COINBASE GLOBAL, INC., 10-Q filed on 8/11/2021
Quarterly Report
v3.21.2
Cover Page - shares
6 Months Ended
Jun. 30, 2021
Aug. 03, 2021
Entity Information [Line Items]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Jun. 30, 2021  
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, $0.00001 par value per share  
Trading Symbol COIN  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Non-accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Central Index Key 0001679788  
Amendment Flag false  
Document Fiscal Year Focus 2021  
Document Fiscal Period Focus Q2  
Current Fiscal Year End Date --12-31  
Class A common stock    
Entity Information [Line Items]    
Entity Common Stock, Shares Outstanding   150,967,792
Class B common stock    
Entity Information [Line Items]    
Entity Common Stock, Shares Outstanding   59,961,149
v3.21.2
Condensed Consolidated Balance Sheets - USD ($)
$ in Thousands
Jun. 30, 2021
Dec. 31, 2020
Current assets:    
Cash and cash equivalents $ 4,365,982 $ 1,061,850
Restricted cash 30,842 30,787
Customer custodial funds 8,961,812 3,763,392
USDC 144,993 48,938
Accounts and loans receivable, net of allowance 184,579 189,471
Income tax receivable 435,096 0
Prepaid expenses and other current assets 114,751 39,510
Total current assets 14,238,055 5,133,948
Crypto assets held 585,846 316,094
Lease right-of-use assets 105,296 100,845
Property and equipment, net 52,175 49,250
Goodwill 501,259 77,212
Intangible assets, net 119,889 60,825
Other non-current assets 187,688 117,240
Total assets 15,790,208 5,855,414
Current liabilities:    
Custodial funds due to customers 8,968,505 3,849,468
Accounts payable and accrued expenses 266,655 85,111
Crypto asset borrowings 366,991 271,303
Lease liabilities, current 30,933 25,270
Other current liabilities 44,480 15,703
Total current liabilities 9,677,564 4,246,855
Lease liabilities, non-current 82,292 82,508
Convertible senior notes, net, non-current 1,406,927 0
Total liabilities 11,166,783 4,329,363
Commitments and contingencies (Note 17)
Convertible preferred stock, $0.00001 par value; 500,000 and 126,605 shares authorized at June 30, 2021 and December 31, 2020, respectively; zero and 112,878 shares issued and outstanding at June 30, 2021 and December 31, 2020, respectively; aggregate liquidation preference of $0 and $578,750 at June 30, 2021 and December 31, 2020, respectively 0 562,467
Stockholders’ equity:    
Additional paid-in capital 1,516,533 231,024
Accumulated other comprehensive income 2,774 6,256
Retained earnings 3,104,116 726,304
Total stockholders’ equity 4,623,425 963,584
Total liabilities, convertible preferred stock, and stockholders’ equity 15,790,208 5,855,414
Class A common stock    
Stockholders’ equity:    
Common stock 1 0
Class B common stock    
Stockholders’ equity:    
Common stock $ 1 $ 0
v3.21.2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
Jun. 30, 2021
Dec. 31, 2020
Temporary equity, par value (in dollars per share) $ 0.00001 $ 0.00001
Shares Authorized (in shares) 500,000,000 126,605,000
Shares issued (in shares) 0 112,878,000
Shares outstanding (in shares) 0 112,878,000
Liquidation Preference $ 0 $ 578,750
Class A common stock    
Common stock, par value (in dollars per share) $ 0.00001 $ 0.00001
Common stock, authorized (in shares) 10,000,000,000 267,640,000
Common stock, issued (in shares) 149,011,000 12,204,000
Common stock, outstanding (in shares) 149,011,000 12,204,000
Class B common stock    
Common stock, par value (in dollars per share) $ 0.00001 $ 0.00001
Common stock, authorized (in shares) 500,000,000 208,414,000
Common stock, issued (in shares) 60,865,000 60,904,000
Common stock, outstanding (in shares) 60,865,000 60,904,000
v3.21.2
Condensed Consolidated Statements of Operations - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2021
Jun. 30, 2020
Jun. 30, 2021
Jun. 30, 2020
Revenue:        
Revenue $ 2,227,962 $ 186,382 $ 4,029,073 $ 377,012
Operating expenses:        
Transaction expense 335,426 23,395 569,492 48,802
Technology and development 291,461 60,777 475,686 107,915
Sales and marketing 195,733 11,383 313,722 21,304
General and administrative 248,195 51,988 369,426 110,946
Other operating expense (income), net 282,422 (3,247) 438,309 7,184
Total operating expenses 1,353,237 144,296 2,166,635 296,151
Operating income 874,725 42,086 1,862,438 80,861
Other expense (income), net 5,844 3,280 (3,109) 7,146
Income before provision for income taxes 868,881 38,806 1,865,547 73,715
(Benefit from) provision for income taxes (737,468) 6,546 (512,265) 9,482
Net income 1,606,349 32,260 2,377,812 64,233
Net income attributable to common stockholders:        
Basic 1,589,713 0 1,677,909 10,814
Diluted $ 1,593,150 $ 0 $ 1,804,860 $ 12,700
Net income per share attributable to common stockholders:        
Basic (in dollars per share) $ 7.77 $ 0 $ 11.78 $ 0.16
Diluted (in dollars per share) $ 6.42 $ 0 $ 9.60 $ 0.15
Weighted-average shares of common stock used to compute net income per share attributable to common stockholders:        
Basic (in shares) 204,728 67,006 142,397 66,982
Diluted (in shares) 248,147 67,006 187,918 87,571
Transaction and Subscription and services revenue        
Revenue:        
Revenue $ 2,033,011 $ 178,331 $ 3,629,991 $ 357,413
Other Crypto Sales        
Revenue:        
Revenue $ 194,951 $ 8,051 $ 399,082 $ 19,599
v3.21.2
Condensed Consolidated Statements of Comprehensive Income - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2021
Jun. 30, 2020
Jun. 30, 2021
Jun. 30, 2020
Statement of Comprehensive Income [Abstract]        
Net income $ 1,606,349 $ 32,260 $ 2,377,812 $ 64,233
Other comprehensive income (loss):        
Translation adjustment, net of tax 656 1,287 (3,482) 476
Comprehensive income $ 1,607,005 $ 33,547 $ 2,374,330 $ 64,709
v3.21.2
Condensed Consolidated Statements of Changes in Convertible Preferred Stock and Stockholders' Equity - USD ($)
$ in Thousands
Total
Convertible Preferred Stock
Common Stock
Additional Paid-In Capital
Accumulated Other Comprehensive (Loss)
Retained Earnings
Beginning balance (in shares) at Dec. 31, 2019   114,959,000        
Beginning balance at Dec. 31, 2019   $ 564,697        
Ending balance (in shares) at Jun. 30, 2020   114,959,000        
Ending balance at Jun. 30, 2020   $ 564,697        
Beginning balance (in shares) at Dec. 31, 2019     66,994,000      
Beginning balance at Dec. 31, 2019 $ 497,086     $ 93,820 $ (721) $ 403,987
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Issuance of common stock upon exercise of stock options, net of repurchases (in shares)     108,000      
Issuance of common stock upon exercise of stock options, net of repurchases (1,065)     (1,065)    
Stock-based compensation expense 22,386     22,386    
Comprehensive income (loss) 476       476  
Net income 64,233         64,233
Ending balance (in shares) at Jun. 30, 2020     67,102,000      
Ending balance at Jun. 30, 2020 583,116     115,141 (245) 468,220
Beginning balance (in shares) at Mar. 31, 2020   114,959,000        
Beginning balance at Mar. 31, 2020   $ 564,697        
Ending balance (in shares) at Jun. 30, 2020   114,959,000        
Ending balance at Jun. 30, 2020   $ 564,697        
Beginning balance (in shares) at Mar. 31, 2020     67,052,000      
Beginning balance at Mar. 31, 2020 537,913     103,485 (1,532) 435,960
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Issuance of common stock upon exercise of stock options, net of repurchases (in shares)     50,000      
Issuance of common stock upon exercise of stock options, net of repurchases (1,549)     (1,549)    
Stock-based compensation expense 13,205     13,205    
Comprehensive income (loss) 1,287       1,287  
Net income 32,260         32,260
Ending balance (in shares) at Jun. 30, 2020     67,102,000      
Ending balance at Jun. 30, 2020 $ 583,116     115,141 (245) 468,220
Beginning balance (in shares) at Dec. 31, 2020 112,878,000 112,878,000        
Beginning balance at Dec. 31, 2020 $ 562,467 $ 562,467        
Increase (Decrease) in Temporary Equity [Roll Forward]            
Conversion of preferred stock (in shares)   (112,878,000) 112,878,000      
Conversion of preferred stock $ 562,467 $ (562,467) $ 2 562,465    
Ending balance (in shares) at Jun. 30, 2021 0 0        
Ending balance at Jun. 30, 2021 $ 0 $ 0        
Beginning balance (in shares) at Dec. 31, 2020     73,108,000      
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) 19,293,000   19,293,000      
Issuance of common stock upon exercise of stock options, net of repurchases $ 137,804     137,804    
Stock-based compensation expense 294,711     294,711    
Issuance of equity instruments as consideration in business combination (in shares)     3,680,000      
Issuance of equity instruments as consideration for business combinations 431,897     431,897    
Conversion of preferred stock (in shares)   (112,878,000) 112,878,000      
Conversion of preferred stock 562,467 $ (562,467) $ 2 562,465    
Issuance of shares from exercise of warrants (in shares)     412,000      
Issuance of shares from exercise of warrants 433     433    
Issuance of common stock upon settlement of restricted stock units (RSUs) (in shares)     505,000      
Issuance of common stock upon settlement of RSUs, net of shares withheld (51,670)     (51,670)    
Purchase of capped calls 90,131     90,131    
Comprehensive income (loss) (3,482)       (3,482)  
Net income 2,377,812         2,377,812
Ending balance (in shares) at Jun. 30, 2021     209,876,000      
Ending balance at Jun. 30, 2021 4,623,425   $ 2 1,516,533 2,774 3,104,116
Beginning balance (in shares) at Mar. 31, 2021   112,407,000        
Beginning balance at Mar. 31, 2021   $ 552,037        
Increase (Decrease) in Temporary Equity [Roll Forward]            
Conversion of preferred stock (in shares)   (112,407,000) 112,407,000      
Conversion of preferred stock $ 552,037 $ (552,037) $ 2 552,035    
Ending balance (in shares) at Jun. 30, 2021 0 0        
Ending balance at Jun. 30, 2021 $ 0 $ 0        
Beginning balance (in shares) at Mar. 31, 2021     85,666,000      
Beginning balance at Mar. 31, 2021 2,304,408   $ 0 804,523 2,118 1,497,767
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Issuance of common stock upon exercise of stock options, net of repurchases (in shares)     11,383,000      
Issuance of common stock upon exercise of stock options, net of repurchases 98,223     98,223    
Stock-based compensation expense 189,335     189,335    
Issuance of equity instruments as consideration in business combination (in shares)     96,000      
Issuance of equity instruments as consideration for business combinations 14,218     14,218    
Conversion of preferred stock (in shares)   (112,407,000) 112,407,000      
Conversion of preferred stock 552,037 $ (552,037) $ 2 552,035    
Issuance of common stock upon settlement of restricted stock units (RSUs) (in shares)     324,000      
Issuance of common stock upon settlement of RSUs, net of shares withheld (51,670)     (51,670)    
Purchase of capped calls (90,131)     (90,131)    
Comprehensive income (loss) 656       656  
Net income 1,606,349         1,606,349
Ending balance (in shares) at Jun. 30, 2021     209,876,000      
Ending balance at Jun. 30, 2021 $ 4,623,425   $ 2 $ 1,516,533 $ 2,774 $ 3,104,116
v3.21.2
Condensed Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
6 Months Ended
Jun. 30, 2021
Jun. 30, 2020
Cash flows from operating activities    
Net income $ 2,377,812 $ 64,233
Adjustments to reconcile net income to net cash provided by operating activities    
Depreciation and amortization 23,534 14,378
Impairment expense 175,636 268
Stock-based compensation expense 293,963 21,419
Provision for transaction losses and doubtful accounts 9,797 (3,124)
Loss on disposal of property and equipment 11 0
Deferred income taxes (93,328) 13,488
Unrealized loss on foreign exchange 2,392 6,669
Non-cash lease expense 19,338 12,086
(Gain) loss on investments (10,271) 397
Change in fair value of contingent consideration 0 2,694
Realized gain on crypto assets (95,454) (10,642)
Crypto assets received as revenue (418,871) (10,779)
Crypto asset payments for expenses 364,772 7,424
Fair value gain on derivatives (25,215) 0
Amortization of debt discount and issuance costs 748 0
Changes in operating assets and liabilities:    
USDC (118,156) 48,724
Accounts and loans receivable 83,754 (17,947)
Income taxes, net (437,287) (5,621)
Other assets (126,772) 4,056
Custodial funds due to customers 5,101,293 513,298
Accounts payable and accrued expenses 184,488 7
Lease liabilities (18,350) (11,940)
Other liabilities 100,830 (11,450)
Net cash provided by operating activities 7,394,664 637,638
Cash flows from investing activities    
Purchase of property and equipment (235) (3,230)
Proceeds from sale of property and equipment 31 0
Capitalized internal-use software development costs (9,787) (3,605)
Business combination, net of cash acquired (32,992) 0
Purchase of investments (38,631) (3,249)
Purchase of intangible assets (24,000) 0
Proceeds from settlement of investments 0 203
Purchase of crypto assets held (1,100,865) (131,858)
Disposal of crypto assets held 937,472 142,293
Loans originated (107,596) 0
Proceeds from repayment of retail loans 38,855 0
Net cash (used in) provided by investing activities (337,748) 554
Cash flows from financing activities    
Issuance of common stock upon exercise of stock options, net of repurchases 149,865 695
Taxes paid related to net share settlement of equity awards (51,670) 0
Cash paid to repurchase equity awards 0 (1,930)
Issuance of shares from exercise of warrants 433 0
Issuance of convertible senior notes, net 1,406,179 0
Purchase of capped calls (90,131) 0
Proceeds from short-term borrowing 20,000 0
Net cash provided by (used in) financing activities 1,434,676 (1,235)
Net increase in cash, cash equivalents, and restricted cash 8,491,592 636,957
Effect of exchange rates on cash 11,015 (3,933)
Cash, cash equivalents, and restricted cash, beginning of period 4,856,029 1,784,417
Cash, cash equivalents, and restricted cash, end of period 13,358,636 2,417,441
Cash, cash equivalents, and restricted cash consisted of the following:    
Cash and cash equivalents 4,365,982 687,410
Restricted cash 30,842 40,336
Customer custodial funds 8,961,812 1,689,695
Total cash, cash equivalents, and restricted cash 13,358,636 2,417,441
Supplemental disclosure of cash flow information    
Cash paid during the period for income taxes 51,504 2,065
Operating cash outflows for amounts included in the measurement of operating lease liabilities 13,413 14,753
Supplemental schedule of non-cash investing and financing activities    
Unsettled purchases of property and equipment 533 7,809
Right-of-use assets obtained in exchange for operating lease obligations 18,460 2,146
Non-cash consideration paid for business combinations 442,760 0
Purchase of crypto assets and investments with non-cash consideration 2,090 1,247
Crypto assets borrowed 290,449 0
Crypto assets borrowed repaid with crypto assets $ 59,348 $ 0
v3.21.2
NATURE OF OPERATIONS
6 Months Ended
Jun. 30, 2021
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.
