COINBASE GLOBAL, INC., 10-Q filed on 5/10/2022
Quarterly Report
v3.22.1
Cover Page - shares
3 Months Ended
Mar. 31, 2022
May 03, 2022
Entity Information [Line Items]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Mar. 31, 2022  
Document Transition Report false  
Entity File Number 001-04321  
Entry Registrant Name Coinbase Global, Inc.  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 46-4707224  
Title of 12(b) Security Class A common stock, $0.00001 par value per share  
Trading Symbol COIN  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Non-accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Central Index Key 0001679788  
Amendment Flag false  
Document Fiscal Year Focus 2022  
Document Fiscal Period Focus Q1  
Current Fiscal Year End Date --12-31  
Class A common stock    
Entity Information [Line Items]    
Entity Common Stock, Shares Outstanding   173,706,582
Class B common stock    
Entity Information [Line Items]    
Entity Common Stock, Shares Outstanding   48,310,152
v3.22.1
Condensed Consolidated Balance Sheets - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Current assets:    
Cash and cash equivalents $ 6,116,388 $ 7,123,478
Restricted cash 27,111 30,951
Customer custodial funds 10,023,385 10,526,233
USDC 179,885 100,096
Accounts and loans receivable, net of allowance 346,048 396,025
Income tax receivable 56,767 61,231
Prepaid expenses and other current assets 191,068 135,849
Total current assets 16,940,652 18,373,863
Crypto assets held 1,333,333 988,193
Lease right-of-use assets 91,431 98,385
Property and equipment, net 65,861 59,230
Goodwill 1,080,176 625,758
Intangible assets, net 219,128 176,689
Other non-current assets 1,164,613 952,307
Total assets 20,895,194 21,274,425
Current liabilities:    
Custodial funds due to customers 9,742,961 10,480,612
Accounts payable 12,650 39,833
Accrued expenses and other current liabilities 647,960 439,559
Crypto asset borrowings 485,564 426,665
Lease liabilities, current 32,688 32,366
Total current liabilities 10,921,823 11,419,035
Lease liabilities, non-current 66,425 74,078
Long-term debt 3,386,865 3,384,795
Other non-current liabilities 23,988 14,828
Total liabilities 14,399,101 14,892,736
Commitments and contingencies (Note 16)
Stockholders’ equity:    
Additional paid-in capital 2,579,216 2,034,658
Accumulated other comprehensive loss (3,890) (3,395)
Retained earnings 3,920,765 4,350,424
Total stockholders’ equity 6,496,093 6,381,689
Total liabilities, convertible preferred stock and stockholders’ equity 20,895,194 21,274,425
Class A common stock    
Stockholders’ equity:    
Common stock 2 2
Class B common stock    
Stockholders’ equity:    
Common stock $ 0 $ 0
v3.22.1
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares
Mar. 31, 2022
Dec. 31, 2021
Class A common stock    
Common stock, par value (in dollars per share) $ 0.00001 $ 0.00001
Common stock, authorized (in shares) 10,000,000,000 10,000,000,000
Common stock, issued (in shares) 173,015,000 168,807,000
Common stock, outstanding (in shares) 173,015,000 168,807,000
Class B common stock    
Common stock, par value (in dollars per share) $ 0.00001 $ 0.00001
Common stock, authorized (in shares) 500,000,000 500,000,000
Common stock, issued (in shares) 48,310,000 48,310,000
Common stock, outstanding (in shares) 48,310,000 48,310,000
v3.22.1
Condensed Consolidated Statements of Operations - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Revenue:    
Revenue $ 1,166,436 $ 1,801,112
Operating expenses:    
Transaction expense 277,826 234,066
Technology and development 570,664 184,225
Sales and marketing 200,204 117,990
General and administrative 413,578 121,231
Other operating expense, net 258,627 155,887
Total operating expenses 1,720,899 813,399
Operating (loss) income (554,463) 987,713
Interest expense 22,138 0
Other expense (income), net 32,844 (8,953)
(Loss) income before income taxes (609,445) 996,666
(Benefit from) provision for income taxes (179,786) 225,203
Net (loss) income (429,659) 771,463
Net (loss) income attributable to common stockholders:    
Basic (429,659) 301,896
Diluted $ (429,659) $ 387,719
Net (loss) income per share attributable to common stockholders:    
Basic (in dollars per share) $ (1.98) $ 3.80
Diluted (in dollars per share) $ (1.98) $ 3.05
Weighted-average shares of common stock used to compute net (loss) income per share attributable to common stockholders:    
Basic (in shares) 217,472 79,373
Diluted (in shares) 217,472 126,996
Net revenue    
Revenue:    
Revenue $ 1,164,891 $ 1,596,981
Other revenue    
Revenue:    
Revenue $ 1,545 $ 204,131
v3.22.1
Condensed Consolidated Statements of Comprehensive (Loss) Income - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Statement of Comprehensive Income [Abstract]    
Net (loss) income $ (429,659) $ 771,463
Other comprehensive loss:    
Translation adjustment, net of tax (495) (4,138)
Comprehensive (loss) income $ (430,154) $ 767,325
v3.22.1
Condensed Consolidated Statements of Changes in Convertible Preferred Stock and Stockholders' Equity - USD ($)
shares in Thousands, $ in Thousands
Total
Convertible Preferred Stock
Common Stock
Additional Paid-In Capital
Accumulated Other Comprehensive Income (Loss)
Retained Earnings
Beginning balance (in shares) at Dec. 31, 2020   112,878        
Beginning balance at Dec. 31, 2020   $ 562,467        
Ending balance (in shares) at Mar. 31, 2021   112,407        
Ending balance at Mar. 31, 2021   $ 552,037        
Beginning balance (in shares) at Dec. 31, 2020     73,108      
Beginning balance at Dec. 31, 2020 $ 963,584   $ 0 $ 231,024 $ 6,256 $ 726,304
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Issuance of common stock upon exercise of stock options, net of repurchases (in shares)     7,910      
Issuance of common stock upon exercise of stock options, net of repurchases 39,580     39,580    
Stock-based compensation expense 105,376     105,376    
Issuance of equity instruments as consideration in business combination (in shares)     3,584      
Issuance of equity instruments as consideration for business combinations 417,680     417,680    
Conversion of preferred stock (in shares)   (471) 471      
Conversion of preferred stock 10,430 $ (10,430) $ 0 10,430    
Issuance of shares from exercise of warrants (in shares)     412      
Issuance of shares from exercise of warrants 433     433    
Issuance of common stock upon settlement of RSUs and restricted common stock, net of shares witheld (in shares)     181      
Issuance of common stock upon settlement of Restricted Stock Units (“RSUs”) and restricted common stock, net of shares withheld 0     0    
Comprehensive loss (4,138)       (4,138)  
Net (loss) income 771,463         771,463
Ending balance (in shares) at Mar. 31, 2021     85,666      
Ending balance at Mar. 31, 2021 2,304,408   $ 0 804,523 2,118 1,497,767
Beginning balance (in shares) at Dec. 31, 2021   0        
Beginning balance at Dec. 31, 2021   $ 0        
Ending balance (in shares) at Mar. 31, 2022   0        
Ending balance at Mar. 31, 2022   $ 0        
Beginning balance (in shares) at Dec. 31, 2021     217,117      
Beginning balance at Dec. 31, 2021 $ 6,381,689   $ 2 2,034,658 (3,395) 4,350,424
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Issuance of common stock upon exercise of stock options, net of repurchases (in shares) 1,099   1,125      
Issuance of common stock upon exercise of stock options, net of repurchases $ 18,496     18,496    
Stock-based compensation expense 353,538     353,538    
Issuance of equity instruments as consideration in business combination (in shares)     1,663      
Issuance of equity instruments as consideration for business combinations 314,356     314,356    
Issuance of common stock upon settlement of RSUs and restricted common stock, net of shares witheld (in shares)     1,420      
Issuance of common stock upon settlement of Restricted Stock Units (“RSUs”) and restricted common stock, net of shares withheld (141,832)     (141,832)    
Comprehensive loss (495)       (495)  
Net (loss) income (429,659)         (429,659)
Ending balance (in shares) at Mar. 31, 2022     221,325      
Ending balance at Mar. 31, 2022 $ 6,496,093   $ 2 $ 2,579,216 $ (3,890) $ 3,920,765
v3.22.1
Condensed Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Cash flows from operating activities    
Net (loss) income $ (429,659) $ 771,463
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities    
Depreciation and amortization 31,580 10,922
Impairment expense 229,129 841
Stock-based compensation expense 352,141 104,628
Provision for transaction losses and doubtful accounts (4,134) 2,503
Loss on disposal of property and equipment 0 11
Deferred income taxes (183,183) 36
Unrealized loss (gain) on foreign exchange 7,389 (2,869)
Non-cash lease expense 7,748 9,050
Realized gain on crypto assets (21,241) (32,769)
Crypto assets received as revenue (179,743) (180,109)
Crypto asset payments for expenses 167,954 154,989
Fair value loss (gain) on derivatives 3,452 (2,800)
Amortization of debt discount and issuance costs 2,097 0
Gain on investments (607) (9,257)
Changes in operating assets and liabilities:    
USDC (97,965) (64,064)
Accounts and loans receivable 45,145 (11,976)
Income taxes, net 3,862 238,486
Other current and non-current assets (49,083) (34,587)
Custodial funds due to customers (738,758) 2,355,138
Accounts payable (28,398) 614
Lease liabilities (2,816) (8,568)
Other current and non-current liabilities 54,976 110,083
Net cash (used in) provided by operating activities (830,114) 3,411,765
Cash flows from investing activities    
Purchase of property and equipment (1,199) (18)
Proceeds from sale of property and equipment 0 48
Capitalized internal-use software development costs (9,082) (4,388)
Business combination, net of cash acquired (186,150) (16,525)
Purchase of investments (25,771) (9,203)
Proceeds from settlement of investments 766 0
Purchase of crypto assets held (871,152) (553,012)
Disposal of crypto assets held 400,858 545,188
Loans originated (100,625) 0
Proceeds from repayment of loans 100,764 0
Net cash used in investing activities (691,591) (37,910)
Cash flows from financing activities    
Issuance of common stock upon exercise of stock options, net of repurchases 16,891 59,387
Taxes paid related to net share settlement of equity awards (141,832) 0
Proceeds received under the Employee Stock Purchase Plan 8,975 0
Issuance of shares from exercise of warrants 0 433
Proceeds from short-term borrowings 149,400 0
Repayment of short-term borrowings (20,000) 0
Net cash provided by financing activities 13,434 59,820
Net (decrease) increase in cash, cash equivalents, and restricted cash (1,508,271) 3,433,675
Effect of exchange rates on cash (5,507) 16,231
Cash, cash equivalents, and restricted cash, beginning of period 17,680,662 4,856,029
Cash, cash equivalents, and restricted cash, end of period 16,166,884 8,305,935
Cash, cash equivalents, and restricted cash consisted of the following:    
Cash and cash equivalents 6,116,388 1,983,318
Restricted cash 27,111 30,841
Customer custodial funds 10,023,385 6,291,776
Total cash, cash equivalents, and restricted cash 16,166,884 8,305,935
Supplemental disclosure of cash flow information    
Cash paid during the period for interest 190 0
Cash paid during the period for income taxes 1,980 0
Operating cash outflows for amounts included in the measurement of operating lease liabilities 3,771 7,490
Supplemental schedule of non-cash investing and financing activities    
Unsettled purchases of property and equipment 234 0
Right-of-use assets obtained in exchange for operating lease obligations 1,050 13,072
Non-cash consideration paid for business combinations 324,925 0
Purchase of crypto assets and investments with non-cash consideration 12,875 885
Crypto assets borrowed 249,764 9,158
Crypto assets borrowed repaid with crypto assets $ 317,039 $ 16,437
v3.22.1
NATURE OF OPERATIONS
3 Months Ended
Mar. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
NATURE OF OPERATIONS NATURE OF OPERATIONS
Coinbase, Inc. was founded in 2012. In April 2014, in connection with a corporate reorganization, Coinbase, Inc. became a wholly-owned subsidiary of Coinbase Global, Inc. (together with its consolidated subsidiaries, the “Company”).
The Company operates globally and is a leading provider of end-to-end financial infrastructure and technology for the cryptoeconomy. The Company offers retail users the primary financial account for the cryptoeconomy, institutions a state of the art marketplace with a deep pool of liquidity for transacting in crypto assets, and ecosystem partners technology and services that enable them to build crypto-based applications and securely accept crypto assets as payment.
The Company is a remote-first company. Accordingly, the Company does not maintain a headquarters.
On April 14, 2021, the Company completed the direct listing of its Class A common stock on the Nasdaq Global Select Market (the “Direct Listing”).
v3.22.1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
3 Months Ended
Mar. 31, 2022
Accounting Policies [Abstract]  
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of presentation and principles of consolidation
The accompanying condensed consolidated financial statements of the Company are unaudited. These unaudited condensed consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“GAAP”), on the same basis as the audited consolidated financial statements, and in management’s opinion, reflect all adjustments, consisting only of normal, recurring adjustments, that are necessary for the fair statement of the Company’s condensed consolidated balance sheet as of March 31, 2022, condensed consolidated results of operations for the three months ended March 31, 2022 and March 31, 2021, and condensed consolidated statements of cash flows for the three months ended March 31, 2022 and March 31, 2021. The unaudited condensed consolidated results of operations for the three months ended March 31, 2022 and March 31, 2021 are not necessarily indicative of the results to be expected for the full year or any other period.
These condensed consolidated financial statements and accompanying notes should be read in conjunction with the audited consolidated financial statements and notes included in the Company’s annual report on Form 10-K for the year ended December 31, 2021 filed with the Securities and Exchange Commission (the “SEC”) on February 25, 2022 (the “Annual Report”).
These condensed consolidated financial statements include the accounts of the Company and its subsidiaries. The Company’s subsidiaries are entities in which the Company holds, directly or indirectly, more than 50% of the voting rights or where it exercises control. Certain subsidiaries of the Company have a basis of presentation different from GAAP. For the purposes of these unaudited condensed consolidated financial statements, the basis of presentation of such subsidiaries is converted to GAAP. All intercompany accounts and transactions have been eliminated in consolidation.
There were no changes to the significant accounting policies or recent accounting pronouncements that were disclosed in Note 2. Summary of Significant Accounting Policies to the audited consolidated financial statements included in the Annual Report, other than as discussed below.
Reclassifications
Certain prior period amounts have been reclassified in order to conform with the current period presentation. These reclassifications have no impact on the Company’s previously reported condensed consolidated net income.
Use of estimates
The preparation of the condensed consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions in the Company’s condensed consolidated financial statements and notes thereto.
Significant estimates and assumptions include the determination of the recognition, measurement, and valuation of current and deferred income taxes; the fair value of stock-based awards issued; the useful lives of long-lived assets; the impairment of long-lived assets; the Company’s incremental borrowing rate; the fair value of assets acquired and liabilities assumed in business combinations, including contingent consideration arrangements; the fair value of derivatives and related hedges; the fair value of long-term debt; assessing the likelihood of adverse outcomes from claims and disputes; and loss provisions.
Actual results and outcomes may differ from management’s estimates and assumptions due to risks and uncertainties. To the extent that there are material differences between these estimates and actual results, the Company’s condensed consolidated financial statements will be affected. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable, the result of which forms the basis for making judgments about the carrying values of assets and liabilities.
Concentration of credit risk
The Company’s Cash and cash equivalents, Restricted cash, Customer custodial funds, and Accounts and loans receivable are potentially subject to concentration of credit risk. Cash and cash equivalents, Restricted cash, and Customer custodial funds are placed with financial institutions which are of high credit quality. The Company invests Cash and cash equivalents, and Customer custodial accounts primarily in highly liquid, highly rated instruments which are uninsured. The Company may also have deposit balances with financial institutions which exceed the Federal Deposit Insurance Corporation insurance limit of $250,000. The Company also holds cash at crypto trading venues and performs a regular assessment of these crypto trading venues as part of its risk management process.
The Company held $179.9 million and $100.1 million of USD Coin (“USDC”) as of March 31, 2022 and December 31, 2021, respectively. The issuer has stated that underlying U.S. dollar denominated assets are held on behalf of USDC holders in U.S. regulated financial institutions.
As of March 31, 2022 and December 31, 2021, the Company had no customers who accounted for more than 10% of the Company’s Accounts and loans receivable. As of March 31, 2022 and December 31, 2021, the Company had no payment processors or bank partners representing more than 10% of Accounts and loans receivable.
During the three months ended March 31, 2022 and March 31, 2021, no customer accounted for more than 10% of total revenue.
Derivative contracts
Derivative contracts derive their value from underlying asset prices, other inputs or a combination of these factors. Derivative contracts are recognized as either assets or liabilities in the condensed consolidated balance sheets at fair value, with changes in fair value recognized in Other operating expense, net.
The Company enters into arrangements that result in obtaining the right to receive or obligation to deliver a fixed amount of crypto assets in the future. These are hybrid instruments, consisting of a debt host contract that is initially measured at the fair value of the underlying crypto assets and is subsequently carried at amortized cost, and an embedded forward feature based on the changes in the fair value of the underlying crypto asset. The embedded forward is bifurcated from the host contract, and is subsequently measured at fair value.
Derivatives designated as hedges
The Company applies hedge accounting to certain derivatives executed for risk management purposes. To qualify for hedge accounting, a derivative must be highly effective at reducing the risk associated with the exposure being hedged. The Company uses fair value hedges primarily to hedge the fair value exposure of crypto asset prices. For qualifying fair value hedges, the changes in the fair value of the derivative and the fair value of the hedged item, the crypto assets, are recognized in current-period earnings in Other operating expense, net in the condensed consolidated statements of operations. Derivative amounts affecting earnings are recognized in the same line item as the earnings effect of the hedged item.
Recent accounting pronouncements
Recently adopted accounting pronouncements
On October 28, 2021, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2021-08, Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (“ASU 2021-08”). ASU 2021-08 amends Accounting Standards Codification 805 (“ASC 805”) to require acquiring entities to apply Topic 606 - Revenue from Contracts with Customers to recognize and measure contract assets and contract liabilities in a business combination. The Company early adopted the standard on January 1, 2022. The adoption of the standard did not have a material impact on the Company’s condensed consolidated financial statements.
Accounting pronouncements pending adoption
On March 31, 2022, the SEC issued Staff Accounting Bulletin No. 121 (“SAB 121”). SAB 121 sets out interpretive guidance from the staff of the SEC regarding the accounting for obligations to safeguard crypto assets that an entity holds for its platform users. The guidance requires an entity to recognize a liability for the obligation to safeguard the users’ assets, and recognize an associated asset for the crypto assets held for users. Both the liability and asset should be measured initially and subsequently at the fair value of the crypto assets being safeguarded. The guidance also requires additional disclosures related to the nature and amount of crypto assets that the entity is responsible for holding for its platform users, with separate disclosure for each significant crypto asset, and the vulnerabilities the entity has due to any concentration in such activities. The guidance in SAB 121 is effective for interim or annual periods ending after June 15, 2022, with retrospective application as of the beginning of the fiscal year to which the interim or annual period relates. As of March 31, 2022, the Company had approximately $246 billion of customer crypto assets. The Company is currently evaluating the impact of adopting the guidance. The amount reported upon adoption may be materially different than the amount as of March 31, 2022 due to fluctuations in crypto asset market prices and the notional amount of customer crypto assets held on the Company’s platform.
v3.22.1
ACQUISITIONS
3 Months Ended
Mar. 31, 2022
Business Combination and Asset Acquisition [Abstract]  
ACQUISITIONS ACQUISITIONS2022 Acquisitions
Unbound Security, Inc.
On January 4, 2022, the Company completed the acquisition of Unbound Security, Inc. (“Unbound”) by acquiring all issued and outstanding shares of capital stock and stock options of Unbound. Unbound is a pioneer in a number of cryptographic security technologies, which the Company believes will play a key role in the Company’s product and security roadmap.
