in Note 6. As of September 30, 2017, the liability under the TRAs was $220.1 million.
The projection of future taxable income involves significant judgment. Actual taxable income may differ from our estimates, which could significantly impact the liability under the TRAs. We have determined it is more-likely-than-not we will be unable to utilize all of our DTAs subject to the TRAs; therefore, we have not recorded a liability under the TRAs related to the tax savings we may realize from the utilization of NOL carryforwards and the amortization related to basis adjustments under Code Section 754 created by exchanges of LLC Units, including those associated with the secondary offering. If utilization of these DTAs becomes more-likely-than-not in the future, at such time, we will record liabilities under the TRAs of up to an additional $904.2 million as a result of basis adjustments under Code Section 754 and up to an additional $350.1 million related to the utilization of NOL and credit carryforwards, which will be recorded through charges to our consolidated statement of operations. However, if the tax attributes are not utilized in future years, it is reasonably possible no amounts would be paid under the TRAs. In this scenario, the reduction of the liability under the TRAs would result in a benefit to our consolidated statement of operations.
Related Party Transactions
Tax Distributions to Desert Newco's Owners
Desert Newco is subject to an operating agreement containing numerous provisions related to allocations of income and loss, as well as timing and amounts of distributions to its owners. This agreement also includes a provision requiring cash distributions enabling its owners to pay their taxes on income passing through from Desert Newco. In addition, under the tax rules, Desert Newco is required to allocate taxable income disproportionately to its unit holders. Because tax distributions are determined based on the holder of LLC Units who is allocated the largest amount of cumulative taxable income for the current year on a per unit basis, but are made pro rata based on ownership, Desert Newco is required to make tax distributions that, in the aggregate, will likely exceed the amount of taxes Desert Newco would have otherwise paid.
As of December 31, 2016, our accrual for tax distributions related to estimated taxable income allocations to Desert Newco's owners for 2016, excluding us, was $10.0 million, which we paid in 2017 based on ownership as of the payment dates as follows: $4.0 million to YAM, $2.3 million to Silver Lake, $2.1 million to KKR, $1.2 million to TCV and $0.4 million to other Desert Newco owners.
An additional accrual for tax distributions was not required at September 30, 2017.
Sponsors
As of September 30, 2017, affiliates of KKR held $15.5 million of the outstanding principal balance of our term loans as part of the lending syndicate. No material amounts have been paid to KKR during any of the periods presented.
Other
In the ordinary course of business, we purchase and lease computer equipment, technology licensing and software maintenance and support from affiliates of Dell Inc. (Dell) of which Silver Lake and its affiliates have a significant ownership interest. During the three months ended September 30, 2017 and 2016, we paid $4.3 million and $3.0 million, respectively, to Dell. During the nine months ended September 30, 2017 and 2016, we paid $11.9 million and $11.3 million, respectively, to Dell.
Accumulated Other Comprehensive Income (Loss)
Accumulated Other Comprehensive Income (Loss)
Accumulated Other Comprehensive Income (Loss)
The following table presents OCI activity accumulated in equity:
 
Foreign Currency Translation Gains (Losses)
 
Net Unrealized Gains (Losses) on Cash Flow Hedges(1)
 
Total Accumulated Other Comprehensive Income (Loss)
Balance as of December 31, 2016
$
(0.3
)
 
$
3.0

 
$
2.7

Other comprehensive income (loss) before reclassifications
1.8

 
(40.6
)
 
(38.8
)
Amounts reclassified from AOCI
(46.9
)
 
(6.4
)
 
(53.3
)
Other comprehensive income (loss)
(45.1
)
 
(47.0
)
 
(92.1
)
 
$
(45.4
)
 
$
(44.0
)
 
$
(89.4
)
  Less: AOCI attributable to non-controlling interests
 
 
 
 
(37.8
)
Balance as of September 30, 2017
 
 
 
 
$
(51.6
)
 
 
 
 
 
 
Balance as of December 31, 2015
$
(0.2
)
 
$
3.4

 
$
3.2

Other comprehensive income (loss) before reclassifications
(0.1
)
 
0.6

 
0.5

Amounts reclassified from AOCI

 
(1.0
)
 
(1.0
)
Other comprehensive income (loss)
(0.1
)
 
(0.4
)
 
(0.5
)
 
$
(0.3
)
 
$
3.0

 
$
2.7

  Less: AOCI attributable to non-controlling interests
 
 
 
 

Balance as of September 30, 2016
 
 
 
 
$
2.7

 
 
(1)
Amounts shown for our foreign exchange forward contracts include gains and losses realized upon contract settlement but not yet recognized into earnings from AOCI.
The sale of PlusServer in August 2017 resulted in the reclassification from AOCI of $46.9 million in cumulative foreign currency translation adjustments, which was reported in the gain on disposal within income from discontinued operations for the three and nine months ended September 30, 2017. The income tax impact associated with this reclassified amount was not material.
See Note 11 for the effect on net income (loss) of amounts reclassified from AOCI related to our cash flow hedging instruments. The income tax impact associated with these reclassified amounts was not material in any period presented.
Subsequent Events
Subsequent Events
Subsequent Events
In October 2017, we completed two domain portfolio acquisitions for aggregate cash consideration of $50.0 million, including $4.2 million payable upon expiration of the contractual holdback periods.
Summary of Significant Accounting Policies (Policies)
Basis of Presentation
Our condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (GAAP), and include our accounts and the accounts of our subsidiaries. All material intercompany accounts and transactions have been eliminated in consolidation.
Our interim condensed consolidated financial statements are unaudited, and in our opinion, include all adjustments of a normal recurring nature necessary for the fair presentation of the interim periods presented. The results for the interim periods are not necessarily indicative of the results to be expected for any subsequent quarter or for the year ending December 31, 2017.
These financial statements should be read in conjunction with our audited consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2016 (the 2016 Form 10-K).
Prior Period Reclassifications
Reclassifications of certain immaterial prior period amounts have been made to conform to the current period presentation.
Use of Estimates
GAAP requires us to make estimates and assumptions affecting amounts reported in our financial statements. Our more significant estimates include:
the determination of the best estimate of selling price of the deliverables included in multiple-deliverable revenue arrangements;
the fair value of assets acquired and liabilities assumed in business acquisitions;
the assessment of recoverability of long-lived assets, including property and equipment, goodwill and intangible assets;
the estimated reserve for refunds;
the estimated useful lives of intangible and depreciable assets;
the grant date fair value of equity-based awards;
the recognition, measurement and valuation of current and deferred income taxes;
the recognition and measurement of amounts payable under TRAs or as tax distributions to Desert Newco's owners; and
the recognition and measurement of loss contingencies, indirect tax liabilities and certain accrued liabilities.
We periodically evaluate these estimates and adjust prospectively, if necessary. We believe our estimates and assumptions are reasonable; however, actual results may differ from our estimates.
Segment and Reporting Unit
Our chief operating decision maker function is comprised of our Chief Executive Officer and Chief Operating Officer. These individuals collectively review financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance for the entire company. Accordingly, for the periods presented, we have concluded we continue to have a single operating segment and reporting unit.
Derivative Financial Instruments
We are exposed to changes in foreign currency exchange rates as well as changes in interest rates associated with our variable-rate debt. Consequently, we use derivative financial instruments to manage and mitigate such risks. We do not enter into derivative transactions for speculative or trading purposes.
Our derivative financial instruments include foreign exchange forward contracts with financial institutions to hedge certain forecasted sales transactions denominated in currencies other than the U.S. dollar. In addition, we have entered into an interest rate swap on a portion of our long-term debt and a cross-currency swap on our intercompany debt to manage the variability of cash flows due to movements in interest rates and foreign currency exchange rates. We have designated each of these instruments as a cash flow hedge.
We expect each derivative instrument qualifying for hedge accounting will be highly effective at reducing the risk associated with the exposure being hedged. For each derivative instrument designated as a hedge, we formally document the related risk management strategy and objective, including identification of the hedging instrument, the hedged item and the risk of exposure, as well as how hedge effectiveness will be assessed prospectively and retrospectively over the instrument's term. To assess effectiveness of our swap instruments, we use regression analysis performed utilizing the Hypothetical Derivative Method to compare the change in fair value of the derivative instrument designated as the hedging instrument to the change in the fair value of a similarly modeled hypothetical derivative using the same discount rate. Following our initial quantitative assessment, we may perform subsequent assessments on a qualitative basis unless facts and circumstances change such that we can no longer qualitatively assert that our hedges are highly effective.
We reflect unrealized gains or losses on our cash flow hedges as a component of accumulated other comprehensive income (loss) (AOCI). Gains and losses, once realized, are recorded as a component of AOCI and are amortized to earnings over the same period in which the underlying hedged amounts are recognized. At inception, and each reporting period, we evaluate the effectiveness of each of our hedges, and all hedges were determined to be effective.
The fair values of our derivative instruments are recorded in our balance sheet on a gross basis. For cash flow reporting purposes, proceeds received or amounts paid upon the settlement of a derivative instrument are classified in the same manner as the related item being hedged, primarily within cash flows from operating activities.
Fair Value Measurements
We hold certain assets required to be measured at fair value on a recurring basis. These may include reverse repurchase agreements, commercial paper or other securities, which are classified as either cash and cash equivalents or short-term investments. We classify these assets within Level 1 or Level 2 because we use either quoted market prices or alternative pricing sources utilizing market observable inputs to determine their fair value. In addition, Level 2 assets and liabilities include derivative financial instruments associated with hedging activity, as further discussed in Note 11. Derivative financial instruments are measured at fair value on the contract date and are subsequently remeasured each reporting period using inputs such as spot rates, discount rates and forward rates. There are not active markets for the hedge contracts themselves; however, the inputs used to calculate the fair value of the instruments are tied to active markets.
Foreign Currency
Our functional and reporting currency is the U.S. dollar. Assets denominated in foreign currencies are remeasured into U.S. dollars at period-end exchange rates. Foreign currency-based revenue and expense transactions are measured at transaction date exchange rates. Foreign currency remeasurement gains and losses are recorded in other income (expense), net and were not material in any of the periods presented. 
The functional currency of certain of our foreign subsidiaries is their respective local currency. For these subsidiaries, we translate revenue and expense transactions at average exchange rates. We translate assets and liabilities at period-end exchange rates and include foreign currency translation gains and losses as a component of AOCI.
Recent Accounting Pronouncements
Revenue Recognition
In May 2014, the Financial Accounting Standards Board (FASB) issued a new standard on revenue recognition from contracts with customers. The new standard requires an entity to recognize revenue when it transfers promised goods or services to customers in an amount reflecting the consideration to which the entity expects to be entitled to in exchange for those goods or services. The FASB has issued several amendments to the new standard, including clarification on identifying performance obligations, principal-versus-agent implementation guidance, collectability assessment, sales taxes and other similar taxes collected from customers, noncash consideration, contract modification and completed contracts at transition. These amendments are intended to address implementation issues raised by stakeholders and provide additional practical expedients to reduce the cost and complexity of applying the new standard.
The new standard permits two methods of adoption: retrospectively to each prior reporting period presented (full retrospective method), or retrospectively with the cumulative effect of initially applying the guidance recognized at the date of initial application (modified retrospective method). We will adopt the new standard effective January 1, 2018.
We have substantially completed our assessment of the new standard and do not currently anticipate any changes to have a material impact. We plan to adopt the standard under the modified retrospective approach and will recognize the cumulative effect of initially applying the standard, if any, as an adjustment to the opening balance of retained earnings at the date of initial application.
Other Accounting Standards
In February 2016, the FASB issued new guidance related to accounting for leases. The new standard requires the recognition of assets and liabilities arising from lease transactions on the balance sheet and the disclosure of key information about leasing arrangements. For leases with a term of 12 months or less, a lessee can make an accounting policy election by class of underlying asset to not recognize an asset and corresponding liability. We will adopt the new standard on January 1, 2019. In transition, lessees are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. We are currently evaluating the expected impact of this standard.
In March 2016, the FASB issued new guidance changing the accounting for certain aspects of share-based payments to employees. The guidance allows for a policy election to account for forfeitures as they occur rather than on an estimated basis and allows for an employer to repurchase more of an employee’s shares for tax withholding purposes without triggering liability accounting. In addition, the guidance requires recognition of the income tax effects of awards in the income statement when the awards vest or are settled, thus eliminating additional paid-in capital pools. We elected to continue to account for forfeitures on an estimated basis, and accordingly, our adoption of this guidance on January 1, 2017 did not have a material impact.
In June 2016, the FASB issued new guidance for the accounting for credit losses on instruments that will require entities to measure all expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions and reasonable supportable forecasts. This replaces the existing incurred loss model and is applicable to the measurement of credit losses on financial instruments measured at amortized cost and also applies to some off-balance sheet credit exposures. The guidance is effective for annual and interim reporting periods beginning after December 15, 2019, with early adoption permitted. We are currently evaluating the timing of our adoption and the expected impact of this new guidance on our consolidated financial statements.
In November 2016, the FASB issued new guidance requiring amounts generally described as restricted cash and restricted cash equivalents to be included with cash and cash equivalents when reconciling the amounts shown on the statement of cash flows. This new guidance is effective for us on January 1, 2018, and our adoption is not expected to have a material impact.
In January 2017, the FASB issued new guidance clarifying the definition of a business for determining whether transactions should be accounted for as acquisitions or disposals of assets or businesses. The guidance provides a screen for an entity to use to determine when a set of assets and activities is not a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the asset is not a business. If the screen is not met, the guidance requires that to be considered a business, a set of assets and activities must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create output. The guidance also removes the evaluation of whether a market participant could replace missing elements. This new guidance is effective for us on January 1, 2018, and our adoption is not expected to have a material impact.
In January 2017, the FASB issued new guidance simplifying the goodwill impairment test, eliminating the requirement for an entity to determine the fair value of its assets and liabilities (including unrecognized assets and liabilities) at the impairment testing date following the procedure that would be required in determining the fair value of assets acquired and liabilities assumed in a business combination. Instead, an entity will be required to perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity will be required to recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to the reporting unit. The guidance is effective for annual and interim reporting periods beginning after December 15, 2019, with early adoption permitted. We are currently evaluating the timing of our adoption and the expected impact of this new guidance.
In May 2017, the FASB issued new guidance to amend the scope of modification accounting for share-based payment arrangements. The amendment provides guidance on the types of changes to the terms or conditions of share-based payment awards which would require an entity to apply modification accounting. This new guidance is effective for us on January 1, 2018, and our adoption is not expected to have a material impact.
In August 2017, the FASB issued new guidance simplifying the rules around hedge accounting to better align an entity’s risk management activities and financial reporting for hedging relationships through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation and disclosure of hedging results. In addition, certain targeted improvements eased the application of current guidance related to the assessment of hedge effectiveness. Our adoption of this new guidance effective July 1, 2017 did not have a material impact.
Summary of Significant Accounting Policies (Tables)
Fair Value, Assets Measured on Recurring Basis
The following tables set forth assets and liabilities measured at fair value on a recurring basis:
 