In May 2020, the Company became a remote-first company. Accordingly, the Company does not maintain a headquarters.
v3.21.2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
6 Months Ended
Jun. 30, 2021
Accounting Policies [Abstract]  
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of presentation and principles of consolidation
The accompanying interim 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 June 30, 2021, condensed consolidated results of operations for the three and six months ended June 30, 2021 and June 30, 2020, and condensed consolidated statements of cash flows for the six months ended June 30, 2021 and June 30, 2020. The unaudited condensed consolidated results of operations for the three and six months ended June 30, 2021 and June 30, 2020 are not necessarily indicative of the results to be expected for the full year or any other period.
These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes included in the Company’s final prospectus filed with the Securities and Exchange Commission pursuant to Rule 424(b) under the Securities Act of 1933, as amended, on April 14, 2021 (the “Prospectus”).
These accompanying unaudited 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 Prospectus, 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 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 intangible assets; the useful lives of property and equipment; the impairment of long-lived assets; the Company’s incremental borrowing rate; the fair value of assets acquired and liabilities assumed in business combinations; the fair value of derivatives and related hedges; the fair value of convertible debt; 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.
Business combinations
The results of businesses acquired in a business combination are included in the Company’s condensed consolidated financial statements from the date of the acquisition. Purchase accounting results in assets and liabilities of an acquired business being recorded at their estimated fair values on the acquisition date. Any excess consideration over the fair value of assets acquired and liabilities assumed is recognized as goodwill. Acquisition-related costs incurred by the Company are recognized as an expense in general and administrative expenses within the condensed consolidated statements of operations.
The Company uses its best estimates and assumptions to assign fair value to the tangible and intangible assets acquired and liabilities assumed at the acquisition date. The Company’s estimates are inherently uncertain and subject to refinement.
During the measurement period, which may be up to one year from the acquisition date, and to the extent that the value was not previously finalized, the Company may record adjustments to the fair value of these tangible and intangible assets acquired and liabilities assumed, with the corresponding offset to goodwill. In addition, uncertain tax positions and tax-related valuation allowances are initially recorded in connection with a business combination as of the acquisition date. The Company continues to collect information about facts and circumstance that existed at the date of acquisition and reevaluates these estimates and assumptions quarterly and records any adjustments to the Company’s preliminary estimates to goodwill, provided that the Company is within the measurement period. Upon the conclusion of the measurement period or final determination of the fair value of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to the Company’s condensed consolidated statements of operations.
Accounts and loans receivable and allowance for doubtful accounts
Accounts and loans receivables are contractual rights to receive cash either on demand or on fixed or determinable dates, and are recognized as an asset on the Company’s balance sheet. Accounts and loans receivable consists of in-transit customer receivables, post-trade credit receivables, custodial fee revenue receivable, loans receivable, interest receivable, and other receivables.
In-transit customer receivables represent settlements from third-party payment processors and banks for customer transactions. In-transit receivables are typically received within one or two business days of the transaction date. The Company establishes withdrawal-based limits in order to mitigate potential losses by preventing customers from withdrawing the crypto asset to an external blockchain address until the payment settles. In certain jurisdictions, in-transit customer receivables qualify as eligible liquid assets to meet regulatory requirements to fulfill the Company’s direct obligations under custodial funds due to customers.
Post-trade credit receivables represent funds due for crypto assets delivered to credit eligible customers and are typically received within three business days from the transaction date. Post-trade credit receivables enable customers to instantly invest in crypto assets without pre-funding their trade.
Custodial fee revenue receivable represents the fee earned and receivable by the Company for providing a dedicated secure cold storage solution to customers. The fee is based on a contractual percentage of the daily value of assets under custody and is collected on a monthly basis. Such custodial fee revenue income is included in the net revenue in the condensed consolidated statements of operations.
Loans receivable represent loans made to retail users and institutions. These loans are collateralized with crypto assets held by those users in their crypto asset wallet on the Company’s platform. Loans receivable are subsequently measured at amortized cost.
The Company recognizes an allowance for doubtful accounts for receivables based on expected credit losses. In determining expected credit losses, the Company considers historical loss experience, the aging of its receivable balance, and the fair value of any collateral held. For loans receivable, the Company applies the collateral maintenance provision practical expedient. The Company would recognize credit losses on these loans if there is a collateral shortfall and it is not reasonably expected that the borrower will replenish such a shortfall.
Concentration of credit risk
The Company’s cash, cash equivalents, restricted cash, customer custodial funds, and accounts and loans receivable are potentially subject to concentration of credit risk. Cash, cash equivalents, restricted cash, and customer custodial funds are placed with financial institutions which are of high credit quality. The Company invests cash, cash equivalents, and customer 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 $145.0 million and $48.9 million of USDC as of June 30, 2021 and December 31, 2020, respectively. The underlying U.S. dollar denominated assets are held by the issuer in U.S-regulated financial institutions on behalf of USDC holders.
As of June 30, 2021, one customer accounted for more than 10% of the Company’s accounts and loans receivable. As of December 31, 2020, two customers accounted for more than 10% of the Company’s accounts and loans receivable. One customer had fiat of $45.0 million transferred to their platform account prior to December 31, 2020, but the Company had not yet settled the transaction by collecting payment. The Company had extended $20.5 million of post trade credit to the second customer as of December 31, 2020. As these customers had transferred or were in the process of transferring funds to their portfolio equal to or in excess of the crypto assets purchased, the Company did not record an allowance for doubtful accounts.
As of June 30, 2021, the Company had two payment processors and one bank partner account representing 7%, 8%, and 4% of accounts and loans receivable, respectively. As of December 31, 2020, the Company had one payment processor and two bank partner accounts representing 7%, 8%, and 7% of accounts and loans receivable, respectively. During the three and six months ended June 30, 2021 and June 30, 2020, no customer accounted for more than 10% of total revenue.
Recent accounting pronouncements
Recently adopted accounting pronouncements
On August 5, 2020, the FASB issued ASU No. 2020-06, Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity's Own Equity (Subtopic 815-40) (“ASU 2020-06”). ASU 2020-06 simplifies accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts on an entity’s own equity, by removing certain separation models that require the separation of a convertible debt instrument into a debt component and an equity or derivative component. ASU 2020-06 removes from U.S. GAAP the separation models for (1) convertible debt with a cash conversion feature and (2) convertible instruments with a beneficial conversion feature. After adoption of ASU 2020-06 entities will not separately present in equity an embedded conversion feature in such debt. Instead entities will account for a convertible debt instrument wholly as debt, and for convertible preferred stock wholly as preferred stock (i.e., as a single unit of account), unless (1) a convertible instrument contains features that require bifurcation as a derivative under ASC 815 or (2) a convertible instrument was issued at a substantial premium. ASU 2020-06 also expands disclosure requirements for convertible instruments and simplifies areas of the guidance for diluted earnings-per-share calculations that are impacted by the amendments. Under ASU 2020-06, entities must apply the more dilutive of the if-converted method and the two-class method to all convertible instruments; the treasury stock method is no longer available. ASU 2020-06 eliminates an entity’s ability to overcome the presumption of share settlement, and as a result, the issuers of convertible debt that may be settled in any combination of cash or stock at the issuer’s option, must use the more dilutive among the if-converted method and the two-class method in computing diluted net income per share, which is typically more dilutive than the net share settlement under the treasury stock method. ASU 2020-06 is effective for interim and annual periods beginning after December 15, 2021, with early adoption permitted. The Company early adopted ASU 2020-06 on January 1, 2021. The adoption of this new guidance did not have an impact on the Company’s consolidated financial statements since the Company had no existing convertible notes prior to issuance of the 2026 Notes, described below, in the second quarter of 2021. Further, the Company’s outstanding convertible preferred stock, which were converted into common stock in conjunction with the Company’s direct listing of its Class A common stock on the Nasdaq Global Select Market (the “Direct Listing”), did not contain any beneficial conversion feature. The Convertible Senior Notes issued in May 2021 are accounted for in accordance with this new guidance. See Note 9. Convertible Senior Notes for additional information.
On December 18, 2019, the FASB issued Accounting Standards Update No. 2019-12, Income Taxes: Simplifying the Accounting for Income Taxes, as part of its overall simplification initiative to reduce the costs and complexity of applying accounting standards while maintaining or improving the usefulness of the information provided to users of financial statements. Among other things, the new guidance simplifies intraperiod tax allocation and reduces the complexity in accounting for income taxes with year-to-date losses in interim periods. The Company adopted the standard on January 1, 2021. The adoption of the standard did not have a material impact on the Company’s consolidated financial statements.
On August 29, 2018, the FASB issued Accounting Standards Update No. 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40)—Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract, which aligns the accounting for implementation costs incurred in a hosting arrangement that is a service contract with the accounting for implementation costs incurred to develop or obtain internal-use software under ASC 350-40, in order to determine which costs to capitalize and recognize as an asset and which costs to expense. The Company adopted the standard on January 1, 2021 using the prospective transition approach. The adoption of the standard did not have a material impact on the Company’s consolidated financial statements.
On June 16, 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2016-13, Financial Instruments - Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), which significantly changes how entities will measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. ASU 2016-13 replaces the “incurred loss” approach with an “expected loss” model for instruments measured at amortized cost. For available-for-sale debt securities, entities will be required to record allowances rather than reduce the carrying amount, as they do today under the other-than-temporary impairment model. It also simplifies the accounting model for purchased credit-impaired debt securities and loans. The Company adopted the standard on January 1, 2021 using the modified retrospective approach. The adoption of the standard did not have a material impact on the Company’s consolidated financial statements, as the Company’s receivables are either fully collateralized or are short term in nature and therefore less susceptible to risks and uncertainty of credit losses over extended periods of time.
v3.21.2
ACQUISITIONS
6 Months Ended
Jun. 30, 2021
Business Combinations [Abstract]  
ACQUISITIONS ACQUISITIONS2021 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 Accounting Standards Codification 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 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 preliminary 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 provisional 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 payable and accrued expenses2,446 
Lease liabilities808 
Other 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
In process research and development ("IPR&D")1,200 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 for developed technology and general and administrative for user base. Amortization of the IPR&D will be recognized in technology and development 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.
Other Acquisition
During the three months ended June 30, 2021, the Company completed an acquisition for $35.2 million, which was paid in cash and the Company’s common stock. This entity has been included in the Company’s condensed consolidated results of operations since its acquisition date. The impact of this acquisition was not material to the Company’s condensed consolidated financial statements.
2020 Acquisition
Tagomi
On July 31, 2020, the Company completed the acquisition of Tagomi Holdings, Inc. (“Tagomi”), by acquiring all issued and outstanding shares of common stock and stock options of Tagomi. Tagomi is an institutional brokerage for crypto assets and offers an end-to-end brokerage solution that caters to sophisticated traders and institutions. Tagomi operates an advanced trading platform which pools liquidity from multiple venues to offer efficient pricing, algorithmic trading, a suite of prime services (including delayed settlement and borrowing and lending of fiat currency and crypto assets), and a flexible account hierarchy and operational processes that meet the needs of institutional clients.
The total preliminary consideration transferred in the acquisition was $41.8 million, consisting of the following (in thousands):
Common stock of the Company$30,589 
Replacement of Tagomi options and warrants760 
Cash1,906 
Settlement of pre-existing receivable8,537 
Total purchase consideration$41,792 
The following table summarizes the preliminary fair values of assets acquired and liabilities assumed as of the date of acquisition (in thousands):
Cash and cash equivalents$13,777 
Customer custodial funds19,837 
Crypto assets held5,687 
Accounts and loans receivable, net of allowance5,795 
Prepaid expenses and other current assets633 
Intangible assets7,350 
Goodwill22,516 
Other non-current assets1,611 
Total assets77,206 
Custodial funds due to customers20,787 
Accounts payable and accrued expenses5,953 
Crypto borrowings8,674 
Total liabilities35,414 
Net assets acquired$41,792 

The excess of purchase consideration over the fair value of net tangible and identifiable intangible assets acquired was recorded as goodwill of $22.5 million, which is not deductible for tax purposes. The goodwill balance is primarily attributed to the market presence, synergies, and the use of purchased technology to develop future products and technologies.
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$6,600 3
Customer relationships400 5
Licenses350 Indefinite
The developed technology, customer relationships, and licenses represent the estimated fair value of Tagomi’s trading platform, existing relationships with customers, and money transmitter licenses held, respectively. 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.
A related party of the Company was a prior equity holder of Tagomi, and as a result of the acquisition, was entitled to receive up to 264,527 shares of the Company’s Class A common stock.
The impact of this acquisition was considered immaterial to both the current and prior periods of the Company’s condensed consolidated financial statements and pro forma financial information has not been provided.
v3.21.2
REVENUE
6 Months Ended
Jun. 30, 2021
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 June 30,Six Months Ended June 30,
2021202020212020
Net revenue
Transaction revenue
Retail, net$1,827,951 $163,825 $3,283,121 $325,827 
Institutional102,431 8,039 187,840 18,028 
Total transaction revenue1,930,382 171,864 3,470,961 343,855 
Subscription and services revenue
Custodial fee revenue31,698 3,079 55,148 5,791 
Blockchain rewards39,022 2,713 49,566 4,162 
Earn campaign revenue16,947 109 28,058 109 
Interest income6,481 190 9,801 2,749 
Other subscription and services revenue8,481 376 16,457 747 
Total subscription and services revenue102,629 6,467 159,030 13,558 
Total net revenue2,033,011 178,331 3,629,991 357,413 
Other revenue
Crypto asset sales revenue194,524 7,698 398,323 17,558 
Corporate interest income427 353 759 2,041 
Total other revenue194,951 8,051 399,082 19,599 
Total revenue$2,227,962 $186,382 $4,029,073 $377,012 
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.
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 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 may vary 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 include tiered pricing, based primarily on transaction volume. The fee rate charged per transaction is adjusted up or down if the volume processed for a specific historical period meets established thresholds. 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.
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. Amounts receivable from customers for custodial fee revenue, net of allowance, were $17.3 million and $4.4 million as of June 30, 2021 and December 31, 2020, respectively. The allowance recognized against these fees was not material for any of the periods presented.
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 the 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. 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 available for transfer. Revenue is measured based on the number of tokens received and the fair value of the token at the date of recognition.
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 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 income, within other revenue.
Other subscription and services revenue
Other subscription and services revenue primarily includes revenue from early stage services being offered by the Company, such as subscription license revenue. Generally, contracts with customers of early-stage products contain one performance obligation, do not have variable 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 income. Periodically, as an accommodation to customers, the Company may fulfill customer transactions using the Company’s own crypto assets. 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 within the condensed consolidated statements of operations. The cost of crypto assets used in fulfilling customer transactions was $178.8 million and $7.9 million for the three months ended June 30, 2021 and June 30, 2020, respectively, and $365.2 million and $18.1 million for the six months ended June 30, 2021 and June 30, 2020, 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. Fees charged to these users are on terms no more favorable than terms generally available to an unaffiliated third party under the same or similar circumstances. The Company recognized revenue with related parties of $8.0 million and $0.5 million for the three months ended June 30, 2021 and June 30, 2020, respectively and $13.3 million and $1.0 million for the six months ended June 30, 2021 and June 30, 2020. As of June 30, 2021 and December 31, 2020, amounts receivable from related parties was $2.7 million and $0.6 million, respectively.