In accordance with ASC 805, Business Combinations, the acquisition was accounted for as a business combination under the acquisition method. The purchase consideration was 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 as goodwill, none of which is expected to be deductible for tax purposes. The goodwill balance is primarily attributed to the assembled workforce, synergies, and the use of purchased technology to develop future products and technologies. The final allocation of purchase consideration to assets and liabilities remains in process as the Company continues to evaluate certain balances, estimates, and assumptions during the measurement period (up to one year from the acquisition date). Any changes in the fair value of the assets acquired and liabilities assumed during the measurement period may result in adjustments to goodwill.
The total consideration transferred in the acquisition was $258.0 million, consisting of the following (in thousands):
Cash$151,424 
Cash payable126 
Class A common stock of the Company103,977 
RSUs for shares of the Company’s Class A common stock2,457 
Total purchase consideration$257,984 
Included in the purchase consideration are $21.7 million in cash and 85,324 shares of the Company’s Class A common stock that are subject to an indemnity holdback. These cash amounts and shares will be released 18 months after the closing date of the transaction.
The results of operations and the fair values of the assets acquired and liabilities assumed have been included in the condensed consolidated financial statements from the date of acquisition. The following table summarizes the fair values of assets acquired and liabilities assumed as of the date of acquisition (in thousands):
Cash and cash equivalents$10,560 
Restricted cash573 
Accounts and loans receivable, net of allowance4,981 
Prepaid expenses and other current assets4,182 
Lease right-of-use assets1,059 
Property and equipment, net1,248 
Goodwill222,732 
Intangible assets28,500 
Other non-current assets3,476 
Total assets277,311 
Accounts payable719 
Accrued expenses and other current liabilities11,325 
Lease liabilities1,059 
Other non-current liabilities6,224 
Total liabilities19,327 
Net assets acquired$257,984 
The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition (in thousands, except for years data):
Fair ValueUseful Life at Acquisition (in years)
Developed technology$15,700 
1 - 5
In-process research and development ("IPR&D")2,500 N/A
Customer relationships10,300 2
The intangible assets will be amortized on a straight-line basis over their respective useful lives to Technology and development expenses for developed technology and General and administrative expenses for customer relationships. Amortization of the IPR&D will be recognized in Technology and development expenses once the research and development is placed into service as internally developed software. Management applied significant judgment in determining the fair value of intangible assets, which involved the use of estimates and assumptions with respect to development costs and profit, costs to recreate customer relationships, market participation profit, and opportunity cost.
Total acquisition costs of $3.0 million were incurred in relation to the acquisition, which were recognized as an expense and included in General and administrative expenses in the condensed consolidated statements of operations.
The impact of this acquisition was not considered significant to the Company’s condensed consolidated financial statements for the current period presented and pro forma financial information has not been provided.
FairXchange, Inc.
On February 1, 2022, the Company completed the acquisition of FairXchange, Inc. (“FairX”) by acquiring all issued and outstanding shares of capital stock, stock options and warrants of FairX. FairX is a derivatives exchange which is registered with the U.S. Commodity Futures Trading Commission as a designated contract market (“DCM”) and the Company believes it will be a key stepping stone on the Company’s path to offer crypto derivatives to retail and institutional customers in the United States.
In accordance with ASC 805, Business Combinations, the acquisition was accounted for as a business combination under the acquisition method. The purchase consideration was 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 as goodwill, none of which is expected to be deductible for tax purposes. The goodwill balance is primarily attributed to the assembled workforce, market presence, synergies, and the use of purchased technology to develop future products and technologies. The final allocation of purchase consideration to assets and liabilities remains in process as the Company continues to evaluate certain balances, estimates, and assumptions during the measurement period (up to one year from the acquisition date). Any changes in the fair value of the assets acquired and liabilities assumed during the measurement period may result in adjustments to goodwill.
The total consideration transferred in the acquisition was $275.1 million, consisting of the following (in thousands):
Cash$56,726 
Cash payable10,442 
Class A common stock of the Company - issued174,229 
Class A common stock of the Company - to be issued33,693 
Total purchase consideration$275,090 
The aggregate purchase consideration includes 170,397 shares of the Company’s Class A common stock to be issued after the respective acquisition date. The fair value of these shares on the acquisition date is included in Additional paid-in capital. Additionally, included in the purchase consideration are $4.7 million in cash and 83,035 shares of the Company’s Class A common stock that are subject to an indemnity holdback. These cash amounts and shares will be released 15 months after the closing date of the transaction.
The results of operations and the fair values of the assets acquired and liabilities assumed have been included in the condensed consolidated financial statements from the date of acquisition. The following table summarizes the estimated fair values of assets acquired and liabilities assumed as of the date of acquisition (in thousands):
Cash and cash equivalents$10,867 
Accounts and loans receivable, net of allowance411 
Prepaid expenses and other current assets20 
Intangible assets41,000 
Goodwill231,685 
Other non-current assets8,295 
Total assets292,278 
Accounts payable472 
Accrued expenses and other current liabilities5,796 
Other non-current liabilities10,920 
Total liabilities17,188 
Net assets acquired$275,090 
The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition (in thousands, except for years data):
Fair ValueUseful Life at Acquisition (in years)
DCM License$26,900 Indefinite
Developed technology10,700 5
Trading relationships3,400 3
The developed technology and trading relationships will be amortized on a straight-line basis over their respective useful lives to Technology and development expenses for developed technology and General and administrative for trading relationships. The DCM license has an indefinite useful life and will not be amortized. Management applied significant judgment in determining the fair value of intangible assets, which involved the use of estimates and assumptions with respect to forecasted revenues and expenses, development costs and profit, costs to recreate trading relationships, market participation profit, and opportunity cost.
Total acquisition costs of $1.1 million were incurred related to the acquisition, which were recognized as an expense and included in General and administrative expenses in the condensed consolidated statements of operations.
The impact of this acquisition was not considered significant to the Company’s condensed consolidated financial statements for the current period presented and pro forma financial information has not been provided.
2021 Acquisitions
Bison Trails
On February 8, 2021, the Company completed the acquisition of Bison Trails Co. (“Bison Trails”) by acquiring all issued and outstanding common stock and stock options of Bison Trails. Bison Trails is a platform-as-a-service company that provides a suite of easy-to-use blockchain infrastructure products and services on multiple networks to custodians, exchanges and funds.
Prior to the acquisition, the Company held a minority ownership stake in Bison Trails, which was accounted for as a cost method investment. In accordance with ASC 805, Business Combinations, the acquisition was accounted for as a business combination achieved in stages under the acquisition method. Accordingly, the cost method investment was remeasured to fair value as of the acquisition date. The Company considered multiple factors in determining the fair value of the previously held cost method investment, including the price negotiated with the selling shareholders and current trading multiples for comparable companies. Based on this analysis, the Company recognized an $8.8 million gain on remeasurement, which was recorded in Other expense (income), net in the condensed consolidated statement of operations on the acquisition date.
The purchase consideration was 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 as goodwill, none of which is expected to be deductible for tax purposes. The goodwill balance is primarily attributed to the assembled workforce, market presence, synergies, and the use of purchased technology to develop future products and technologies.
The total consideration transferred in the acquisition was $457.3 million, consisting of the following (in thousands):
Common stock of the Company$389,314 
Previously held interest on acquisition date10,863 
Cash28,726 
Replacement of Bison Trails options28,365 
Total purchase consideration$457,268 
Included in the purchase consideration are 496,434 shares of the Company’s Class A common stock that are subject to an indemnity holdback. These shares will be released 18 months after the closing date of the transaction.
The results of operations and the fair values of the assets acquired and liabilities assumed have been included in the condensed consolidated financial statements as of the date of acquisition. The following table summarizes the estimated fair values of assets acquired and liabilities assumed using a cost-based approach (in thousands):
Cash and cash equivalents$12,201 
Crypto assets held5,177 
Accounts and loans receivable, net of allowance2,323 
Prepaid expenses and other current assets122 
Intangible assets39,100 
Goodwill404,167 
Other non-current assets1,221 
Lease right-of-use assets808 
Total assets465,119 
Accounts payable526 
Accrued expenses and other current liabilities1,920 
Lease liabilities808 
Other non-current liabilities4,597 
Total liabilities7,851 
Net assets acquired$457,268 
The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition (in thousands, except for years data):
Fair ValueUseful Life at Acquisition (in years)
Developed technology$36,000 3
IPR&D1,200 N/A
User base1,900 3
The intangible assets will be amortized on a straight-line basis over their respective useful lives to Technology and development expenses for developed technology and General and administrative expenses for user base. Amortization of the IPR&D will be recognized in Technology and development expenses once the research and development is placed into service as internally developed software. Management applied significant judgement in determining the fair value of intangible assets, which involved the use of estimates and assumptions with respect to development costs and profit, costs to recreate customer relationships, market participation profit, and opportunity cost.
Total acquisition costs of $3.7 million were incurred related to the acquisition, which were recognized as an expense and included in General and administrative expenses in the condensed consolidated statements of operations.
The impact of this acquisition was not considered significant to the Company’s condensed consolidated financial statements and pro forma financial information has not been provided.
v3.22.1
REVENUE
3 Months Ended
Mar. 31, 2022
Revenue from Contract with Customer [Abstract]  
REVENUE REVENUE
Revenue recognition
The Company determines revenue recognition from contracts with customers through the following steps:
identification of the contract, or contracts, with the customer;
identification of the performance obligations in the contract;
determination of the transaction price;
allocation of the transaction price to the performance obligations in the contract; and
recognition of the revenue when, or as, the Company satisfies a performance obligation.
Revenue is recognized when control of the promised goods or services is transferred to the customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. The Company primarily generates revenue through transaction fees charged on the platform.
The following table presents revenue of the Company disaggregated by revenue source (in thousands):
Three Months Ended March 31,
20222021
Net revenue
Transaction revenue
Retail, net$965,841 $1,455,171 
Institutional, net47,195 85,409 
Total transaction revenue1,013,036 1,540,580 
Subscription and services revenue
Blockchain rewards81,895 9,251 
Custodial fee revenue31,694 23,451 
Earn campaign revenue5,906 11,111 
Interest income10,454 3,320 
Other subscription and services revenue21,906 9,268 
Total subscription and services revenue151,855 56,401 
Total net revenue1,164,891 1,596,981 
Other revenue
Crypto asset sales revenue569 203,799 
Corporate interest and other income976 332 
Total other revenue1,545 204,131 
Total revenue$1,166,436 $1,801,112 
Transaction revenue
Retail transaction revenue represents transaction fees earned from customers that are primarily individuals, while institutional transaction revenue represents transaction fees earned from institutional customers, such as hedge funds, family offices, principal trading firms, and financial institutions on the institutional platform. Institutional clients can trade via the Company’s trading platform or utilize Coinbase Prime services depending on their needs. High-frequency trading firms, such as market makers and principal traders, benefit from lower latency by connecting through the trading platform, while corporations and family offices can access an integrated suite of investment services through Coinbase Prime.
The Company’s service is comprised of a single performance obligation to provide a crypto asset matching service when customers buy, sell, or convert crypto assets on the platform. That is, the Company is an agent in transactions between customers and presents revenue for the fees earned on a net basis.
Judgment is required in determining whether the Company is the principal or the agent in transactions between customers. The Company evaluates the presentation of revenue on a gross or net basis based on whether it controls the crypto asset provided before it is transferred to the customer (gross) or whether it acts as an agent by arranging for other customers on the platform to provide the crypto asset to the customer (net). The Company does not control the crypto asset being provided before it is transferred to the buyer, does not have inventory risk related to the crypto asset, and is not responsible for the fulfillment of the crypto asset. The Company also does not set the price for the crypto asset as the price is a market rate established by users of the platform. As a result, the Company acts as an agent in facilitating the ability for a customer to purchase crypto assets from another customer.
The Company considers its performance obligation satisfied, and recognizes revenue, at the point in time the transaction is processed. Contracts with customers are usually open-ended and can be terminated by either party without a termination penalty. Therefore, contracts are defined at the transaction level and do not extend beyond the service already provided.
The Company charges a fee at the transaction level. The transaction price, represented by the trading fee, is calculated based on volume and varies depending on payment type and the value of the transaction. Crypto asset purchase or sale transactions executed by a customer on the Company’s platform is based on tiered pricing that is driven primarily by transaction volume processed for a specific historical period. The Company has concluded that this volume-based pricing approach does not constitute a future material right since the discount is within a range typically offered to a class of customers with similar volume. The transaction fee is collected from the customer at the time the transaction is executed. In certain instances, the transaction fee can be collected in crypto assets, with revenue measured based on the amount of crypto assets received and the fair value of the crypto assets at the time of the transaction.
The transaction price includes estimates for reductions in revenue from transaction fee reversals that may not be recovered from customers. Such reversals occur when the customer disputes a transaction processed on their credit card or their bank account for a variety of reasons and seeks to have the charge reversed after the Company has processed the transaction. These amounts are estimated based upon the most likely amount of consideration to which the Company will be entitled. All estimates are based on historical experience and the Company’s best judgment at the time to the extent it is probable that a significant reversal of revenue recognized will not occur. All estimates of variable consideration are reassessed periodically. The total transaction price is allocated to the single performance obligation. While the Company recognizes transaction fee reversals as a reduction of net revenue, crypto asset losses related to those same transaction reversals are included in Transaction expense.
Blockchain rewards
The Company generates revenues in crypto assets through various blockchain protocols. These blockchain protocols, or the participants that form the protocol networks, reward users for performing various activities on the blockchain, such as participating in proof-of-stake networks and other consensus algorithms. The Company considers itself the principal in transactions with the blockchain networks, and therefore presents such blockchain rewards earned on a gross basis. Blockchain rewards are primarily comprised of Staking revenue in which the Company participates in networks with proof-of-stake consensus algorithms, through creating or validating blocks on the network using the staking validators that it controls. In exchange for participating in the consensus mechanism of these networks, the Company earns rewards in the form of the native token of the network. Each block creation or validation is a performance obligation. Revenue is recognized at the point when the block creation or validation is complete and the rewards are transferred into a digital wallet that the Company controls. Revenue is measured based on the number of tokens received and the fair value of the token at contract inception. Blockchain services offered as part of Coinbase Cloud’s blockchain infrastructure solutions are included in Other subscription and services revenue.
Custodial fee revenue
The Company provides a dedicated secure cold storage solution to customers and earns a fee, which is based on a contractual percentage of the daily value of assets under custody. The fee is collected on a monthly basis. These contracts typically have one performance obligation which is provided and satisfied over the term of the contracts as customers simultaneously receive and consume the benefits of the services. The contract may be terminated by a customer at any time, without incurring a penalty. Customers are billed on the last day of the month during which services were provided, with the amounts being due within thirty days of receipt of the invoice. Accounts receivable from customers for Custodial fee revenue, net of allowance, were $15.8 million and $22.4 million as of March 31, 2022 and December 31, 2021, respectively. The allowance recognized against these fees was not material for any of the periods presented.
Earn campaign revenue
The Company provides a platform for crypto asset issuers, the customer, to engage with the Company’s retail users and teach them about new crypto assets through the use of educational tools, videos, and tutorials. In exchange for completing a task, such as watching the video or downloading an application, retail users may be eligible to receive crypto assets from the crypto asset issuer. The Company is the agent with respect to the delivery of the crypto assets. The Company earns a commission from the crypto asset issuer based on the amount of crypto assets that are distributed to users.
Interest income and corporate interest and other income
The Company holds customer custodial funds and cash and cash equivalents at certain third-party banks which earn interest. The Company also earns interest income under a revenue sharing arrangement and on loans granted to retail and institutional users. Interest income is calculated using the interest method and is not within the scope of Topic 606 – Revenue from Contracts with Customers. Interest earned on customer custodial funds, revenue sharing, and loans is included in Interest income within Subscription and services revenue. Interest earned on cash and cash equivalents is included in Corporate interest and other income, within Other revenue.
Other subscription and services revenue
Other subscription and services revenue primarily includes revenue from Coinbase Cloud, which includes staking application, delegation, and infrastructure services, as well as revenue from subscription licenses. Generally, these contracts with customers contain one performance obligation, may have variable and non-cash consideration, and are satisfied at a point in time or over the period that services are provided.
Other revenue
Other revenue includes the sale of crypto assets and Corporate interest and other income. Periodically, as an accommodation to customers, the Company may fulfill customer transactions using the Company’s own crypto assets held for operating purposes. The Company has custody and control of the crypto assets prior to the sale to the customer and records revenue at the point in time when the sale to the customer is processed. Accordingly, the Company records the total value of the sale in Other revenue and the cost of the crypto assets in Other operating expense, net within the condensed consolidated statements of operations. The cost of crypto assets used in fulfilling customer transactions was $0.4 million and $186.3 million for the three months ended March 31, 2022 and March 31, 2021, respectively.
Related party transactions
Certain of the Company’s directors, executive officers, and principal owners, including immediate family members, are users of the Company’s platform. The Company recognized revenue with related parties of $5.0 million and $5.3 million for the three months ended March 31, 2022 and March 31, 2021, respectively. As of March 31, 2022 and December 31, 2021, amounts receivable from related parties was $3.3 million and $4.5 million, respectively. As of March 31, 2022, Custodial funds due to related party customers was $85.8 million. As of December 31, 2021, Custodial funds due to related party customers was immaterial.
Revenue by geographic location
In the table below are the revenues disaggregated by geography, based on domicile of the client or booking location, as applicable (in thousands):
Three Months Ended March 31,
20222021
United States$955,833 $1,465,436 
Rest of the World(1)
210,603 335,676 
     Total revenue$1,166,436 $1,801,112 
__________________
(1)No other individual country accounted for more than 10% of total revenue
v3.22.1
ACCOUNTS AND LOANS RECEIVABLE, NET OF ALLOWANCE
3 Months Ended
Mar. 31, 2022
Receivables [Abstract]  
ACCOUNTS AND LOANS RECEIVABLE, NET OF ALLOWANCE ACCOUNTS AND LOANS RECEIVABLE, NET OF ALLOWANCE
Accounts and loans receivable, net of allowance consisted of the following (in thousands):
March 31,December 31,
20222021
In-transit customer receivables$63,510 $102,720 
Trade finance receivables5,995 1,865 
Custodial fee revenue receivable18,039 23,727 
Loans receivable(1)
218,322 218,461 
Interest and other receivables(2)
60,599 73,803 
Allowance for doubtful accounts(3)
(20,417)(24,551)
Total accounts and loans receivable, net of allowance$346,048 $396,025 
__________________
(1)The fair value of collateral held as security exceeded the outstanding loans receivable as of March 31, 2022 and December 31, 2021, so no allowance was recorded.
(2)Includes Accounts receivables denominated in crypto assets of $27.1 million and $26.4 million as of March 31, 2022 and December 31, 2021, respectively. Includes Crypto asset futures of $2.4 million and $0 as of March 31, 2022 and December 31, 2021, respectively.
(3)Includes provision for transaction losses of $9.2 million and $16.8 million as of March 31, 2022 and December 31, 2021, respectively.
Loans receivable
The Company grants loans to retail users and institutions. As of March 31, 2022 and December 31, 2021, the Company had granted loans with an outstanding balance of $218.3 million and $218.5 million, respectively. The related interest receivable on the loans as of March 31, 2022 and December 31, 2021, was $1.3 million and $1.3 million, respectively.
The amounts loaned are collateralized with the crypto assets held by the borrower in their crypto asset wallet on the Company’s platform. The Company does not have the right to use such collateral unless the borrower defaults on the loans. The Company’s credit exposure is significantly limited and no allowance was recorded against these loans receivable. Loans receivable are measured at amortized cost. The carrying value of the loans approximates their fair value. As of March 31, 2022 and December 31, 2021, there were no loans receivable past due.
ACCOUNTS AND LOANS RECEIVABLE, NET OF ALLOWANCE ACCOUNTS AND LOANS RECEIVABLE, NET OF ALLOWANCE
Accounts and loans receivable, net of allowance consisted of the following (in thousands):
March 31,December 31,
20222021
In-transit customer receivables$63,510 $102,720 
Trade finance receivables5,995 1,865 
Custodial fee revenue receivable18,039 23,727 
Loans receivable(1)
218,322 218,461 
Interest and other receivables(2)
60,599 73,803 
Allowance for doubtful accounts(3)
(20,417)(24,551)
Total accounts and loans receivable, net of allowance$346,048 $396,025 
__________________
(1)The fair value of collateral held as security exceeded the outstanding loans receivable as of March 31, 2022 and December 31, 2021, so no allowance was recorded.