September 30, 2017
 
Level 1
 
Level 2
 
Level 3
 
Total
Assets:
 
 
 
 
 
 
 
 Cash and cash equivalents:
 
 
 
 
 
 
 
Reverse repurchase agreements(1)
$

 
$
100.0

 
$

 
$
100.0

Commercial paper

 
49.9

 

 
49.9

 Short-term investments:
 
 
 
 
 
 

Certificates of deposit and time deposits
6.4

 

 

 
6.4

Commercial paper

 
10.0

 

 
10.0

 Derivative assets

 

 

 

         Total assets measured and recorded at fair value
$
6.4

 
$
159.9

 
$

 
$
166.3

Liabilities:
 
 
 
 
 
 
 
 Contingent consideration liabilities
$

 
$

 
$
20.6

 
$
20.6

 Derivative liabilities

 
184.9

 

 
184.9

         Total liabilities measured and recorded at fair value
$

 
$
184.9

 
$
20.6

 
$
205.5

 
 
(1)
Reverse repurchase agreements include a $50.0 million repurchase agreement with Morgan Stanley, callable with 31 days notice, and a $50.0 million one-week repurchase agreement with Wells Fargo.
 
December 31, 2016
 
Level 1
 
Level 2
 
Level 3
 
Total
Assets:
 
 
 
 
 
 
 
 Cash and cash equivalents:
 
 
 
 
 
 
 
Reverse repurchase agreements(1)
$

 
$
130.0

 
$

 
$
130.0

Commercial paper

 
55.9

 

 
55.9

 Short-term investments:
 
 
 
 
 
 
 
Certificates of deposit and time deposits
6.6

 

 

 
6.6

 Derivative assets

 
0.7

 

 
0.7

         Total assets measured and recorded at fair value
$
6.6

 
$
186.6

 
$

 
$
193.2

Liabilities:
 
 
 
 
 
 
 
 Derivative liabilities
$

 
$
0.1

 
$

 
$
0.1

         Total liabilities measured and recorded at fair value
$

 
$
0.1

 
$

 
$
0.1

 
 
(1)
Reverse repurchase agreements include an $80.0 million repurchase agreement with Morgan Stanley, callable with 31 days notice, and a $50.0 million one-week repurchase agreement with Wells Fargo.
Business Acquisitions (Tables)
The following table summarizes the preliminary estimated fair values of the HEG assets acquired and liabilities assumed, as adjusted:
Total purchase consideration(1)
 
$
1,849.5

 
 
 
Fair value of assets acquired:
 
 
 Cash and cash equivalents
 
27.2

 Other current assets
 
66.3

 Assets held for sale(2)
 
497.5

 Property and equipment, net
 
61.9

 Intangible assets, net
 
595.7

 Other assets
 
9.3

Amount attributable to assets acquired
 
1,257.9

Fair value of liabilities assumed:
 
 
 Accounts payable and accrued expenses
 
61.9

 Current portion of deferred revenue
 
45.5

 Liabilities directly associated with the assets held for sale(2)
 
93.0

 Other long-term liabilities
 
14.0

 Deferred tax liabilities
 
186.6

Amount attributable to liabilities assumed
 
401.0

Goodwill
 
$
992.6

 
 
(1)
The purchase consideration was translated using the Euro to U.S. dollar exchange rate in effect on the closing date, April 3, 2017, of approximately 1.066.
(2)
Assets held for sale and liabilities directly associated with the assets held for sale, represented those of HEG's PlusServer managed hosting business, which met the criteria for held for sale designation at the acquisition date and was sold in August 2017. See Note 4 for further discussion.
The preliminary purchase price allocation to identifiable finite-lived intangible assets acquired was as follows:
Finite-lived Intangible Assets
 
Preliminary Estimated
Useful Life
 
HEG Continuing Operations
Trade names
 
10 years
 
$
75.2

Developed technology
 
6 years
 
62.4

Customer relationships
 
9 years
 
458.1

 
 
 
 
$
595.7

 
Three Months Ended   September 30,
 
Nine Months Ended   September 30,
Pro forma Consolidated Results of Operations
2017
 
2016
 
2017
 
2016
 
 
 
 
 
 
 
 
Total revenue
$
589.5

 
$
526.1

 
$
1,707.9

 
$
1,515.7

Net income (loss) attributable to GoDaddy Inc.
25.9

 
(1.8
)
 
47.5

 
(29.0
)
Net income (loss) from continuing operations attributable to GoDaddy Inc.
2.9

 
(3.0
)
 
28.8

 
(38.4
)
Net income (loss) from continuing operations attributable to GoDaddy Inc. per share of Class A common stock - basic
0.08

 
(0.03
)
 
0.35

 
(0.50
)
Net income (loss) from continuing operations attributable to GoDaddy Inc. per share of Class A common stock - diluted
0.07

 
(0.03
)
 
0.18

 
(0.50
)
HEG contributed the following to our consolidated results since the date of acquisition:
 
Total Revenue
 
Net Loss from Continuing Operations
For the three months ended:
 
 
 
June 30, 2017 (as revised)(1)
$
45.9

 
$
(9.4
)
September 30, 2017
52.8

 
(6.1
)
     Total HEG contribution
$
98.7

 
$
(15.5
)
Goodwill and Intangible Assets (Tables)
The following table summarizes changes in our goodwill balance:
Balance at December 31, 2016
$
1,718.4

Goodwill related to acquisitions
1,056.7

Impact of foreign currency translation
106.9

Balance at September 30, 2017
$
2,882.0

Intangible assets are as follows:
 
September 30, 2017
 
Gross 
Carrying
Amount
 
Accumulated
Amortization
 
Domains Sold
 
Net Carrying
Amount
Indefinite-lived intangible assets:
 
 
 
 
 
 
 
Trade names and branding
$
445.0

 
n/a

 
 n/a

 
$
445.0

Domain portfolio
120.5

 
n/a

 
$
(18.2
)
 
102.3

Finite-lived intangible assets:
 
 
 
 
 
 
 