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 June 30,Six Months Ended June 30,
2021202020212020
United States$1,870,465 $138,181 $3,335,900 $280,368 
Rest of the World(1)
357,497 48,201 693,173 96,644 
     Total revenue$2,227,962 $186,382 $4,029,073 $377,012 
__________________
(1)No other individual country accounted for more than 10% of total revenue
v3.21.2
ACCOUNTS AND LOANS RECEIVABLE
6 Months Ended
Jun. 30, 2021
Receivables [Abstract]  
ACCOUNTS AND LOANS RECEIVABLE ACCOUNTS AND LOANS RECEIVABLE
Accounts and loans receivable, net of allowance consisted of the following (in thousands):
June 30,December 31,
20212020
In-transit customer receivables$46,410 $90,571 
Post-trade credit receivables1,340 66,326 
Custodial fee revenue receivable18,076 4,636 
Loans receivable(1)
95,538 6,790 
Interest and other receivables35,173 23,309 
Allowance for doubtful accounts(2)
(11,958)(2,161)
Total accounts and loans receivable, net of allowance$184,579 $189,471 
__________________
(1)The fair value of collateral held as security exceeded the outstanding loans receivable as of June 30, 2021 and December 31, 2020, so no allowance was recorded.
(2)Includes provision for transaction losses of $9.0 million and $1.3 million as of June 30, 2021 and December 31, 2020, respectively.
Loans receivable
The Company grants loans to retail users and institutions. As of June 30, 2021 and December 31, 2020, the Company had granted loans with an outstanding balance of $95.5 million and $6.8 million, respectively. The related interest receivable on the loans as of June 30, 2021 and December 31, 2020, was $0.54 million and $0.04 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 June 30, 2021 and December 31, 2020, there were no loans receivable past due.
ACCOUNTS AND LOANS RECEIVABLE ACCOUNTS AND LOANS RECEIVABLE
Accounts and loans receivable, net of allowance consisted of the following (in thousands):
June 30,December 31,
20212020
In-transit customer receivables$46,410 $90,571 
Post-trade credit receivables1,340 66,326 
Custodial fee revenue receivable18,076 4,636 
Loans receivable(1)
95,538 6,790 
Interest and other receivables35,173 23,309 
Allowance for doubtful accounts(2)
(11,958)(2,161)
Total accounts and loans receivable, net of allowance$184,579 $189,471 
__________________
(1)The fair value of collateral held as security exceeded the outstanding loans receivable as of June 30, 2021 and December 31, 2020, so no allowance was recorded.
(2)Includes provision for transaction losses of $9.0 million and $1.3 million as of June 30, 2021 and December 31, 2020, respectively.
Loans receivable
The Company grants loans to retail users and institutions. As of June 30, 2021 and December 31, 2020, the Company had granted loans with an outstanding balance of $95.5 million and $6.8 million, respectively. The related interest receivable on the loans as of June 30, 2021 and December 31, 2020, was $0.54 million and $0.04 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 June 30, 2021 and December 31, 2020, there were no loans receivable past due.
v3.21.2
GOODWILL AND INTANGIBLE ASSETS
6 Months Ended
Jun. 30, 2021
Goodwill and Intangible Assets Disclosure [Abstract]  
GOODWILL AND INTANGIBLE ASSETS GOODWILL AND INTANGIBLE ASSETS
Goodwill
The following table reflects the changes in the carrying amount of goodwill (in thousands):
Six Months Ended June 30, 2021
Year Ended December 31, 2020
Balance, beginning of period$77,212 $54,696 
Additions due to business combinations424,047 22,516 
Balance, end of period$501,259 $77,212 
There was no impairment recognized against goodwill at the beginning or end of the periods.
Intangible assets
Intangible assets consisted of the following (in thousands, except years data):
As of June 30, 2021Gross Carrying AmountAccumulated AmortizationIntangible Assets, NetWeighted Average Remaining Useful Life (in years)
Amortizing intangible assets
Acquired developed technology$65,208 $(20,158)$45,050 2.19
User base2,997 (450)2,547 2.25
Customer relationships66,591 (21,349)45,242 4.08
Non-compete agreement2,402 (922)1,480 3.09
Assembled workforce24,000 (230)23,770 1.98
In-process research and development(1)
1,200 — 1,200 N/A
Indefinite-lived intangible assets
Domain name250 — 250 N/A
Licenses350 — 350 N/A
Crypto assets held(2)
585,846 — 585,846 N/A
Total$748,844 $(43,109)$705,735 
(1)Amortization begins once the technology is placed in service. IPR&D is expected to have a useful life of 3 years.
(2)Crypto assets held as of June 30, 2021 includes $23.2 million of crypto assets loaned to customers under the post-trade credit settlement arrangements as these did not meet the criteria for derecognition.
As of December 31, 2020Gross Carrying AmountAccumulated AmortizationIntangible Assets, NetWeighted Average Remaining Useful Life (in years)
Amortizing intangible assets
Acquired developed technology$20,708 $(13,024)$7,684 2.09
Customer relationships66,591 (15,771)50,820 4.58
Trade name30 (30)— 0
Non-compete agreement2,402 (681)1,721 3.58
Indefinite-lived intangible assets
Domain name250 — 250 N/A
Licenses350 — 350 N/A
Crypto assets held316,094 — 316,094 N/A
Total$406,425 $(29,506)$376,919 
Amortization expense of intangible assets was $8.3 million and $15.2 million for the three and six months ended June 30, 2021, respectively. Amortization expense of intangible assets was $3.9 million and $7.9 million for the three and six months ended June 30, 2020, respectively. The Company estimates that there is no significant residual value related to its amortizing intangible assets.
Crypto assets held are accounted for as an indefinite-lived intangible asset, and thus, are recognized at cost and subject to impairment losses if the fair value of crypto assets decreases below the carrying value at any time during the period. Impairment losses cannot be recovered for any subsequent increase in fair value until the sale or disposal of the asset. The Company recorded gross impairment charges of $174.8 million and $175.6 million during the three and six months ended June 30, 2021 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 $58.2 million and $0.3 million relate to the crypto assets still held as of June 30, 2021 and June 30, 2020, respectively. Impairment expense is included in other operating expense (income), net in the condensed consolidated statements of operations.
Crypto assets held consisted of the following (in thousands):
June 30,December 31,
20212020
Crypto assets held as investments$58,328 $24,438 
Crypto assets held for operating purposes164,410 37,830 
Crypto assets borrowed363,108 253,826 
Total crypto assets held
$585,846 $316,094 
See Note 11. Fair Value Measurements, for additional details regarding the carrying value of the Company’s crypto assets held.
The expected future amortization expense for intangible assets other than IPR&D as of June 30, 2021 is as follows (in thousands):
2021 (for the remainder of)$23,010 
202245,009 
202332,270 
202411,346 
20256,454 
Thereafter— 
Total expected future amortization expense$118,089 
v3.21.2
PREPAID EXPENSES AND OTHER ASSETS
6 Months Ended
Jun. 30, 2021
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):
June 30,December 31,
20212020
Prepaid expenses and other current assets
Prepaid expenses$89,328 $36,218 
Warrant to purchase crypto assets— 2,575 
Deposits20,214 — 
Other5,209 717 
Total prepaid expenses and other current assets$114,751 $39,510 
Other non-current assets
Equity method investments$1,056 $2,000 
Strategic investments66,546 26,146 
Deferred tax assets109,540 20,807 
Deposits10,546 68,287 
Total other non-current assets$187,688 $117,240 
Equity method investments
The Company acquired a 50% interest in Centre Consortium, LLC in August 2019. The Company has significant influence over the entity, but does not have power or control. The Company’s share of earnings and losses are included in other expense (income), net in the condensed consolidated statements of operations.
Strategic investments
The Company invests in various companies and technologies through Coinbase Ventures, the Company’s venture capital arm. The components of other investments accounted for under the measurement alternative included in the table above are presented below (in thousands):
June 30,December 31,
20212020
Carrying amount, beginning of period$26,146 $15,599 
Net additions40,071 9,687 
Upward adjustments2,379 1,307 
Previously held interest in Bison Trails (see Note 3)(2,000)— 
Impairments and downward adjustments(50)(447)
Carrying amount, end of period$66,546 $26,146 
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 June 30, 2021, cumulative upward adjustments were $3.7 million and cumulative impairments and downward adjustments were $2.6 million.
v3.21.2
ACCOUNTS PAYABLE AND ACCRUED EXPENSES
6 Months Ended
Jun. 30, 2021
Payables and Accruals [Abstract]  
ACCOUNTS PAYABLE AND ACCRUED EXPENSES ACCOUNTS PAYABLE AND ACCRUED EXPENSES
Accounts payable and accrued expenses consisted of the following (in thousands):
June 30,December 31,
20212020
Accounts payable$35,982 $12,031 
Accrued expenses90,990 33,987 
Accrued payroll and payroll related94,541 23,403 
Income taxes payable3,613 5,805 
Other payables41,529 9,885 
Total accounts payable and accrued expenses$266,655 $85,111 
v3.21.2
CONVERTIBLE SENIOR NOTES
6 Months Ended
Jun. 30, 2021
Debt Disclosure [Abstract]  
CONVERTIBLE SENIOR NOTES CONVERTIBLE SENIOR NOTES
In May 2021, the Company issued an aggregate of $1.44 billion of convertible senior notes due in 2026 (the “2026 Notes”) pursuant to an indenture, dated May 18, 2021 (the “Indenture”), between the Company and U.S. Bank National Association, as trustee. The 2026 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 2026 Notes are senior unsecured obligations of the Company and bear interest at a rate of 0.5% per year payable semi-annually in arrears on June 1 and December 1 of each year, beginning on December 1, 2021. The 2026 Notes mature on June 1, 2026, unless earlier converted, redeemed or repurchased. The proceeds received of $1.42 billion were net of a 1% original issue discount.
The initial conversion rate for the 2026 Notes is 2.6994 shares of the Company's Class A common stock per $1,000 principal amount of 2026 Notes, which is equivalent to an initial conversion price of approximately $370.45 per share of the Class A common stock. The conversion rate and conversion price are subject to customary adjustments under certain circumstances in accordance with the terms of the Indenture.
The 2026 Notes will be convertible at the option of the holders before December 1, 2025 only upon the occurrence of certain events, and from and after December 1, 2025, at any time at their election until the close of business on the second scheduled trading day immediately preceding June 1, 2026, only under certain circumstances. Upon conversion, the Company may satisfy its conversion obligation by paying or delivering, as applicable, cash, shares of the Company’s Class A common stock or a combination of cash and shares of the Company’s Class A common stock, at the Company’s election, based on the applicable conversion rate. In addition, if certain corporate events that constitute a make-whole fundamental change (as defined in the Indenture) occur, then the conversion rate will, in certain circumstances, be increased for a specified period of time. Additionally in the event of a corporate event constituting a fundamental change (as defined in the Indenture), holders of the 2026 Notes may require the Company to repurchase all or a portion of their 2026 Notes at a repurchase price equal to 100% of the principal amount of the 2026 Notes being repurchased, plus accrued and unpaid special interest or additional interest, if any, to, but excluding, the date of the fundamental change repurchase.
The Company accounted for the 2026 Notes wholly as debt because (1) the conversion features do not require bifurcation as a derivative under ASC 815 and (2) the 2026 Notes were not issued at a substantial premium.
Discounts on the 2026 Notes reflect a 1% original issue discount of $14.4 million and debt issuance costs related to the 2026 Notes of $16.9 million, which include commissions payable to the underwriters and third-party offering costs. Discounts are amortized to interest expense using the effective interest method over the contractual term of the 2026 Notes. For the three months ended and six months ended June 30, 2021, total interest expense on the 2026 Notes was $1.5 million with coupon interest expense of $0.8 million and the amortization of debt discounts and debt issuance costs of $0.7 million. The effective interest rate on the 2026 Notes is 0.9%. As of June 30, 2021, the outstanding aggregate principal balance of the 2026 Notes and the related unamortized discounts were $1.44 billion and $30.6 million, respectively.
Capped Calls
On May 18, 2021, in connection with the pricing of the 2026 Notes, the Company entered into privately negotiated capped call transactions (the “Capped Calls”) with certain financial institutions (the "option counterparties") at a cost of $90.1 million. The Capped Calls cover, subject to customary adjustments, the number of shares of Class A common stock initially underlying the 2026 Notes. By entering into the Capped Calls, the Company expects to reduce the potential dilution to its Class A common stock (or, in the event a conversion of the 2026 Notes is settled in cash, to reduce its cash payment obligation) in the event that at the time of conversion of the 2026 Notes its common stock price exceeds the conversion price of the 2026 Notes. The Capped Calls have an initial strike price of approximately $370.45 per share of Class A common stock and an initial cap price of approximately $478 per share of Class A common stock.
The Capped Calls meet the criteria for classification in equity, are not remeasured each reporting period and are included as a reduction to additional paid-in capital within stockholders’ equity.
v3.21.2
DERIVATIVES
6 Months Ended
Jun. 30, 2021
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
DERIVATIVES DERIVATIVES
Notional amount of derivative contracts
The following table summarizes the notional amount of derivative contracts outstanding, in native units.
June 30,December 31,
20212020
Crypto asset borrowings with embedded derivatives:
BTC8,305 9,305 
ETH15,000 3,000 
ICP750,000 
XRP— 1,500,000 
Warrant to purchase crypto assets:
UNI— 800,000 
The following tables summarize information on derivative assets and liabilities that are reflected in the Company’s condensed consolidated balance sheets, by accounting designation (in thousands):
Gross derivative assetsGross derivative liabilities
June 30, 2021Not designated as hedgesDesignated as hedgesTotal derivative assetsNet derivative assetsNot designated as hedgesDesignated as hedgesTotal derivative liabilitiesNet derivative liabilities
Crypto borrowings with embedded derivatives$— $223,284 $223,284 $223,284 $— $168,818 $168,818 $168,818 
Total fair value of derivative assets and liabilities$— $223,284 $223,284 $223,284 $— $168,818 $168,818 $168,818 
Gross derivative assetsGross derivative liabilities
December 31, 2020Not designated as hedgesDesignated as hedgesTotal derivative assetsNet derivative assetsNot designated as hedgesDesignated as hedgesTotal derivative liabilitiesNet derivative liabilities
Crypto borrowings with embedded derivatives$— $— $— $— $12,696 $114,395 $127,091 $127,091 
Warrant to purchase crypto assets2,575 — 2,575 2,575 — — — — 
Total fair value of derivative assets and liabilities$2,575 $— $2,575 $2,575 $12,696 $114,395 $127,091 $127,091 
Fair value hedge gains and losses
The Company includes gains (losses) on the hedging derivative and the hedged item in other operating expenses (income), net within the condensed consolidated statements of operations. The following tables present derivative instruments used in fair value hedge accounting relationships, as well as pre-tax gains (losses) recorded on such derivatives and the related hedged items (in thousands):
Gains (losses) recorded in income
Three months ended June 30, 2021Three months ended June 30, 2020
DerivativesHedged itemsIncome statement impactDerivativesHedged itemsIncome statement impact
Crypto borrowings with embedded derivatives$448,957 $(427,240)$21,717 $— $— $— 
Gains (losses) recorded in income
Six months ended June 30, 2021Six months ended June 30, 2020
DerivativesHedged itemsIncome statement impactDerivativesHedged itemsIncome statement impact
Crypto borrowings with embedded derivatives$181,557 $(169,116)$12,441 $— $— $— 
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 (income), net (in thousands):
Cumulative amount of fair value hedging adjustments included in the carrying amount of hedged items
June 30, 2021Carrying amount of the hedged itemsActive hedging relationshipsDiscontinued hedging relationshipsTotal
Assets$363,108 $(56,623)$— $(56,623)
Cumulative amount of fair value hedging adjustments included in the carrying amount of hedged items
December 31, 2020Carrying amount of the hedged itemsActive hedging relationshipsDiscontinued hedging relationshipsTotal
Assets$247,735 $113,102 $— $113,102 
Crypto asset borrowings
The carrying value of the outstanding host contract as of June 30, 2021 and December 31, 2020 was $421.5 million and $144.2 million, respectively. The fair value of the embedded derivative assets and liabilities as of June 30, 2021 was $223.3 million and $168.8 million, respectively. The fair value of the embedded derivative assets and liabilities as of December 31, 2020 was $0 and $127.1 million, respectively. The fee on these borrowings ranged from 0.0% to 3.5%. During the six months ended June 30, 2021 and June 30, 2020, the Company paid $7.2 million and zero of borrowing fees in crypto assets, respectively. This borrowing fee is included in other operating expense (income), net in the condensed consolidated statements of operations.
v3.21.2
FAIR VALUE MEASUREMENTS
6 Months Ended
Jun. 30, 2021
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):
June 30, 2021December 31, 2020
Level 1Level 2Level 3TotalLevel 1Level 2Level 3Total
Assets
Cash and cash equivalents(1)
$3,234,215 $— $— $3,234,215 $212,818 $— $— $212,818 
Customer custodial funds(2)
3,614,705 — — 3,614,705 1,171,274 — — 1,171,274 
Crypto assets held(3)
— 363,108 — 363,108 — 247,735 — 247,735 
Derivative assets(4)(5)
— 223,284 — 223,284 — — 2,575 2,575 
Total assets$6,848,920 $586,392 $— $7,435,312 $1,384,092 $247,735 $2,575 $1,634,402 
Liabilities
Derivative liabilities(5)
$— $168,818 $— $168,818 $— $127,091 $— $127,091 
Total liabilities$— $168,818 $— $168,818 $— $127,091 $— $127,091 
__________________
(1)Excludes corporate cash of $1.1 billion and $849.0 million held in deposit at financial institutions and crypto asset trading venues and not measured and recorded at fair value as of June 30, 2021 and December 31, 2020, respectively.