(2)Includes Accounts receivables denominated in crypto assets of $27.1 million and $26.4 million as of March 31, 2022 and December 31, 2021, respectively. Includes Crypto asset futures of $2.4 million and $0 as of March 31, 2022 and December 31, 2021, respectively.
(3)Includes provision for transaction losses of $9.2 million and $16.8 million as of March 31, 2022 and December 31, 2021, respectively.
Loans receivable
The Company grants loans to retail users and institutions. As of March 31, 2022 and December 31, 2021, the Company had granted loans with an outstanding balance of $218.3 million and $218.5 million, respectively. The related interest receivable on the loans as of March 31, 2022 and December 31, 2021, was $1.3 million and $1.3 million, respectively.
The amounts loaned are collateralized with the crypto assets held by the borrower in their crypto asset wallet on the Company’s platform. The Company does not have the right to use such collateral unless the borrower defaults on the loans. The Company’s credit exposure is significantly limited and no allowance was recorded against these loans receivable. Loans receivable are measured at amortized cost. The carrying value of the loans approximates their fair value. As of March 31, 2022 and December 31, 2021, there were no loans receivable past due.
v3.22.1
GOODWILL, INTANGIBLE ASSETS, NET AND CRYPTO ASSETS HELD
3 Months Ended
Mar. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]  
GOODWILL, INTANGIBLE ASSETS, NET AND CRYPTO ASSETS HELD GOODWILL, INTANGIBLE ASSETS, NET AND CRYPTO ASSETS HELD
Goodwill
The following table reflects the changes in the carrying amount of goodwill (in thousands):
Three Months Ended March 31, 2022
Year Ended December 31, 2021
Balance, beginning of period$625,758 $77,212 
Additions due to business combinations454,418 548,546 
Balance, end of period$1,080,176 $625,758 
There was no impairment recognized against goodwill at the beginning or end of the periods presented.
Intangible assets, net
Intangible assets, net consisted of the following (in thousands, except years data):
As of March 31, 2022Gross Carrying AmountAccumulated AmortizationIntangible Assets, NetWeighted Average Remaining Useful Life (in years)
Amortizing intangible assets
Acquired developed technology$127,308 $(46,128)$81,180 2.66
User base2,997 (1,302)1,695 1.50
Customer relationships89,791 (32,725)57,066 3.18
Non-compete agreement2,402 (1,281)1,121 2.34
Assembled workforce60,800 (17,416)43,384 1.19
Trade Relationships3,400 (189)3,211 2.84
In-process research and development(1)
4,321 — 4,321 N/A
Indefinite-lived intangible assets
Domain name250 — 250 N/A
Licenses26,900 — 26,900 N/A
Total$318,169 $(99,041)$219,128 
__________________
(1)Amortization begins once the technology is placed in service. IPR&D is expected to have a useful life of three years.
As of December 31, 2021Gross Carrying AmountAccumulated AmortizationIntangible Assets, NetWeighted Average Remaining Useful Life (in years)
Amortizing intangible assets
Acquired developed technology$100,908 $(34,865)$66,043 1.97
User base2,997 (1,020)1,977 1.75
Customer relationships79,491 (27,789)51,702 3.68
Non-compete agreement2,402 (1,161)1,241 2.58
Assembled workforce60,800 (8,324)52,476 1.43
In-process research and development(1)
3,000 — 3,000 N/A
Indefinite-lived intangible assets
Domain name250 — 250 N/A
Total$249,848 $(73,159)$176,689 
__________________
(1)Amortization begins once the technology is placed in service. IPR&D is expected to have a useful life of three years.
Amortization expense of intangible assets was $25.9 million and $6.9 million for the three months ended March 31, 2022 and March 31, 2021 respectively. The Company estimates that there is no significant residual value related to its amortizing intangible assets. During the three months ended March 31, 2022, the Company recorded impairment charges of $1.2 million related to its intangible assets, excluding Crypto assets held. The Company did not have any impairment charges in the three months ended March 31, 2021. Impairment expense is included in Other operating expense, net in the condensed consolidated statements of operations.
The expected future amortization expense for intangible assets other than IPR&D as of March 31, 2022 is as follows (in thousands):
2022 (for the remainder of)$78,507 
202369,814 
202421,221 
202513,119 
20264,818 
Thereafter178 
Total expected future amortization expense$187,657 
Crypto assets held
Crypto assets held consisted of the following (in thousands):
March 31,December 31,
20222021
Recorded at impaired cost
Crypto assets held as investments$487,651 $209,415 
Crypto assets held for operating purposes277,699 357,093 
Total Crypto assets held recorded at impaired cost765,350 566,508 
Recorded at fair value(1)
Crypto assets held for operating purposes87,336 — 
Crypto assets borrowed480,647 421,685 
Total Crypto assets held recorded at fair value567,983 421,685 
Total Crypto assets held$1,333,333 $988,193 
__________________
(1)Recorded at fair value as these Crypto assets are held as the hedged item in qualifying fair value hedges.

Crypto assets held as of March 31, 2022 and December 31, 2021 include $4.8 million and $38.1 million, respectively, of crypto assets loaned to customers under the trade finance receivables settlement arrangements as these did not meet the criteria for derecognition.
The Company recorded gross impairment charges of $228.0 million and $0.8 million during the three months ended March 31, 2022 and March 31, 2021, respectively, due to the observed market price of crypto assets decreasing below the carrying value at some point during the period. The Company partially recovered impairments recorded during the period through both subsequent crypto asset sales and disposals. Impairment charges of $209.8 million relate to the crypto assets still held as of March 31, 2022. Impairment expense is included in Other operating expense, net in the condensed consolidated statements of operations.
See Note 10. Derivatives, for additional details regarding Crypto assets held designated as hedged items in fair value hedges. See Note 11. Fair Value Measurements, for additional details regarding the carrying value of the Company’s Crypto assets held.
v3.22.1
PREPAID EXPENSES AND OTHER ASSETS
3 Months Ended
Mar. 31, 2022
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]  
PREPAID EXPENSES AND OTHER ASSETS PREPAID EXPENSES AND OTHER ASSETS
Prepaid expenses and other current assets, and Other non-current assets consisted of the following (in thousands):
March 31,December 31,
20222021
Prepaid expenses and other current assets
Prepaid expenses$181,261 $123,246 
Deposits7,242 9,658 
Other2,565 2,945 
Total prepaid expenses and other current assets$191,068 $135,849 
Other non-current assets
Equity method investments$628 $1,463 
Strategic investments400,495 363,950 
Deferred tax assets750,566 573,547 
Deposits12,729 13,347 
Other195 — 
Total other non-current assets$1,164,613 $952,307 
Strategic investments
The Company makes strategic investments in various companies and technologies through Coinbase Ventures. Strategic investments primarily include equity investments in privately held companies without readily determinable fair values where the Company (1) holds less than 20% ownership in the entity, and (2) does not exercise significant influence. These investments are recorded at cost and adjusted for observable transactions for same or similar investments of the same issuer (referred to as the measurement alternative) and impairment. The changes in the carry value of strategic investments accounted for under the measurement alternative are presented below (in thousands):
Three Months Ended March 31,
20222021
Carrying amount, beginning of period$352,431 $26,146 
Net additions(1)
26,214 9,438 
Upward adjustments879 1,387 
Previously held interest in Bison Trails (see Note 3)— (2,000)
Impairments and downward adjustments(100)(50)
Carrying amount, end of period(2)
$379,424 $34,921 
__________________
(1)Net additions include additions from purchases and reductions due to exits of securities and reclassifications due to changes to capital structure.
(2)Excludes $21.1 million and $0 as at March 31, 2022 and March 31, 2021, respectively, of strategic investments that are not accounted for under the measurement alternative.

Upward adjustments, impairments, and downward adjustments from remeasurement of investments are included in Other expense (income), net in the condensed consolidated statements of operations. As of March 31, 2022, cumulative upward adjustments were $4.8 million and cumulative impairments and downward adjustments were $0.6 million. As of December 31, 2021, cumulative upward adjustments and impairments and downward adjustments were $4.6 million and $0.5 million, respectively.
During the three months ended March 31, 2022 and the year ended December 31, 2021, the Company invested an aggregate of $2.2 million and $203.1 million, respectively, in investees in which certain related parties of the Company held an interest over 10%.
v3.22.1
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES
3 Months Ended
Mar. 31, 2022
Payables and Accruals [Abstract]  
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES
Accrued expenses and other current liabilities consisted of the following (in thousands):
March 31,December 31,
20222021
Accrued expenses$293,182 $195,810 
Accrued payroll and payroll related113,859 146,313 
Income taxes payable3,816 4,553 
Short-term borrowings149,426 20,060 
Other payables(1)
87,677 72,823 
Total accrued expenses and other current liabilities$647,960 $439,559 
__________________
(1)Includes Other payables denominated in crypto assets of $32.6 million as of March 31, 2022 and an immaterial amount as of December 31, 2021.
Short-term borrowings include amounts payable within the next 12 months or sooner at the option of the Company or the lender. The weighted average interest rate on these borrowings were 5.18% and 5.00% per annum as of March 31, 2022 and December 31, 2021, respectively. As of March 31, 2022, Short-term borrowings in the aggregate principal amount of $50.0 million were secured by Bitcoin with a value equal to 200% of the outstanding principal.
v3.22.1
INDEBTEDNESS
3 Months Ended
Mar. 31, 2022
Debt Disclosure [Abstract]  
INDEBTEDNESS INDEBTEDNESS
Convertible Senior Notes
In May 2021, the Company issued an aggregate principal amount of $1.44 billion of convertible senior notes due in 2026 (the “2026 Convertible Notes”) pursuant to an indenture, dated May 18, 2021 (the “Convertible Notes Indenture”), between the Company and U.S. Bank National Association, as trustee. The 2026 Convertible Notes were offered and sold in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”).
As of March 31, 2022, the outstanding aggregate principal balance of the 2026 Convertible Notes and the related unamortized discounts were $1.44 billion and $28.0 million, respectively.
Senior Notes
In September 2021, the Company completed the issuance of an aggregate principal amount of $1.0 billion of senior notes due on October 1, 2028 (the “2028 Senior Notes”) and an aggregate principal amount of $1.0 billion of senior notes due on October 1, 2031 (the “2031 Senior Notes” and together with the 2028 Senior Notes, the “Senior Notes”). The Senior Notes were issued within the United States only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act, and outside the United States to non-U.S. persons pursuant to Regulation S under the Securities Act.
The indenture governing the Senior Notes contains customary covenants that restrict the ability of the Company and certain of its subsidiaries to incur debt and liens. The Company is not aware of any instances of non-compliance with the covenants as of March 31, 2022.
As of March 31, 2022, the outstanding aggregate principal balance of the 2028 Senior Notes and the related unamortized discounts were $1.0 billion and $11.2 million, respectively. As of March 31, 2022, the outstanding aggregate principal balance of the 2031 Senior Notes and the related unamortized discounts were $1.0 billion and $11.5 million, respectively.
Interest
The following table summarizes the interest obligations for the 2026 Convertible Notes, the 2028 Senior Notes and the 2031 Senior Notes (in thousands, except percentages):
Three Months Ended March 31, 2022
IndebtednessEffective interest rateCoupon interest expenseAmortization of debt discounts and debt issuance costsTotal interest expense
2026 Convertible Notes0.98 %$1,953 $1,440 $3,393 
2028 Senior Notes3.57 %8,437 381 8,818 
2031 Senior Notes3.77 %9,017 249 9,266 
Total$19,407 $2,070 $21,477 
Debt discounts and debt issuance costs are amortized to Interest expense using the effective interest method over the contractual term of the respective note.
v3.22.1
DERIVATIVES
3 Months Ended
Mar. 31, 2022
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
DERIVATIVES DERIVATIVES
The following outlines the Company’s derivatives and the related hedge accounting designation, as applicable.
Type of derivativeDescription of derivativeLocation of host contract and derivative on balance sheet
Crypto asset borrowings(1)
The Company borrows crypto assets that result in the obligation to deliver a fixed amount of crypto assets in the future.
Crypto asset borrowings
Accounts receivable denominated in crypto assetsThe Company provides services for which, under the contract, the customer pays in crypto assets. The amount of crypto assets are fixed at the time of invoicing. The right to receive fixed amounts of crypto assets consists of a receivable host contract and an embedded forward contract to purchase crypto assets.
Accounts and loans receivable, net of allowance
Other payables denominated in crypto assetsThe Company enters into arrangements that result in the obligation to deliver a fixed amount of crypto assets in the future.
Accrued expenses and other current liabilities
Crypto asset futures(1)
The Company enters into short positions on futures contracts to minimize the exposure on the change in the fair value price of Crypto assets held.
Accounts and loans receivable, net of allowance
__________________
(1)     For risk management purposes, the Company applies hedge accounting using these derivative instruments in qualifying fair value hedges to primarily hedge the fair value exposure of crypto asset prices.
Impact of derivatives on the condensed consolidated balance sheets
The following table summarizes the notional amounts of derivative instruments outstanding, measured in U.S. dollar equivalents (in thousands):
March 31,December 31,
20222021
Designated as hedging instrument
Crypto asset borrowings with embedded derivatives
$598,908 $669,445 
Crypto asset futures86,011 — 
Not designated as hedging instrument
Accounts receivable denominated in crypto assets21,727 17,415 
Other payables denominated in crypto assets32,589 — 
Crypto asset futures6,930 — 

The following tables summarize information on derivative assets and liabilities that are reflected in the Company’s condensed consolidated balance sheets, by accounting designation (in thousands):
Gross derivative assetsGross derivative liabilities
March 31, 2022Not designated as hedgesDesignated as hedgesTotal derivative assetsNot designated as hedgesDesignated as hedgesTotal derivative liabilities
Crypto asset borrowings with embedded derivatives(1)
$— $249,906 $249,906 $— $136,562 $136,562 
Accounts receivable denominated in crypto assets5,326 — 5,326 — — — 
Crypto asset futures— 2,399 2,399 — — — 
Total fair value of derivative assets and liabilities$5,326 $252,305 $257,631 $— $136,562 $136,562 
__________________
(1)    During the three months ended March 31, 2022, the fee on these borrowings ranged from 0.0% to 4.5%. During the three months ended March 31, 2021, the fee on these borrowings ranged from 1.7% to 7.0%. During the three months ended March 31, 2022 and March 31, 2021, the Company incurred $1.4 million and $4.3 million of borrowing fees in crypto assets, respectively. Borrowing fees are included in Other operating expense, net in the condensed consolidated statements of operations.

Gross derivative assetsGross derivative liabilities
December 31, 2021Not designated as hedgesDesignated as hedgesTotal derivative assetsNot designated as hedgesDesignated as hedgesTotal derivative liabilities
Crypto asset borrowings with embedded derivatives$— $336,396 $336,396 $— $93,616 $93,616 
Accounts receivable denominated in crypto assets9,033 — 9,033 — — — 
Total fair value of derivative assets and liabilities$9,033 $336,396 $345,429 $— $93,616 $93,616 
Impact of derivatives on the condensed consolidated statements of operations
Gains (losses) on derivative instruments recognized in the Company’s condensed consolidated statements of operations were as follows (in thousands):
Gains (losses) recorded in Other operating expense, net
Three Months Ended March 31, 2022Three Months Ended March 31, 2021
DerivativesHedged itemsIncome statement impactDerivativesHedged itemsIncome statement impact
Designated as fair value hedging instruments
Crypto asset borrowings with embedded derivatives$4,998 $(4,924)$74 $(267,400)$258,124 $(9,276)
Crypto asset futures(2,666)2,743 77 — — — 
Not designated as hedging instruments
Accounts receivable denominated in crypto assets(4,913)— (4,913)— — — 
Crypto asset futures(1,692)— (1,692)— — — 
Total$(4,273)$(2,181)$(6,454)$(267,400)$258,124 $(9,276)
The following amounts were recorded in the condensed consolidated balance sheets related to certain cumulative fair value hedge basis adjustments that are expected to reverse through the condensed consolidated statements of operations in future periods as an adjustment to Other operating expense, net (in thousands):
Cumulative amount of fair value hedging adjustments included in the carrying amount of hedged items
March 31, 2022Carrying amount of the hedged itemsActive hedging relationshipsDiscontinued hedging relationshipsTotal
Crypto assets held$567,983 $(111,931)$515 $(111,416)
Cumulative amount of fair value hedging adjustments included in the carrying amount of hedged items
December 31, 2021Carrying amount of the hedged itemsActive hedging relationshipsDiscontinued hedging relationshipsTotal
Crypto assets held$421,685 $(240,771)$— $(240,771)
v3.22.1
FAIR VALUE MEASUREMENTS
3 Months Ended
Mar. 31, 2022
Fair Value Disclosures [Abstract]  
FAIR VALUE MEASUREMENTS FAIR VALUE MEASUREMENTS
The following table sets forth by level, within the fair value hierarchy, the Company’s assets and liabilities measured and recorded at fair value on a recurring basis (in thousands):
March 31, 2022December 31, 2021
Level 1Level 2Level 3TotalLevel 1Level 2Level 3Total
Assets
Cash and cash equivalents(1)
$3,975,881 $— $— $3,975,881 $4,813,621 $— $— $4,813,621 
Customer custodial funds(2)
3,066,565 — — 3,066,565 3,566,072 — — 3,566,072 
Crypto assets held(3)
— 567,983 — 567,983 — 421,685 — 421,685 
Derivative assets(4)
— 257,631 — 257,631 — 345,429 — 345,429 
Total assets$7,042,446 $825,614 $— $7,868,060 $8,379,693 $767,114 $— $9,146,807 
Liabilities
Derivative liabilities(4)(5)
$— $136,562 $— $136,562 $— $93,616 $— $93,616 
Contingent consideration arrangement— — 14,828 14,828 — — 14,828 14,828 
Total liabilities$— $136,562 $14,828 $151,390 $— $93,616 $14,828 $108,444 
__________________
(1)Excludes corporate cash of $2.1 billion and $2.3 billion held in deposit at financial institutions and crypto asset trading venues and not measured and recorded at fair value as of March 31, 2022 and December 31, 2021, respectively.
(2)Excludes customer custodial funds of $7.0 billion held in deposit at financial institutions and not measured and recorded at fair value as of March 31, 2022 and December 31, 2021.
(3)Includes crypto assets held that have been designated as hedged items in fair value hedges and excludes crypto assets of $765.4 million and $566.5 million held at cost as of March 31, 2022 and December 31, 2021, respectively.
(4)Excludes crypto asset borrowings of $598.9 million and $669.4 million, representing the host liability contract which is not measured and recorded at fair value as of March 31, 2022 and December 31, 2021, respectively. Additionally, excludes the host contract of $21.7 million and $17.4 million related to Accounts receivable denominated in crypto assets as of March 31, 2022 and December 31, 2021, respectively.
(5)Excludes the host contract of $32.6 million and an immaterial amount related to Other payables denominated in crypto assets as of March 31, 2022 and December 31, 2021, respectively.

The Company did not make any transfers between the levels of the fair value hierarchy during the three months ended March 31, 2022 and the year ended December 31, 2021.
Assets and liabilities measured and recorded at fair value on a non-recurring basis
The Company’s non-financial assets, such as Goodwill, Intangible assets, Property and equipment, and Crypto assets held but not designated in hedging relationships are adjusted to fair value when an impairment charge is recognized. The Company’s strategic investments are also measured at fair value on a non-recurring basis. Such fair value measurements are based predominately on Level 3 inputs. Fair value of crypto assets held are predominantly based on Level 2 inputs.
Financial assets and liabilities not measured and recorded at fair value
The Company’s financial instruments, including certain Cash and cash equivalents, Restricted cash, certain Customer custodial funds, USDC, Custodial funds due to customers, Short-term borrowings and Loans receivable are carried at amortized cost, which approximates their fair value. If these financial instruments were recorded at fair value, they would be based on Level 1 inputs, except for Short-term borrowings and Loans receivable which would be based on Level 2 and Level 3 inputs, respectively.