Customer-related
872.6

 
$
(295.8
)
 
 n/a

 
576.8

Developed technology
184.8

 
(74.7
)
 
 n/a

 
110.1

Trade names
95.3

 
(12.7
)
 
 n/a

 
82.6

 
$
1,718.2

 
$
(383.2
)
 
$
(18.2
)
 
$
1,316.8

 
December 31, 2016
 
Gross 
Carrying
Amount
 
Accumulated
Amortization
 
Domains Sold
 
Net Carrying
Amount
Indefinite-lived intangible assets:
 
 
 
 
 
 
 
Trade names and branding
$
445.0

 
n/a

 
 n/a

 
$
445.0

Domain portfolio
120.5

 
n/a

 
$
(14.4
)
 
106.1

Finite-lived intangible assets:
 
 
 
 
 
 
 
Customer-related
367.4

 
$
(245.4
)
 
 n/a

 
122.0

Developed technology
226.0

 
(187.0
)
 
 n/a

 
39.0

Trade names
11.9

 
(7.5
)
 
 n/a

 
4.4

 
$
1,170.8

 
$
(439.9
)
 
$
(14.4
)
 
$
716.5

Intangible assets are as follows:
 
September 30, 2017
 
Gross 
Carrying
Amount
 
Accumulated
Amortization
 
Domains Sold
 
Net Carrying
Amount
Indefinite-lived intangible assets:
 
 
 
 
 
 
 
Trade names and branding
$
445.0

 
n/a

 
 n/a

 
$
445.0

Domain portfolio
120.5

 
n/a

 
$
(18.2
)
 
102.3

Finite-lived intangible assets:
 
 
 
 
 
 
 
Customer-related
872.6

 
$
(295.8
)
 
 n/a

 
576.8

Developed technology
184.8

 
(74.7
)
 
 n/a

 
110.1

Trade names
95.3

 
(12.7
)
 
 n/a

 
82.6

 
$
1,718.2

 
$
(383.2
)
 
$
(18.2
)
 
$
1,316.8

 
December 31, 2016
 
Gross 
Carrying
Amount
 
Accumulated
Amortization
 
Domains Sold
 
Net Carrying
Amount
Indefinite-lived intangible assets:
 
 
 
 
 
 
 
Trade names and branding
$
445.0

 
n/a

 
 n/a

 
$
445.0

Domain portfolio
120.5

 
n/a

 
$
(14.4
)
 
106.1

Finite-lived intangible assets:
 
 
 
 
 
 
 
Customer-related
367.4

 
$
(245.4
)
 
 n/a

 
122.0

Developed technology
226.0

 
(187.0
)
 
 n/a

 
39.0

Trade names
11.9

 
(7.5
)
 
 n/a

 
4.4

 
$
1,170.8

 
$
(439.9
)
 
$
(14.4
)
 
$
716.5

Based on the balance of finite-lived intangible assets at September 30, 2017, expected future amortization expense attributable to continuing operations is as follows:
Year Ending December 31:
 
2017 (remainder of)
$
34.1

2018
130.8

2019
111.6

2020
105.3

2021
82.8

Thereafter
304.9

 
$
769.5

Equity-Based Compensation Plans (Tables)
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award
The following table summarizes our option activity:
 
Number of
Shares of Class A Common Stock (#)
 
Weighted-
Average
Grant-
Date Fair
Value ($)
 
Weighted-
Average
Exercise
Price ($)
Outstanding at December 31, 2016
18,628

 
 
 
14.06

Granted
2,011

 
14.94

 
37.70

Exercised
(4,683
)
 
 
 
10.20

Forfeited
(1,010
)
 
 
 
23.42

Outstanding at September 30, 2017
14,946

 
 
 
17.83

Vested and exercisable at September 30, 2017
7,687

 
 
 
11.76

The following table summarizes our RSU activity:
 
Number of
Shares of Class A Common Stock (#)
 
Weighted-
Average
Grant-
Date Fair
Value ($)
Outstanding at December 31, 2016
2,757

 
 
Granted
2,719

 
38.17

Vested
(765
)
 
 
Forfeited
(353
)
 
 
Outstanding at September 30, 2017
4,358

 
 
Deferred Revenue (Tables)
Deferred Revenue, by Arrangement
Deferred revenue consists of the following:
 
September 30,
2017
 
December 31, 2016
Current:
 
 
 
Domains
$
634.6

 
$
531.2

Hosting and presence
441.7

 
370.8

Business applications
178.0

 
141.5

 
$
1,254.3

 
$
1,043.5

Noncurrent:
 
 
 
Domains
$
341.4

 
$
311.1

Hosting and presence
182.0

 
163.4

Business applications
71.4

 
58.2

 
$
594.8

 
$
532.7

Accrued Expenses and Other Current Liabilities (Tables)
Schedule of Accrued Expenses and Other Current Liabilities
Accrued expenses and other current liabilities consisted of the following:
 
September 30,
2017
 
December 31, 2016
Derivative liabilities
$
184.9

 
$

Accrued payroll and employee benefits
82.2

 
74.0

Tax-related accruals
66.3

 
15.8

Accrued acquisition-related expenses and acquisition consideration payable
32.5

 
13.4

Accrued marketing and advertising expenses
20.8

 
9.8

Current portion of capital lease obligation
5.3

 
6.9

Accrued other
38.6

 
23.1

 
$
430.6


$
143.0

Long-Term Debt (Tables)
Long-term debt consists of the following:
 
September 30,
2017
 
December 31, 2016
Term loans (effective interest rate of 4.1% at September 30, 2017
 and 4.9% at December 31, 2016)
$
2,488.6

 
$
1,072.5

Revolving Credit Loan

 

Total
2,488.6

 
1,072.5

Less: unamortized original issue discount on long-term debt(1)
(34.0
)
 
(30.5
)
Less: unamortized debt issuance costs(1)
(22.7
)
 
(2.3
)
Less: current portion of long-term debt
(16.1
)
 
(4.0
)
 
$
2,415.8

 
$
1,035.7

 
 

(1)
Original issue discount and debt issuance costs are amortized to interest expense over the life of the related debt instruments using the effective interest method.
Aggregate principal payments, exclusive of any unamortized original issue discount and debt issuance costs, due on long-term debt as of September 30, 2017 are as follows:
Year Ending December 31:
 
2017 (remainder of)
$
6.2

2018
25.0

2019
25.0

2020
25.0

2021
25.0

Thereafter
2,382.4

 
$
2,488.6

Derivatives and Hedging (Tables)
The following table summarizes our outstanding derivative instruments, all of which are designated as cash flow hedges, on a gross basis:
 
Notional Amount
 
Derivative Assets
 
Derivative Liabilities
 
September 30, 2017
 
December 31, 2016
 
September 30, 2017
 
December 31, 2016
 
September 30, 2017
 
December 31, 2016
 
 
 
 
 
Balance Sheet Location(2)
Fair Value
 
Balance Sheet Location(2)
Fair Value
 
Balance Sheet Location(2)
Fair Value
 
Balance Sheet Location(2)
Fair Value
Derivative Instrument:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Level 2:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Foreign exchange forward contracts
$
28.6

 
$

 
PP
$

 
PP
$
0.7

 
ACC
$
3.2

 
ACC
$
0.1

Cross-currency swap
1,460.0

(1)

 
PP

 
PP

 
ACC
147.5

 
ACC

Interest rate swap
1,318.8

 

 
PP

 
PP

 
ACC
34.2

 
ACC

     Total hedges
$
2,807.4

 
$

 
 
$

 
 
$
0.7

 
 
$
184.9

 
 
$
0.1

 
 
(1)
The notional value for the cross-currency swap reflects €1,237.1 million translated to U.S. dollar at the foreign currency rate in effect at September 30, 2017 of approximately 1.18.
(2)
PP = Prepaid expenses and other current assets; ACC = Accrued expenses and other current liabilities
The following tables summarize the locations and amounts of gains (losses) recognized within earnings related to our cash flow hedging relationships:
 
Three Months Ended September 30, 2017
 
Three Months Ended September 30, 2016
 
Revenue
 
Interest Expense
 
Other Income (Expense), Net
 
Revenue
 
Interest Expense
 
Other Income (Expense), Net
Foreign Exchange Forward Contracts:
 
 
 
 
 
 
 
 
 
 
 
Reclassified from AOCI into income
$
0.1

 
$

 
$

 
$
0.5

 
$

 
$

Cross Currency Swap:
 
 
 
 
 
 
 
 
 
 
 
Reclassified from AOCI into income

 
7.0

 
(0.3
)
 

 

 

Interest Rate Swap:
 
 
 
 
 
 
 
 
 
 
 
Reclassified from AOCI into income

 
(4.1
)
 

 

 

 

     Total hedges
$
0.1

 
$
2.9

 
$
(0.3
)
 
$
0.5

 
$

 
$

 
Nine Months Ended September 30, 2017
 
Nine Months Ended September 30, 2016
 
Revenue
 
Interest Expense
 
Other Income (Expense), Net
 
Revenue
 
Interest Expense
 
Other Income (Expense), Net
Foreign Exchange Forward Contracts:
 
 
 
 
 
 
 
 
 
 
 
Reclassified from AOCI into income
$
1.3

 
$

 
$

 
$
1.0

 
$

 
$

Cross Currency Swap:
 
 
 
 
 
 
 
 
 
 
 
Reclassified from AOCI into income

 
14.5

 
(0.6
)
 

 

 

Interest Rate Swap:
 
 
 
 
 
 
 
 
 
 
 
Reclassified from AOCI into income

 
(8.8
)
 

 

 

 

     Total hedges
$
1.3

 
$
5.7

 
$
(0.6
)
 
$
1.0

 
$

 
$

The following table summarizes the effect of our designated cash flow hedging derivative instruments on AOCI:
 
Unrealized Gains (Losses) Recognized in Other Comprehensive Income
 
Three Months Ended
 
Nine Months Ended
 
September 30, 2017
 
September 30, 2016
 
September 30, 2017
 
September 30, 2016
Derivative Instrument:
 
 
 
 
 
 
 
Foreign exchange forward contracts(1)
$
(1.7
)
 
$
(0.2
)
 
$
(6.5
)
 
$
(0.4
)
Cross-currency swap
(12.6
)
 

 
(6.3
)
 

Interest rate swap
2.7

 

 
(34.2
)
 

     Total hedges
$
(11.6
)
 
$
(0.2
)
 
$
(47.0
)
 
$
(0.4
)
 