(2)Excludes customer custodial funds of $5.3 billion and $2.6 billion held in deposit at financial institutions and not measured and recorded at fair value as of June 30, 2021 and December 31, 2020, respectively.
(3)Includes crypto assets held that have been designated as hedged items in fair value hedges and excludes crypto assets of $222.7 million and $68.4 million held at cost as of June 30, 2021 and December 31, 2020, respectively.
(4)Level 3 derivative assets represent warrants to purchase crypto assets, which are included in prepaid expenses and other current assets in the condensed consolidated balance sheets.
(5)Excludes crypto asset borrowings of $421.5 million and $144.2 million, representing the host contract which is not measured and recorded at fair value as of June 30, 2021 and December 31, 2020, respectively.

The Company did not make any transfers between the levels of the fair value hierarchy during the six months ended June 30, 2021 and the year ended December 31, 2020.
Level 3 derivative assets
The following table presents a reconciliation of the derivative assets measured at fair value on a recurring basis using significant unobservable inputs (in thousands):
Balance as of January 1, 2021$2,575
Fair value adjustment14,757
Exercise of warrants(17,332)
Balance as of June 30, 2021$
The derivative assets balance were included in prepaid expenses and other current assets in the condensed consolidated balance sheets. The derivative assets were solely represented by warrant agreements to purchase crypto assets from asset issuers. Upon exercise of the warrants, the underlying crypto assets were subject to transfer and sale restrictions, and vested over periods of between one to four years. The fair value of the warrants were based on the number of crypto assets to be received upon exercise, the fair value of the crypto asset, and a discount for lack of marketability due to the underlying restriction on the crypto assets. The discount for lack of marketability was estimated using the Finnerty and Asian put option models. The fair value adjustments are included in other operating expense (income), net in the condensed consolidated statements of operations. The following significant unobservable inputs were used:
Three Months Ended June 30, 2021Six Month Ended June 30, 2021
Discount rate
0.01% - 0.15%
0.01% - 0.15%
Historical volatility of comparable crypto assets
105% - 175%
105% - 175%
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. 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 cash, restricted cash, certain customer custodial funds, USDC, and custodial funds due to customers are classified as Level 1 and carried at amortized cost, which approximates their fair value. The loans receivable are classified as Level 3 and are carried at amortized cost, which approximates their fair value.
The Company estimates the fair value of the 2026 Notes based on market observable inputs (Level 2). As of June 30, 2021, the estimated fair value and carrying value of the 2026 Notes was $1.45 billion and $1.41 billion, respectively.
v3.21.2
CONVERTIBLE PREFERRED STOCK
6 Months Ended
Jun. 30, 2021
Temporary Equity Disclosure [Abstract]  
CONVERTIBLE PREFERRED STOCK CONVERTIBLE PREFERRED STOCK
On April 1, 2021, in anticipation of the Direct Listing and following a vote by the requisite holders of the convertible preferred stock, all outstanding shares of the Company’s convertible preferred stock were converted into 8,556,952 shares of the Company’s Class A common stock and 103,850,006 shares of the Company’s Class B common stock. Effective immediately following the conversion, the Company amended and restated its certificate of incorporation (the “Restated Certificate of Incorporation”) to authorize 500,000,000 shares of undesignated preferred stock. See Note 13. Common Stock for additional details. The Company’s board of directors (the “Board”) has the authority to determine the price, rights, preferences, privileges and restrictions, including voting rights, of those shares without any further vote or action by the stockholders.
A summary of the Company’s authorized, issued, and outstanding shares of convertible preferred stock was as follows (in thousands, except per share data):
As of June 30, 2021, there was no convertible preferred stock issued and outstanding.
As of December 31, 2020
Shares AuthorizedShares Issued and OutstandingOriginal Issue Price per ShareLiquidation PreferenceCarrying Value
FF Preferred5,739 5,739 $— $— $11 
Series A30,929 27,349 0.19721 5,394 4,946 
Series B25,416 21,831 1.00676 21,978 19,228 
Series C32,542 31,656 2.76488 87,525 83,146 
Series D17,471 17,471 8.25390 144,205 135,738 
Series E14,508 8,832 36.19220 319,648 319,398 
126,605 112,878 $578,750 $562,467 
The change in the number of outstanding shares of convertible preferred stock per class was as follows (in thousands):
Series FFSeries ASeries BSeries CSeries DSeries E
Balance at January 1, 20215,739 27,349 21,831 31,656 17,471 8,832 
Conversion to Class A common stock— (117)— (36)(43)(8,832)
Conversion to Class B common stock(5,739)(27,232)(21,831)(31,620)(17,428)— 
Balance at June 30, 2021— — — — — — 
During the six months ended June 30, 2021 and year ended December 31, 2020, there were sales of convertible preferred stock between stockholders. Pursuant to the terms of sale of the convertible preferred stock, those preferred shares converted to Class A common stock. The Company did not sell any shares or receive any proceeds from the transactions.
v3.21.2
COMMON STOCK
6 Months Ended
Jun. 30, 2021
Equity [Abstract]  
COMMON STOCK COMMON STOCK
On April 1, 2021, in anticipation of the Direct Listing and upon a vote by the requisite holders of the Company’s convertible preferred stock, all outstanding shares of convertible preferred stock were converted into 8,556,952 shares of Class A common stock and 103,850,006 shares of Class B common stock.
Effective April 1, 2021, in connection with the Direct Listing, 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 Board. 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):
June 30,December 31,
20212020
Class A common stock
Conversion of Series E convertible preferred stock— 8,832 
Options issued and outstanding under 2013 Plan1,915 3,550 
Options issued and outstanding under 2019 Plan32,091 37,232 
RSUs issued and outstanding under 2019 Plan6,885 3,766 
Shares available for future issuance under the 2019 Plan— 2,193 
RSUs issued and outstanding under 2021 Plan532 — 
Shares available for future issuance under the 2021 Plan36,163 — 
Shares available for future issuance under the 2021 Employee Stock Purchase Plan5,175 — 
Replacement options issued and outstanding from Tagomi acquisition32 
Replacement options issued and outstanding from Bison Trails acquisition278 — 
Exercise and conversion of outstanding warrant— 
Shares available for future issuance of warrants2,296 2,296 
Total Class A common stock shares reserved85,340 57,905 
Class B common stock
Conversion of FF Preferred and Series A, B, C, and D convertible preferred stock— 104,046 
Options issued and outstanding under 2013 Plan9,070 22,442 
Exercise and conversion of outstanding warrant— 408 
Total Class B common stock shares reserved9,070 126,896 
v3.21.2
STOCK-BASED COMPENSATION
6 Months Ended
Jun. 30, 2021
Share-based Payment Arrangement [Abstract]  
STOCK-BASED COMPENSATION STOCK-BASED COMPENSATION
Stock plans
The Company maintains four equity incentive plans: the 2013 Stock Plan (the “2013 Plan”), the 2019 Equity Incentive Plan (the “2019 Plan”), the 2021 Equity Incentive Plan (the “2021 Plan”), and the 2021 Employee Stock Purchase Plan (the “ESPP” and collectively, the “Plans”). Following the Direct Listing, the Company has only issued awards under the 2021 Plan and the ESPP, and no additional awards will be granted under the 2013 Plan and 2019 Plan.
In April 2021, the Company adopted the 2021 Plan. The 2021 Plan serves as the successor to the 2019 Plan. Outstanding awards under the 2019 Plan continue to be subject to the terms and conditions of the 2019 Plan. The 2021 Plan provides for the granting of incentive stock options, restricted stock units (“RSUs”), restricted stock, stock appreciation rights and performance and stock bonus awards to assist in attracting, retaining and motivating employees. As of June 30, 2021, the Company has reserved 36,695,036 shares of Class A common stock for issuance under the 2021 Plan. The number of shares available for grant and issuance under the 2021 Plan will be automatically increased on January 1st of each of the first ten fiscal years during the term of the 2021 Plan by the lesser of (a) five percent of the number of shares of all classes of the Company’s common stock issued and outstanding on an as converted to common stock basis on each December 31st immediately prior to the date of increase or (b) such number of Shares determined by the Board.
As of June 30, 2021, only stock options and RSUs were issued and outstanding under the Plans.
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, 202163,256 $14.84 8.17$2,527,396 
Assumed options from acquisition470 3.45 
Exercised(19,293)7.78 
Forfeited and cancelled(1,074)19.63 
Balance at June 30, 202143,359 17.75 8.2110,213,272 
Vested and exercisable at June 30, 202112,744 9.59 6.793,105,922 
Vested and expected to vest at June 30, 202137,225 16.81 8.068,803,438 

As of June 30, 2021, there was total unrecognized compensation cost of $251.5 million related to unvested stock options. These costs are expected to be recognized over a weighted-average period of approximately 3.89 years.
As of June 30, 2021, there were 858,181 shares subject to repurchase related to stock options early exercised and not yet vested, but that are expected to vest. As of June 30, 2021, the Company recorded a liability related to these shares subject to repurchase in the amount of $16.6 million, which is included within other current liabilities in the accompanying condensed consolidated balance sheets.
Chief Executive Officer performance award
During April 2021, as a result of the Company’s registration statement being declared effective by the Securities and Exchange Commission under the Securities Act, the performance condition of the option award granted to the Chief Executive Officer was met. During the three and six months ended June 30, 2021, compensation expense of $6.4 million was recognized related to this award. On July 8, 2021, the first price target of the award was met, resulting in the vesting of 3,159,930 shares subject to the option award.
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 two to four years. Once vested, the RSUs are settled by delivery of Class A common stock.
Activity of RSUs outstanding under the Plan are as follows (in thousands, except per share data):
Number of sharesWeighted-
Average
Grant
Date Fair
Value Per Share
Balance at January 1, 20213,766 $54.80 
Granted4,512 225.40
Vested(734)133.25 
Forfeited and cancelled(127)137.42 
Balance at June 30, 20217,417 141.25 
For RSUs granted prior to the Direct Listing, the fair value of the Class A common stock was determined using linear interpolation between the dates at which the Company obtained third-party valuations, for financial reporting purposes. This method was determined to be reasonable, as no single event was identified that caused the increase in the fair value of the common stock. For RSUs granted after the Direct Listing of the Company’s Class A common stock, the closing stock price on the grant date of the Company’s Class A common stock was used as the fair value.
As of June 30, 2021, there was total unrecognized compensation cost of $976.0 million related to unvested RSUs. These costs are expected to be recognized over a weighted-average period of approximately 2.87 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 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 are as follows (in thousands, except per share data):
Number of sharesWeighted-
Average
Grant
Date Fair
Value Per Share
Balance at January 1, 2021824 $23.46 
Granted1,351 173.12
Vested— — 
Forfeited and cancelled— — 
Balance at June 30, 20212,175 116.44 
As of June 30, 2021, there was total unrecognized compensation cost of $217.3 million related to unvested restricted Class A common stock. These costs are expected to be recognized over a weighted-average period of approximately 2.58 years.
Employee Stock Purchase Plan
In February 2021, the Board approved and adopted the ESPP. 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 shares issued pursuant to its ESPP on a straight-line basis over the offering period, which is 24. The fair value of employee stock purchase plan rights are estimated on the date of grant using the Black-Scholes-Merton option valuation model. The ESPP went effective on the day the Company’s registration statement went effective, April 1, 2021.
The grant date of the initial offering period was May 3, 2021, and that offering period shall end on April 30, 2023. For the three and six months ended June 30, 2021, total compensation cost of $2.1 million was recognized related to the ESPP. As of June 30, 2021, the Company recorded a liability of $5.0 million related to the accumulated payroll deductions, which are refundable to employees who withdraw from the plan. This amount is included within accounts payable and accrued expenses 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 June 30,Six Months Ended June 30,
2021202020212020
Technology and development$130,988 $7,710 $204,245 $12,592 
Sales and marketing6,674 305 10,204 480 
General and administrative51,673 7,869 79,514 11,991 
Total$189,335 $15,884 $293,963 $25,063 
v3.21.2
INCOME TAXES
6 Months Ended
Jun. 30, 2021
Income Tax Disclosure [Abstract]  
INCOME TAXES INCOME TAXES
The Company’s effective tax rate (“ETR”) for the three months ended June 30, 2021 and June 30, 2020 was (84.9)% and 16.8%, respectively. The ETR of (84.9)% for the three months ended June 30, 2021 was lower than the U.S. statutory rate of 21.0% due to (i) the tax effect of compensation expense on deductible stock option exercises at a fair market value, (ii) U.S. federal and California state research and development credits, and (iii) U.S. federal benefits from foreign derived intangible income, offset by (i) the tax effect of non-deductible officer compensation, (ii) accrual for U.S. state taxes, (iii) the tax effect of non-deductible stock-based compensation, and (iv) non-deductible costs related to the Direct Listing capitalized for tax.