The Company estimates the fair value of its 2026 Convertible Notes and Senior Notes based on quoted prices in markets that are not active, which is considered a Level 2 valuation input. As of March 31, 2022, the estimated fair value of the 2026 Convertible Notes and Senior Notes were $1.34 billion and $1.75 billion, respectively.
v3.22.1
COMMON STOCK
3 Months Ended
Mar. 31, 2022
Equity [Abstract]  
COMMON STOCK COMMON STOCK
Effective April 1, 2021, the Company amended and restated its certificate of incorporation to authorize 10,000,000,000 shares of Class A common stock, 500,000,000 shares of Class B common stock, 500,000,000 shares of undesignated common stock, and 500,000,000 shares of undesignated preferred stock. Shares of Class A common stock and Class B common stock will be treated equally, identically and ratably, on a per share basis, with respect to dividends that may be declared by the Company’s board of directors. Holders of Class A common stock are entitled to one vote per share, and holders of Class B common stock are entitled to 20 votes per share. Holders of Class A common stock and Class B common stock generally vote together as a single class on all matters (including the election of directors) submitted to a vote of the stockholders of the Company. Upon a liquidation, dissolution or winding-up of the Company, the assets legally available for distribution to stockholders would be distributed ratably among the holders of Class A common stock and Class B common stock and any participating preferred stock or new series of common stock outstanding at that time, subject to prior satisfaction of all outstanding debt and liabilities and the preferential rights of and the payment of liquidation preferences, if any, on any outstanding shares of preferred stock or new series of common stock. Shares of Class B common stock are convertible at any time at the option of the holder into shares of Class A common stock on a one-to-one basis. In addition, each share of Class B common stock will automatically convert into a share of Class A common stock upon a sale or transfer (other than with respect to certain estate planning and other transfers). Further, upon certain events specified in the restated certificate of incorporation, all outstanding shares of Class B common stock will convert automatically into shares of Class A common stock.
The Company has reserved shares of Class A common stock and Class B common stock for issuance for the following purposes (in thousands):
March 31,December 31,
20222021
Class A common stock
Options issued and outstanding under the 2013 Amended and Restated Stock Plan (the “2013 Plan”)1,230 1,569 
Options issued and outstanding under the 2019 Equity Incentive Plan (the “2019 Plan”)28,267 29,311 
RSUs issued and outstanding under the 2019 Plan4,419 5,851 
Options issued and outstanding under the 2021 Equity Incentive Plan (the “2021 Plan”) 720 — 
RSUs issued and outstanding under the 2021 Plan4,947 1,402 
Shares available for future issuance under the 2021 Plan43,246 35,856 
Shares available for future issuance under the 2021 Employee Stock Purchase Plan (the “ESPP”)7,252 5,125 
Replacement options issued and outstanding from the Tagomi acquisition
Replacement options issued and outstanding from the Bison Trails acquisition196 223 
RSUs issued and outstanding from other acquisitions229 229 
Shares available for future issuance of warrants2,296 2,296 
Total Class A common stock shares reserved92,806 81,866 
Class B common stock
Options issued and outstanding under the 2013 Plan5,792 6,101 
Total Class B common stock shares reserved5,792 6,101 
v3.22.1
STOCK-BASED COMPENSATION
3 Months Ended
Mar. 31, 2022
Share-based Payment Arrangement [Abstract]  
STOCK-BASED COMPENSATION STOCK-BASED COMPENSATION
Stock options
Activity of options outstanding are as follows (in thousands, except per share and years data):
Options OutstandingWeighted Average Exercise Price per ShareWeighted Average Remaining Contractual Life (Years)Aggregate Intrinsic Value
Balance at January 1, 202237,208 $18.60 7.83$8,698,078 
Issued725 211.62 
Exercised(1,099)15.41 
Forfeited and cancelled(625)23.78 
Balance at March 31, 202236,209 22.47 7.636,077,685 
Vested and exercisable at March 31, 202216,825 15.91 6.982,928,023 
Vested and expected to vest at March 31, 202230,075 22.27 7.485,056,991 
During the three months ended March 31, 2022, the Company granted stock options for the purchase of 724,751 shares of the Company’s Class A common stock with a weighted-average grant date fair value of $94.53 per share to certain employees of the Company. The stock options vest over three years at a rate of 1/12 per quarter.
As of March 31, 2022, there was total unrecognized compensation cost of $214.8 million related to unvested stock options. These costs are expected to be recognized over a weighted-average period of approximately 2.7 years.
The assumptions used under the Black-Scholes-Merton option pricing model and the weighted average calculated value of the options granted to employees were as follows:
Three Months Ended March 31,
20222021
Dividend yield0.0 %0.0 %
Expected volatility55.1 %44.0 %
Expected term (in years)5.84.8
Risk-free interest rate1.8 %0.5 %
As of March 31, 2022, there were 380,944 shares subject to repurchase related to stock options early exercised and not yet vested, but that are expected to vest. As of March 31, 2022, the Company recorded a liability related to these shares subject to repurchase in the amount of $7.3 million, which is included within Accrued expenses and other current liabilities in the accompanying condensed consolidated balance sheets.
Chief Executive Officer performance award
During the three months ended March 31, 2022, stock-based compensation expense of $1.0 million was recognized related to this award. The Company did not recognize any stock-based compensation expenses relating to this award during the three months ended March 31, 2021.
Restricted stock units
The Company’s RSUs vest upon the satisfaction of a service-based condition. In general, the RSUs vest over a service period ranging from one to four years. Once vested, the RSUs are settled by delivery of Class A common stock.
Activity of RSUs outstanding are as follows (in thousands, except per share data):
Number of sharesWeighted-Average Grant Date Fair Value Per Share
Balance at January 1, 20227,482 $157.22 
Granted4,523 191.09 
Vested(2,037)162.70 
Forfeited and cancelled(373)154.97 
Balance at March 31, 20229,595 172.11 
For RSUs granted during the three months ended March 31, 2022, the closing price of the Company’s Class A common stock as reported on The Nasdaq Global Select Market on the grant date was used as the fair value.
As of March 31, 2022, there was total unrecognized compensation cost of $1.5 billion related to unvested RSUs. These costs are expected to be recognized over a weighted-average period of approximately 1.87 years.
Restricted common stock
As part of the Company’s acquisitions, the Company issued restricted Class A common stock. Vesting of this restricted Class A common stock is dependent on a service-based vesting condition that is generally satisfied over three years. The Company has the right to repurchase shares at par value for which the vesting condition is not satisfied. Activity of restricted Class A common stock is as follows (in thousands, except per share data):
Number of sharesWeighted-Average Grant Date Fair Value Per Share
Balance at January 1, 20222,014 $137.57 
Granted323 126.85 
Vested(549)134.77 
Forfeited and cancelled— — 
Balance at March 31, 20221,788 136.50 
As of March 31, 2022, there was total unrecognized compensation cost of $215.8 million related to unvested restricted Class A common stock. These costs are expected to be recognized over a weighted-average period of approximately 2.07 years.
Employee Stock Purchase Plan
The ESPP allows eligible employees the option to purchase shares of the Company's Class A common stock at a 15% discount, over a series of offering periods through accumulated payroll deductions over the period. The ESPP also includes a look-back provision for the purchase price if the stock price on the purchase date is lower than the stock price on the offering date. The Company recognizes stock-based compensation expenses related to purchase rights issued pursuant to its ESPP on a straight-line basis over the offering period, which is 24 months. The fair value of purchase rights under the ESPP are estimated on the date of grant using the Black-Scholes-Merton option valuation model.
The grant date of the initial offering period was May 3, 2021, and that offering period shall end on April 30, 2023. As of March 31, 2022, the Company recorded a liability of $16.4 million related to the accumulated payroll deductions, which are refundable to employees who withdraw from the ESPP. This amount is included within Accrued expenses and other current liabilities in the accompanying condensed consolidated balance sheets.
Stock-based compensation expense
Stock-based compensation is included in the following components of expenses on the accompanying condensed consolidated statements of operations (in thousands):
Three Months Ended March 31,
20222021
Technology and development$256,524 $73,256 
Sales and marketing14,956 3,531 
General and administrative80,661 27,841 
Total$352,141 $104,628 
During the three months ended March 31, 2022 and March 31, 2021, $1.4 million and $0.7 million of stock-based compensation expense was included in capitalized software, respectively.
v3.22.1
INCOME TAXES
3 Months Ended
Mar. 31, 2022
Income Tax Disclosure [Abstract]  
INCOME TAXES INCOME TAXESThe Company’s effective tax rate (“ETR”) for the three months ended March 31, 2022 and March 31, 2021 was 29.5% and 22.6%, respectively. The ETR of 29.5% for the three months ended March 31, 2022 was higher than the U.S. statutory rate of 21% primarily due to the tax benefit on (i) compensation expense on deductible stock compensation at a fair market value, net of limitations, and (ii) U.S. federal research and development credits.
v3.22.1
NET (LOSS) INCOME PER SHARE
3 Months Ended
Mar. 31, 2022
Earnings Per Share [Abstract]  
NET (LOSS) INCOME PER SHARE NET (LOSS) INCOME PER SHARE
The computation of net (loss) income per share is as follows (in thousands, except per share amounts):
Three Months Ended March 31,
20222021
Basic net (loss) income per share:
Numerator
Net (loss) income$(429,659)$771,463 
Less: Income allocated to participating securities— (469,567)
Net (loss) income attributable to common stockholders, basic$(429,659)$301,896 
Denominator
Weighted-average shares of common stock used to compute net (loss) income per share attributable to common stockholders, basic217,472 79,373 
Net (loss) income per share attributable to common stockholders, basic$(1.98)$3.80 
Diluted net (loss) income per share:
Numerator
Net (loss) income$(429,659)$771,463 
Less: Income allocated to participating securities— (383,744)
Net (loss) income attributable to common stockholders - diluted$(429,659)$387,719 
Denominator
Weighted-average shares of common stock used to compute net (loss) income per share attributable to common stockholders, basic217,472 79,373 
Weighted-average effect of potentially dilutive securities:
Stock options— 44,492 
RSUs— 2,841 
Warrants— 290 
Weighted-average shares of common stock used to compute net (loss) income per share attributable to common stockholders, diluted217,472 126,996 
Net (loss) income per share attributable to common stockholders, diluted$(1.98)$3.05 
Certain restricted Class A common stock granted as consideration in acquisitions and the Company’s convertible preferred stock outstanding during 2021 are participating securities. These participating securities do not contractually require the holders of such shares to participate in the Company’s losses.
The rights, including the liquidation and dividend rights, of the holders of Class A common stock and Class B common stock are identical, except with respect to voting. As a result, the undistributed earnings are allocated on a proportionate basis and the resulting income (loss) per share will, therefore, be the same for both Class A common stock and Class B common stock on an individual or combined basis.
The following potentially dilutive shares were not included in the calculation of diluted shares outstanding as the effect would have been anti-dilutive (in thousands):
Three Months Ended March 31,
20222021
Stock options36,209 192 
RSUs9,595 2,331 
Convertible notes3,880 — 
Restricted common stock2,116 — 
Employee stock purchase plan382 — 
Contingent consideration151 — 
Total52,333 2,523 
v3.22.1
COMMITMENTS AND CONTINGENCIES
3 Months Ended
Mar. 31, 2022
Commitments and Contingencies Disclosure [Abstract]  
COMMITMENTS AND CONTINGENCIES COMMITMENTS AND CONTINGENCIES
Crypto asset wallets
The Company has committed to securely store all crypto assets it holds on behalf of users. As such, the Company may be liable to its users for losses arising from theft or loss of user private keys. The Company has no reason to believe it will incur any expense associated with such potential liability because (i) it has no known or historical experience of claims to use as a basis of measurement, (ii) it accounts for and continually verifies the amount of crypto assets within its control, and (iii) it has established security around custodial private keys to minimize the risk of theft or loss. Since the risk of loss is remote, the Company had not recorded a liability at March 31, 2022 or December 31, 2021.
Indemnifications
In the event any registrable securities are included in a registration statement, the Company’s Amended and Restated Investors’ Rights Agreement (the “IRA”) entered into with certain of the Company’s stockholders provides indemnity to each stockholder, their partners, members, officers, directors, and stockholders, legal counsel, and accountants; each underwriter, if any; and each person who controls each stockholder or underwriter, against any damages incurred in connection with investigating or defending any claim or proceeding arising as a result of such registration from which damages may result. The Company will reimburse each such party for any legal and any other expenses reasonably incurred, provided that the Company will not be liable in any such case to the extent the damages arise out of or are based upon any actions or omissions made in reliance upon and in conformity with written information furnished by or on behalf of such stockholder or underwriter and stated to be specifically for use therein.
The Company also has indemnity agreements with certain officers and directors of the Company pursuant to which the Company must indemnify the officer or director against all expenses, judgments, fines, and amounts paid in settlement reasonably incurred in connection with a third party proceeding, if the indemnitee acted in good faith and in a manner reasonably believed to be in or not opposed to the best interests of the Company, and in the case of a criminal proceeding, had no reasonable cause to believe the indemnitee’s conduct was unlawful.
It is not possible to determine the maximum potential exposure under these indemnification agreements: (i) because the facts and circumstances involved in each claim are unique and the Company cannot predict the number or nature of claims that may be made; (ii) due to the unique facts and circumstances involved in each particular agreement; and (iii) due to the requirement for a registration of the Company’s securities before any of the indemnification obligations contemplated in the IRA become effective.
The Company has also provided indemnities or similar commitments on standard commercial terms in the ordinary course of business.
Legal and regulatory proceedings
The Company is subject to various litigation, regulatory investigations, and other legal proceedings that arise in the ordinary course of its business. The Company is also subject to regulatory oversight by numerous regulatory and other governmental agencies. The Company reviews its lawsuits, regulatory investigations, and other legal proceedings on an ongoing basis and provides disclosure and records loss contingencies in accordance with the loss contingencies accounting guidance. In accordance with such guidance, the Company establishes accruals for such matters when potential losses become probable and can be reasonably estimated. If the Company determines that a loss is reasonably possible and the loss or range of loss can be estimated, the Company discloses the possible loss in the condensed consolidated financial statements.
In July and August 2021, three purported securities class actions were filed in the U.S. District Court for the Northern District of California against the Company, its directors, certain of its officers and employees, and certain venture capital and investment firms. The complaints alleged violations of Sections 11, 12(a)(2) and 15 of the Securities Act, in connection with the registration statement and prospectus filed in connection with the Direct Listing. In November 2021, these actions were consolidated and recaptioned as In re Coinbase Global Securities Litigation, and an amended complaint was filed. The Company disputes the claims in this matter and is vigorously defending against them. The plaintiff seeks, among other relief, unspecified compensatory damages, attorneys’ fees, and costs. Based on the preliminary nature of the proceedings in this matter, the outcome of this matter remains uncertain and the Company cannot estimate the potential impact, if any, on its business or financial statements at this time.
In October 2021, a purported class action captioned Underwood et al. v. Coinbase Global, Inc., was filed in the U.S. District Court for the Southern District of New York against the Company alleging claims under Sections 5, 15(a)(1) and 29(b) of the Exchange Act and violations of certain California and Florida state statutes. On March 11, 2022, plaintiffs filed an amended complaint adding Coinbase, Inc. and Brian Armstrong as defendants and adding causes of action. Among other relief requested, the plaintiffs seek injunctive relief, unspecified damages, attorneys’ fees and costs. The Company and other defendants dispute the claims in this case and intend to vigorously defend against them. Based on the preliminary nature of the proceedings in this case, the outcome of this matter remains uncertain and the Company cannot estimate the potential impact, if any, on its business or financial statements at this time.
In December 2021, a shareholder derivative suit captioned Shin v. Coinbase Global, Inc., was filed in New York state court against the Company and its directors, alleging breach of fiduciary duties, unjust enrichment, abuse of control, gross mismanagement, and waste of corporate assets, and seeking unspecified damages and injunctive relief. The Company disputes the claims in this case and intends to vigorously defend against them. Based on the preliminary nature of the proceedings in this case, the outcome of this matter remains uncertain and the Company cannot estimate the potential impact, if any, on its business or financial statements at this time.
The Company’s subsidiary, Coinbase, Inc., which holds a Bitlicense from the New York Department of Financial Services (“NYDFS”) and is therefore subject to examinations and investigations by the NYDFS, is currently subject to an investigation by the NYDFS relating to its compliance program including compliance with the Bank Secrecy Act and sanctions laws, cybersecurity, and customer support. Coinbase, Inc. is cooperating fully and has undertaken initial remedial measures, and may face additional remedial and other measures. Based on the ongoing nature of the investigation, the outcome of this matter remains uncertain and the Company cannot estimate the potential impact, if any, on its business or financial statements at this time.
The Company has received investigative subpoenas from the SEC for documents and information about certain customer programs, operations, and intended future products, including the Company’s stablecoin and yield-generating products. Based on the ongoing nature of this matter, the outcome remains uncertain and the Company cannot estimate the potential impact, if any, on its business or financial statements at this time.
The Company believes the ultimate resolution of existing legal and regulatory investigation matters will not have a material adverse effect on the financial condition, results of operations, or cash flows of the Company. However, in light of the uncertainties inherent in these matters, it is possible that the ultimate resolution of one or more of these matters may have a material adverse effect on the Company’s results of operations for a particular period, and future changes in circumstances or additional information could result in additional accruals or resolution in excess of established accruals, which could adversely affect the Company’s results of operations, potentially materially.
Tax regulation
Current promulgated tax rules related to crypto assets are unclear and require significant judgments to be made in interpretation of the law, including but not limited to the areas of income tax, information reporting, transaction level taxes and the withholding of tax at source. Additional legislation or guidance may be issued by U.S. and non-U.S. governing bodies that may differ significantly from the Company's practices or interpretation of the law, which could have unforeseen effects on the Company’s financial condition and results of operations, and accordingly, the related impact on the Company’s financial condition and results of operations is not estimable.
v3.22.1
SUBSEQUENT EVENTS
3 Months Ended
Mar. 31, 2022
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS SUBSEQUENT EVENTS[OPEN]
v3.22.1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)
3 Months Ended
Mar. 31, 2022
Accounting Policies [Abstract]  
Basis of presentation and principles of consolidation
Basis of presentation and principles of consolidation
The accompanying condensed consolidated financial statements of the Company are unaudited. These unaudited condensed consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“GAAP”), on the same basis as the audited consolidated financial statements, and in management’s opinion, reflect all adjustments, consisting only of normal, recurring adjustments, that are necessary for the fair statement of the Company’s condensed consolidated balance sheet as of March 31, 2022, condensed consolidated results of operations for the three months ended March 31, 2022 and March 31, 2021, and condensed consolidated statements of cash flows for the three months ended March 31, 2022 and March 31, 2021. The unaudited condensed consolidated results of operations for the three months ended March 31, 2022 and March 31, 2021 are not necessarily indicative of the results to be expected for the full year or any other period.
These condensed consolidated financial statements and accompanying notes should be read in conjunction with the audited consolidated financial statements and notes included in the Company’s annual report on Form 10-K for the year ended December 31, 2021 filed with the Securities and Exchange Commission (the “SEC”) on February 25, 2022 (the “Annual Report”).
These condensed consolidated financial statements include the accounts of the Company and its subsidiaries. The Company’s subsidiaries are entities in which the Company holds, directly or indirectly, more than 50% of the voting rights or where it exercises control. Certain subsidiaries of the Company have a basis of presentation different from GAAP. For the purposes of these unaudited condensed consolidated financial statements, the basis of presentation of such subsidiaries is converted to GAAP. All intercompany accounts and transactions have been eliminated in consolidation.
There were no changes to the significant accounting policies or recent accounting pronouncements that were disclosed in Note 2. Summary of Significant Accounting Policies to the audited consolidated financial statements included in the Annual Report, other than as discussed below
Reclassifications
Reclassifications
Certain prior period amounts have been reclassified in order to conform with the current period presentation. These reclassifications have no impact on the Company’s previously reported condensed consolidated net income.
Use of estimates
Use of estimates
The preparation of the condensed consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions in the Company’s condensed consolidated financial statements and notes thereto.