 
(1)
Amounts include gains and losses realized upon contract settlement but not yet recognized into earnings from AOCI.
Income (Loss) Per Share (Tables)
A reconciliation of the numerator and denominator used in the calculation of basic and diluted net income (loss) per share is as follows:
 
Three Months Ended   September 30,
 
Nine Months Ended   September 30,
 
2017
 
2016
 
2017
 
2016
Numerator:
 
 
 
 
 
 
 
Income (loss) from continuing operations
$
7.1

 
$
8.3

 
$
27.4

 
$
(21.1
)
Income from discontinued operations, net of income taxes
22.9

 

 
17.6

 

Net income (loss)
30.0

 
8.3

 
45.0

 
(21.1
)
Less: net income (loss) attributable to non-controlling interests
7.6

 
3.5

 
1.2

 
(6.5
)
Net income (loss) attributable to GoDaddy Inc.
$
22.4

 
$
4.8

 
$
43.8

 
$
(14.6
)
Denominator:
 
 
 
 
 
 
 
Weighted-average shares of Class A common stock outstanding—basic
114,836

 
83,733

 
102,171

 
77,170

Effect of dilutive securities:
 
 
 
 
 
 
 
Class B common stock
50,601

 
79,189

 
64,510

 

Options and vesting LLC Units
8,324

 
12,594

 
9,046

 

RSUs and ESPP shares
1,458

 
416

 
1,282

 

Weighted-average shares of Class A Common stock outstanding—diluted
175,219

 
175,932

 
177,009

 
77,170

 
 
 
 
 
 
 
 
Net income (loss) attributable to GoDaddy Inc. per share of Class A common stock—basic:
 
 
 
 
 
 
 
      Continuing operations
$
0.05

 
$
0.06

 
$
0.31

 
$
(0.19
)
      Discontinued operations
0.15

 

 
0.12

 

Net income (loss) attributable to GoDaddy Inc.
$
0.20

 
$
0.06

 
$
0.43

 
$
(0.19
)
Net income (loss) attributable to GoDaddy Inc. per share of Class A common stock—diluted:(1)
 
 
 
 
 
 
 
     Continuing operations
$
0.04

 
$
0.05

 
$
0.15

 
$
(0.19
)
     Discontinued operations
0.13

 

 
0.10

 

Net income (loss) attributable to GoDaddy Inc.
$
0.17

 
$
0.05

 
$
0.25

 
$
(0.19
)

 
 
(1)
The dilutive income per share calculations exclude the net income (loss) attributable to non-controlling interests.
The following number of weighted-average potentially dilutive shares were excluded from the calculation of diluted income (loss) per share because the effect of including such potentially dilutive shares would have been antidilutive:
 
Three Months Ended   September 30,
 
Nine Months Ended   September 30,
 
2017
 
2016
 
2017
 
2016
Class B common stock

 

 

 
83,236

Options and vesting LLC Units

 

 

 
14,443

RSUs and ESPP shares

 

 

 
237

 

 




97,916

Total shares outstanding were as follows:
 
September 30,
2017
 
December 31, 2016
Class A common stock
126,211

 
88,558

Class B common stock
40,000

 
78,554

 
166,211

 
167,112

Geographic Information (Tables)
Revenue by geography is based on the customer's billing address, and was as follows:
 
Three Months Ended   September 30,
 
Nine Months Ended   September 30,
 
2017
 
2016
 
2017
 
2016
U.S.
$
384.1

 
$
340.9

 
$
1,109.6

 
$
996.2

International
198.1

 
131.2

 
520.1

 
365.8

 
$
582.2

 
$
472.1

 
$
1,629.7

 
$
1,362.0

Property and equipment, net by geography was as follows:
 
September 30,
2017
 
December 31,
2016
U.S.
$
221.1

 
$
216.7

Germany
43.9

 

All other international
31.3

 
14.3

 
$
296.3

 
$
231.0

Accumulated Other Comprehensive Income (Loss) (Tables)
OCI Activity Accumulated in Equity
The following table presents OCI activity accumulated in equity:
 
Foreign Currency Translation Gains (Losses)
 
Net Unrealized Gains (Losses) on Cash Flow Hedges(1)
 
Total Accumulated Other Comprehensive Income (Loss)
Balance as of December 31, 2016
$
(0.3
)
 
$
3.0

 
$
2.7

Other comprehensive income (loss) before reclassifications
1.8

 
(40.6
)
 
(38.8
)
Amounts reclassified from AOCI
(46.9
)
 
(6.4
)
 
(53.3
)
Other comprehensive income (loss)
(45.1
)
 
(47.0
)
 
(92.1
)
 
$
(45.4
)
 
$
(44.0
)
 
$
(89.4
)
  Less: AOCI attributable to non-controlling interests
 
 
 
 
(37.8
)
Balance as of September 30, 2017
 
 
 
 
$
(51.6
)
 
 
 
 
 
 
Balance as of December 31, 2015
$
(0.2
)
 
$
3.4

 
$
3.2

Other comprehensive income (loss) before reclassifications
(0.1
)
 
0.6

 
0.5

Amounts reclassified from AOCI

 
(1.0
)
 
(1.0
)
Other comprehensive income (loss)
(0.1
)
 
(0.4
)
 
(0.5
)
 
$
(0.3
)
 
$
3.0

 
$
2.7

  Less: AOCI attributable to non-controlling interests
 
 
 
 

Balance as of September 30, 2016
 
 
 
 
$
2.7

 
 
(1)
Amounts shown for our foreign exchange forward contracts include gains and losses realized upon contract settlement but not yet recognized into earnings from AOCI.
Organization and Background (Details)
9 Months Ended
Sep. 30, 2017
segment
Class of Stock [Line Items]
 
Number of reporting units
Number of operating segments
Desert Newco, LLC
 
Class of Stock [Line Items]
 
LLC units held (as a percent)
76.00% 
Summary of Significant Accounting Policies - Fair Value Measurements (Details) (USD $)
In Millions, unless otherwise specified
9 Months Ended 12 Months Ended
Sep. 30, 2017
Dec. 31, 2016
Morgan Stanley
 
 
Liabilities:
 
 
Repurchase agreement amount
$ 50.0 
$ 80.0 
Repurchase agreement callable notice period
31 days 
31 days 
Wells Fargo
 
 
Liabilities:
 
 
Repurchase agreement amount
50.0 
50.0 
Fair Value, Measurements, Recurring
 
 
Short-term investments:
 
 
Derivative assets
0.7 
Total assets measured and recorded at fair value
166.3 
193.2 
Liabilities:
 
 
Contingent consideration liabilities
20.6 
 
Derivative liabilities
184.9 
0.1 
Total liabilities measured and recorded at fair value
205.5 
0.1 
Fair Value, Measurements, Recurring |
Level 1
 
 
Short-term investments:
 
 
Derivative assets
Total assets measured and recorded at fair value
6.4 
6.6 
Liabilities:
 
 
Contingent consideration liabilities
 
Derivative liabilities
Total liabilities measured and recorded at fair value
Fair Value, Measurements, Recurring |
Level 2
 
 
Short-term investments:
 
 
Derivative assets
0.7 
Total assets measured and recorded at fair value
159.9 
186.6 
Liabilities:
 
 
Contingent consideration liabilities
 
Derivative liabilities
184.9 
0.1 
Total liabilities measured and recorded at fair value
184.9 
0.1 
Fair Value, Measurements, Recurring |
Level 3
 
 
Short-term investments:
 
 
Derivative assets
Total assets measured and recorded at fair value
Liabilities:
 
 
Contingent consideration liabilities
20.6 
 
Derivative liabilities
Total liabilities measured and recorded at fair value
20.6 
Repurchase Agreements |
Fair Value, Measurements, Recurring
 
 
Cash and cash equivalents:
 
 
Cash and cash equivalents, fair value
100.0 
130.0 
Repurchase Agreements |
Fair Value, Measurements, Recurring |
Level 1
 
 
Cash and cash equivalents:
 
 
Cash and cash equivalents, fair value
Repurchase Agreements |
Fair Value, Measurements, Recurring |
Level 2
 
 
Cash and cash equivalents:
 
 
Cash and cash equivalents, fair value
100.0 
130.0 
Repurchase Agreements |
Fair Value, Measurements, Recurring |
Level 3
 
 
Cash and cash equivalents:
 
 
Cash and cash equivalents, fair value
Commercial paper |
Fair Value, Measurements, Recurring
 
 
Cash and cash equivalents:
 
 
Cash and cash equivalents, fair value
49.9 
55.9 
Short-term investments:
 
 
Short-term investments, fair value
10.0 
 
Commercial paper |
Fair Value, Measurements, Recurring |
Level 1
 
 
Cash and cash equivalents:
 
 
Cash and cash equivalents, fair value
Short-term investments:
 
 
Short-term investments, fair value
 
Commercial paper |
Fair Value, Measurements, Recurring |
Level 2
 
 
Cash and cash equivalents:
 
 
Cash and cash equivalents, fair value
49.9 
55.9 
Short-term investments:
 
 
Short-term investments, fair value
10.0 
 
Commercial paper |
Fair Value, Measurements, Recurring |
Level 3
 
 
Cash and cash equivalents:
 
 
Cash and cash equivalents, fair value
Short-term investments:
 
 
Short-term investments, fair value
 
Certificates of deposit and time deposits |
Fair Value, Measurements, Recurring
 
 
Short-term investments:
 
 
Short-term investments, fair value
6.4 
6.6 
Certificates of deposit and time deposits |
Fair Value, Measurements, Recurring |
Level 1
 
 
Short-term investments:
 
 
Short-term investments, fair value
6.4 
6.6 
Certificates of deposit and time deposits |
Fair Value, Measurements, Recurring |
Level 2
 
 
Short-term investments:
 
 
Short-term investments, fair value
Certificates of deposit and time deposits |
Fair Value, Measurements, Recurring |
Level 3
 
 
Short-term investments:
 
 
Short-term investments, fair value
$ 0 
$ 0 
Business Acquisitions - Acquisition of Host Europe Holdings Limited (Details)
In Millions, unless otherwise specified
0 Months Ended 3 Months Ended 0 Months Ended
Apr. 3, 2017
Host Europe Finance Co. Limited
USD ($)
Apr. 3, 2017
Host Europe Finance Co. Limited
EUR (€)
Sep. 30, 2017
Host Europe Finance Co. Limited
USD ($)
Apr. 3, 2017
Developed technology
Host Europe Finance Co. Limited
Apr. 3, 2017
Minimum
Developed technology
Host Europe Finance Co. Limited
Apr. 3, 2017
Maximum
Developed technology
Host Europe Finance Co. Limited
Apr. 3, 2017
Secured Debt
Bridge Loan
Business Acquisition [Line Items]
 