The ETR for the six months ended June 30, 2021 and June 30, 2020 was (27.5)% and 12.9%, respectively. The ETR of (27.5)% for the six months ended June 30, 2021 was lower than the U.S. statutory rate of 21.0% due to (i) the tax effect of compensation expense on deductible stock option exercises at a fair market value, (ii) U.S. federal and California state research and development credits, and (iii) U.S. federal benefits from foreign derived intangible income, offset by (i) the tax effect of non-deductible officer compensation, (ii) accrual for U.S. state taxes, (iii) the tax effect of non-deductible stock-based compensation, and (iv) non-deductible costs related to the Direct Listing capitalized for tax.
v3.21.2
NET INCOME PER SHARE
6 Months Ended
Jun. 30, 2021
Earnings Per Share [Abstract]  
NET INCOME PER SHARE NET INCOME PER SHARE
The computation of net income per share is as follows (in thousands, except per share amounts):
Three Months Ended June 30,Six Months Ended June 30,
2021202020212020
Basic net income per share:
Numerator
Net income$1,606,349 $32,260 $2,377,812 $64,233 
Less: Income allocated to participating securities(16,636)(32,260)(699,903)(53,419)
Net income attributable to common stockholders, basic$1,589,713 $— $1,677,909 $10,814 
Denominator
Weighted-average shares of common stock used to compute net income per share attributable to common stockholders, basic204,728 67,006 142,397 66,982 
Net income per share attributable to common stockholders, basic$7.77 $— $11.78 $0.16 
Diluted net income per share:
Numerator
Net income$1,606,349 $32,260 $2,377,812 $64,233 
Less: Income allocated to participating securities(13,750)(32,260)(573,503)(51,533)
Add: Interest on convertible notes551 — 551 — 
Net income attributable to common stockholders - diluted$1,593,150 $— $1,804,860 $12,700 
Denominator
Weighted-average shares of common stock used to compute net income per share attributable to common stockholders, basic204,728 67,006 142,397 66,982 
Weighted-average effect of potentially dilutive securities:
Stock options37,644 — 41,068 20,202 
RSUs4,047 — 3,444 — 
RSAs— — 
Warrants— — 145 387 
Convertible notes1,725 — 863 — 
Weighted-average shares of common stock used to compute net income per share attributable to common stockholders, diluted248,147 67,006 187,918 87,571 
Net income per share attributable to common stockholders, diluted$6.42 $— $9.60 $0.15 
The Company’s restricted Class A common stock granted as consideration in the acquisitions of Tagomi and Bison Trails 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 the liquidation and dividend rights are identical for Class A common stock and Class B common stock, 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 June 30,Six Months Ended June 30,
2021202020212020
Employee stock options6,134 45,474 6,134 14,872 
RSUs1,807 — 1,807 — 
Warrants— 408 — — 
Contingent consideration recognized in asset acquisition— 691 — 691 
Employee stock purchase program263 — 263 — 
Total8,204 46,573 8,204 15,563 
v3.21.2
COMMITMENTS AND CONTINGENCIES
6 Months Ended
Jun. 30, 2021
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 June 30, 2021 or December 31, 2020.
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 holders of convertible preferred stock 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 Company has had no prior indemnification claims; (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 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 2017, the Enforcement Division of the Commodity Futures Trading Commission (“CFTC”) commenced an investigation that has covered topics including an 2017 Ethereum market event, trades made in 2017 by one of the Company’s then-current employees, the listing of Bitcoin Cash on the Company’s platform, and the design and operation of certain algorithmic functions related to liquidity management on the Company’s platform. In the first quarter of 2021, the parties negotiated a full and final settlement agreement, which did not have a material impact on the condensed consolidated financial statements.
On July 22, 2021, a purported securities class action captioned Ramsey v. Coinbase Global, Inc., et al., Case No. 3:21-cv-05634, was 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 Complaint alleges violations of Sections 11, 12(a)(2) and 15 of the Securities Act of 1933, as amended, in connection with the Registration Statement and Prospectus filed in connection with the Direct Listing. We dispute the claims 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.
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 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 our financial condition and results of operations, and accordingly, the related impact on our financial condition and results of operations is not estimable.
v3.21.2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)
6 Months Ended
Jun. 30, 2021
Accounting Policies [Abstract]  
Basis of presentation and principles of consolidation
Basis of presentation and principles of consolidation
The accompanying interim 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 June 30, 2021, condensed consolidated results of operations for the three and six months ended June 30, 2021 and June 30, 2020, and condensed consolidated statements of cash flows for the six months ended June 30, 2021 and June 30, 2020. The unaudited condensed consolidated results of operations for the three and six months ended June 30, 2021 and June 30, 2020 are not necessarily indicative of the results to be expected for the full year or any other period.
These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes included in the Company’s final prospectus filed with the Securities and Exchange Commission pursuant to Rule 424(b) under the Securities Act of 1933, as amended, on April 14, 2021 (the “Prospectus”).
These accompanying unaudited 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 Prospectus, 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 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 intangible assets; the useful lives of property and equipment; the impairment of long-lived assets; the Company’s incremental borrowing rate; the fair value of assets acquired and liabilities assumed in business combinations; the fair value of derivatives and related hedges; the fair value of convertible debt; 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.
Business combinations
Business combinations
The results of businesses acquired in a business combination are included in the Company’s condensed consolidated financial statements from the date of the acquisition. Purchase accounting results in assets and liabilities of an acquired business being recorded at their estimated fair values on the acquisition date. Any excess consideration over the fair value of assets acquired and liabilities assumed is recognized as goodwill. Acquisition-related costs incurred by the Company are recognized as an expense in general and administrative expenses within the condensed consolidated statements of operations.
The Company uses its best estimates and assumptions to assign fair value to the tangible and intangible assets acquired and liabilities assumed at the acquisition date. The Company’s estimates are inherently uncertain and subject to refinement.
During the measurement period, which may be up to one year from the acquisition date, and to the extent that the value was not previously finalized, the Company may record adjustments to the fair value of these tangible and intangible assets acquired and liabilities assumed, with the corresponding offset to goodwill. In addition, uncertain tax positions and tax-related valuation allowances are initially recorded in connection with a business combination as of the acquisition date. The Company continues to collect information about facts and circumstance that existed at the date of acquisition and reevaluates these estimates and assumptions quarterly and records any adjustments to the Company’s preliminary estimates to goodwill, provided that the Company is within the measurement period. Upon the conclusion of the measurement period or final determination of the fair value of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to the Company’s condensed consolidated statements of operations.
Accounts and loans receivable and allowance for doubtful accounts
Accounts and loans receivable and allowance for doubtful accounts
Accounts and loans receivables are contractual rights to receive cash either on demand or on fixed or determinable dates, and are recognized as an asset on the Company’s balance sheet. Accounts and loans receivable consists of in-transit customer receivables, post-trade credit receivables, custodial fee revenue receivable, loans receivable, interest receivable, and other receivables.
In-transit customer receivables represent settlements from third-party payment processors and banks for customer transactions. In-transit receivables are typically received within one or two business days of the transaction date. The Company establishes withdrawal-based limits in order to mitigate potential losses by preventing customers from withdrawing the crypto asset to an external blockchain address until the payment settles. In certain jurisdictions, in-transit customer receivables qualify as eligible liquid assets to meet regulatory requirements to fulfill the Company’s direct obligations under custodial funds due to customers.
Post-trade credit receivables represent funds due for crypto assets delivered to credit eligible customers and are typically received within three business days from the transaction date. Post-trade credit receivables enable customers to instantly invest in crypto assets without pre-funding their trade.
Custodial fee revenue receivable represents the fee earned and receivable by the Company for providing a dedicated secure cold storage solution to customers. The fee is based on a contractual percentage of the daily value of assets under custody and is collected on a monthly basis. Such custodial fee revenue income is included in the net revenue in the condensed consolidated statements of operations.
Loans receivable represent loans made to retail users and institutions. These loans are collateralized with crypto assets held by those users in their crypto asset wallet on the Company’s platform. Loans receivable are subsequently measured at amortized cost.
The Company recognizes an allowance for doubtful accounts for receivables based on expected credit losses. In determining expected credit losses, the Company considers historical loss experience, the aging of its receivable balance, and the fair value of any collateral held. For loans receivable, the Company applies the collateral maintenance provision practical expedient. The Company would recognize credit losses on these loans if there is a collateral shortfall and it is not reasonably expected that the borrower will replenish such a shortfall.
Concentration of credit risk
Concentration of credit risk
The Company’s cash, cash equivalents, restricted cash, customer custodial funds, and accounts and loans receivable are potentially subject to concentration of credit risk. Cash, cash equivalents, restricted cash, and customer custodial funds are placed with financial institutions which are of high credit quality. The Company invests cash, cash equivalents, and customer 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 $145.0 million and $48.9 million of USDC as of June 30, 2021 and December 31, 2020, respectively. The underlying U.S. dollar denominated assets are held by the issuer in U.S-regulated financial institutions on behalf of USDC holders.
As of June 30, 2021, one customer accounted for more than 10% of the Company’s accounts and loans receivable. As of December 31, 2020, two customers accounted for more than 10% of the Company’s accounts and loans receivable. One customer had fiat of $45.0 million transferred to their platform account prior to December 31, 2020, but the Company had not yet settled the transaction by collecting payment. The Company had extended $20.5 million of post trade credit to the second customer as of December 31, 2020. As these customers had transferred or were in the process of transferring funds to their portfolio equal to or in excess of the crypto assets purchased, the Company did not record an allowance for doubtful accounts.As of June 30, 2021, the Company had two payment processors and one bank partner account representing 7%, 8%, and 4% of accounts and loans receivable, respectively. As of December 31, 2020, the Company had one payment processor and two bank partner accounts representing 7%, 8%, and 7% of accounts and loans receivable, respectively. During the three and six months ended June 30, 2021 and June 30, 2020, no customer accounted for more than 10% of total revenue.
Recent accounting pronouncements
Recent accounting pronouncements
Recently adopted accounting pronouncements
On August 5, 2020, the FASB issued ASU No. 2020-06, Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity's Own Equity (Subtopic 815-40) (“ASU 2020-06”). ASU 2020-06 simplifies accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts on an entity’s own equity, by removing certain separation models that require the separation of a convertible debt instrument into a debt component and an equity or derivative component. ASU 2020-06 removes from U.S. GAAP the separation models for (1) convertible debt with a cash conversion feature and (2) convertible instruments with a beneficial conversion feature. After adoption of ASU 2020-06 entities will not separately present in equity an embedded conversion feature in such debt. Instead entities will account for a convertible debt instrument wholly as debt, and for convertible preferred stock wholly as preferred stock (i.e., as a single unit of account), unless (1) a convertible instrument contains features that require bifurcation as a derivative under ASC 815 or (2) a convertible instrument was issued at a substantial premium. ASU 2020-06 also expands disclosure requirements for convertible instruments and simplifies areas of the guidance for diluted earnings-per-share calculations that are impacted by the amendments. Under ASU 2020-06, entities must apply the more dilutive of the if-converted method and the two-class method to all convertible instruments; the treasury stock method is no longer available. ASU 2020-06 eliminates an entity’s ability to overcome the presumption of share settlement, and as a result, the issuers of convertible debt that may be settled in any combination of cash or stock at the issuer’s option, must use the more dilutive among the if-converted method and the two-class method in computing diluted net income per share, which is typically more dilutive than the net share settlement under the treasury stock method. ASU 2020-06 is effective for interim and annual periods beginning after December 15, 2021, with early adoption permitted. The Company early adopted ASU 2020-06 on January 1, 2021. The adoption of this new guidance did not have an impact on the Company’s consolidated financial statements since the Company had no existing convertible notes prior to issuance of the 2026 Notes, described below, in the second quarter of 2021. Further, the Company’s outstanding convertible preferred stock, which were converted into common stock in conjunction with the Company’s direct listing of its Class A common stock on the Nasdaq Global Select Market (the “Direct Listing”), did not contain any beneficial conversion feature. The Convertible Senior Notes issued in May 2021 are accounted for in accordance with this new guidance. See Note 9. Convertible Senior Notes for additional information.
On December 18, 2019, the FASB issued Accounting Standards Update No. 2019-12, Income Taxes: Simplifying the Accounting for Income Taxes, as part of its overall simplification initiative to reduce the costs and complexity of applying accounting standards while maintaining or improving the usefulness of the information provided to users of financial statements. Among other things, the new guidance simplifies intraperiod tax allocation and reduces the complexity in accounting for income taxes with year-to-date losses in interim periods. The Company adopted the standard on January 1, 2021. The adoption of the standard did not have a material impact on the Company’s consolidated financial statements.
On August 29, 2018, the FASB issued Accounting Standards Update No. 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40)—Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract, which aligns the accounting for implementation costs incurred in a hosting arrangement that is a service contract with the accounting for implementation costs incurred to develop or obtain internal-use software under ASC 350-40, in order to determine which costs to capitalize and recognize as an asset and which costs to expense. The Company adopted the standard on January 1, 2021 using the prospective transition approach. The adoption of the standard did not have a material impact on the Company’s consolidated financial statements.
On June 16, 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2016-13, Financial Instruments - Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), which significantly changes how entities will measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. ASU 2016-13 replaces the “incurred loss” approach with an “expected loss” model for instruments measured at amortized cost. For available-for-sale debt securities, entities will be required to record allowances rather than reduce the carrying amount, as they do today under the other-than-temporary impairment model. It also simplifies the accounting model for purchased credit-impaired debt securities and loans. The Company adopted the standard on January 1, 2021 using the modified retrospective approach. The adoption of the standard did not have a material impact on the Company’s consolidated financial statements, as the Company’s receivables are either fully collateralized or are short term in nature and therefore less susceptible to risks and uncertainty of credit losses over extended periods of time.
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.
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 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 may vary 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 include tiered pricing, based primarily on transaction volume. The fee rate charged per transaction is adjusted up or down if the volume processed for a specific historical period meets established thresholds. 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.
Custodial fee revenueThe 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.
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 the 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. 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 available for transfer. Revenue is measured based on the number of tokens received and the fair value of the token at the date of recognition.
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 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 income, within other revenue.
Other subscription and services revenue
Other subscription and services revenue primarily includes revenue from early stage services being offered by the Company, such as subscription license revenue. Generally, contracts with customers of early-stage products contain one performance obligation, do not have variable 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 income. Periodically, as an accommodation to customers, the Company may fulfill customer transactions using the Company’s own crypto assets. 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 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. Fees charged to these users are on terms no more favorable than terms generally available to an unaffiliated third party under the same or similar circumstances.