Significant estimates and assumptions include the determination of the recognition, measurement, and valuation of current and deferred income taxes; the fair value of stock-based awards issued; the useful lives of long-lived assets; the impairment of long-lived assets; the Company’s incremental borrowing rate; the fair value of assets acquired and liabilities assumed in business combinations, including contingent consideration arrangements; the fair value of derivatives and related hedges; the fair value of long-term debt; assessing the likelihood of adverse outcomes from claims and disputes; and loss provisions.
Actual results and outcomes may differ from management’s estimates and assumptions due to risks and uncertainties. To the extent that there are material differences between these estimates and actual results, the Company’s condensed consolidated financial statements will be affected. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable, the result of which forms the basis for making judgments about the carrying values of assets and liabilities.
Concentration of credit risk
Concentration of credit risk
The Company’s Cash and cash equivalents, Restricted cash, Customer custodial funds, and Accounts and loans receivable are potentially subject to concentration of credit risk. Cash and cash equivalents, Restricted cash, and Customer custodial funds are placed with financial institutions which are of high credit quality. The Company invests Cash and cash equivalents, and Customer custodial accounts primarily in highly liquid, highly rated instruments which are uninsured. The Company may also have deposit balances with financial institutions which exceed the Federal Deposit Insurance Corporation insurance limit of $250,000. The Company also holds cash at crypto trading venues and performs a regular assessment of these crypto trading venues as part of its risk management process.
The Company held $179.9 million and $100.1 million of USD Coin (“USDC”) as of March 31, 2022 and December 31, 2021, respectively. The issuer has stated that underlying U.S. dollar denominated assets are held on behalf of USDC holders in U.S. regulated financial institutions.
As of March 31, 2022 and December 31, 2021, the Company had no customers who accounted for more than 10% of the Company’s Accounts and loans receivable. As of March 31, 2022 and December 31, 2021, the Company had no payment processors or bank partners representing more than 10% of Accounts and loans receivable.
During the three months ended March 31, 2022 and March 31, 2021, no customer accounted for more than 10% of total revenue.
Derivatives contracts
Derivative contracts
Derivative contracts derive their value from underlying asset prices, other inputs or a combination of these factors. Derivative contracts are recognized as either assets or liabilities in the condensed consolidated balance sheets at fair value, with changes in fair value recognized in Other operating expense, net.
The Company enters into arrangements that result in obtaining the right to receive or obligation to deliver a fixed amount of crypto assets in the future. These are hybrid instruments, consisting of a debt host contract that is initially measured at the fair value of the underlying crypto assets and is subsequently carried at amortized cost, and an embedded forward feature based on the changes in the fair value of the underlying crypto asset. The embedded forward is bifurcated from the host contract, and is subsequently measured at fair value.
Derivatives designated as hedges
The Company applies hedge accounting to certain derivatives executed for risk management purposes. To qualify for hedge accounting, a derivative must be highly effective at reducing the risk associated with the exposure being hedged. The Company uses fair value hedges primarily to hedge the fair value exposure of crypto asset prices. For qualifying fair value hedges, the changes in the fair value of the derivative and the fair value of the hedged item, the crypto assets, are recognized in current-period earnings in Other operating expense, net in the condensed consolidated statements of operations. Derivative amounts affecting earnings are recognized in the same line item as the earnings effect of the hedged item.
Recent accounting pronouncements
Recent accounting pronouncements
Recently adopted accounting pronouncements
On October 28, 2021, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2021-08, Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (“ASU 2021-08”). ASU 2021-08 amends Accounting Standards Codification 805 (“ASC 805”) to require acquiring entities to apply Topic 606 - Revenue from Contracts with Customers to recognize and measure contract assets and contract liabilities in a business combination. The Company early adopted the standard on January 1, 2022. The adoption of the standard did not have a material impact on the Company’s condensed consolidated financial statements.
Accounting pronouncements pending adoption
On March 31, 2022, the SEC issued Staff Accounting Bulletin No. 121 (“SAB 121”). SAB 121 sets out interpretive guidance from the staff of the SEC regarding the accounting for obligations to safeguard crypto assets that an entity holds for its platform users. The guidance requires an entity to recognize a liability for the obligation to safeguard the users’ assets, and recognize an associated asset for the crypto assets held for users. Both the liability and asset should be measured initially and subsequently at the fair value of the crypto assets being safeguarded. The guidance also requires additional disclosures related to the nature and amount of crypto assets that the entity is responsible for holding for its platform users, with separate disclosure for each significant crypto asset, and the vulnerabilities the entity has due to any concentration in such activities. The guidance in SAB 121 is effective for interim or annual periods ending after June 15, 2022, with retrospective application as of the beginning of the fiscal year to which the interim or annual period relates. As of March 31, 2022, the Company had approximately $246 billion of customer crypto assets. The Company is currently evaluating the impact of adopting the guidance. The amount reported upon adoption may be materially different than the amount as of March 31, 2022 due to fluctuations in crypto asset market prices and the notional amount of customer crypto assets held on the Company’s platform.
Revenue recognition
Revenue recognition
The Company determines revenue recognition from contracts with customers through the following steps:
identification of the contract, or contracts, with the customer;
identification of the performance obligations in the contract;
determination of the transaction price;
allocation of the transaction price to the performance obligations in the contract; and
recognition of the revenue when, or as, the Company satisfies a performance obligation.
Revenue is recognized when control of the promised goods or services is transferred to the customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. The Company primarily generates revenue through transaction fees charged on the platform.
Transaction revenue
Retail transaction revenue represents transaction fees earned from customers that are primarily individuals, while institutional transaction revenue represents transaction fees earned from institutional customers, such as hedge funds, family offices, principal trading firms, and financial institutions on the institutional platform. Institutional clients can trade via the Company’s trading platform or utilize Coinbase Prime services depending on their needs. High-frequency trading firms, such as market makers and principal traders, benefit from lower latency by connecting through the trading platform, while corporations and family offices can access an integrated suite of investment services through Coinbase Prime.
The Company’s service is comprised of a single performance obligation to provide a crypto asset matching service when customers buy, sell, or convert crypto assets on the platform. That is, the Company is an agent in transactions between customers and presents revenue for the fees earned on a net basis.
Judgment is required in determining whether the Company is the principal or the agent in transactions between customers. The Company evaluates the presentation of revenue on a gross or net basis based on whether it controls the crypto asset provided before it is transferred to the customer (gross) or whether it acts as an agent by arranging for other customers on the platform to provide the crypto asset to the customer (net). The Company does not control the crypto asset being provided before it is transferred to the buyer, does not have inventory risk related to the crypto asset, and is not responsible for the fulfillment of the crypto asset. The Company also does not set the price for the crypto asset as the price is a market rate established by users of the platform. As a result, the Company acts as an agent in facilitating the ability for a customer to purchase crypto assets from another customer.
The Company considers its performance obligation satisfied, and recognizes revenue, at the point in time the transaction is processed. Contracts with customers are usually open-ended and can be terminated by either party without a termination penalty. Therefore, contracts are defined at the transaction level and do not extend beyond the service already provided.
The Company charges a fee at the transaction level. The transaction price, represented by the trading fee, is calculated based on volume and varies depending on payment type and the value of the transaction. Crypto asset purchase or sale transactions executed by a customer on the Company’s platform is based on tiered pricing that is driven primarily by transaction volume processed for a specific historical period. The Company has concluded that this volume-based pricing approach does not constitute a future material right since the discount is within a range typically offered to a class of customers with similar volume. The transaction fee is collected from the customer at the time the transaction is executed. In certain instances, the transaction fee can be collected in crypto assets, with revenue measured based on the amount of crypto assets received and the fair value of the crypto assets at the time of the transaction.
The transaction price includes estimates for reductions in revenue from transaction fee reversals that may not be recovered from customers. Such reversals occur when the customer disputes a transaction processed on their credit card or their bank account for a variety of reasons and seeks to have the charge reversed after the Company has processed the transaction. These amounts are estimated based upon the most likely amount of consideration to which the Company will be entitled. All estimates are based on historical experience and the Company’s best judgment at the time to the extent it is probable that a significant reversal of revenue recognized will not occur. All estimates of variable consideration are reassessed periodically. The total transaction price is allocated to the single performance obligation. While the Company recognizes transaction fee reversals as a reduction of net revenue, crypto asset losses related to those same transaction reversals are included in Transaction expense.
Blockchain rewards
The Company generates revenues in crypto assets through various blockchain protocols. These blockchain protocols, or the participants that form the protocol networks, reward users for performing various activities on the blockchain, such as participating in proof-of-stake networks and other consensus algorithms. The Company considers itself the principal in transactions with the blockchain networks, and therefore presents such blockchain rewards earned on a gross basis. Blockchain rewards are primarily comprised of Staking revenue in which the Company participates in networks with proof-of-stake consensus algorithms, through creating or validating blocks on the network using the staking validators that it controls. In exchange for participating in the consensus mechanism of these networks, the Company earns rewards in the form of the native token of the network. Each block creation or validation is a performance obligation. Revenue is recognized at the point when the block creation or validation is complete and the rewards are transferred into a digital wallet that the Company controls. Revenue is measured based on the number of tokens received and the fair value of the token at contract inception. Blockchain services offered as part of Coinbase Cloud’s blockchain infrastructure solutions are included in Other subscription and services revenue.
Custodial fee revenue
The Company provides a dedicated secure cold storage solution to customers and earns a fee, which is based on a contractual percentage of the daily value of assets under custody. The fee is collected on a monthly basis. These contracts typically have one performance obligation which is provided and satisfied over the term of the contracts as customers simultaneously receive and consume the benefits of the services. The contract may be terminated by a customer at any time, without incurring a penalty. Customers are billed on the last day of the month during which services were provided, with the amounts being due within thirty days of receipt of the invoice.
Earn campaign revenue
The Company provides a platform for crypto asset issuers, the customer, to engage with the Company’s retail users and teach them about new crypto assets through the use of educational tools, videos, and tutorials. In exchange for completing a task, such as watching the video or downloading an application, retail users may be eligible to receive crypto assets from the crypto asset issuer. The Company is the agent with respect to the delivery of the crypto assets. The Company earns a commission from the crypto asset issuer based on the amount of crypto assets that are distributed to users.
Interest income and corporate interest and other income
The Company holds customer custodial funds and cash and cash equivalents at certain third-party banks which earn interest. The Company also earns interest income under a revenue sharing arrangement and on loans granted to retail and institutional users. Interest income is calculated using the interest method and is not within the scope of Topic 606 – Revenue from Contracts with Customers. Interest earned on customer custodial funds, revenue sharing, and loans is included in Interest income within Subscription and services revenue. Interest earned on cash and cash equivalents is included in Corporate interest and other income, within Other revenue.
Other subscription and services revenue
Other subscription and services revenue primarily includes revenue from Coinbase Cloud, which includes staking application, delegation, and infrastructure services, as well as revenue from subscription licenses. Generally, these contracts with customers contain one performance obligation, may have variable and non-cash consideration, and are satisfied at a point in time or over the period that services are provided.
Other revenueOther revenue includes the sale of crypto assets and Corporate interest and other income. Periodically, as an accommodation to customers, the Company may fulfill customer transactions using the Company’s own crypto assets held for operating purposes. The Company has custody and control of the crypto assets prior to the sale to the customer and records revenue at the point in time when the sale to the customer is processed. Accordingly, the Company records the total value of the sale in Other revenue and the cost of the crypto assets in Other operating expense, net within the condensed consolidated statements of operations.Related party transactionsCertain of the Company’s directors, executive officers, and principal owners, including immediate family members, are users of the Company’s platform.
Loans receivable Loans receivableThe Company’s credit exposure is significantly limited and no allowance was recorded against these loans receivable. Loans receivable are measured at amortized cost.
v3.22.1
ACQUISITIONS (Tables)
3 Months Ended
Mar. 31, 2022
Business Combination and Asset Acquisition [Abstract]  
Schedule of business acquisitions by acquisition
The total consideration transferred in the acquisition was $258.0 million, consisting of the following (in thousands):
Cash$151,424 
Cash payable126 
Class A common stock of the Company103,977 
RSUs for shares of the Company’s Class A common stock2,457 
Total purchase consideration$257,984 
The total consideration transferred in the acquisition was $275.1 million, consisting of the following (in thousands):
Cash$56,726 
Cash payable10,442 
Class A common stock of the Company - issued174,229 
Class A common stock of the Company - to be issued33,693 
Total purchase consideration$275,090 
The total consideration transferred in the acquisition was $457.3 million, consisting of the following (in thousands):
Common stock of the Company$389,314 
Previously held interest on acquisition date10,863 
Cash28,726 
Replacement of Bison Trails options28,365 
Total purchase consideration$457,268 
Schedule of recognized identified assets acquired and liabilities assumed The following table summarizes the fair values of assets acquired and liabilities assumed as of the date of acquisition (in thousands):
Cash and cash equivalents$10,560 
Restricted cash573 
Accounts and loans receivable, net of allowance4,981 
Prepaid expenses and other current assets4,182 
Lease right-of-use assets1,059 
Property and equipment, net1,248 
Goodwill222,732 
Intangible assets28,500 
Other non-current assets3,476 
Total assets277,311 
Accounts payable719 
Accrued expenses and other current liabilities11,325 
Lease liabilities1,059 
Other non-current liabilities6,224 
Total liabilities19,327 
Net assets acquired$257,984 
The following table summarizes the estimated fair values of assets acquired and liabilities assumed as of the date of acquisition (in thousands):
Cash and cash equivalents$10,867 
Accounts and loans receivable, net of allowance411 
Prepaid expenses and other current assets20 
Intangible assets41,000 
Goodwill231,685 
Other non-current assets8,295 
Total assets292,278 
Accounts payable472 
Accrued expenses and other current liabilities5,796 
Other non-current liabilities10,920 
Total liabilities17,188 
Net assets acquired$275,090 
The following table summarizes the estimated fair values of assets acquired and liabilities assumed using a cost-based approach (in thousands):
Cash and cash equivalents$12,201 
Crypto assets held5,177 
Accounts and loans receivable, net of allowance2,323 
Prepaid expenses and other current assets122 
Intangible assets39,100 
Goodwill404,167 
Other non-current assets1,221 
Lease right-of-use assets808 
Total assets465,119 
Accounts payable526 
Accrued expenses and other current liabilities1,920 
Lease liabilities808 
Other non-current liabilities4,597 
Total liabilities7,851 
Net assets acquired$457,268 
Schedule of components of finite lived and indefinite lived identifiable intangible assets acquired
The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition (in thousands, except for years data):
Fair ValueUseful Life at Acquisition (in years)
Developed technology$15,700 
1 - 5
In-process research and development ("IPR&D")2,500 N/A
Customer relationships10,300 2
The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition (in thousands, except for years data):
Fair ValueUseful Life at Acquisition (in years)
DCM License$26,900 Indefinite
Developed technology10,700 5
Trading relationships3,400 3
The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition (in thousands, except for years data):
Fair ValueUseful Life at Acquisition (in years)
Developed technology$36,000 3
IPR&D1,200 N/A
User base1,900 3
v3.22.1
REVENUE (Tables)
3 Months Ended
Mar. 31, 2022
Revenue from Contract with Customer [Abstract]  
Schedule of disaggregated revenue by source
The following table presents revenue of the Company disaggregated by revenue source (in thousands):
Three Months Ended March 31,
20222021
Net revenue
Transaction revenue
Retail, net$965,841 $1,455,171 
Institutional, net47,195 85,409 
Total transaction revenue1,013,036 1,540,580 
Subscription and services revenue
Blockchain rewards81,895 9,251 
Custodial fee revenue31,694 23,451 
Earn campaign revenue5,906 11,111 
Interest income10,454 3,320 
Other subscription and services revenue21,906 9,268 
Total subscription and services revenue151,855 56,401 
Total net revenue1,164,891 1,596,981 
Other revenue
Crypto asset sales revenue569 203,799 
Corporate interest and other income976 332 
Total other revenue1,545 204,131 
Total revenue$1,166,436 $1,801,112 
Schedule of revenues disaggregated by geography
In the table below are the revenues disaggregated by geography, based on domicile of the client or booking location, as applicable (in thousands):
Three Months Ended March 31,
20222021
United States$955,833 $1,465,436 
Rest of the World(1)
210,603 335,676 
     Total revenue$1,166,436 $1,801,112 
__________________
(1)No other individual country accounted for more than 10% of total revenue
v3.22.1
ACCOUNTS AND LOANS RECEIVABLE, NET OF ALLOWANCE (Tables)
3 Months Ended
Mar. 31, 2022
Receivables [Abstract]  
Schedule of accounts receivable, net of allowance
Accounts and loans receivable, net of allowance consisted of the following (in thousands):
March 31,December 31,
20222021
In-transit customer receivables$63,510 $102,720 
Trade finance receivables5,995 1,865 
Custodial fee revenue receivable18,039 23,727 
Loans receivable(1)
218,322 218,461 
Interest and other receivables(2)
60,599 73,803 
Allowance for doubtful accounts(3)
(20,417)(24,551)
Total accounts and loans receivable, net of allowance$346,048 $396,025 
__________________
(1)The fair value of collateral held as security exceeded the outstanding loans receivable as of March 31, 2022 and December 31, 2021, so no allowance was recorded.
(2)Includes Accounts receivables denominated in crypto assets of $27.1 million and $26.4 million as of March 31, 2022 and December 31, 2021, respectively. Includes Crypto asset futures of $2.4 million and $0 as of March 31, 2022 and December 31, 2021, respectively.
(3)Includes provision for transaction losses of $9.2 million and $16.8 million as of March 31, 2022 and December 31, 2021, respectively.
v3.22.1
GOODWILL, INTANGIBLE ASSETS, NET AND CRYPTO ASSETS HELD (Tables)
3 Months Ended
Mar. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of goodwill
The following table reflects the changes in the carrying amount of goodwill (in thousands):
Three Months Ended March 31, 2022
Year Ended December 31, 2021
Balance, beginning of period$625,758 $77,212 
Additions due to business combinations454,418 548,546 
Balance, end of period$1,080,176 $625,758 
Schedule of indefinite-lived intangible assets
Intangible assets, net consisted of the following (in thousands, except years data):
As of March 31, 2022Gross Carrying AmountAccumulated AmortizationIntangible Assets, NetWeighted Average Remaining Useful Life (in years)
Amortizing intangible assets
Acquired developed technology$127,308 $(46,128)$81,180 2.66
User base2,997 (1,302)1,695 1.50
Customer relationships89,791 (32,725)57,066 3.18
Non-compete agreement2,402 (1,281)1,121 2.34
Assembled workforce60,800 (17,416)43,384 1.19
Trade Relationships3,400 (189)3,211 2.84
In-process research and development(1)
4,321 — 4,321 N/A
Indefinite-lived intangible assets
Domain name250 — 250 N/A
Licenses26,900 — 26,900 N/A
Total$318,169 $(99,041)$219,128 
__________________
(1)Amortization begins once the technology is placed in service. IPR&D is expected to have a useful life of three years.
As of December 31, 2021Gross Carrying AmountAccumulated AmortizationIntangible Assets, NetWeighted Average Remaining Useful Life (in years)
Amortizing intangible assets
Acquired developed technology$100,908 $(34,865)$66,043 1.97
User base2,997 (1,020)1,977 1.75
Customer relationships79,491 (27,789)51,702 3.68
Non-compete agreement2,402 (1,161)1,241 2.58
Assembled workforce60,800 (8,324)52,476 1.43
In-process research and development(1)
3,000 — 3,000 N/A
Indefinite-lived intangible assets
Domain name250 — 250 N/A
Total$249,848 $(73,159)$176,689 
__________________
(1)Amortization begins once the technology is placed in service. IPR&D is expected to have a useful life of three years.