 
 
 
 
 
 
Total consideration transferred
 
€ 1,700.0 
 
 
 
 
 
Nonrecurring transaction costs
18.6 
 
 
 
 
 
 
Increase to goodwill
 
 
$ 22.7 
 
 
 
 
Acquired finite-lived intangible assets, weighted average useful life
8 years 9 months 
8 years 9 months 
 
6 years 
6 years 
8 years 
 
Debt instrument, term
 
 
 
 
 
 
1 year 
Business Acquisitions - Schedule of Assets Acquired and Liabilities Assumed (Details)
In Millions, unless otherwise specified
Sep. 30, 2017
USD ($)
Apr. 3, 2017
EUR (€)
Dec. 31, 2016
USD ($)
Apr. 3, 2017
Host Europe Finance Co. Limited
USD ($)
Business Acquisition [Line Items]
 
 
 
 
Total purchase consideration
 
 
 
$ 1,849.5 
Fair value of assets acquired:
 
 
 
 
Cash and cash equivalents
 
 
 
27.2 
Other current assets
 
 
 
66.3 
Assets held for sale
 
 
 
497.5 
Property and equipment, net
 
 
 
61.9 
Intangible assets, net
 
 
 
595.7 
Other assets
 
 
 
9.3 
Amount attributable to assets acquired
 
 
 
1,257.9 
Fair value of liabilities assumed:
 
 
 
 
Accounts payable and accrued expenses
 
 
 
61.9 
Current portion of deferred revenue
 
 
 
45.5 
Liabilities directly associated with the assets held for sale
 
 
 
93.0 
Other long-term liabilities
 
 
 
14.0 
Deferred tax liabilities
 
 
 
186.6 
Amount attributable to liabilities assumed
 
 
 
401.0 
Goodwill
$ 2,882.0 
 
$ 1,718.4 
$ 992.6 
Euro to U.S. dollar exchange rate for translation
 
1.066 
 
 
Business Acquisitions - Schedule of Finite-lived Intangible Assets (Details) (Host Europe Finance Co. Limited, USD $)
In Millions, unless otherwise specified
0 Months Ended
Apr. 3, 2017
Apr. 3, 2017
Business Acquisition [Line Items]
 
 
Preliminary Estimated Useful Life
8 years 9 months 
 
Intangible assets, net
 
$ 595.7 
Trade names
 
 
Business Acquisition [Line Items]
 
 
Preliminary Estimated Useful Life
10 years 
 
Intangible assets, net
 
75.2 
Developed technology
 
 
Business Acquisition [Line Items]
 
 
Preliminary Estimated Useful Life
6 years 
 
Intangible assets, net
 
62.4 
Customer relationships
 
 
Business Acquisition [Line Items]
 
 
Preliminary Estimated Useful Life
9 years 
 
Intangible assets, net
 
$ 458.1 
Business Acquisitions - Proforma Consolidated Results of Operations (Details) (USD $)
In Millions, except Per Share data, unless otherwise specified
3 Months Ended 9 Months Ended 3 Months Ended 9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Sep. 30, 2017
Sep. 30, 2016
Sep. 30, 2017
Host Europe Finance Co. Limited
Jun. 30, 2017
Host Europe Finance Co. Limited
Sep. 30, 2017
Host Europe Finance Co. Limited
Business Acquisition [Line Items]
 
 
 
 
 
 
 
Total Revenue
 
 
 
 
$ 52.8 
$ 45.9 
$ 98.7 
Net Loss from Continuing Operations
 
 
 
 
(6.1)
(9.4)
(15.5)
Total revenue
589.5 
526.1 
1,707.9 
1,515.7 
 
 
 
Net income (loss) attributable to GoDaddy Inc.
25.9 
(1.8)
47.5 
(29.0)
 
 
 
Net income (loss) from continuing operations attributable to GoDaddy Inc.
$ 2.9 
$ (3.0)
$ 28.8 
$ (38.4)
 
 
 
Net income (loss) per share of Class A common stock - basic (USD per share)
$ 0.08 
$ (0.03)
$ 0.35 
$ (0.50)
 
 
 
Net income (loss) per share of Class A common stock - diluted (USD per share)
$ 0.07 
$ (0.03)
$ 0.18 
$ (0.50)
 
 
 
Business Acquisitions - Other Acquisitions (Details) (USD $)
1 Months Ended
Sep. 30, 2017
Dec. 31, 2016
Apr. 30, 2017
Other Acquisition
Apr. 30, 2017
Time-based Milestone Payments
Other Acquisition
Apr. 30, 2017
Revenue and Integration Milestones
Other Acquisition
Business Acquisition [Line Items]
 
 
 
 
 
Cash consideration paid in business acquisition
 
 
$ 45,700,000 
 
 
Payable amount in future periods
 
 
9,000,000 
 
 
Contingent consideration
 
 
33,700,000 
15,000,000 
15,000,000 
Goodwill
2,882,000,000 
1,718,400,000 
64,100,000 
 
 
Tax deductible amount
 
 
 
 
Intangible assets, net
 
 
28,500,000 
 
 
Liabilities assumed
 
 
$ 13,200,000 
 
 
Preliminary Estimated Useful Life
 
 
5 years 6 months 18 days 
 
 
Sale of PlusServer - Narrative (Details)
In Millions, unless otherwise specified
9 Months Ended 0 Months Ended
Sep. 30, 2017
USD ($)
Sep. 30, 2016
USD ($)
Aug. 31, 2017
PlusServer
USD ($)
Aug. 31, 2017
PlusServer
EUR (€)
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
 
 
 
 
Purchase price
 
 
 
€ 448 
Gain on sale of business
$ 36.7 
$ 0 
$ 36.7 
 
Goodwill and Intangible Assets - Schedule of Goodwill (Details) (USD $)
In Millions, unless otherwise specified
9 Months Ended
Sep. 30, 2017
Goodwill [Roll Forward]
 
Balance at December 31, 2016
$ 1,718.4 
Goodwill related to acquisitions
1,056.7 
Impact of foreign currency translation
106.9 
Balance at September 30, 2017
$ 2,882.0 
Goodwill and Intangible Assets - Schedule of Intangible Assets (Details) (USD $)
In Millions, unless otherwise specified
Sep. 30, 2017
Dec. 31, 2016
Finite-Lived Intangible Assets [Line Items]
 
 
Finite-lived intangible assets, accumulated amortization
$ (383.2)
$ (439.9)
Finite-lived intangible assets, net
769.5 
 
Indefinite-lived Intangible Assets [Line Items]
 
 
Domains sold
(18.2)
(14.4)
Intangible assets, gross (excluding goodwill)
1,718.2 
1,170.8 
Intangible asset, net (excluding goodwill)
1,316.8 
716.5 
Trade names and branding
 
 
Indefinite-lived Intangible Assets [Line Items]
 
 
Indefinite-lived intangible assets (excluding goodwill)
445.0 
445.0 
Domain portfolio
 
 
Indefinite-lived Intangible Assets [Line Items]
 
 
Indefinite-lived intangible assets (excluding goodwill), gross
120.5 
120.5 
Domains sold
(18.2)
(14.4)
Indefinite-lived intangible assets (excluding goodwill)
102.3 
106.1 
Customer-related
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
Finite-lived intangible assets, gross
872.6 
367.4 
Finite-lived intangible assets, accumulated amortization
(295.8)
(245.4)
Finite-lived intangible assets, net
576.8 
122.0 
Developed technology
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
Finite-lived intangible assets, gross
184.8 
226.0 
Finite-lived intangible assets, accumulated amortization
(74.7)
(187.0)
Finite-lived intangible assets, net
110.1 
39.0 
Trade names
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
Finite-lived intangible assets, gross
95.3 
11.9 
Finite-lived intangible assets, accumulated amortization
(12.7)
(7.5)
Finite-lived intangible assets, net
$ 82.6 
$ 4.4 
Goodwill and Intangible Assets - Narrative (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Sep. 30, 2017
Sep. 30, 2016
Finite-Lived Intangible Assets [Line Items]
 
 
 
 
Amortization expense
$ 36.2 
$ 25.7 
$ 82.9 
$ 69.4 
Weighted Average
 
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
 
Weighted average remaining amortization period
 
 
88 months 
 
Customer-related |
Weighted Average
 
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
 
Useful life
 
 
104 months 
 
Developed technology |
Weighted Average
 
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
 
Useful life
 
 
73 months 
 
Trade names |
Weighted Average
 
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
 
Useful life
 
 
111 months 
 
Goodwill and Intangible Assets - Future Amortization of Finite Lived Intangible Assets (Details) (USD $)
In Millions, unless otherwise specified
Sep. 30, 2017
Goodwill and Intangible Assets Disclosure [Abstract]
 
2017 (remainder of)
$ 34.1 
2018
130.8 
2019
111.6 
2020
105.3 
2021
82.8 
Thereafter
304.9 
Finite-lived intangible assets, net
$ 769.5 
Stockholders' Equity (Details) (USD $)
Share data in Thousands, except Per Share data, unless otherwise specified
9 Months Ended 1 Months Ended
Sep. 30, 2017
Sep. 30, 2017
Underwritten Public Offering
Class A Common Stock
May 31, 2017
Underwritten Public Offering
Class A Common Stock
Sep. 30, 2017
Add-on Secondary Offering
Class A Common Stock
May 31, 2017
Add-on Secondary Offering
Class A Common Stock
Sep. 30, 2017
Secondary Offering
May 31, 2017
Secondary Offering
May 31, 2017
Management Team Secondary Offering
Class A Common Stock
Sep. 30, 2017
LLC Units
Secondary Offering
May 31, 2017
LLC Units
Secondary Offering
Class of Stock [Line Items]
 
 
 
 
 
 
 
 
 
 
Sale of stock, number of shares issued (in shares)
 
20,000 
27,615 
50 
100 
 
 
521 
 
 
Sale of stock, price per share (in dollars per share)
 
$ 44.00 
$ 38.50 
 
 
 
 
 
 
$ 37.44 
Proceeds from issuance of common stock
 
$ 0 
$ 0 
$ 2,200,000 
$ 3,700,000 
 
 
$ 19,200,000 
 
 
Conversion of stock, amount converted (in shares)
 
 
 
 
 
 
 
 
13,774 
16,701 
Change in TRA, increase to additional paid in capital
(54,500,000)
 
 
 
 
10,800,000 
10,800,000 
 
 
 
Stock repurchased and retired during period (in shares)
 
 
 
 
 
 
 
 
 