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.
v3.21.2
ACQUISITIONS (Tables)
6 Months Ended
Jun. 30, 2021
Business Combinations [Abstract]  
Schedule of business acquisitions by acquisition
The total preliminary 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 
The total preliminary consideration transferred in the acquisition was $41.8 million, consisting of the following (in thousands):
Common stock of the Company$30,589 
Replacement of Tagomi options and warrants760 
Cash1,906 
Settlement of pre-existing receivable8,537 
Total purchase consideration$41,792 
Schedule of recognized identified assets acquired and liabilities assumed 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 payable and accrued expenses2,446 
Lease liabilities808 
Other liabilities4,597 
Total liabilities7,851 
Net assets acquired$457,268 
The following table summarizes the preliminary fair values of assets acquired and liabilities assumed as of the date of acquisition (in thousands):
Cash and cash equivalents$13,777 
Customer custodial funds19,837 
Crypto assets held5,687 
Accounts and loans receivable, net of allowance5,795 
Prepaid expenses and other current assets633 
Intangible assets7,350 
Goodwill22,516 
Other non-current assets1,611 
Total assets77,206 
Custodial funds due to customers20,787 
Accounts payable and accrued expenses5,953 
Crypto borrowings8,674 
Total liabilities35,414 
Net assets acquired$41,792 
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$36,000 3
In process research and development ("IPR&D")1,200 N/A
User base1,900 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$6,600 3
Customer relationships400 5
Licenses350 Indefinite
v3.21.2
REVENUE (Tables)
6 Months Ended
Jun. 30, 2021
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 June 30,Six Months Ended June 30,
2021202020212020
Net revenue
Transaction revenue
Retail, net$1,827,951 $163,825 $3,283,121 $325,827 
Institutional102,431 8,039 187,840 18,028 
Total transaction revenue1,930,382 171,864 3,470,961 343,855 
Subscription and services revenue
Custodial fee revenue31,698 3,079 55,148 5,791 
Blockchain rewards39,022 2,713 49,566 4,162 
Earn campaign revenue16,947 109 28,058 109 
Interest income6,481 190 9,801 2,749 
Other subscription and services revenue8,481 376 16,457 747 
Total subscription and services revenue102,629 6,467 159,030 13,558 
Total net revenue2,033,011 178,331 3,629,991 357,413 
Other revenue
Crypto asset sales revenue194,524 7,698 398,323 17,558 
Corporate interest income427 353 759 2,041 
Total other revenue194,951 8,051 399,082 19,599 
Total revenue$2,227,962 $186,382 $4,029,073 $377,012 
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 June 30,Six Months Ended June 30,
2021202020212020
United States$1,870,465 $138,181 $3,335,900 $280,368 
Rest of the World(1)
357,497 48,201 693,173 96,644 
     Total revenue$2,227,962 $186,382 $4,029,073 $377,012 
__________________
(1)No other individual country accounted for more than 10% of total revenue
v3.21.2
ACCOUNTS AND LOANS RECEIVABLE (Tables)
6 Months Ended
Jun. 30, 2021
Receivables [Abstract]  
Schedule of accounts receivable, net of allowance
Accounts and loans receivable, net of allowance consisted of the following (in thousands):
June 30,December 31,
20212020
In-transit customer receivables$46,410 $90,571 
Post-trade credit receivables1,340 66,326 
Custodial fee revenue receivable18,076 4,636 
Loans receivable(1)
95,538 6,790 
Interest and other receivables35,173 23,309 
Allowance for doubtful accounts(2)
(11,958)(2,161)
Total accounts and loans receivable, net of allowance$184,579 $189,471 
__________________
(1)The fair value of collateral held as security exceeded the outstanding loans receivable as of June 30, 2021 and December 31, 2020, so no allowance was recorded.
(2)Includes provision for transaction losses of $9.0 million and $1.3 million as of June 30, 2021 and December 31, 2020, respectively.
v3.21.2
GOODWILL AND INTANGIBLE ASSETS (Tables)
6 Months Ended
Jun. 30, 2021
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of goodwill
The following table reflects the changes in the carrying amount of goodwill (in thousands):
Six Months Ended June 30, 2021
Year Ended December 31, 2020
Balance, beginning of period$77,212 $54,696 
Additions due to business combinations424,047 22,516 
Balance, end of period$501,259 $77,212 
Schedule of indefinite-lived intangible assets
Intangible assets consisted of the following (in thousands, except years data):
As of June 30, 2021Gross Carrying AmountAccumulated AmortizationIntangible Assets, NetWeighted Average Remaining Useful Life (in years)
Amortizing intangible assets
Acquired developed technology$65,208 $(20,158)$45,050 2.19
User base2,997 (450)2,547 2.25
Customer relationships66,591 (21,349)45,242 4.08
Non-compete agreement2,402 (922)1,480 3.09
Assembled workforce24,000 (230)23,770 1.98
In-process research and development(1)
1,200 — 1,200 N/A
Indefinite-lived intangible assets
Domain name250 — 250 N/A
Licenses350 — 350 N/A
Crypto assets held(2)
585,846 — 585,846 N/A
Total$748,844 $(43,109)$705,735 
(1)Amortization begins once the technology is placed in service. IPR&D is expected to have a useful life of 3 years.
(2)Crypto assets held as of June 30, 2021 includes $23.2 million of crypto assets loaned to customers under the post-trade credit settlement arrangements as these did not meet the criteria for derecognition.
As of December 31, 2020Gross Carrying AmountAccumulated AmortizationIntangible Assets, NetWeighted Average Remaining Useful Life (in years)
Amortizing intangible assets
Acquired developed technology$20,708 $(13,024)$7,684 2.09
Customer relationships66,591 (15,771)50,820 4.58
Trade name30 (30)— 0
Non-compete agreement2,402 (681)1,721 3.58
Indefinite-lived intangible assets
Domain name250 — 250 N/A
Licenses350 — 350 N/A
Crypto assets held316,094 — 316,094 N/A
Total$406,425 $(29,506)$376,919 
Crypto assets held consisted of the following (in thousands):
June 30,December 31,
20212020
Crypto assets held as investments$58,328 $24,438 
Crypto assets held for operating purposes164,410 37,830 
Crypto assets borrowed363,108 253,826 
Total crypto assets held
$585,846 $316,094 
Schedule of finite-lived intangible assets
Intangible assets consisted of the following (in thousands, except years data):
As of June 30, 2021Gross Carrying AmountAccumulated AmortizationIntangible Assets, NetWeighted Average Remaining Useful Life (in years)
Amortizing intangible assets
Acquired developed technology$65,208 $(20,158)$45,050 2.19
User base2,997 (450)2,547 2.25
Customer relationships66,591 (21,349)45,242 4.08
Non-compete agreement2,402 (922)1,480 3.09
Assembled workforce24,000 (230)23,770 1.98
In-process research and development(1)
1,200 — 1,200 N/A
Indefinite-lived intangible assets
Domain name250 — 250 N/A
Licenses350 — 350 N/A
Crypto assets held(2)
585,846 — 585,846 N/A
Total$748,844 $(43,109)$705,735 
(1)Amortization begins once the technology is placed in service. IPR&D is expected to have a useful life of 3 years.
(2)Crypto assets held as of June 30, 2021 includes $23.2 million of crypto assets loaned to customers under the post-trade credit settlement arrangements as these did not meet the criteria for derecognition.
As of December 31, 2020Gross Carrying AmountAccumulated AmortizationIntangible Assets, NetWeighted Average Remaining Useful Life (in years)
Amortizing intangible assets
Acquired developed technology$20,708 $(13,024)$7,684 2.09
Customer relationships66,591 (15,771)50,820 4.58
Trade name30 (30)— 0
Non-compete agreement2,402 (681)1,721 3.58
Indefinite-lived intangible assets
Domain name250 — 250 N/A
Licenses350 — 350 N/A
Crypto assets held316,094 — 316,094 N/A
Total$406,425 $(29,506)$376,919 
Schedule of finite-lived intangible assets, future amortization expense
The expected future amortization expense for intangible assets other than IPR&D as of June 30, 2021 is as follows (in thousands):
2021 (for the remainder of)$23,010 
202245,009 
202332,270 
202411,346 
20256,454 
Thereafter— 
Total expected future amortization expense$118,089 
v3.21.2
PREPAID EXPENSES AND OTHER ASSETS (Tables)
6 Months Ended
Jun. 30, 2021
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):
June 30,December 31,
20212020
Prepaid expenses and other current assets
Prepaid expenses$89,328 $36,218 
Warrant to purchase crypto assets— 2,575 
Deposits20,214 — 
Other5,209 717 
Total prepaid expenses and other current assets$114,751 $39,510 
Other non-current assets
Equity method investments$1,056 $2,000 
Strategic investments66,546 26,146 
Deferred tax assets109,540 20,807 
Deposits10,546 68,287 
Total other non-current assets$187,688 $117,240 
Schedule of other investments accounted for under the measurement alternative The components of other investments accounted for under the measurement alternative included in the table above are presented below (in thousands):
June 30,December 31,
20212020
Carrying amount, beginning of period$26,146 $15,599 
Net additions40,071 9,687 
Upward adjustments2,379 1,307 
Previously held interest in Bison Trails (see Note 3)(2,000)— 
Impairments and downward adjustments(50)(447)
Carrying amount, end of period$66,546 $26,146 
v3.21.2
ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Tables)
6 Months Ended
Jun. 30, 2021
Payables and Accruals [Abstract]  
Schedule of accounts payable and accrued expenses
Accounts payable and accrued expenses consisted of the following (in thousands):
June 30,December 31,
20212020
Accounts payable$35,982 $12,031 
Accrued expenses90,990 33,987 
Accrued payroll and payroll related94,541 23,403 
Income taxes payable3,613 5,805 
Other payables41,529 9,885 
Total accounts payable and accrued expenses$266,655 $85,111 
v3.21.2
DERIVATIVES (Tables)
6 Months Ended
Jun. 30, 2021
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Schedule of the notional amount of derivative contracts outstanding
The following table summarizes the notional amount of derivative contracts outstanding, in native units.
June 30,December 31,
20212020
Crypto asset borrowings with embedded derivatives:
BTC8,305 9,305 
ETH15,000 3,000 
ICP750,000 
XRP— 1,500,000 
Warrant to purchase crypto assets:
UNI— 800,000 
The following tables summarize information on derivative assets and liabilities that are reflected in the Company’s condensed consolidated balance sheets, by accounting designation (in thousands):
Gross derivative assetsGross derivative liabilities
June 30, 2021Not designated as hedgesDesignated as hedgesTotal derivative assetsNet derivative assetsNot designated as hedgesDesignated as hedgesTotal derivative liabilitiesNet derivative liabilities
Crypto borrowings with embedded derivatives$— $223,284 $223,284 $223,284 $— $168,818 $168,818 $168,818 
Total fair value of derivative assets and liabilities$— $223,284 $223,284 $223,284 $— $168,818 $168,818 $168,818 
Gross derivative assetsGross derivative liabilities
December 31, 2020Not designated as hedgesDesignated as hedgesTotal derivative assetsNet derivative assetsNot designated as hedgesDesignated as hedgesTotal derivative liabilitiesNet derivative liabilities
Crypto borrowings with embedded derivatives$— $— $— $— $12,696 $114,395 $127,091 $127,091 
Warrant to purchase crypto assets2,575 — 2,575 2,575 — — — — 
Total fair value of derivative assets and liabilities$2,575 $— $2,575 $2,575 $12,696 $114,395 $127,091 $127,091 
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 (income), net (in thousands):
Cumulative amount of fair value hedging adjustments included in the carrying amount of hedged items
June 30, 2021Carrying amount of the hedged itemsActive hedging relationshipsDiscontinued hedging relationshipsTotal
Assets$363,108 $(56,623)$— $(56,623)
Cumulative amount of fair value hedging adjustments included in the carrying amount of hedged items
December 31, 2020Carrying amount of the hedged itemsActive hedging relationshipsDiscontinued hedging relationshipsTotal
Assets$247,735 $113,102 $— $113,102 
Schedule of gains (losses) recorded in income The following tables present derivative instruments used in fair value hedge accounting relationships, as well as pre-tax gains (losses) recorded on such derivatives and the related hedged items (in thousands):
Gains (losses) recorded in income
Three months ended June 30, 2021Three months ended June 30, 2020
DerivativesHedged itemsIncome statement impactDerivativesHedged itemsIncome statement impact
Crypto borrowings with embedded derivatives$448,957 $(427,240)$21,717 $— $— $— 
Gains (losses) recorded in income
Six months ended June 30, 2021Six months ended June 30, 2020
DerivativesHedged itemsIncome statement impactDerivativesHedged itemsIncome statement impact
Crypto borrowings with embedded derivatives$181,557 $(169,116)$12,441 $— $— $— 
v3.21.2
FAIR VALUE MEASUREMENTS (Tables)
6 Months Ended
Jun. 30, 2021
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):
June 30, 2021December 31, 2020
Level 1Level 2Level 3TotalLevel 1Level 2Level 3Total
Assets
Cash and cash equivalents(1)
$3,234,215 $— $— $3,234,215 $212,818 $— $— $212,818 
Customer custodial funds(2)
3,614,705 — — 3,614,705 1,171,274 — — 1,171,274 
Crypto assets held(3)
— 363,108 — 363,108 — 247,735 — 247,735 
Derivative assets(4)(5)
— 223,284 — 223,284 — — 2,575 2,575 
Total assets$6,848,920 $586,392 $— $7,435,312 $1,384,092 $247,735 $2,575 $1,634,402 
Liabilities
Derivative liabilities(5)
$— $168,818 $— $168,818 $— $127,091 $— $127,091 
Total liabilities$— $168,818 $— $168,818 $— $127,091 $— $127,091 
__________________
(1)Excludes corporate cash of $1.1 billion and $849.0 million held in deposit at financial institutions and crypto asset trading venues and not measured and recorded at fair value as of June 30, 2021 and December 31, 2020, respectively.
(2)Excludes customer custodial funds of $5.3 billion and $2.6 billion held in deposit at financial institutions and not measured and recorded at fair value as of June 30, 2021 and December 31, 2020, respectively.
(3)Includes crypto assets held that have been designated as hedged items in fair value hedges and excludes crypto assets of $222.7 million and $68.4 million held at cost as of June 30, 2021 and December 31, 2020, respectively.
(4)Level 3 derivative assets represent warrants to purchase crypto assets, which are included in prepaid expenses and other current assets in the condensed consolidated balance sheets.
(5)Excludes crypto asset borrowings of $421.5 million and $144.2 million, representing the host contract which is not measured and recorded at fair value as of June 30, 2021 and December 31, 2020, respectively.
Schedule of assets measured at fair value on a recurring basis
The following table presents a reconciliation of the derivative assets measured at fair value on a recurring basis using significant unobservable inputs (in thousands):
Balance as of January 1, 2021$2,575
Fair value adjustment14,757
Exercise of warrants(17,332)
Balance as of June 30, 2021$
Schedule of significant unobservable inputs The following significant unobservable inputs were used:
Three Months Ended June 30, 2021Six Month Ended June 30, 2021
Discount rate
0.01% - 0.15%
0.01% - 0.15%
Historical volatility of comparable crypto assets
105% - 175%
105% - 175%
v3.21.2
CONVERTIBLE PREFERRED STOCK (Tables)
6 Months Ended
Jun. 30, 2021
Temporary Equity Disclosure [Abstract]  
Schedule of convertible preferred stock
A summary of the Company’s authorized, issued, and outstanding shares of convertible preferred stock was as follows (in thousands, except per share data):
As of June 30, 2021, there was no convertible preferred stock issued and outstanding.