Schedule of finite-lived intangible assets, future amortization expense
The expected future amortization expense for intangible assets other than IPR&D as of March 31, 2022 is as follows (in thousands):
2022 (for the remainder of)$78,507 
202369,814 
202421,221 
202513,119 
20264,818 
Thereafter178 
Total expected future amortization expense$187,657 
Schedule of finite-lived intangible assets
Intangible assets, net consisted of the following (in thousands, except years data):
As of March 31, 2022Gross Carrying AmountAccumulated AmortizationIntangible Assets, NetWeighted Average Remaining Useful Life (in years)
Amortizing intangible assets
Acquired developed technology$127,308 $(46,128)$81,180 2.66
User base2,997 (1,302)1,695 1.50
Customer relationships89,791 (32,725)57,066 3.18
Non-compete agreement2,402 (1,281)1,121 2.34
Assembled workforce60,800 (17,416)43,384 1.19
Trade Relationships3,400 (189)3,211 2.84
In-process research and development(1)
4,321 — 4,321 N/A
Indefinite-lived intangible assets
Domain name250 — 250 N/A
Licenses26,900 — 26,900 N/A
Total$318,169 $(99,041)$219,128 
__________________
(1)Amortization begins once the technology is placed in service. IPR&D is expected to have a useful life of three years.
As of December 31, 2021Gross Carrying AmountAccumulated AmortizationIntangible Assets, NetWeighted Average Remaining Useful Life (in years)
Amortizing intangible assets
Acquired developed technology$100,908 $(34,865)$66,043 1.97
User base2,997 (1,020)1,977 1.75
Customer relationships79,491 (27,789)51,702 3.68
Non-compete agreement2,402 (1,161)1,241 2.58
Assembled workforce60,800 (8,324)52,476 1.43
In-process research and development(1)
3,000 — 3,000 N/A
Indefinite-lived intangible assets
Domain name250 — 250 N/A
Total$249,848 $(73,159)$176,689 
__________________
(1)Amortization begins once the technology is placed in service. IPR&D is expected to have a useful life of three years.
Crypto assets held consisted of the following (in thousands):
March 31,December 31,
20222021
Recorded at impaired cost
Crypto assets held as investments$487,651 $209,415 
Crypto assets held for operating purposes277,699 357,093 
Total Crypto assets held recorded at impaired cost765,350 566,508 
Recorded at fair value(1)
Crypto assets held for operating purposes87,336 — 
Crypto assets borrowed480,647 421,685 
Total Crypto assets held recorded at fair value567,983 421,685 
Total Crypto assets held$1,333,333 $988,193 
__________________
(1)Recorded at fair value as these Crypto assets are held as the hedged item in qualifying fair value hedges.
v3.22.1
PREPAID EXPENSES AND OTHER ASSETS (Tables)
3 Months Ended
Mar. 31, 2022
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]  
Schedule of prepaid expenses and other current and non-current assets
Prepaid expenses and other current assets, and Other non-current assets consisted of the following (in thousands):
March 31,December 31,
20222021
Prepaid expenses and other current assets
Prepaid expenses$181,261 $123,246 
Deposits7,242 9,658 
Other2,565 2,945 
Total prepaid expenses and other current assets$191,068 $135,849 
Other non-current assets
Equity method investments$628 $1,463 
Strategic investments400,495 363,950 
Deferred tax assets750,566 573,547 
Deposits12,729 13,347 
Other195 — 
Total other non-current assets$1,164,613 $952,307 
Schedule of other investments accounted for under the measurement alternative The changes in the carry value of strategic investments accounted for under the measurement alternative are presented below (in thousands):
Three Months Ended March 31,
20222021
Carrying amount, beginning of period$352,431 $26,146 
Net additions(1)
26,214 9,438 
Upward adjustments879 1,387 
Previously held interest in Bison Trails (see Note 3)— (2,000)
Impairments and downward adjustments(100)(50)
Carrying amount, end of period(2)
$379,424 $34,921 
__________________
(1)Net additions include additions from purchases and reductions due to exits of securities and reclassifications due to changes to capital structure.
(2)Excludes $21.1 million and $0 as at March 31, 2022 and March 31, 2021, respectively, of strategic investments that are not accounted for under the measurement alternative.
v3.22.1
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Tables)
3 Months Ended
Mar. 31, 2022
Payables and Accruals [Abstract]  
Schedule of accounts payable and accrued expenses
Accrued expenses and other current liabilities consisted of the following (in thousands):
March 31,December 31,
20222021
Accrued expenses$293,182 $195,810 
Accrued payroll and payroll related113,859 146,313 
Income taxes payable3,816 4,553 
Short-term borrowings149,426 20,060 
Other payables(1)
87,677 72,823 
Total accrued expenses and other current liabilities$647,960 $439,559 
__________________
(1)Includes Other payables denominated in crypto assets of $32.6 million as of March 31, 2022 and an immaterial amount as of December 31, 2021.
v3.22.1
INDEBTEDNESS (Tables)
3 Months Ended
Mar. 31, 2022
Debt Disclosure [Abstract]  
Interest Income and Interest Expense Disclosure
The following table summarizes the interest obligations for the 2026 Convertible Notes, the 2028 Senior Notes and the 2031 Senior Notes (in thousands, except percentages):
Three Months Ended March 31, 2022
IndebtednessEffective interest rateCoupon interest expenseAmortization of debt discounts and debt issuance costsTotal interest expense
2026 Convertible Notes0.98 %$1,953 $1,440 $3,393 
2028 Senior Notes3.57 %8,437 381 8,818 
2031 Senior Notes3.77 %9,017 249 9,266 
Total$19,407 $2,070 $21,477 
v3.22.1
DERIVATIVES (Tables)
3 Months Ended
Mar. 31, 2022
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Description of derivatives and related hedge accounting designation
The following outlines the Company’s derivatives and the related hedge accounting designation, as applicable.
Type of derivativeDescription of derivativeLocation of host contract and derivative on balance sheet
Crypto asset borrowings(1)
The Company borrows crypto assets that result in the obligation to deliver a fixed amount of crypto assets in the future.
Crypto asset borrowings
Accounts receivable denominated in crypto assetsThe Company provides services for which, under the contract, the customer pays in crypto assets. The amount of crypto assets are fixed at the time of invoicing. The right to receive fixed amounts of crypto assets consists of a receivable host contract and an embedded forward contract to purchase crypto assets.
Accounts and loans receivable, net of allowance
Other payables denominated in crypto assetsThe Company enters into arrangements that result in the obligation to deliver a fixed amount of crypto assets in the future.
Accrued expenses and other current liabilities
Crypto asset futures(1)
The Company enters into short positions on futures contracts to minimize the exposure on the change in the fair value price of Crypto assets held.
Accounts and loans receivable, net of allowance
__________________
(1)     For risk management purposes, the Company applies hedge accounting using these derivative instruments in qualifying fair value hedges to primarily hedge the fair value exposure of crypto asset prices.
Schedule of the notional amount of derivative contracts outstanding
The following table summarizes the notional amounts of derivative instruments outstanding, measured in U.S. dollar equivalents (in thousands):
March 31,December 31,
20222021
Designated as hedging instrument
Crypto asset borrowings with embedded derivatives
$598,908 $669,445 
Crypto asset futures86,011 — 
Not designated as hedging instrument
Accounts receivable denominated in crypto assets21,727 17,415 
Other payables denominated in crypto assets32,589 — 
Crypto asset futures6,930 — 
The following tables summarize information on derivative assets and liabilities that are reflected in the Company’s condensed consolidated balance sheets, by accounting designation (in thousands):
Gross derivative assetsGross derivative liabilities
March 31, 2022Not designated as hedgesDesignated as hedgesTotal derivative assetsNot designated as hedgesDesignated as hedgesTotal derivative liabilities
Crypto asset borrowings with embedded derivatives(1)
$— $249,906 $249,906 $— $136,562 $136,562 
Accounts receivable denominated in crypto assets5,326 — 5,326 — — — 
Crypto asset futures— 2,399 2,399 — — — 
Total fair value of derivative assets and liabilities$5,326 $252,305 $257,631 $— $136,562 $136,562 
__________________
(1)    During the three months ended March 31, 2022, the fee on these borrowings ranged from 0.0% to 4.5%. During the three months ended March 31, 2021, the fee on these borrowings ranged from 1.7% to 7.0%. During the three months ended March 31, 2022 and March 31, 2021, the Company incurred $1.4 million and $4.3 million of borrowing fees in crypto assets, respectively. Borrowing fees are included in Other operating expense, net in the condensed consolidated statements of operations.

Gross derivative assetsGross derivative liabilities
December 31, 2021Not designated as hedgesDesignated as hedgesTotal derivative assetsNot designated as hedgesDesignated as hedgesTotal derivative liabilities
Crypto asset borrowings with embedded derivatives$— $336,396 $336,396 $— $93,616 $93,616 
Accounts receivable denominated in crypto assets9,033 — 9,033 — — — 
Total fair value of derivative assets and liabilities$9,033 $336,396 $345,429 $— $93,616 $93,616 
The following amounts were recorded in the condensed consolidated balance sheets related to certain cumulative fair value hedge basis adjustments that are expected to reverse through the condensed consolidated statements of operations in future periods as an adjustment to Other operating expense, net (in thousands):
Cumulative amount of fair value hedging adjustments included in the carrying amount of hedged items
March 31, 2022Carrying amount of the hedged itemsActive hedging relationshipsDiscontinued hedging relationshipsTotal
Crypto assets held$567,983 $(111,931)$515 $(111,416)
Cumulative amount of fair value hedging adjustments included in the carrying amount of hedged items
December 31, 2021Carrying amount of the hedged itemsActive hedging relationshipsDiscontinued hedging relationshipsTotal
Crypto assets held$421,685 $(240,771)$— $(240,771)
Schedule of gains (losses) recorded in income
Gains (losses) on derivative instruments recognized in the Company’s condensed consolidated statements of operations were as follows (in thousands):
Gains (losses) recorded in Other operating expense, net
Three Months Ended March 31, 2022Three Months Ended March 31, 2021
DerivativesHedged itemsIncome statement impactDerivativesHedged itemsIncome statement impact
Designated as fair value hedging instruments
Crypto asset borrowings with embedded derivatives$4,998 $(4,924)$74 $(267,400)$258,124 $(9,276)
Crypto asset futures(2,666)2,743 77 — — — 
Not designated as hedging instruments
Accounts receivable denominated in crypto assets(4,913)— (4,913)— — — 
Crypto asset futures(1,692)— (1,692)— — — 
Total$(4,273)$(2,181)$(6,454)$(267,400)$258,124 $(9,276)
v3.22.1
FAIR VALUE MEASUREMENTS (Tables)
3 Months Ended
Mar. 31, 2022
Fair Value Disclosures [Abstract]  
Schedule of fair value of assets and liabilities
The following table sets forth by level, within the fair value hierarchy, the Company’s assets and liabilities measured and recorded at fair value on a recurring basis (in thousands):
March 31, 2022December 31, 2021
Level 1Level 2Level 3TotalLevel 1Level 2Level 3Total
Assets
Cash and cash equivalents(1)
$3,975,881 $— $— $3,975,881 $4,813,621 $— $— $4,813,621 
Customer custodial funds(2)
3,066,565 — — 3,066,565 3,566,072 — — 3,566,072 
Crypto assets held(3)
— 567,983 — 567,983 — 421,685 — 421,685 
Derivative assets(4)
— 257,631 — 257,631 — 345,429 — 345,429 
Total assets$7,042,446 $825,614 $— $7,868,060 $8,379,693 $767,114 $— $9,146,807 
Liabilities
Derivative liabilities(4)(5)
$— $136,562 $— $136,562 $— $93,616 $— $93,616 
Contingent consideration arrangement— — 14,828 14,828 — — 14,828 14,828 
Total liabilities$— $136,562 $14,828 $151,390 $— $93,616 $14,828 $108,444 
__________________
(1)Excludes corporate cash of $2.1 billion and $2.3 billion held in deposit at financial institutions and crypto asset trading venues and not measured and recorded at fair value as of March 31, 2022 and December 31, 2021, respectively.
(2)Excludes customer custodial funds of $7.0 billion held in deposit at financial institutions and not measured and recorded at fair value as of March 31, 2022 and December 31, 2021.
(3)Includes crypto assets held that have been designated as hedged items in fair value hedges and excludes crypto assets of $765.4 million and $566.5 million held at cost as of March 31, 2022 and December 31, 2021, respectively.
(4)Excludes crypto asset borrowings of $598.9 million and $669.4 million, representing the host liability contract which is not measured and recorded at fair value as of March 31, 2022 and December 31, 2021, respectively. Additionally, excludes the host contract of $21.7 million and $17.4 million related to Accounts receivable denominated in crypto assets as of March 31, 2022 and December 31, 2021, respectively.
(5)Excludes the host contract of $32.6 million and an immaterial amount related to Other payables denominated in crypto assets as of March 31, 2022 and December 31, 2021, respectively.
v3.22.1
COMMON STOCK (Tables)
3 Months Ended
Mar. 31, 2022
Equity [Abstract]  
Schedule of common stock reserved for issuance
The Company has reserved shares of Class A common stock and Class B common stock for issuance for the following purposes (in thousands):
March 31,December 31,
20222021
Class A common stock
Options issued and outstanding under the 2013 Amended and Restated Stock Plan (the “2013 Plan”)1,230 1,569 
Options issued and outstanding under the 2019 Equity Incentive Plan (the “2019 Plan”)28,267 29,311 
RSUs issued and outstanding under the 2019 Plan4,419 5,851 
Options issued and outstanding under the 2021 Equity Incentive Plan (the “2021 Plan”) 720 — 
RSUs issued and outstanding under the 2021 Plan4,947 1,402 
Shares available for future issuance under the 2021 Plan43,246 35,856 
Shares available for future issuance under the 2021 Employee Stock Purchase Plan (the “ESPP”)7,252 5,125 
Replacement options issued and outstanding from the Tagomi acquisition
Replacement options issued and outstanding from the Bison Trails acquisition196 223 
RSUs issued and outstanding from other acquisitions229 229 
Shares available for future issuance of warrants2,296 2,296 
Total Class A common stock shares reserved92,806 81,866 
Class B common stock
Options issued and outstanding under the 2013 Plan5,792 6,101 
Total Class B common stock shares reserved5,792 6,101 
v3.22.1
STOCK-BASED COMPENSATION (Tables)
3 Months Ended
Mar. 31, 2022
Share-based Payment Arrangement [Abstract]  
Schedule of activity of options outstanding
Activity of options outstanding are as follows (in thousands, except per share and years data):
Options OutstandingWeighted Average Exercise Price per ShareWeighted Average Remaining Contractual Life (Years)Aggregate Intrinsic Value
Balance at January 1, 202237,208 $18.60 7.83$8,698,078 
Issued725 211.62 
Exercised(1,099)15.41 
Forfeited and cancelled(625)23.78 
Balance at March 31, 202236,209 22.47 7.636,077,685 
Vested and exercisable at March 31, 202216,825 15.91 6.982,928,023 
Vested and expected to vest at March 31, 202230,075 22.27 7.485,056,991 
Schedule of share-based payment award, options, valuation assumptions
The assumptions used under the Black-Scholes-Merton option pricing model and the weighted average calculated value of the options granted to employees were as follows:
Three Months Ended March 31,
20222021
Dividend yield0.0 %0.0 %
Expected volatility55.1 %44.0 %
Expected term (in years)5.84.8
Risk-free interest rate1.8 %0.5 %
Schedule of activity of RSUs outstanding
Activity of RSUs outstanding are as follows (in thousands, except per share data):
Number of sharesWeighted-Average Grant Date Fair Value Per Share
Balance at January 1, 20227,482 $157.22 
Granted4,523 191.09 
Vested(2,037)162.70 
Forfeited and cancelled(373)154.97 
Balance at March 31, 20229,595 172.11 
Schedule of activity of restricted Class A common stock Activity of restricted Class A common stock is as follows (in thousands, except per share data):
Number of sharesWeighted-Average Grant Date Fair Value Per Share
Balance at January 1, 20222,014 $137.57 
Granted323 126.85 
Vested(549)134.77 
Forfeited and cancelled— — 
Balance at March 31, 20221,788 136.50 
Schedule of stock based compensation
Stock-based compensation is included in the following components of expenses on the accompanying condensed consolidated statements of operations (in thousands):
Three Months Ended March 31,
20222021
Technology and development$256,524 $73,256 
Sales and marketing14,956 3,531 
General and administrative80,661 27,841 
Total$352,141 $104,628 
During the three months ended March 31, 2022 and March 31, 2021, $1.4 million and $0.7 million of stock-based compensation expense was included in capitalized software, respectively.
v3.22.1
NET (LOSS) INCOME PER SHARE (Tables)
3 Months Ended
Mar. 31, 2022
Earnings Per Share [Abstract]  
Schedule of computation of net (loss) income per share
The computation of net (loss) income per share is as follows (in thousands, except per share amounts):
Three Months Ended March 31,
20222021
Basic net (loss) income per share:
Numerator
Net (loss) income$(429,659)$771,463 
Less: Income allocated to participating securities— (469,567)
Net (loss) income attributable to common stockholders, basic$(429,659)$301,896 
Denominator
Weighted-average shares of common stock used to compute net (loss) income per share attributable to common stockholders, basic217,472 79,373 
Net (loss) income per share attributable to common stockholders, basic$(1.98)$3.80 
Diluted net (loss) income per share:
Numerator
Net (loss) income$(429,659)$771,463 
Less: Income allocated to participating securities— (383,744)
Net (loss) income attributable to common stockholders - diluted$(429,659)$387,719 
Denominator
Weighted-average shares of common stock used to compute net (loss) income per share attributable to common stockholders, basic217,472 79,373 
Weighted-average effect of potentially dilutive securities:
Stock options— 44,492 
RSUs— 2,841 
Warrants— 290 
Weighted-average shares of common stock used to compute net (loss) income per share attributable to common stockholders, diluted217,472 126,996 
Net (loss) income per share attributable to common stockholders, diluted$(1.98)$3.05 
Schedule of potentially dilutive shares
The following potentially dilutive shares were not included in the calculation of diluted shares outstanding as the effect would have been anti-dilutive (in thousands):
Three Months Ended March 31,
20222021
Stock options36,209 192 
RSUs9,595 2,331 
Convertible notes3,880 — 
Restricted common stock2,116 — 
Employee stock purchase plan382 — 
Contingent consideration151 — 
Total52,333 2,523 
v3.22.1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Accounting Policies [Abstract]    
USDC held $ 179,885 $ 100,096
Crypto assets under custody $ 246,000,000  
v3.22.1
ACQUISITIONS - Narrative (Details) - USD ($)
$ in Thousands
Feb. 01, 2022
Jan. 04, 2022
Feb. 08, 2021
Unbound Security, Inc.      
Business Acquisition [Line Items]      
Total purchase consideration   $ 257,984  
Cash subject to an indemnity holdback   21,700  
Total acquisition costs   $ 3,000  
Holdback release term   18 months  
Unbound Security, Inc. | Class A common stock      
Business Acquisition [Line Items]      
Number of shares to subject to indemnity holdback (in shares)   85,324  
FairXchange, Inc.      
Business Acquisition [Line Items]      
Total purchase consideration $ 275,090    
Cash subject to an indemnity holdback $ 4,700    
Holdback release term 15 months    
FairXchange, Inc. | Class A common stock      
Business Acquisition [Line Items]      
Number of shares to subject to indemnity holdback (in shares) 83,035    
FairXchange, Inc. | General and administrative      
Business Acquisition [Line Items]      
Total acquisition costs $ 1,100    
Bison Trails Co.      
Business Acquisition [Line Items]      
Total purchase consideration     $ 457,268
Total acquisition costs     $ 3,700
Holdback release term     18 months
Gain on remeasurement     $ 8,800
Bison Trails Co. | Class A common stock      
Business Acquisition [Line Items]      
Number of shares to subject to indemnity holdback (in shares)     496,434
Other Acquisitions | Common Stock, Not Subject to Indemnity Holdback | Class A common stock      
Business Acquisition [Line Items]      
Number of shares included in purchase consideration (in shares) 170,397    
v3.22.1
ACQUISITIONS - Schedule of Unbound purchase consideration (Details) - Unbound Security, Inc.