7,345 
Stock repurchased and retired during period, value
275,000,000 
 
 
 
 
 
 
 
 
275,000,000 
Payments of stock issuance costs
 
 
 
$ 1,800,000 
 
 
 
 
 
 
Equity-Based Compensation Plans - Narrative (Details) (USD $)
In Millions, except Share data in Thousands, unless otherwise specified
9 Months Ended
Sep. 30, 2017
Employee Stock Option
Sep. 30, 2017
Restricted Stock Units (RSUs)
Sep. 30, 2017
2015 Equity Incentive Plan
Class A Common Stock
Stock Compensation Plan
Jan. 1, 2017
2015 Equity Incentive Plan
Class A Common Stock
Stock Compensation Plan
Dec. 31, 2016
2015 Equity Incentive Plan
Class A Common Stock
Stock Compensation Plan
Sep. 30, 2017
2015 Employee Stock Purchase Plan
Class A Common Stock
Employee Stock
Jan. 1, 2017
2015 Employee Stock Purchase Plan
Class A Common Stock
Employee Stock
Dec. 31, 2016
2015 Employee Stock Purchase Plan
Class A Common Stock
Employee Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
 
 
 
 
Shares reserved for future issuance
 
 
 
 
12,579 
 
 
2,123 
Additional shares reserved for future issuance
 
 
 
6,684 
 
 
1,000 
 
Shares reserved for issuance
 
 
15,870 
 
 
2,797 
 
 
Unrecognized compensation costs
$ 41.5 
$ 94.6 
 
 
 
 
 
 
Weighted average recognition period
1 year 11 months 8 days 
2 years 8 months 8 days 
 
 
 
 
 
 
Equity-Based Compensation Plans - Equity-based Award Activity (Details) (USD $)
In Thousands, except Per Share data, unless otherwise specified
9 Months Ended
Sep. 30, 2017
Employee Stock Option
 
Number of Shares of Class A Common Stock ()
 
Outstanding at beginning of period (in shares)
18,628 
Granted (in shares)
2,011 
Exercised (in shares)
(4,683)
Forfeited (in shares)
(1,010)
Outstanding at end of period (in shares)
14,946 
Vested at end of period (in shares)
7,687 
Weighted- Average Exercise Price ($)
 
Outstanding weighted average exercise price (in dollars per share)
$ 14.06 
Granted (in dollars per share)
$ 37.70 
Exercised (in dollars per share)
$ 10.20 
Forfeited (in dollars per share)
$ 23.42 
Outstanding weighted average exercise price (in dollars per share)
$ 17.83 
Vested at end of period (in dollars per share)
$ 11.76 
Weighted-average grant date fair value of options granted (in dollars per share)
$ 14.94 
Restricted Stock Units (RSUs)
 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]
 
Outstanding at beginning of period (in shares)
2,757 
Granted (in shares)
2,719 
Vested (in shares)
(765)
Forfeited (in shares)
(353)
Outstanding at end of period (in shares)
4,358 
Weighted-average grant date fair value of RSUs granted (in dollar per share)
$ 38.17 
Deferred Revenue (Details) (USD $)
In Millions, unless otherwise specified
Sep. 30, 2017
Dec. 31, 2016
Deferred Revenue Arrangement [Line Items]
 
 
Deferred revenue, current
$ 1,254.3 
$ 1,043.5 
Deferred revenue, noncurrent
594.8 
532.7 
Domains
 
 
Deferred Revenue Arrangement [Line Items]
 
 
Deferred revenue, current
634.6 
531.2 
Deferred revenue, noncurrent
341.4 
311.1 
Hosting and presence
 
 
Deferred Revenue Arrangement [Line Items]
 
 
Deferred revenue, current
441.7 
370.8 
Deferred revenue, noncurrent
182.0 
163.4 
Business applications
 
 
Deferred Revenue Arrangement [Line Items]
 
 
Deferred revenue, current
178.0 
141.5 
Deferred revenue, noncurrent
$ 71.4 
$ 58.2 
Accrued Expenses and Other Current Liabilities (Details) (USD $)
In Millions, unless otherwise specified
Sep. 30, 2017
Dec. 31, 2016
Payables and Accruals [Abstract]
 
 
Derivative liabilities
$ 184.9 
$ 0 
Accrued payroll and employee benefits
82.2 
74.0 
Tax-related accruals
66.3 
15.8 
Accrued acquisition-related expenses and acquisition consideration payable
32.5 
13.4 
Accrued marketing and advertising expenses
20.8 
9.8 
Current portion of capital lease obligation
5.3 
6.9 
Accrued other
38.6 
23.1 
Accrued expenses and other current liabilities
$ 430.6 
$ 143.0 
Long-Term Debt - Schedule of Long Term Debt (Details) (USD $)
In Millions, unless otherwise specified
Sep. 30, 2017
Dec. 31, 2016
Debt Instrument [Line Items]
 
 
Long-term Debt
$ 2,488.6 
$ 1,072.5 
Less unamortized original issue discount on long-term debt
(34.0)
(30.5)
Less unamortized debt issuance costs
(22.7)
(2.3)
Less current portion of long-term debt
(16.1)
(4.0)
Long-term debt, net of current portion
2,415.8 
1,035.7 
Secured Debt |
Term Loan
 
 
Debt Instrument [Line Items]
 
 
Effective interest rate
4.10% 
4.90% 
Long-term Debt
2,488.6 
1,072.5 
Line of Credit |
Revolving Credit Loan Due May 2019 |
Revolving Credit Facility
 
 
Debt Instrument [Line Items]
 
 
Long-term Debt
$ 0 
$ 0 
Long-Term Debt - Narrative (Details)
3 Months Ended 9 Months Ended 0 Months Ended 1 Months Ended 0 Months Ended 0 Months Ended 0 Months Ended 0 Months Ended 0 Months Ended 3 Months Ended 9 Months Ended
Sep. 30, 2017
USD ($)
Sep. 30, 2016
USD ($)
Sep. 30, 2017
USD ($)
Sep. 30, 2016
USD ($)
Dec. 31, 2016
USD ($)
Feb. 15, 2017
Refinanced Term Loan
Minimum
Feb. 15, 2017
Refinanced Term Loan
London Interbank Offered Rate (LIBOR)
Feb. 15, 2017
Refinanced Term Loan
Federal Funds Rate
Apr. 30, 2017
Acquisition Term Loan
London Interbank Offered Rate (LIBOR)
Sep. 30, 2017
Secured Debt
Term Loan Due May 2021
USD ($)
Feb. 15, 2017
Secured Debt
Refinanced Term Loan
USD ($)
Feb. 15, 2017
Secured Debt
Refinanced Term Loan
USD ($)
Feb. 15, 2017
Secured Debt
Refinanced Term Loan
London Interbank Offered Rate (LIBOR)
Apr. 3, 2017
Secured Debt
Acquisition Term Loan
USD ($)
Apr. 3, 2017
Secured Debt
Acquisition Term Loan
USD ($)
Sep. 30, 2017
Secured Debt
Term Loan
Level 2
USD ($)
Apr. 3, 2017
Secured Debt
Bridge Loan
Apr. 3, 2017
Secured Debt
Bridge Loan
USD ($)
Apr. 3, 2017
Secured Debt
Bridge Loan
EUR (€)
Sep. 30, 2017
Line of Credit
Revolving Credit Loan Due May 2019
Revolving Credit Facility
USD ($)
Feb. 15, 2017
Line of Credit
Refinanced Revolving Credit Loan
Revolving Credit Facility
Feb. 15, 2017
Line of Credit
Refinanced Revolving Credit Loan
Revolving Credit Facility
USD ($)
Feb. 15, 2017
Line of Credit
Refinanced Revolving Credit Loan
Revolving Credit Facility
Maximum
Feb. 15, 2017
Line of Credit
Refinanced Revolving Credit Loan
Revolving Credit Facility
London Interbank Offered Rate (LIBOR)
Minimum
Feb. 15, 2017
Line of Credit
Refinanced Revolving Credit Loan
Revolving Credit Facility
London Interbank Offered Rate (LIBOR)
Maximum
Feb. 15, 2017
Line of Credit
Refinanced Revolving Credit Loan
Revolving Credit Facility
London Interbank Offered Rate (LIBOR)
Option 1
Feb. 15, 2017
Line of Credit
Refinanced Revolving Credit Loan
Revolving Credit Facility
London Interbank Offered Rate (LIBOR)
Option 1
Minimum
Feb. 15, 2017
Line of Credit
Refinanced Revolving Credit Loan
Revolving Credit Facility
London Interbank Offered Rate (LIBOR)
Option 1
Maximum
Feb. 15, 2017
Line of Credit
Refinanced Revolving Credit Loan
Revolving Credit Facility
Federal Funds Rate
Sep. 30, 2017
PlusServer
Secured Debt
Bridge Loan
USD ($)
Sep. 30, 2017
PlusServer
Secured Debt
Bridge Loan
USD ($)
Debt Instrument [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long-term debt
 
 
 
 
 
 
 
 
 
$ 1,100,000,000.0 
 
 
 
 
 
 
 
$ 533,000,000 
€ 500,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
Maximum borrowing capacity
 
 
 
 
 
 
 
 
 
 
 
1,072,500,000 
 
 
1,425,000,000 
 
 
 
 
150,000,000.0 
 
150,000,000 
 
 
 
 
 
 
 
 
 
Debt instrument, term
 
 
 
 
 
 
 
 
 
 
7 years 
 
 
 
 
 
1 year 
 
 
 
5 years 
 
 
 
 
 
 
 
 
 
 
Line of credit facility, contingent maximum borrowing capacity
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
200,000,000 
 
 
 
 
 
 
 
 
 
Debt instrument, debt discount, percentage
 
 
 
 
 
 
 
 
 
 
0.25% 
 
 
0.25% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Acquisition Term Loan
 
 
1,421,400,000 
 
 
 
 
 
 
1,069,800,000 
 
 
1,421,400,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Basis spread on variable rate
 
 
 
 
 
 
1.00% 
0.50% 
2.50% 
 
 
 
2.50% 
 
 
 
 
 
 
 
 
 
 
2.00% 
2.50% 
1.00% 
1.00% 
1.50% 
0.50% 
 
 
Base rate
 
 
 
 
 
1.50% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net leverage ratio
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
5.75 
 
 
 
 
 
 
 
 
Usage capacity
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
35.00% 
 
 
 
 
 
 
 
 
Loss on debt extinguishment
5,300,000 
7,000,000 
 
 
 
 
 
 
1,700,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Additional discount recorded
34,000,000 
 