As of December 31, 2020
Shares AuthorizedShares Issued and OutstandingOriginal Issue Price per ShareLiquidation PreferenceCarrying Value
FF Preferred5,739 5,739 $— $— $11 
Series A30,929 27,349 0.19721 5,394 4,946 
Series B25,416 21,831 1.00676 21,978 19,228 
Series C32,542 31,656 2.76488 87,525 83,146 
Series D17,471 17,471 8.25390 144,205 135,738 
Series E14,508 8,832 36.19220 319,648 319,398 
126,605 112,878 $578,750 $562,467 
Schedule of change in convertible preferred stock per class outstanding
The change in the number of outstanding shares of convertible preferred stock per class was as follows (in thousands):
Series FFSeries ASeries BSeries CSeries DSeries E
Balance at January 1, 20215,739 27,349 21,831 31,656 17,471 8,832 
Conversion to Class A common stock— (117)— (36)(43)(8,832)
Conversion to Class B common stock(5,739)(27,232)(21,831)(31,620)(17,428)— 
Balance at June 30, 2021— — — — — — 
v3.21.2
COMMON STOCK (Tables)
6 Months Ended
Jun. 30, 2021
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):
June 30,December 31,
20212020
Class A common stock
Conversion of Series E convertible preferred stock— 8,832 
Options issued and outstanding under 2013 Plan1,915 3,550 
Options issued and outstanding under 2019 Plan32,091 37,232 
RSUs issued and outstanding under 2019 Plan6,885 3,766 
Shares available for future issuance under the 2019 Plan— 2,193 
RSUs issued and outstanding under 2021 Plan532 — 
Shares available for future issuance under the 2021 Plan36,163 — 
Shares available for future issuance under the 2021 Employee Stock Purchase Plan5,175 — 
Replacement options issued and outstanding from Tagomi acquisition32 
Replacement options issued and outstanding from Bison Trails acquisition278 — 
Exercise and conversion of outstanding warrant— 
Shares available for future issuance of warrants2,296 2,296 
Total Class A common stock shares reserved85,340 57,905 
Class B common stock
Conversion of FF Preferred and Series A, B, C, and D convertible preferred stock— 104,046 
Options issued and outstanding under 2013 Plan9,070 22,442 
Exercise and conversion of outstanding warrant— 408 
Total Class B common stock shares reserved9,070 126,896 
v3.21.2
STOCK-BASED COMPENSATION (Tables)
6 Months Ended
Jun. 30, 2021
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, 202163,256 $14.84 8.17$2,527,396 
Assumed options from acquisition470 3.45 
Exercised(19,293)7.78 
Forfeited and cancelled(1,074)19.63 
Balance at June 30, 202143,359 17.75 8.2110,213,272 
Vested and exercisable at June 30, 202112,744 9.59 6.793,105,922 
Vested and expected to vest at June 30, 202137,225 16.81 8.068,803,438 
Schedule of activity of RSUs outstanding
Activity of RSUs outstanding under the Plan are as follows (in thousands, except per share data):
Number of sharesWeighted-
Average
Grant
Date Fair
Value Per Share
Balance at January 1, 20213,766 $54.80 
Granted4,512 225.40
Vested(734)133.25 
Forfeited and cancelled(127)137.42 
Balance at June 30, 20217,417 141.25 
Schedule of activity of restricted Class A common stock Activity of restricted Class A common stock are as follows (in thousands, except per share data):
Number of sharesWeighted-
Average
Grant
Date Fair
Value Per Share
Balance at January 1, 2021824 $23.46 
Granted1,351 173.12
Vested— — 
Forfeited and cancelled— — 
Balance at June 30, 20212,175 116.44 
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 June 30,Six Months Ended June 30,
2021202020212020
Technology and development$130,988 $7,710 $204,245 $12,592 
Sales and marketing6,674 305 10,204 480 
General and administrative51,673 7,869 79,514 11,991 
Total$189,335 $15,884 $293,963 $25,063 
v3.21.2
NET INCOME PER SHARE (Tables)
6 Months Ended
Jun. 30, 2021
Earnings Per Share [Abstract]  
Schedule of computation of net income per share
The computation of net income per share is as follows (in thousands, except per share amounts):
Three Months Ended June 30,Six Months Ended June 30,
2021202020212020
Basic net income per share:
Numerator
Net income$1,606,349 $32,260 $2,377,812 $64,233 
Less: Income allocated to participating securities(16,636)(32,260)(699,903)(53,419)
Net income attributable to common stockholders, basic$1,589,713 $— $1,677,909 $10,814 
Denominator
Weighted-average shares of common stock used to compute net income per share attributable to common stockholders, basic204,728 67,006 142,397 66,982 
Net income per share attributable to common stockholders, basic$7.77 $— $11.78 $0.16 
Diluted net income per share:
Numerator
Net income$1,606,349 $32,260 $2,377,812 $64,233 
Less: Income allocated to participating securities(13,750)(32,260)(573,503)(51,533)
Add: Interest on convertible notes551 — 551 — 
Net income attributable to common stockholders - diluted$1,593,150 $— $1,804,860 $12,700 
Denominator
Weighted-average shares of common stock used to compute net income per share attributable to common stockholders, basic204,728 67,006 142,397 66,982 
Weighted-average effect of potentially dilutive securities:
Stock options37,644 — 41,068 20,202 
RSUs4,047 — 3,444 — 
RSAs— — 
Warrants— — 145 387 
Convertible notes1,725 — 863 — 
Weighted-average shares of common stock used to compute net income per share attributable to common stockholders, diluted248,147 67,006 187,918 87,571 
Net income per share attributable to common stockholders, diluted$6.42 $— $9.60 $0.15 
Schedule of potentially dilutive shares
The following potentially dilutive shares were not included in the calculation of diluted shares outstanding as the effect would have been anti-dilutive (in thousands):
Three Months Ended June 30,Six Months Ended June 30,
2021202020212020
Employee stock options6,134 45,474 6,134 14,872 
RSUs1,807 — 1,807 — 
Warrants— 408 — — 
Contingent consideration recognized in asset acquisition— 691 — 691 
Employee stock purchase program263 — 263 — 
Total8,204 46,573 8,204 15,563 
v3.21.2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($)
$ in Thousands
6 Months Ended 12 Months Ended
Jun. 30, 2021
Dec. 31, 2020
Concentration Risk [Line Items]    
USDC held $ 144,993 $ 48,938
Accounts, Loans, and Financing Receivable | Customer Concentration Risk    
Concentration Risk [Line Items]    
Accounts receivable   45,000
Accounts Receivable, Post Trade Credit | Customer Concentration Risk    
Concentration Risk [Line Items]    
Accounts receivable   $ 20,500
Trade Accounts, Loans, and Financing Receivable | Third-Party Vendor Concentration Risk | Payment Processor One    
Concentration Risk [Line Items]    
Concentration risk, percentage 7.00% 7.00%
Trade Accounts, Loans, and Financing Receivable | Third-Party Vendor Concentration Risk | Payment Processor Two    
Concentration Risk [Line Items]    
Concentration risk, percentage 8.00%  
Trade Accounts, Loans, and Financing Receivable | Third-Party Vendor Concentration Risk | Bank Partner Account One    
Concentration Risk [Line Items]    
Concentration risk, percentage 4.00% 8.00%
Trade Accounts, Loans, and Financing Receivable | Third-Party Vendor Concentration Risk | Bank Partner Account Two    
Concentration Risk [Line Items]    
Concentration risk, percentage   7.00%
v3.21.2
ACQUISITIONS - Narrative (Details) - USD ($)
$ in Thousands
3 Months Ended
Feb. 08, 2021
Jul. 31, 2020
Jun. 30, 2021
Dec. 31, 2020
Dec. 31, 2019
Business Acquisition [Line Items]          
Goodwill     $ 501,259 $ 77,212 $ 54,696
Bison Trails Co.          
Business Acquisition [Line Items]          
Gain on remeasurement $ 8,800        
Total purchase consideration $ 457,268        
Holdback release term 18 months        
Total acquisition costs $ 3,700        
Goodwill $ 404,167        
Bison Trails Co. | Class A common stock          
Business Acquisition [Line Items]          
Number of shares included in purchase consideration 496,434        
Other Acquisition          
Business Acquisition [Line Items]          
Total purchase consideration     $ 35,200    
Tagomi Holdings, Inc.          
Business Acquisition [Line Items]          
Total purchase consideration   $ 41,792      
Total acquisition costs   1,100      
Goodwill   $ 22,516      
Number of shares issued to related party   264,527      
v3.21.2
ACQUISITIONS - Schedule of 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
v3.21.2
ACQUISITIONS - Schedule of net assets acquired (Details) - USD ($)
$ in Thousands
Jun. 30, 2021
Feb. 08, 2021
Dec. 31, 2020
Dec. 31, 2019
Business Acquisition [Line Items]        
Goodwill $ 501,259   $ 77,212 $ 54,696
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 and accrued expenses   2,446    
Lease liabilities   808    
Other liabilities   4,597    
Total liabilities   7,851    
Net assets acquired   $ 457,268    
v3.21.2
ACQUISITIONS - Schedule of finite-lived intangible assets acquired (Details) - USD ($)
$ in Thousands
Feb. 08, 2021
Jul. 31, 2020
Developed technology    
Acquired Finite-Lived Intangible Assets [Line Items]    
Useful Life at Acquisition (in years) 3 years 3 years
User base    
Acquired Finite-Lived Intangible Assets [Line Items]    
Useful Life at Acquisition (in years) 3 years  
Bison Trails Co.    
Acquired Finite-Lived Intangible Assets [Line Items]    
Intangible assets $ 39,100  
Bison Trails Co. | Developed technology    
Acquired Finite-Lived Intangible Assets [Line Items]    
Intangible assets 36,000  
Bison Trails Co. | In process research and development ("IPR&D")    
Acquired Finite-Lived Intangible Assets [Line Items]    
Intangible assets 1,200  
Bison Trails Co. | User base    
Acquired Finite-Lived Intangible Assets [Line Items]    
Intangible assets $ 1,900  
v3.21.2
ACQUISITIONS - 2020 Schedule of purchase consideration (Details) - Tagomi Holdings, Inc.
$ in Thousands
Jul. 31, 2020
USD ($)
Business Acquisition [Line Items]  
Common stock of the Company $ 30,589
Replacement of Tagomi options and warrants 760
Cash 1,906
Settlement of pre-existing receivable 8,537
Total purchase consideration $ 41,792
v3.21.2
ACQUISITIONS - 2020 Schedule of assets acquired and liabilities assumed (Details) - USD ($)
$ in Thousands
Jun. 30, 2021
Dec. 31, 2020
Jul. 31, 2020
Dec. 31, 2019
Business Acquisition [Line Items]        
Goodwill $ 501,259 $ 77,212   $ 54,696
Tagomi Holdings, Inc.        
Business Acquisition [Line Items]        
Cash and cash equivalents     $ 13,777  
Customer custodial funds     19,837  
Crypto assets held     5,687  
Accounts and loans receivable, net of allowance     5,795  
Prepaid expenses and other current assets     633  
Intangible assets     7,350  
Goodwill     22,516  
Other non-current assets     1,611  
Total assets     77,206  
Custodial funds due to customers     20,787  
Accounts payable and accrued expenses     5,953  
Crypto borrowings     8,674  
Total liabilities     35,414  
Net assets acquired     $ 41,792  
v3.21.2
ACQUISITIONS - 2020 Schedule of finite lived and indefinite lived intangible assets (Details) - USD ($)
$ in Thousands
Feb. 08, 2021
Jul. 31, 2020
Developed technology    
Acquired Finite-Lived Intangible Assets [Line Items]    
Useful Life at Acquisition (in years) 3 years 3 years
Customer relationships    
Acquired Finite-Lived Intangible Assets [Line Items]    
Useful Life at Acquisition (in years)   5 years
Tagomi Holdings, Inc.    
Acquired Finite-Lived Intangible Assets [Line Items]    
Intangible assets   $ 7,350
Tagomi Holdings, Inc. | Developed technology    
Acquired Finite-Lived Intangible Assets [Line Items]    
Intangible assets   6,600
Tagomi Holdings, Inc. | Customer relationships    
Acquired Finite-Lived Intangible Assets [Line Items]    
Intangible assets   400
Tagomi Holdings, Inc. | Licenses    
Acquired Finite-Lived Intangible Assets [Line Items]    
Intangible assets   $ 350
v3.21.2
REVENUE - Schedule of revenue disaggregated by source (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2021
Jun. 30, 2020
Jun. 30, 2021
Jun. 30, 2020
Disaggregation of Revenue [Line Items]        
Interest income $ 6,481 $ 190 $ 9,801 $ 2,749
Total revenue 2,227,962 186,382 4,029,073 377,012
Transaction and Subscription and services revenue        
Disaggregation of Revenue [Line Items]        
Total revenue 2,033,011 178,331 3,629,991 357,413
Transaction revenue        
Disaggregation of Revenue [Line Items]        
Revenue 1,930,382 171,864 3,470,961 343,855
Retail, net        
Disaggregation of Revenue [Line Items]        
Revenue 1,827,951 163,825 3,283,121 325,827
Institutional        
Disaggregation of Revenue [Line Items]        
Revenue 102,431 8,039 187,840 18,028
Subscription and services revenue        
Disaggregation of Revenue [Line Items]        
Revenue 102,629 6,467 159,030 13,558
Custodial fee revenue        
Disaggregation of Revenue [Line Items]        
Revenue 31,698 3,079 55,148 5,791
Blockchain rewards        
Disaggregation of Revenue [Line Items]        
Revenue 39,022 2,713 49,566 4,162
Earn campaign revenue        
Disaggregation of Revenue [Line Items]        
Revenue 16,947 109 28,058 109
Other subscription and services revenue        
Disaggregation of Revenue [Line Items]        
Revenue 8,481 376 16,457 747
Other Crypto Sales        
Disaggregation of Revenue [Line Items]        
Total revenue 194,951 8,051 399,082 19,599
Crypto asset sales revenue        
Disaggregation of Revenue [Line Items]        
Revenue 194,524 7,698 398,323 17,558
Corporate interest income        
Disaggregation of Revenue [Line Items]        
Interest income $ 427 $ 353 $ 759 $ 2,041
v3.21.2
REVENUE - Narrative (Details) - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2021
Jun. 30, 2020
Jun. 30, 2021
Jun. 30, 2020
Dec. 31, 2020
Disaggregation of Revenue [Line Items]          
Recognized revenue with related parties $ 8.0 $ 0.5 $ 13.3 $ 1.0  
Amounts receivable from related parties 2.7   2.7   $ 0.6
Custodial fee revenue          
Disaggregation of Revenue [Line Items]          
Amounts receivable from customers, net of allowance 17.3   17.3   $ 4.4
Crypto asset sales revenue          
Disaggregation of Revenue [Line Items]          
Cost of crypto assets used in fulfilling customer transactions $ 178.8 $ 7.9 $ 365.2 $ 18.1  
v3.21.2
REVENUE - Schedule of revenue disaggregated by geographic area (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2021
Jun. 30, 2020
Jun. 30, 2021
Jun. 30, 2020
Disaggregation of Revenue [Line Items]        
Total revenue $ 2,227,962 $ 186,382 $ 4,029,073 $ 377,012
United States        
Disaggregation of Revenue [Line Items]        
Total revenue 1,870,465 138,181 3,335,900 280,368
Rest of the World        
Disaggregation of Revenue [Line Items]        
Total revenue $ 357,497 $ 48,201 $ 693,173 $ 96,644
v3.21.2
ACCOUNTS AND LOANS RECEIVABLE - Schedule of accounts and loans receivable (Details) - USD ($)
Jun. 30, 2021
Dec. 31, 2020
Accounts, Notes, Loans and Financing Receivable [Line Items]    
In-transit customer receivables $ 46,410,000 $ 90,571,000
Post-trade credit receivables 1,340,000 66,326,000
Custodial fee revenue receivable 18,076,000 4,636,000
Loans receivable 95,538,000 6,790,000
Interest and other receivables 35,173,000 23,309,000
Allowance for doubtful accounts 11,958,000 2,161,000
Accounts and loans receivable, net of allowance 184,579,000 189,471,000
Loans receivable, allowance for credit loss 0 0
Unlikely to be Collected Financing Receivable    
Accounts, Notes, Loans and Financing Receivable [Line Items]    