$ in Thousands
Jan. 04, 2022
USD ($)
Business Acquisition [Line Items]  
Cash $ 151,424
Cash payable 126
Total purchase consideration 257,984
Class A common stock  
Business Acquisition [Line Items]  
Equity interests issued and issuable 103,977
RSUs  
Business Acquisition [Line Items]  
Equity interests issued and issuable $ 2,457
v3.22.1
ACQUISITIONS - Schedule of Unbound net assets acquired (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Jan. 04, 2022
Dec. 31, 2021
Dec. 31, 2020
Business Acquisition [Line Items]        
Goodwill $ 1,080,176   $ 625,758 $ 77,212
Unbound Security, Inc.        
Business Acquisition [Line Items]        
Cash and cash equivalents   $ 10,560    
Restricted cash   573    
Accounts and loans receivable, net of allowance   4,981    
Prepaid expenses and other current assets   4,182    
Lease right-of-use assets   1,059    
Property and equipment, net   1,248    
Goodwill   222,732    
Intangible assets   28,500    
Other non-current assets   3,476    
Total assets   277,311    
Accounts payable   719    
Accrued expenses and other current liabilities   11,325    
Lease liabilities   1,059    
Other non-current liabilities   6,224    
Total liabilities   19,327    
Net assets acquired   $ 257,984    
v3.22.1
ACQUISITIONS - Schedule of Unbound finite-lived intangible assets acquired (Details) - Unbound Security, Inc.
$ in Thousands
Jan. 04, 2022
USD ($)
Acquired Finite-Lived Intangible Assets [Line Items]  
Intangible assets $ 28,500
Developed technology  
Acquired Finite-Lived Intangible Assets [Line Items]  
Intangible assets $ 15,700
Developed technology | Minimum  
Acquired Finite-Lived Intangible Assets [Line Items]  
Useful Life at Acquisition (in years) 1 year
Developed technology | Maximum  
Acquired Finite-Lived Intangible Assets [Line Items]  
Useful Life at Acquisition (in years) 5 years
IPR&D  
Acquired Finite-Lived Intangible Assets [Line Items]  
Intangible assets $ 2,500
Customer relationships  
Acquired Finite-Lived Intangible Assets [Line Items]  
Intangible assets $ 10,300
Useful Life at Acquisition (in years) 2 years
v3.22.1
ACQUISITIONS - Schedule of FairXchange purchase consideration (Details) - USD ($)
$ in Thousands
Feb. 01, 2022
Jan. 04, 2022
FairXchange, Inc.    
Business Acquisition [Line Items]    
Cash $ 56,726  
Cash payable 10,442  
Total purchase consideration 275,090  
FairXchange, Inc. | Common Stock Issued | Class A common stock    
Business Acquisition [Line Items]    
Common stock of the Company 174,229  
FairXchange, Inc. | Common Stock to be Issued | Class A common stock    
Business Acquisition [Line Items]    
Common stock of the Company $ 33,693  
Unbound Security, Inc.    
Business Acquisition [Line Items]    
Cash   $ 151,424
Cash payable   126
Total purchase consideration   $ 257,984
v3.22.1
ACQUISITIONS - Schedule of FairXchange net assets acquired (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Feb. 01, 2022
Dec. 31, 2021
Dec. 31, 2020
Business Acquisition [Line Items]        
Goodwill $ 1,080,176   $ 625,758 $ 77,212
FairXchange, Inc.        
Business Acquisition [Line Items]        
Cash and cash equivalents   $ 10,867    
Accounts and loans receivable, net of allowance   411    
Prepaid expenses and other current assets   20    
Intangible assets   41,000    
Goodwill   231,685    
Other non-current assets   8,295    
Total assets   292,278    
Accounts payable   472    
Accrued expenses and other current liabilities   5,796    
Other non-current liabilities   10,920    
Total liabilities   17,188    
Net assets acquired   $ 275,090    
v3.22.1
ACQUISITIONS - Schedule of FairXchange finite-lived intangible assets acquired (Details) - FairXchange, Inc.
$ in Thousands
Feb. 01, 2022
USD ($)
Acquired Finite-Lived Intangible Assets [Line Items]  
Intangible assets $ 41,000
DCM License  
Acquired Finite-Lived Intangible Assets [Line Items]  
Intangible assets 26,900
Developed technology  
Acquired Finite-Lived Intangible Assets [Line Items]  
Intangible assets $ 10,700
Useful Life at Acquisition (in years) 5 years
Trading relationships  
Acquired Finite-Lived Intangible Assets [Line Items]  
Intangible assets $ 3,400
Useful Life at Acquisition (in years) 3 years
v3.22.1
ACQUISITIONS - Schedule of Bison Trails purchase consideration (Details) - Bison Trails Co.
$ in Thousands
Feb. 08, 2021
USD ($)
Business Acquisition [Line Items]  
Common stock of the Company $ 389,314
Previously held interest on acquisition date 10,863
Cash 28,726
Replacement of Bison Trails options 28,365
Total purchase consideration $ 457,268
v3.22.1
ACQUISITIONS - Schedule of Bison Trails net assets acquired (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Feb. 08, 2021
Dec. 31, 2020
Business Acquisition [Line Items]        
Goodwill $ 1,080,176 $ 625,758   $ 77,212
Bison Trails Co.        
Business Acquisition [Line Items]        
Cash and cash equivalents     $ 12,201  
Crypto assets held     5,177  
Accounts and loans receivable, net of allowance     2,323  
Prepaid expenses and other current assets     122  
Intangible assets     39,100  
Goodwill     404,167  
Other non-current assets     1,221  
Lease right-of-use assets     808  
Total assets     465,119  
Accounts payable     526  
Accrued expenses and other current liabilities     1,920  
Lease liabilities     808  
Other non-current liabilities     4,597  
Total liabilities     7,851  
Net assets acquired     $ 457,268  
v3.22.1
ACQUISITIONS - Schedule of Bison Trails finite-lived intangible assets acquired (Details) - Bison Trails Co.
$ in Thousands
Feb. 08, 2021
USD ($)
Acquired Finite-Lived Intangible Assets [Line Items]  
Intangible assets $ 39,100
IPR&D  
Acquired Finite-Lived Intangible Assets [Line Items]  
Intangible assets 1,200
Developed technology  
Acquired Finite-Lived Intangible Assets [Line Items]  
Intangible assets $ 36,000
Useful Life at Acquisition (in years) 3 years
User base  
Acquired Finite-Lived Intangible Assets [Line Items]  
Intangible assets $ 1,900
Useful Life at Acquisition (in years) 3 years
v3.22.1
REVENUE - Schedule of revenue disaggregated by source (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Disaggregation of Revenue [Line Items]    
Interest income $ 10,454 $ 3,320
Total revenue 1,166,436 1,801,112
Net revenue    
Disaggregation of Revenue [Line Items]    
Total revenue 1,164,891 1,596,981
Transaction revenue    
Disaggregation of Revenue [Line Items]    
Revenue 1,013,036 1,540,580
Retail, net    
Disaggregation of Revenue [Line Items]    
Revenue 965,841 1,455,171
Institutional, net    
Disaggregation of Revenue [Line Items]    
Revenue 47,195 85,409
Subscription and services revenue    
Disaggregation of Revenue [Line Items]    
Revenue 151,855 56,401
Blockchain rewards    
Disaggregation of Revenue [Line Items]    
Revenue 81,895 9,251
Custodial fee revenue    
Disaggregation of Revenue [Line Items]    
Revenue 31,694 23,451
Earn campaign revenue    
Disaggregation of Revenue [Line Items]    
Revenue 5,906 11,111
Other subscription and services revenue    
Disaggregation of Revenue [Line Items]    
Revenue 21,906 9,268
Other revenue    
Disaggregation of Revenue [Line Items]    
Total revenue 1,545 204,131
Crypto asset sales revenue    
Disaggregation of Revenue [Line Items]    
Revenue 569 203,799
Corporate interest and other income    
Disaggregation of Revenue [Line Items]    
Corporate interest and other income $ 976 $ 332
v3.22.1
REVENUE - Narrative (Details) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Dec. 31, 2021
Disaggregation of Revenue [Line Items]      
Payment period 30 days    
Recognized revenue with related parties $ 5.0 $ 5.3  
Amounts receivable from related parties 3.3   $ 4.5
Due to related parties 85.8   0.0
Custodial fee revenue      
Disaggregation of Revenue [Line Items]      
Amounts receivable from customers, net of allowance 15.8   $ 22.4
Crypto asset sales revenue      
Disaggregation of Revenue [Line Items]      
Cost of crypto assets used in fulfilling customer transactions $ 0.4 $ 186.3  
v3.22.1
REVENUE - Schedule of revenue disaggregated by geographic area (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Disaggregation of Revenue [Line Items]    
Total revenue $ 1,166,436 $ 1,801,112
United States    
Disaggregation of Revenue [Line Items]    
Total revenue 955,833 1,465,436
Rest of the World    
Disaggregation of Revenue [Line Items]    
Total revenue $ 210,603 $ 335,676
v3.22.1
ACCOUNTS AND LOANS RECEIVABLE, NET OF ALLOWANCE - Schedule of accounts and loans receivable (Details) - USD ($)
Mar. 31, 2022
Dec. 31, 2021
Accounts, Notes, Loans and Financing Receivable [Line Items]    
In-transit customer receivables $ 63,510,000 $ 102,720,000
Trade finance receivables 5,995,000 1,865,000
Custodial fee revenue receivable 18,039,000 23,727,000
Loans receivable 218,322,000 218,461,000
Interest and other receivables 60,599,000 73,803,000
Allowance for doubtful accounts (20,417,000) (24,551,000)
Accounts and loans receivable, net of allowance 346,048,000 396,025,000
Loans receivable, allowance for credit loss, excluding accrued interest 0 0
Accounts receivable denominated in crypto assets    
Accounts, Notes, Loans and Financing Receivable [Line Items]    
Interest and other receivables 27,100,000 26,400,000
Crypto asset futures    
Accounts, Notes, Loans and Financing Receivable [Line Items]    
Interest and other receivables 2,400,000 0
Unlikely to be Collected Financing Receivable    
Accounts, Notes, Loans and Financing Receivable [Line Items]    
Allowance for doubtful accounts $ (9,200,000) $ (16,800,000)
v3.22.1
ACCOUNTS AND LOANS RECEIVABLE, NET OF ALLOWANCE - Narrative (Details) - USD ($)
Mar. 31, 2022
Dec. 31, 2021
Accounts, Notes, Loans and Financing Receivable [Line Items]    
Financing receivable, excluding accrued interest, after allowance for credit loss, current $ 218,300,000 $ 218,500,000
Interest receivable 1,300,000 1,300,000
Financing receivable, allowance for credit loss, excluding accrued interest, current 0  
Loans receivable 218,322,000 218,461,000
Financial Asset, Past Due    
Accounts, Notes, Loans and Financing Receivable [Line Items]    
Loans receivable $ 0 $ 0
v3.22.1
GOODWILL, INTANGIBLE ASSETS, NET AND CRYPTO ASSETS HELD - Schedule of goodwill (Details) - USD ($)
$ in Thousands
3 Months Ended 12 Months Ended
Mar. 31, 2022
Dec. 31, 2021
Goodwill [Roll Forward]    
Balance, beginning of period $ 625,758 $ 77,212
Additions due to business combinations 454,418 548,546
Balance, end of period $ 1,080,176 $ 625,758
v3.22.1
GOODWILL, INTANGIBLE ASSETS, NET AND CRYPTO ASSETS HELD - Narrative (Details) - USD ($)
3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Dec. 31, 2021
Dec. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]        
Accumulated impairment $ 0   $ 0 $ 0
Amortization expense of intangible assets 25,900,000 $ 6,900,000    
Impairment of intangible assets (excluding goodwill and crypto assets held) 1,200,000 0    
Indefinite-lived Intangible Assets [Line Items]        
Impairment expense 228,000,000 $ 800,000    
Crypto asset impairment expense 209,800,000      
Crypto Assets, Loaned To Customers        
Indefinite-lived Intangible Assets [Line Items]        
Indefinite-lived intangible assets $ 4,800,000   $ 38,100,000  
v3.22.1
GOODWILL, INTANGIBLE ASSETS, NET AND CRYPTO ASSETS HELD - Schedule of intangible assets (Details) - USD ($)
$ in Thousands
3 Months Ended 12 Months Ended
Mar. 31, 2022
Dec. 31, 2021
Finite-Lived Intangible Assets [Line Items]    
Accumulated Amortization $ (99,041) $ (73,159)
Total expected future amortization expense 187,657  
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Total intangible assets, gross carrying amount 318,169 249,848
Total accumulated amortization (99,041) (73,159)
Intangible assets, net 219,128 176,689
Domain name    
Indefinite-lived Intangible Assets [Line Items]    
Indefinite-lived intangible assets 250 250
Licenses    
Indefinite-lived Intangible Assets [Line Items]    
Indefinite-lived intangible assets 26,900  
Acquired developed technology    
Finite-Lived Intangible Assets [Line Items]    
Intangible assets, gross carrying amount 127,308 100,908
Accumulated Amortization (46,128) (34,865)
Total expected future amortization expense $ 81,180 $ 66,043
Weighted Average Remaining Useful Life (in years) 2 years 7 months 28 days 1 year 11 months 19 days
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Total accumulated amortization $ (46,128) $ (34,865)
User base    
Finite-Lived Intangible Assets [Line Items]    
Intangible assets, gross carrying amount 2,997 2,997
Accumulated Amortization (1,302) (1,020)
Total expected future amortization expense $ 1,695 $ 1,977
Weighted Average Remaining Useful Life (in years) 1 year 6 months 1 year 9 months
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Total accumulated amortization $ (1,302) $ (1,020)
Customer relationships    
Finite-Lived Intangible Assets [Line Items]    
Intangible assets, gross carrying amount 89,791 79,491
Accumulated Amortization (32,725) (27,789)
Total expected future amortization expense $ 57,066 $ 51,702
Weighted Average Remaining Useful Life (in years) 3 years 2 months 4 days 3 years 8 months 4 days
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Total accumulated amortization $ (32,725) $ (27,789)
Non-compete agreement    
Finite-Lived Intangible Assets [Line Items]    
Intangible assets, gross carrying amount 2,402 2,402
Accumulated Amortization (1,281) (1,161)
Total expected future amortization expense $ 1,121 $ 1,241
Weighted Average Remaining Useful Life (in years) 2 years 4 months 2 days 2 years 6 months 29 days
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Total accumulated amortization $ (1,281) $ (1,161)
Assembled workforce    
Finite-Lived Intangible Assets [Line Items]    
Intangible assets, gross carrying amount 60,800 60,800
Accumulated Amortization (17,416) (8,324)
Total expected future amortization expense $ 43,384 $ 52,476
Weighted Average Remaining Useful Life (in years) 1 year 2 months 8 days 1 year 5 months 4 days
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Total accumulated amortization $ (17,416) $ (8,324)
Trade Relationships    
Finite-Lived Intangible Assets [Line Items]    
Intangible assets, gross carrying amount 3,400  
Accumulated Amortization (189)  
Total expected future amortization expense $ 3,211  
Weighted Average Remaining Useful Life (in years) 2 years 10 months 2 days  
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Total accumulated amortization $ (189)  
In process research and development    
Finite-Lived Intangible Assets [Line Items]    
Intangible assets, gross carrying amount 4,321 3,000
Total expected future amortization expense $ 4,321 $ 3,000
In process research and development | Pro Forma    
Finite-Lived Intangible Assets [Line Items]    
Finite-lived intangible asset useful life 3 years 3 years
v3.22.1
GOODWILL, INTANGIBLE ASSETS, NET AND CRYPTO ASSETS HELD - Schedule of future amortization expense (Details)
$ in Thousands
Mar. 31, 2022
USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]  
2022 (for the remainder of) $ 78,507
2023 69,814
2024 21,221
2025 13,119
2026 4,818
Thereafter 178
Total expected future amortization expense $ 187,657
v3.22.1
GOODWILL, INTANGIBLE ASSETS, NET AND CRYPTO ASSETS HELD - Crypto assets held (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Recorded at impaired cost    
Indefinite-lived Intangible Assets [Line Items]    
Indefinite-lived intangible assets $ 765,350 $ 566,508
Recorded at fair value    
Indefinite-lived Intangible Assets [Line Items]    
Indefinite-lived intangible assets 567,983 421,685
Total Crypto assets held    
Indefinite-lived Intangible Assets [Line Items]    
Indefinite-lived intangible assets 1,333,333 988,193
Crypto assets held as investments | Recorded at impaired cost    
Indefinite-lived Intangible Assets [Line Items]    
Indefinite-lived intangible assets 487,651 209,415
Crypto assets held for operating purposes | Recorded at impaired cost    
Indefinite-lived Intangible Assets [Line Items]    
Indefinite-lived intangible assets 277,699 357,093
Crypto assets held for operating purposes | Recorded at fair value    
Indefinite-lived Intangible Assets [Line Items]    
Indefinite-lived intangible assets 87,336 0
Crypto assets borrowed | Recorded at fair value    
Indefinite-lived Intangible Assets [Line Items]    
Indefinite-lived intangible assets $ 480,647 $ 421,685
v3.22.1
PREPAID EXPENSES AND OTHER ASSETS - Schedule of prepaid expenses and other current and non-current assets (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Prepaid expenses and other current assets    
Prepaid expenses $ 181,261 $ 123,246
Deposits 7,242 9,658
Other 2,565 2,945
Total prepaid expenses and other current assets 191,068 135,849
Other non-current assets    
Equity method investments 628 1,463
Strategic investments 400,495 363,950
Deferred tax assets 750,566 573,547
Deposits 12,729 13,347
Other 195 0
Total other non-current assets $ 1,164,613 $ 952,307
v3.22.1
PREPAID EXPENSES AND OTHER ASSETS - Schedule of other investments accounted for under the measurement alternative (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Equity Securities without Readily Determinable Fair Value [Roll Forward]    
Carrying amount, beginning of period $ 352,431 $ 26,146
Net additions 26,214 9,438
Upward adjustments 879 1,387
Previously held interest in Bison Trails (see Note 3) 0 (2,000)
Impairments and downward adjustments (100) (50)
Carrying amount, end of period 379,424 34,921
Strategic investments that are not accounted for under the measurement alternative $ 21,100 $ 0
v3.22.1
PREPAID EXPENSES AND OTHER ASSETS - Narrative (Details) - USD ($)
$ in Millions
3 Months Ended 12 Months Ended
Mar. 31, 2022
Dec. 31, 2021
Schedule of Equity Method Investments [Line Items]    
Upward adjustments due to remeasurement of investments $ 4.8 $ 4.6
Impairments and downward adjustments due to remeasurement of investments 0.6 0.5
Affiliated Entity    
Schedule of Equity Method Investments [Line Items]    
Purchase of preferred shares $ 2.2 $ 203.1
v3.22.1
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES - Schedule of accounts payable and accrued expenses (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Payables and Accruals [Abstract]    
Accrued expenses $ 293,182 $ 195,810
Accrued payroll and payroll related 113,859 146,313
Income taxes payable 3,816 4,553
Short-term borrowings 149,426 20,060
Other payables 87,677 72,823
Total accrued expenses and other current liabilities 647,960 439,559
Other payables denominated in crypto assets $ 32,600 $ 0
v3.22.1
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES - Narrative (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Payables and Accruals [Abstract]    
Stated interest rate 5.18% 5.00%
Short-term Debt [Line Items]    
Short-term borrowings $ 149,426 $ 20,060
Secured Debt | Debt Secured By Bitcoin    
Short-term Debt [Line Items]    
Short-term borrowings $ 50,000  
Debt Instrument, Collateral, Value, Percentage Of Outstanding Principal Amount 200.00%  
v3.22.1
INDEBTEDNESS (Details) - USD ($)
Mar. 31, 2022
Sep. 30, 2021
May 31, 2021
Convertible Senior Notes due 2026 | Convertible notes      
Debt Instrument [Line Items]      
Face amount of debt     $ 1,440,000,000
Outstanding aggregate principal balance $ 1,440,000,000    
Original issue discount 28,000,000    
2028 Senior Notes | Senior Notes      
Debt Instrument [Line Items]      
Face amount of debt   $ 1,000,000,000.0  
Outstanding aggregate principal balance 1,000,000,000    
Original issue discount 11,200,000    
2031 Senior Notes | Senior Notes      
Debt Instrument [Line Items]      
Face amount of debt   $ 1,000,000,000.0  
Outstanding aggregate principal balance 1,000,000,000    
Original issue discount $ 11,500,000    
v3.22.1
INDEBTEDNESS - Interest Expense (Details)
$ in Thousands
3 Months Ended
Mar. 31, 2022
USD ($)
Debt Instrument [Line Items]  
Coupon interest expense $ 19,407
Amortization of debt discounts and debt issuance costs 2,070
Total interest expense $ 21,477
Convertible notes | 2026 Convertible Notes  
Debt Instrument [Line Items]  
Effective interest rate 0.98%
Coupon interest expense $ 1,953
Amortization of debt discounts and debt issuance costs 1,440
Total interest expense $ 3,393
Senior Notes | 2028 Senior Notes  
Debt Instrument [Line Items]  
Effective interest rate 3.57%
Coupon interest expense $ 8,437
Amortization of debt discounts and debt issuance costs 381
Total interest expense $ 8,818
Senior Notes | 2031 Senior Notes  
Debt Instrument [Line Items]  
Effective interest rate 3.77%
Coupon interest expense $ 9,017
Amortization of debt discounts and debt issuance costs 249
Total interest expense $ 9,266
v3.22.1
DERIVATIVES - Schedule of notional amount of derivative contracts outstanding (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Crypto asset borrowings with embedded derivatives: | Designated as hedges    