34,000,000 
 
30,500,000 
 
 
 
 
 
 
2,800,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
General and administrative
65,400,000 1
52,800,000 1
198,200,000 1
153,800,000 1
 
 
 
 
 
 
3,200,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Available borrowing capacity
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
200,000,000 
 
 
 
 
 
 
 
 
 
 
 
Debt, fair value
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2,501,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest expense, debt
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 5,300,000 
$ 12,400,000 
Long-Term Debt - Schedule of Debt Maturities (Details) (USD $)
In Millions, unless otherwise specified
Sep. 30, 2017
Dec. 31, 2016
Debt Disclosure [Abstract]
 
 
2017 (remainder of)
$ 6.2 
 
2018
25.0 
 
2019
25.0 
 
2020
25.0 
 
2021
25.0 
 
Thereafter
2,382.4 
 
Long-term Debt
$ 2,488.6 
$ 1,072.5 
Derivatives and Hedging - Schedule of Derivative Instruments (Details)
In Millions, unless otherwise specified
Apr. 3, 2017
EUR (€)
Sep. 30, 2017
Cash Flow Hedging
Designated as Hedging Instrument
Foreign exchange forward contracts
USD ($)
Sep. 30, 2017
Cash Flow Hedging
Designated as Hedging Instrument
Cross-currency swap
EUR (€)
Apr. 30, 2017
Cash Flow Hedging
Designated as Hedging Instrument
Cross-currency swap
USD ($)
Apr. 30, 2017
Cash Flow Hedging
Designated as Hedging Instrument
Cross-currency swap
EUR (€)
Apr. 30, 2017
Cash Flow Hedging
Designated as Hedging Instrument
Interest rate swap
USD ($)
Sep. 30, 2017
Level 2
Cash Flow Hedging
Designated as Hedging Instrument
USD ($)
Dec. 31, 2016
Level 2
Cash Flow Hedging
Designated as Hedging Instrument
USD ($)
Sep. 30, 2017
Level 2
Cash Flow Hedging
Designated as Hedging Instrument
Foreign exchange forward contracts
USD ($)
Dec. 31, 2016
Level 2
Cash Flow Hedging
Designated as Hedging Instrument
Foreign exchange forward contracts
USD ($)
Sep. 30, 2017
Level 2
Cash Flow Hedging
Designated as Hedging Instrument
Cross-currency swap
USD ($)
Dec. 31, 2016
Level 2
Cash Flow Hedging
Designated as Hedging Instrument
Cross-currency swap
USD ($)
Sep. 30, 2017
Level 2
Cash Flow Hedging
Designated as Hedging Instrument
Interest rate swap
USD ($)
Dec. 31, 2016
Level 2
Cash Flow Hedging
Designated as Hedging Instrument
Interest rate swap
USD ($)
Sep. 30, 2017
Level 2
Prepaid Expenses and Other Current Assets
Cash Flow Hedging
Designated as Hedging Instrument
Foreign exchange forward contracts
USD ($)
Dec. 31, 2016
Level 2
Prepaid Expenses and Other Current Assets
Cash Flow Hedging
Designated as Hedging Instrument
Foreign exchange forward contracts
USD ($)
Sep. 30, 2017
Level 2
Prepaid Expenses and Other Current Assets
Cash Flow Hedging
Designated as Hedging Instrument
Cross-currency swap
USD ($)
Dec. 31, 2016
Level 2
Prepaid Expenses and Other Current Assets
Cash Flow Hedging
Designated as Hedging Instrument
Cross-currency swap
USD ($)
Sep. 30, 2017
Level 2
Prepaid Expenses and Other Current Assets
Cash Flow Hedging
Designated as Hedging Instrument
Interest rate swap
USD ($)
Dec. 31, 2016
Level 2
Prepaid Expenses and Other Current Assets
Cash Flow Hedging
Designated as Hedging Instrument
Interest rate swap
USD ($)
Sep. 30, 2017
Level 2
Accrued Expenses and Other Current Liabilities
Cash Flow Hedging
Designated as Hedging Instrument
Foreign exchange forward contracts
USD ($)
Dec. 31, 2016
Level 2
Accrued Expenses and Other Current Liabilities
Cash Flow Hedging
Designated as Hedging Instrument
Foreign exchange forward contracts
USD ($)
Sep. 30, 2017
Level 2
Accrued Expenses and Other Current Liabilities
Cash Flow Hedging
Designated as Hedging Instrument
Cross-currency swap
USD ($)
Dec. 31, 2016
Level 2
Accrued Expenses and Other Current Liabilities
Cash Flow Hedging
Designated as Hedging Instrument
Cross-currency swap
USD ($)
Sep. 30, 2017
Level 2
Accrued Expenses and Other Current Liabilities
Cash Flow Hedging
Designated as Hedging Instrument
Interest rate swap
USD ($)
Dec. 31, 2016
Level 2
Accrued Expenses and Other Current Liabilities
Cash Flow Hedging
Designated as Hedging Instrument
Interest rate swap
USD ($)
Derivative [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Derivative notional amount
 
$ 28.6 
€ 1,237.1 
$ 1,325.4 
€ 1,243.3 
$ 1,325.4 
$ 2,807.4 
$ 0 
$ 28.6 
$ 0 
$ 1,460.0 
$ 0 
$ 1,318.8 
$ 0 
 
 
 
 
 
 
 
 
 
 
 
 
Derivative assets
 
 
 
 
 
 
0.7 
 
 
 
 
 
 
0.7 
 
 
 
 
 
 
Derivative liabilities
 
 
 
 
 
 
$ 184.9 
$ 0.1 
 
 
 
 
 
 
 
 
 
 
 
 
$ 3.2 
$ 0.1 
$ 147.5 
$ 0 
$ 34.2 
$ 0 
Euro to U.S. dollar exchange rate for translation
1.066 
 
1.18 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Derivatives and Hedging - Schedule of Derivative Instruments, Gain (Loss) (Details) (Cash Flow Hedging, Designated as Hedging Instrument, USD $)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Sep. 30, 2017
Sep. 30, 2016
Derivative [Line Items]
 
 
 
 
Unrealized Gains (Losses) Recognized in Other Comprehensive Income
$ (11.6)
$ (0.2)
$ (47.0)
$ (0.4)
Foreign exchange forward contracts
 
 
 
 
Derivative [Line Items]
 
 
 
 
Unrealized Gains (Losses) Recognized in Other Comprehensive Income
(1.7)
(0.2)
(6.5)
(0.4)
Cross-currency swap
 
 
 
 
Derivative [Line Items]
 
 
 
 
Unrealized Gains (Losses) Recognized in Other Comprehensive Income
(12.6)
(6.3)
Interest rate swap
 
 
 
 
Derivative [Line Items]
 
 
 
 
Unrealized Gains (Losses) Recognized in Other Comprehensive Income
2.7 
(34.2)
Revenue
 
 
 
 
Derivative [Line Items]
 
 
 
 
Reclassified from AOCI into income
0.1 
0.5 
1.3 
1.0 
Revenue |
Foreign exchange forward contracts
 
 
 
 
Derivative [Line Items]
 
 
 
 
Reclassified from AOCI into income
0.1 
0.5 
1.3 
1.0 
Revenue |
Cross-currency swap
 
 
 
 
Derivative [Line Items]
 
 
 
 
Reclassified from AOCI into income
Revenue |
Interest rate swap
 
 
 
 
Derivative [Line Items]
 
 
 
 
Reclassified from AOCI into income
Interest Expense
 
 
 
 
Derivative [Line Items]
 
 
 
 
Reclassified from AOCI into income
2.9 
5.7 
Interest Expense |
Foreign exchange forward contracts
 
 
 
 
Derivative [Line Items]
 
 
 
 
Reclassified from AOCI into income
Interest Expense |
Cross-currency swap
 
 
 
 
Derivative [Line Items]
 
 
 
 
Reclassified from AOCI into income
7.0 
14.5 
Interest Expense |
Interest rate swap
 
 
 
 
Derivative [Line Items]
 
 
 
 
Reclassified from AOCI into income
(4.1)
(8.8)
Other Income (Expense), Net
 
 
 
 
Derivative [Line Items]
 
 
 
 
Reclassified from AOCI into income
(0.3)
(0.6)
Other Income (Expense), Net |
Foreign exchange forward contracts
 
 
 
 
Derivative [Line Items]
 
 
 
 
Reclassified from AOCI into income
Other Income (Expense), Net |
Cross-currency swap
 
 
 
 
Derivative [Line Items]
 
 
 
 
Reclassified from AOCI into income
(0.3)
(0.6)
Other Income (Expense), Net |
Interest rate swap
 
 
 
 
Derivative [Line Items]
 
 
 
 
Reclassified from AOCI into income
$ 0 
$ 0 
$ 0 
$ 0 
Derivatives and Hedging - Narrative (Details)
3 Months Ended 9 Months Ended 1 Months Ended 1 Months Ended 1 Months Ended
Sep. 30, 2017
USD ($)
Sep. 30, 2016
USD ($)
Sep. 30, 2017
USD ($)
Sep. 30, 2016
USD ($)
Sep. 30, 2017
Cash Flow Hedging
Designated as Hedging Instrument
Foreign exchange forward contracts
USD ($)
Apr. 30, 2017
Cash Flow Hedging
Designated as Hedging Instrument
Cross-currency swap
USD ($)
Apr. 30, 2017
Cash Flow Hedging
Designated as Hedging Instrument
Cross-currency swap
EUR (€)
Sep. 30, 2017
Cash Flow Hedging
Designated as Hedging Instrument
Cross-currency swap
EUR (€)
Apr. 30, 2017
Cash Flow Hedging
Designated as Hedging Instrument
Interest rate swap
USD ($)
Apr. 30, 2017
Euro-Denominated Intercompany Loan
Apr. 30, 2017
Acquisition Term Loan
London Interbank Offered Rate (LIBOR)
Derivative [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net deferred gains from cash flow hedges
$ 11,400,000 
 
$ 11,400,000 
 
 
 
 
 
 
 
 
Derivative notional amount
 
 
 
 
28,600,000 
1,325,400,000 
1,243,300,000 
1,237,100,000 
1,325,400,000 
 
 
Derivative remaining maturity
 
 
 
 
3 months 
 
 
 
 
 
 
Base rate
 
 
 
 
 
 
 
 
 
3.00% 
 
Derivative, fixed interest rate
 
 
 
 
 
5.44% 
5.44% 
 
5.44% 
 
 
Gain (loss) on cash flow hedge ineffectiveness
$ 0 
$ 0 
$ 0 
$ 0 
 
 
 