Derivative [Line Items]    
Notional amount of derivative contracts outstanding in native units 598,908 669,445
Accounts receivable denominated in crypto assets | Not designated as hedges    
Derivative [Line Items]    
Notional amount of derivative contracts outstanding in native units 21,727 17,415
Other payables denominated in crypto assets | Not designated as hedges    
Derivative [Line Items]    
Notional amount of derivative contracts outstanding in native units 32,589 0
Crypto asset futures | Designated as hedges    
Derivative [Line Items]    
Notional amount of derivative contracts outstanding in native units 86,011 0
Crypto asset futures | Not designated as hedges    
Derivative [Line Items]    
Notional amount of derivative contracts outstanding in native units 6,930 0
v3.22.1
DERIVATIVES - Schedule of derivative assets and liabilities (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Derivative Instruments and Hedging Activities Disclosures [Line Items]    
Gross derivative assets $ 257,631 $ 345,429
Gross derivative liabilities 136,562 93,616
Crypto asset borrowings with embedded derivatives    
Derivative Instruments and Hedging Activities Disclosures [Line Items]    
Gross derivative assets 249,906 336,396
Gross derivative liabilities 136,562 93,616
Accounts receivable denominated in crypto assets    
Derivative Instruments and Hedging Activities Disclosures [Line Items]    
Gross derivative assets 5,326 9,033
Gross derivative liabilities 0 0
Crypto asset futures    
Derivative Instruments and Hedging Activities Disclosures [Line Items]    
Gross derivative assets 2,399  
Gross derivative liabilities 0  
Not designated as hedges    
Derivative Instruments and Hedging Activities Disclosures [Line Items]    
Gross derivative assets 5,326 9,033
Gross derivative liabilities 0 0
Not designated as hedges | Crypto asset borrowings with embedded derivatives    
Derivative Instruments and Hedging Activities Disclosures [Line Items]    
Gross derivative assets 0 0
Gross derivative liabilities 0 0
Not designated as hedges | Accounts receivable denominated in crypto assets    
Derivative Instruments and Hedging Activities Disclosures [Line Items]    
Gross derivative assets 5,326 9,033
Gross derivative liabilities 0 0
Not designated as hedges | Crypto asset futures    
Derivative Instruments and Hedging Activities Disclosures [Line Items]    
Gross derivative assets 0  
Gross derivative liabilities 0  
Designated as hedges    
Derivative Instruments and Hedging Activities Disclosures [Line Items]    
Gross derivative assets 252,305 336,396
Gross derivative liabilities 136,562 93,616
Designated as hedges | Crypto asset borrowings with embedded derivatives    
Derivative Instruments and Hedging Activities Disclosures [Line Items]    
Gross derivative assets 249,906 336,396
Gross derivative liabilities 136,562 93,616
Designated as hedges | Accounts receivable denominated in crypto assets    
Derivative Instruments and Hedging Activities Disclosures [Line Items]    
Gross derivative assets 0 0
Gross derivative liabilities 0 $ 0
Designated as hedges | Crypto asset futures    
Derivative Instruments and Hedging Activities Disclosures [Line Items]    
Gross derivative assets 2,399  
Gross derivative liabilities $ 0  
v3.22.1
DERIVATIVES - Schedule of gains (losses) recorded in income (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Not designated as hedges    
Derivative [Line Items]    
Derivatives $ (4,273) $ (267,400)
Hedged items (2,181) 258,124
Income statement impact (6,454) (9,276)
Crypto asset borrowings with embedded derivatives: | Designated as hedges    
Derivative [Line Items]    
Derivatives 4,998 (267,400)
Hedged items (4,924) 258,124
Income statement impact 74 (9,276)
Crypto asset futures | Designated as hedges    
Derivative [Line Items]    
Derivatives (2,666) 0
Hedged items 2,743 0
Income statement impact 77 0
Crypto asset futures | Not designated as hedges    
Derivative [Line Items]    
Derivatives (1,692) 0
Hedged items 0 0
Income statement impact (1,692) 0
Accounts receivable denominated in crypto assets | Not designated as hedges    
Derivative [Line Items]    
Derivatives (4,913) 0
Hedged items 0 0
Income statement impact $ (4,913) $ 0
v3.22.1
DERIVATIVES - Schedule of cumulative fair value hedge basis adjustments (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Derivative Instruments and Hedging Activities Disclosure [Abstract]    
Carrying amount of the hedged items, Crypto assets held $ 567,983 $ 421,685
Cumulative amount of fair value hedging adjustments included in the carrying amount of hedged items, active hedging relationships, Crypto assets held (111,931) (240,771)
Cumulative amount of fair value hedging adjustments included in the carrying amount of hedged items, discontinued hedging relationships, Crypto assets held 515 0
Cumulative amount of fair value hedging adjustments included in the carrying amount of hedged items, total, Crypto assets held $ (111,416) $ (240,771)
v3.22.1
FAIR VALUE MEASUREMENTS (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Mar. 31, 2021
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Cash and cash equivalents $ 6,116,388 $ 7,123,478 $ 1,983,318
Customer custodial funds excluded from fair value assets 7,000,000 7,000,000  
Crypto assets held at cost excluded from fair value assets 765,400 566,500  
Carrying value of the outstanding host contract 598,900 669,400  
Accounts receivable denominated in crypto assets 21,700 17,400  
Other payables denominated in crypto assets 32,600 0  
Held in Deposit at Financial Institutions and Crypto Asset Trading Venues      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Cash and cash equivalents 2,100,000 2,300,000  
Fair Value, Recurring      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Cash and cash equivalents 3,975,881 4,813,621  
Customer custodial funds 3,066,565 3,566,072  
Crypto assets held 567,983 421,685  
Derivative assets 257,631 345,429  
Total assets 7,868,060 9,146,807  
Derivative liabilities 136,562 93,616  
Contingent consideration arrangement 14,828 14,828  
Total liabilities 151,390 108,444  
Level 1 | Fair Value, Recurring      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Cash and cash equivalents 3,975,881 4,813,621  
Customer custodial funds 3,066,565 3,566,072  
Crypto assets held 0 0  
Derivative assets 0 0  
Total assets 7,042,446 8,379,693  
Derivative liabilities 0 0  
Contingent consideration arrangement 0 0  
Total liabilities 0 0  
Level 2 | Fair Value, Recurring      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Cash and cash equivalents 0 0  
Customer custodial funds 0 0  
Crypto assets held 567,983 421,685  
Derivative assets 257,631 345,429  
Total assets 825,614 767,114  
Derivative liabilities 136,562 93,616  
Contingent consideration arrangement 0 0  
Total liabilities 136,562 93,616  
Level 3 | Fair Value, Recurring      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Cash and cash equivalents 0 0  
Customer custodial funds 0 0  
Crypto assets held 0 0  
Derivative assets 0 0  
Total assets 0 0  
Derivative liabilities 0 0  
Contingent consideration arrangement 14,828 14,828  
Total liabilities $ 14,828 $ 14,828  
v3.22.1
FAIR VALUE MEASUREMENTS - Narrative (Details) - Level 2
$ in Millions
Mar. 31, 2022
USD ($)
Convertible notes | Convertible Senior Notes due 2026  
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]  
Fair value of notes $ 1,340
Senior Notes | 2028 and 2031 Senior Notes  
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]  
Fair value of notes $ 1,750
v3.22.1
COMMON STOCK - Narrative (Details)
Apr. 01, 2021
vote
Mar. 31, 2022
shares
Dec. 31, 2021
shares
Class A common stock      
Class of Stock [Line Items]      
Common stock, authorized (in shares)   10,000,000,000 10,000,000,000
Common stock, voting rights per share | vote 1    
Class B common stock      
Class of Stock [Line Items]      
Common stock, authorized (in shares)   500,000,000 500,000,000
Common stock, voting rights per share | vote 20    
Common stock, conversion ratio 1    
Undesignated common stock      
Class of Stock [Line Items]      
Common stock, authorized (in shares)   500,000,000  
Undesignated preferred stock      
Class of Stock [Line Items]      
Common stock, authorized (in shares)   500,000,000  
v3.22.1
COMMON STOCK - Schedule of shares reserved for future issuance (Details) - shares
Mar. 31, 2022
Dec. 31, 2021
Class A common stock    
Class of Stock [Line Items]    
Common stock reserved for future issuance (in shares) 92,806,000 81,866,000
Options issued and outstanding under the 2013 Amended and Restated Stock Plan (the “2013 Plan”)    
Class of Stock [Line Items]    
Common stock reserved for future issuance (in shares) 1,230,000 1,569,000
Options issued and outstanding under the 2019 Equity Incentive Plan (the “2019 Plan”)    
Class of Stock [Line Items]    
Common stock reserved for future issuance (in shares) 28,267,000 29,311,000
RSUs issued and outstanding under the 2019 Plan    
Class of Stock [Line Items]    
Common stock reserved for future issuance (in shares) 4,419,000 5,851,000
Options issued and outstanding under the 2021 Equity Incentive Plan (the “2021 Plan”)    
Class of Stock [Line Items]    
Common stock reserved for future issuance (in shares) 720,000 0
RSUs issued and outstanding under the 2021 Plan    
Class of Stock [Line Items]    
Common stock reserved for future issuance (in shares) 4,947,000 1,402,000
Shares available for future issuance under the 2021 Plan    
Class of Stock [Line Items]    
Common stock reserved for future issuance (in shares) 43,246,000 35,856,000
Shares available for future issuance under the 2021 Employee Stock Purchase Plan (the “ESPP”)    
Class of Stock [Line Items]    
Common stock reserved for future issuance (in shares) 7,252,000 5,125,000
Replacement options issued and outstanding from the Tagomi acquisition    
Class of Stock [Line Items]    
Common stock reserved for future issuance (in shares) 4,000 4,000
Replacement options issued and outstanding from the Bison Trails acquisition    
Class of Stock [Line Items]    
Common stock reserved for future issuance (in shares) 196,000 223,000
RSUs issued and outstanding from other acquisitions    
Class of Stock [Line Items]    
Common stock reserved for future issuance (in shares) 229,000 229,000
Shares available for future issuance of warrants    
Class of Stock [Line Items]    
Common stock reserved for future issuance (in shares) 2,296,000 2,296,000
Class B common stock    
Class of Stock [Line Items]    
Common stock reserved for future issuance (in shares) 5,792,000 6,101,000
Options issued and outstanding under the 2013 Plan    
Class of Stock [Line Items]    
Common stock reserved for future issuance (in shares) 5,792,000 6,101,000
v3.22.1
STOCK-BASED COMPENSATION - Schedule of stock option activity (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
3 Months Ended 12 Months Ended
Mar. 31, 2022
Dec. 31, 2021
Options Outstanding    
Beginning balance (in shares) 37,208  
Issued (in shares) 725  
Exercised (in shares) (1,099)  
Forfeited and cancelled (in shares) (625)  
Ending balance (in shares) 36,209 37,208
Weighted Average Exercise Price per Share    
Options outstanding, weighted average exercise price per share - Beginning balance (in dollars per share) $ 18.60  
Options issued, weighted average exercise price per share (in dollars per share) 211.62  
Options exercised, weighted average exercise price per share (in dollars per share) 15.41  
Options forfeited and cancelled, weighted average exercise price per share (in dollars per share) 23.78  
Options outstanding, weighted average exercise price per share - Ending balance (in dollars per share) $ 22.47 $ 18.60
Stock Option Activity, Additional Disclosures    
Options outstanding, Weighted average remaining contractual term 7 years 7 months 17 days 7 years 9 months 29 days
Options outstanding, Aggregate intrinsic value $ 6,077,685 $ 8,698,078
Options vested and exercisable, Number of options (in shares) 16,825  
Options vested and exercisable , Weighted average exercise price per share (in dollars per share) $ 15.91  
Options vested and exercisable, Weighted average remaining contractual term 6 years 11 months 23 days  
Options vested and exercisable, Aggregate intrinsic value $ 2,928,023  
Options vested and expected to vest, Number of options (in shares) 30,075  
Options vested and expected to vest, Weighted average exercise price per share (in dollars per share) $ 22.27  
Options vested and expected to vest, Weighted average remaining contractual term 7 years 5 months 23 days  
Options vested and expected to vest, Aggregate intrinsic value $ 5,056,991  
v3.22.1
STOCK-BASED COMPENSATION - Narrative (Details) - USD ($)
3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Issued (in shares) 725,000  
Options issued, weighted average exercise price per share (in dollars per share) $ 211.62  
Total unrecognized compensation cost related to unvested stock options $ 214,800,000  
Stock based compensation expense 352,141,000 $ 104,628,000
Share based payment arrangement, capitalized $ 1,400,000 700,000
Class A common stock    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Issued (in shares) 724,751  
Options issued, weighted average exercise price per share (in dollars per share) $ 94.53  
Stock options    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Stock based compensation vesting period 3 years  
Vesting rights, percentage 8.33%  
Unrecognized compensation cost, weighted-average period of recognition 2 years 8 months 12 days  
Number of shares subject to repurchase (in shares) 380,944  
Value of shares related to repurchase $ 7,300,000  
Share-based Payment Arrangement | Chief Executive Officer    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Stock based compensation expense $ 1,000,000.0 $ 0
RSUs    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Unrecognized compensation cost, weighted-average period of recognition 1 year 10 months 13 days  
Total unrecognized compensation cost $ 1,500,000,000  
RSUs | Minimum    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Stock based compensation vesting period 1 year  
RSUs | Maximum    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Stock based compensation vesting period 4 years  
Restricted common stock    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Stock based compensation vesting period 3 years  
Unrecognized compensation cost, weighted-average period of recognition 2 years 25 days  
Total unrecognized compensation cost $ 215,800,000  
Employee stock purchase plan    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Stock plan offering period 24 months  
Accumulated payroll deductions $ 16,400,000  
Employee stock purchase plan | Class A common stock    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Discount on purchase price of common stock 15.00%  
v3.22.1
STOCK-BASED COMPENSATION - Valuation Assumptions (Details) - Stock options
3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Dividend yield 0.00% 0.00%
Expected volatility 55.10% 44.00%
Expected term (in years) 5 years 9 months 18 days 4 years 9 months 18 days
Risk-free interest rate 1.80% 0.50%
v3.22.1
STOCK-BASED COMPENSATION - Schedule of restricted stock unit and restricted stock activity (Details)
shares in Thousands
3 Months Ended
Mar. 31, 2022
$ / shares
shares
RSUs  
Number of shares  
Beginning balance (in shares) | shares 7,482
Granted (in shares) | shares 4,523
Vested (in shares) | shares (2,037)
Forfeited and cancelled (in shares) | shares (373)
Ending balance (in shares) | shares 9,595
Weighted-Average Grant Date Fair Value Per Share  
Beginning balance, weighted-average grant date fair value per share (in dollars per share) | $ / shares $ 157.22
Granted, Weighted-average grant date fair value per share (in dollars per share) | $ / shares 191.09
Vested, Weighted-average grant date fair value per share (in dollars per share) | $ / shares 162.70
Forfeited and cancelled, Weighted-average grant date fair value per share (in dollars per share) | $ / shares 154.97
Ending balance, weighted-average grant date fair value per share (in dollars per share) | $ / shares $ 172.11
Restricted common stock  
Number of shares  
Beginning balance (in shares) | shares 2,014
Granted (in shares) | shares 323
Vested (in shares) | shares (549)
Forfeited and cancelled (in shares) | shares 0
Ending balance (in shares) | shares 1,788
Weighted-Average Grant Date Fair Value Per Share  
Beginning balance, weighted-average grant date fair value per share (in dollars per share) | $ / shares $ 137.57
Granted, Weighted-average grant date fair value per share (in dollars per share) | $ / shares 126.85
Vested, Weighted-average grant date fair value per share (in dollars per share) | $ / shares 134.77
Forfeited and cancelled, Weighted-average grant date fair value per share (in dollars per share) | $ / shares 0
Ending balance, weighted-average grant date fair value per share (in dollars per share) | $ / shares $ 136.50
v3.22.1
STOCK-BASED COMPENSATION - Schedule of stock based compensation (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]    
Stock based compensation expense $ 352,141 $ 104,628
Technology and development    
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]    
Stock based compensation expense 256,524 73,256
Sales and marketing    
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]    
Stock based compensation expense 14,956 3,531
General and administrative    
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]    
Stock based compensation expense $ 80,661 $ 27,841
v3.22.1
INCOME TAXES (Details)
3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Income Tax Disclosure [Abstract]    
Effective income tax rate 29.50% 22.60%
v3.22.1
NET (LOSS) INCOME PER SHARE - Schedule of net income per share (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Numerator    
Net (loss) income $ (429,659) $ 771,463
Less: Income allocated to participating securities 0 (469,567)
Net (loss) income attributable to common stockholders, basic $ (429,659) $ 301,896
Denominator    
Weighted-average shares of common stock used to compute net (loss) income per share attributable to common stockholders, basic (in shares) 217,472 79,373
Net (loss) income per share attributable to common stockholders, basic (in dollars per share) $ (1.98) $ 3.80
Numerator    
Net (loss) income $ (429,659) $ 771,463
Less: Income allocated to participating securities 0 (383,744)
Net (loss) income attributable to common stockholders - diluted $ (429,659) $ 387,719
Denominator    
Weighted-average shares of common stock used to compute net (loss) income per share attributable to common stockholders, basic (in shares) 217,472 79,373
Weighted-average effect of potentially dilutive securities:    
Warrants (in shares) 0 290
Weighted-average shares of common stock used to compute net (loss) income per share attributable to common stockholders, diluted (in shares) 217,472 126,996
Net (loss) income per share attributable to common stockholders, diluted (in dollars per share) $ (1.98) $ 3.05
Stock options    
Weighted-average effect of potentially dilutive securities:    
Share-based compensation plan (in shares) 0 44,492
RSUs    
Weighted-average effect of potentially dilutive securities:    
Share-based compensation plan (in shares) 0 2,841
v3.22.1
NET (LOSS) INCOME PER SHARE - Schedule of potentially dilutive shares (Details) - shares
shares in Thousands
3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Number of shares excluded in the computation of diluted earnings per share 52,333 2,523
Stock options    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Number of shares excluded in the computation of diluted earnings per share 36,209 192
RSUs    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Number of shares excluded in the computation of diluted earnings per share 9,595 2,331
Convertible notes    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Number of shares excluded in the computation of diluted earnings per share 3,880 0
Restricted common stock    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Number of shares excluded in the computation of diluted earnings per share 2,116 0
Employee stock purchase plan    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Number of shares excluded in the computation of diluted earnings per share 382 0
Contingent consideration    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Number of shares excluded in the computation of diluted earnings per share 151 0
v3.22.1
COMMITMENTS AND CONTINGENCIES (Details)
2 Months Ended
Aug. 31, 2021
class_action_case
Commitments and Contingencies Disclosure [Abstract]  
Number of purported securities class actions filed 3