 
 
 
 
Derivative contract term
 
 
 
 
 
5 years 
5 years 
 
5 years 
 
 
Basis spread on variable rate
 
 
 
 
 
 
 
 
 
 
2.50% 
Commitments and Contingencies (Details) (Indirect Taxation, USD $)
In Millions, unless otherwise specified
Sep. 30, 2017
Dec. 31, 2016
Loss Contingencies [Line Items]
 
 
Estimated tax liability
$ 6.8 
$ 6.1 
Minimum
 
 
Loss Contingencies [Line Items]
 
 
Range of possible loss, portion not accrued
 
Maximum
 
 
Loss Contingencies [Line Items]
 
 
Range of possible loss, portion not accrued
$ 22.0 
 
Income Taxes Narrative (Details) (USD $)
In Millions, unless otherwise specified
9 Months Ended
Sep. 30, 2017
Income Tax Disclosure [Abstract]
 
Increase in deferred tax liabilities related to acquisitions
$ 176.7 
Income (Loss) Per Share - Reconciliation (Details) (USD $)
In Millions, except Share data in Thousands, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Sep. 30, 2017
Sep. 30, 2016
Numerator
 
 
 
 
Income (loss) from continuing operations
$ 7.1 
$ 8.3 
$ 27.4 
$ (21.1)
Income from discontinued operations, net of income taxes (includes $36.7 gain on disposal, net of tax)
22.9 
17.6 
Net income (loss)
30.0 
8.3 
45.0 
(21.1)
Less: net income (loss) attributable to non-controlling interests
7.6 
3.5 
1.2 
(6.5)
Net income (loss) attributable to GoDaddy Inc.
$ 22.4 
$ 4.8 
$ 43.8 
$ (14.6)
Class A Common Stock
 
 
 
 
Denominator [Abstract]
 
 
 
 
Weighted-average shares of Class A common stock outstanding—basic (in shares)
114,836 
83,733 
102,171 
77,170 
Weighted-average shares of Class A Common stock outstanding—diluted (in shares)
175,219 
175,932 
177,009 
77,170 
Net income (loss) from continuing operations per share, basic (in USD per share)
$ 0.05 
$ 0.06 
$ 0.31 
$ (0.19)
Net income (loss) from discontinued operations per share, basic (in USD per share)
$ 0.15 
$ 0.00 
$ 0.12 
$ 0.00 
Net income (loss) per share, basic (in USD per share)
$ 0.20 
$ 0.06 
$ 0.43 
$ (0.19)
Net income (loss) from continuing operations per share, diluted (in USD per share)
$ 0.04 
$ 0.05 
$ 0.15 
$ (0.19)
Net income (loss) from discontinued operations per share, diluted (in USD per share)
$ 0.13 
$ 0.00 
$ 0.10 
$ 0.00 
Net income (loss) per share, diluted (in USD per share)
$ 0.17 
$ 0.05 
$ 0.25 
$ (0.19)
Class B Common Stock
 
 
 
 
Denominator [Abstract]
 
 
 
 
Effect of dilutive securities (in shares)
50,601 
79,189 
64,510 
Options and vesting LLC Units
 
 
 
 
Denominator [Abstract]
 
 
 
 
Effect of dilutive securities (in shares)
8,324 
12,594 
9,046 
RSUs and ESPP shares
 
 
 
 
Denominator [Abstract]
 
 
 
 
Effect of dilutive securities (in shares)
1,458 
416 
1,282 
Income (Loss) Per Share - Weighted Average Shares Excluded (Details)
In Thousands, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Sep. 30, 2017
Sep. 30, 2016
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
 
 
 
 
Antidilutive securities excluded from diluted loss per unit calculation (in shares)
97,916 
Class B Common Stock
 
 
 
 
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
 
 
 
 
Antidilutive securities excluded from diluted loss per unit calculation (in shares)
83,236 
Options and vesting LLC Units
 
 
 
 
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
 
 
 
 
Antidilutive securities excluded from diluted loss per unit calculation (in shares)
14,443 
RSUs and ESPP shares
 
 
 
 
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
 
 
 
 
Antidilutive securities excluded from diluted loss per unit calculation (in shares)
237 
Income (Loss) Per Share - Schedule of Shares Outstanding (Details)
Sep. 30, 2017
Dec. 31, 2016
Class of Stock [Line Items]
 
 
Common stock outstanding (in shares)
166,211,000 
167,112,000 
Class A Common Stock
 
 
Class of Stock [Line Items]
 
 
Common stock outstanding (in shares)
126,211,000 
88,558,000 
Class B Common Stock
 
 
Class of Stock [Line Items]
 
 
Conversion feature of Class B common stock, number of Class A common shares
 
Common stock outstanding (in shares)
40,000,000 
78,554,000 
Geographic Information (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Sep. 30, 2017
Sep. 30, 2016
Dec. 31, 2016
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
Revenue
$ 582.2 
$ 472.1 
$ 1,629.7 
$ 1,362.0 
 
Property and equipment, net
296.3 
 
296.3 
 
231.0 
U.S.
 
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
Revenue
384.1 
340.9 
1,109.6 
996.2 
 
Property and equipment, net
221.1 
 
221.1 
 
216.7 
International
 
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
Revenue
198.1 
131.2 
520.1 
365.8 
 
Germany
 
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
Property and equipment, net
43.9 
 
43.9 
 
All other international
 
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
Property and equipment, net
$ 31.3 
 
$ 31.3 
 
$ 14.3 
Related Party Transactions - Tax Distributions to Desert Newco's Owners (Details) (USD $)
In Millions, unless otherwise specified
9 Months Ended
Sep. 30, 2017
Dec. 31, 2016
Dec. 31, 2016
Reorganization Parties and Continuing LLC Owners
Investor
Tax Receivable Agreement
Sep. 30, 2017
YAM Special Holdings, Inc
Desert Newco, LLC
Sep. 30, 2017
Silver Lake Partners
Desert Newco, LLC
Sep. 30, 2017
Kohlberg Kravis Roberts & Co LP
Desert Newco, LLC
Sep. 30, 2017
Technology Crossover Venture
Desert Newco, LLC
Sep. 30, 2017
Other Desert Newco Owners
Desert Newco, LLC
Related Party Transaction [Line Items]
 
 
 
 
 
 
 
 
Payable to related parties pursuant to tax receivable agreements
$ 0 
$ 10.0 
$ 10.0 
 
 
 
 
 
Distributions paid
 
 
 
$ 4.0 
$ 2.3 
$ 2.1 
$ 1.2 
$ 0.4 
Related Party Transactions - Sponsors (Details) (USD $)
In Millions, unless otherwise specified
Sep. 30, 2017
Dec. 31, 2016
Related Party Transaction [Line Items]
 
 
Long-term Debt
$ 2,488.6 
$ 1,072.5 
Term Loan |
Kohlberg Kravis Roberts & Co LP |
Affiliated Entity |
Loans Held by Related Parties
 
 
Related Party Transaction [Line Items]
 
 
Long-term Debt
$ 15.5 
 
Related Party Transactions - Other (Details) (Dell Inc, Affiliated Entity, Purchase and Lease of Computer Equipment, Technology Licensing, Maintenance and Support, USD $)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Sep. 30, 2017
Sep. 30, 2016
Dell Inc |
Affiliated Entity |
Purchase and Lease of Computer Equipment, Technology Licensing, Maintenance and Support
 
 
 
 
Related Party Transaction [Line Items]
 
 
 
 
Purchases from related party
$ 4.3 
$ 3.0 
$ 11.9 
$ 11.3 
Accumulated Other Comprehensive Income (Loss) (Details) (USD $)
In Millions, unless otherwise specified
9 Months Ended
Sep. 30, 2017
Dec. 31, 2016
Sep. 30, 2017
Foreign Currency Translation Gains (Losses)
Sep. 30, 2016
Foreign Currency Translation Gains (Losses)
Sep. 30, 2017
Net Unrealized Gains (Losses) on Cash Flow Hedges
Sep. 30, 2016
Net Unrealized Gains (Losses) on Cash Flow Hedges
Sep. 30, 2017
AOCI Including Portion Attributable to Noncontrolling Interest
Sep. 30, 2016
AOCI Including Portion Attributable to Noncontrolling Interest
Sep. 30, 2017
AOCI Attributable to Noncontrolling Interest
Sep. 30, 2016
AOCI Attributable to Noncontrolling Interest
Sep. 30, 2017
AOCI Attributable to Parent
Dec. 31, 2016
AOCI Attributable to Parent
Sep. 30, 2016
AOCI Attributable to Parent
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]
 
 
 
 
 
 
 
 
 
 
 
 
 
Equity at beginning of period
$ 469.2 
$ 714.2 
$ (0.3)
$ (0.2)
$ 3.0 
$ 3.4 
$ 2.7 
$ 3.2 
 
 
$ (51.6)
$ 2.7 
 
Other comprehensive income (loss) before reclassifications
 
 
1.8 
(0.1)
(40.6)
0.6 
(38.8)
0.5 
 
 
 
 
 
Amounts reclassified from AOCI
 
 
(46.9)
(6.4)
(1.0)
(53.3)
(1.0)
 
 
 
 
 
Other comprehensive income (loss)
 
 
(45.1)
(0.1)
(47.0)
(0.4)
(92.1)
(0.5)
 
 
 
 
 
Equity at end of period
469.2 
714.2 
(45.4)
(0.3)
(44.0)
3.0 
(89.4)
2.7 
 
 
(51.6)
2.7 
 
Less: AOCI attributable to non-controlling interests
74.0 
151.7 
 
 
 
 
 
 
(37.8)
 
 
 
Total stockholders' equity attributable to GoDaddy Inc.
$ 395.2 
$ 562.5 
 
 
 
 
 
 
 
 
$ (51.6)
 
$ 2.7 
Accumulated Other Comprehensive Income (Loss) - Narrative (Details) (Foreign Currency Translation Gains (Losses), USD $)
In Millions, unless otherwise specified
9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Foreign Currency Translation Gains (Losses)
 
 
Accumulated Other Comprehensive Income (Loss) [Line Items]
 
 
Amounts reclassified from AOCI
$ 46.9 
$ 0 
Subsequent Events (Details) (Subsequent Event, USD $)
In Millions, unless otherwise specified
1 Months Ended
Oct. 31, 2017
acquisition
Subsequent Event
 
Subsequent Event [Line Items]
 
Number of acquisitions
Aggregate cash considerations
$ 50.0 
Payable amount in future periods
$ 4.2