Allowance for doubtful accounts $ 9,000,000.0 $ 1,300,000
v3.21.2
ACCOUNTS AND LOANS RECEIVABLE - Narrative (Details) - USD ($)
Jun. 30, 2021
Dec. 31, 2020
Accounts, Notes, Loans and Financing Receivable [Line Items]    
Loans receivable past due $ 95,538,000 $ 6,790,000
Financial Asset, Past Due    
Accounts, Notes, Loans and Financing Receivable [Line Items]    
Loans receivable past due 0 0
Cash and USDC Loans Receivable    
Accounts, Notes, Loans and Financing Receivable [Line Items]    
Loans receivable 95,500,000 6,800,000
Interest receivable 540,000 $ 40,000.00
Allowance recorded against loans receivable $ 0  
v3.21.2
GOODWILL AND INTANGIBLE ASSETS - Schedule of goodwill (Details) - USD ($)
$ in Thousands
6 Months Ended 12 Months Ended
Jun. 30, 2021
Dec. 31, 2020
Goodwill [Roll Forward]    
Balance, beginning of period $ 77,212 $ 54,696
Additions due to business combinations 424,047 22,516
Balance, end of period $ 501,259 $ 77,212
v3.21.2
GOODWILL AND INTANGIBLE ASSETS - Narrative (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2021
Jun. 30, 2020
Jun. 30, 2021
Jun. 30, 2020
Dec. 31, 2020
Dec. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]            
Accumulated impairment $ 0   $ 0   $ 0 $ 0
Amortization expense of intangible assets 8,300,000 $ 3,900,000 15,200,000 $ 7,900,000    
Impairment expense $ 174,800,000   175,600,000      
Crypto asset impairment expense     $ 58,200,000 $ 300,000    
v3.21.2
GOODWILL AND INTANGIBLE ASSETS - Schedule of intangible assets (Details) - USD ($)
$ in Thousands
6 Months Ended 12 Months Ended
Jun. 30, 2021
Dec. 31, 2020
Finite-Lived Intangible Assets [Line Items]    
Accumulated Amortization $ (43,109) $ (29,506)
Total expected future amortization expense 118,089  
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Total intangible assets, gross carrying amount 748,844 406,425
Total accumulated amortization (43,109) (29,506)
Intangible assets, net 705,735 376,919
Crypto Assets, Post Trade Credit    
Indefinite-lived Intangible Assets [Line Items]    
Indefinite-lived intangible assets 23,200  
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 350 350
Crypto assets held    
Indefinite-lived Intangible Assets [Line Items]    
Indefinite-lived intangible assets 585,846 316,094
Acquired developed technology    
Finite-Lived Intangible Assets [Line Items]    
Intangible assets, gross carrying amount 65,208 20,708
Accumulated Amortization (20,158) (13,024)
Total expected future amortization expense $ 45,050 $ 7,684
Weighted Average Remaining Useful Life (in years) 2 years 2 months 8 days 2 years 1 month 2 days
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Total accumulated amortization $ (20,158) $ (13,024)
User base    
Finite-Lived Intangible Assets [Line Items]    
Intangible assets, gross carrying amount 2,997  
Accumulated Amortization (450)  
Total expected future amortization expense $ 2,547  
Weighted Average Remaining Useful Life (in years) 2 years 3 months  
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Total accumulated amortization $ (450)  
Customer relationships    
Finite-Lived Intangible Assets [Line Items]    
Intangible assets, gross carrying amount 66,591 66,591
Accumulated Amortization (21,349) (15,771)
Total expected future amortization expense $ 45,242 $ 50,820
Weighted Average Remaining Useful Life (in years) 4 years 29 days 4 years 6 months 29 days
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Total accumulated amortization $ (21,349) $ (15,771)
Trade name    
Finite-Lived Intangible Assets [Line Items]    
Intangible assets, gross carrying amount   30
Accumulated Amortization   (30)
Total expected future amortization expense   $ 0
Weighted Average Remaining Useful Life (in years)   0 years
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Total accumulated amortization   $ (30)
Non-compete agreement    
Finite-Lived Intangible Assets [Line Items]    
Intangible assets, gross carrying amount 2,402 2,402
Accumulated Amortization (922) (681)
Total expected future amortization expense $ 1,480 $ 1,721
Weighted Average Remaining Useful Life (in years) 3 years 1 month 2 days 3 years 6 months 29 days
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Total accumulated amortization $ (922) $ (681)
Assembled workforce    
Finite-Lived Intangible Assets [Line Items]    
Intangible assets, gross carrying amount 24,000  
Accumulated Amortization (230)  
Total expected future amortization expense $ 23,770  
Weighted Average Remaining Useful Life (in years) 1 year 11 months 23 days  
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Total accumulated amortization $ (230)  
In process research and development    
Finite-Lived Intangible Assets [Line Items]    
Intangible assets, gross carrying amount 1,200  
Total expected future amortization expense $ 1,200  
In process research and development | Pro Forma    
Finite-Lived Intangible Assets [Line Items]    
Finite-lived intangible asset useful life 3 years  
v3.21.2
GOODWILL AND INTANGIBLE ASSETS - Crypto assets held (Details) - USD ($)
$ in Thousands
Jun. 30, 2021
Dec. 31, 2020
Crypto assets held    
Indefinite-lived Intangible Assets [Line Items]    
Indefinite-lived intangible assets $ 585,846 $ 316,094
Crypto assets held as investments    
Indefinite-lived Intangible Assets [Line Items]    
Indefinite-lived intangible assets 58,328 24,438
Crypto assets held for operating purposes    
Indefinite-lived Intangible Assets [Line Items]    
Indefinite-lived intangible assets 164,410 37,830
Crypto assets borrowed    
Indefinite-lived Intangible Assets [Line Items]    
Indefinite-lived intangible assets $ 363,108 $ 253,826
v3.21.2
GOODWILL AND INTANGIBLE ASSETS - Schedule of future amortization expense (Details)
$ in Thousands
Jun. 30, 2021
USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]  
2021 (for the remainder of) $ 23,010
2022 45,009
2023 32,270
2024 11,346
2025 6,454
Thereafter 0
Total expected future amortization expense $ 118,089
v3.21.2
PREPAID EXPENSES AND OTHER ASSETS - Schedule of prepaid expenses and other current and non-current assets (Details) - USD ($)
$ in Thousands
Jun. 30, 2021
Dec. 31, 2020
Dec. 31, 2019
Prepaid expenses and other current assets      
Prepaid expenses $ 89,328 $ 36,218  
Warrant to purchase crypto assets 0 2,575  
Deposits 20,214 0  
Other 5,209 717  
Total prepaid expenses and other current assets 114,751 39,510  
Other non-current assets      
Equity method investments 1,056 2,000  
Strategic investments 66,546 26,146 $ 15,599
Deferred tax assets 109,540 20,807  
Deposits 10,546 68,287  
Total other non-current assets $ 187,688 $ 117,240  
v3.21.2
PREPAID EXPENSES AND OTHER ASSETS - Narrative (Details) - USD ($)
$ in Millions
Jun. 30, 2021
Aug. 31, 2019
Schedule of Equity Method Investments [Line Items]    
Upward adjustments due to remeasurement of investments $ 3.7  
Impairments and downward adjustments due to remeasurement of investments $ 2.6  
Centre Consortium LLC    
Schedule of Equity Method Investments [Line Items]    
Ownership percentage   50.00%
v3.21.2
PREPAID EXPENSES AND OTHER ASSETS - Schedule of other investments accounted for under the measurement alternative (Details) - USD ($)
$ in Thousands
6 Months Ended 12 Months Ended
Jun. 30, 2021
Dec. 31, 2020
Equity Securities without Readily Determinable Fair Value [Roll Forward]    
Carrying amount, beginning of period $ 26,146 $ 15,599
Net additions 40,071 9,687
Upward adjustments 2,379 1,307
Previously held interest in Bison Trails (see Note 3) (2,000) 0
Impairments and downward adjustments (50) (447)
Carrying amount, end of period $ 66,546 $ 26,146
v3.21.2
ACCOUNTS PAYABLE AND ACCRUED EXPENSES - Schedule of accounts payable and accrued expenses (Details) - USD ($)
$ in Thousands
Jun. 30, 2021
Dec. 31, 2020
Payables and Accruals [Abstract]    
Accounts payable $ 35,982 $ 12,031
Accrued expenses 90,990 33,987
Accrued payroll and payroll related 94,541 23,403
Income taxes payable 3,613 5,805
Other payables 41,529 9,885
Accounts payable and accrued expenses $ 266,655 $ 85,111
v3.21.2
CONVERTIBLE SENIOR NOTES (Details)
3 Months Ended 6 Months Ended
May 31, 2021
USD ($)
$ / shares
May 18, 2021
USD ($)
$ / shares
Jun. 30, 2021
USD ($)
Jun. 30, 2021
USD ($)
Jun. 30, 2020
USD ($)
Debt Instrument [Line Items]          
Proceeds from the issuance of convertible senior notes, net of issuance cost       $ 1,406,179,000 $ 0
Conversion price (in dollars per share) | $ / shares $ 370.45        
Amortization of debt discount and issuance costs       748,000 0
Purchase of capped calls   $ 90,100,000   90,131,000 $ 0
Initial strike price (in dollars per share) | $ / shares   $ 370.45      
Cap price of the Capped Calls (in dollars per share) | $ / shares   $ 478      
Convertible Senior Notes due 2026 | Convertible Debt          
Debt Instrument [Line Items]          
Face amount of convertible senior notes $ 1,440,000,000        
Stated interest rate 0.50%        
Proceeds from the issuance of convertible senior notes, net of issuance cost $ 1,420,000,000        
Original issue discount, percentage 1.00%        
Conversion ratio 0.0026994        
Repurchase price, precentage 100.00%        
Original issue discount $ 14,400,000   $ 30,600,000 30,600,000  
Debt issuance costs $ 16,900,000        
Total interest expense     1,500,000 1,500,000  
Coupon interest expense     800,000 800,000  
Amortization of debt discount and issuance costs     $ 700,000 $ 700,000  
Effective interest rate     0.90% 0.90%  
Outstanding aggregate principal balance     $ 1,440,000,000 $ 1,440,000,000  
v3.21.2
DERIVATIVES - Schedule of notional amount of derivative contracts outstanding (Details) - Not designated as hedges
internetComputer in Thousands, ethereum in Thousands, xRP in Millions, uniswapToken in Millions
Jun. 30, 2021
bitcoin
Jun. 30, 2021
ethereum
Jun. 30, 2021
internetComputer
Jun. 30, 2021
xRP
Jun. 30, 2021
uniswapToken
Dec. 31, 2020
bitcoin
Dec. 31, 2020
ethereum
Dec. 31, 2020
internetComputer
Dec. 31, 2020
xRP
Dec. 31, 2020
uniswapToken
Crypto asset borrowings with embedded derivatives:                    
Derivative [Line Items]                    
Notional amount of derivative contracts outstanding in native units 8,305 15 750 0.0   9,305 3 0 1.5  
Warrant to purchase crypto assets:                    
Derivative [Line Items]                    
Notional amount of derivative contracts outstanding in native units         0.0         0.8
v3.21.2
DERIVATIVES - Schedule of derivative assets and liabilities (Details) - USD ($)
$ in Thousands
Jun. 30, 2021
Dec. 31, 2020
Derivative Instruments and Hedging Activities Disclosures [Line Items]    
Gross derivative assets $ 223,284 $ 2,575
Net derivative assets 223,284 2,575
Gross derivative liabilities 168,818 127,091
Net derivative liabilities 168,818 127,091
Crypto borrowings with embedded derivatives    
Derivative Instruments and Hedging Activities Disclosures [Line Items]    
Gross derivative assets 223,284 0
Net derivative assets 223,284 0
Gross derivative liabilities 168,818 127,091
Net derivative liabilities 168,818 127,091
Warrant to purchase crypto assets    
Derivative Instruments and Hedging Activities Disclosures [Line Items]    
Gross derivative assets   2,575
Net derivative assets   2,575
Gross derivative liabilities   0
Net derivative liabilities   0
Not designated as hedges    
Derivative Instruments and Hedging Activities Disclosures [Line Items]    
Gross derivative assets 0 2,575
Gross derivative liabilities 0 12,696
Not designated as hedges | Crypto borrowings with embedded derivatives    
Derivative Instruments and Hedging Activities Disclosures [Line Items]    
Gross derivative assets 0 0
Gross derivative liabilities 0 12,696
Not designated as hedges | Warrant to purchase crypto assets    
Derivative Instruments and Hedging Activities Disclosures [Line Items]    
Gross derivative assets   2,575
Gross derivative liabilities   0
Designated as hedges    
Derivative Instruments and Hedging Activities Disclosures [Line Items]    
Gross derivative assets 223,284 0
Gross derivative liabilities 168,818 114,395
Designated as hedges | Crypto borrowings with embedded derivatives    
Derivative Instruments and Hedging Activities Disclosures [Line Items]    
Gross derivative assets 223,284 0
Gross derivative liabilities $ 168,818 114,395
Designated as hedges | Warrant to purchase crypto assets    
Derivative Instruments and Hedging Activities Disclosures [Line Items]    
Gross derivative assets   0
Gross derivative liabilities   $ 0
v3.21.2
DERIVATIVES - Schedule of gains (losses) recorded in income (Details) - Crypto asset borrowings with embedded derivatives: - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2021
Jun. 30, 2020
Jun. 30, 2021
Jun. 30, 2020
Derivative [Line Items]        
Derivatives $ 448,957 $ 0 $ 181,557 $ 0
Hedged items (427,240) 0 (169,116) 0
Income statement impact $ 21,717 $ 0 $ 12,441 $ 0
v3.21.2
DERIVATIVES - Schedule of cumulative fair value hedge basis adjustments (Details) - USD ($)
$ in Thousands
Jun. 30, 2021
Dec. 31, 2020
Derivative Instruments and Hedging Activities Disclosure [Abstract]    
Carrying amount of the hedged items, assets $ 363,108 $ 247,735
Cumulative amount of fair value hedging adjustments included in the carrying amount of hedged items, active hedging relationships, assets (56,623) 113,102
Cumulative amount of fair value hedging adjustments included in the carrying amount of hedged items, discontinued hedging relationships, assets 0 0
Cumulative amount of fair value hedging adjustments included in the carrying amount of hedged items, total, assets $ (56,623) $ 113,102
v3.21.2
DERIVATIVES - Narrative (Details) - USD ($)
6 Months Ended
Jun. 30, 2021
Jun. 30, 2020
Dec. 31, 2020
Derivative [Line Items]      
Carrying value of the outstanding host contract $ 421,500,000   $ 144,200,000
Fair value of the embedded derivative assets 223,300,000   0
Fair value of the embedded derivative liabilities 168,800,000   $ 127,100,000
Borrowing fees paid in crypto assets $ 7,200,000 $ 0  
Minimum      
Derivative [Line Items]      
Borrowing rate on derivatives 0.00%    
Maximum      
Derivative [Line Items]      
Borrowing rate on derivatives 3.50%    
v3.21.2
FAIR VALUE MEASUREMENTS (Details) - USD ($)
$ in Thousands
Jun. 30, 2021
Dec. 31, 2020
Jun. 30, 2020
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Cash and cash equivalents $ 4,365,982 $ 1,061,850 $ 687,410
Derivative assets 223,284 2,575  
Derivative liabilities 168,818 127,091  
Customer custodial funds excluded from fair value assets 5,300,000 2,600,000  
Crypto assets held at cost excluded from fair value assets 222,700 68,400  
Carrying value of the outstanding host contract 421,500 144,200  
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 1,100,000 849,000  
Fair Value, Recurring      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Cash and cash equivalents 3,234,215 212,818  
Customer custodial funds 3,614,705 1,171,274  
Crypto assets held 363,108 247,735  
Derivative assets 223,284 2,575  
Total assets 7,435,312 1,634,402  
Derivative liabilities 168,818 127,091  
Total liabilities 168,818 127,091  
Level 1 | Fair Value, Recurring      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Cash and cash equivalents 3,234,215 212,818  
Customer custodial funds 3,614,705 1,171,274  
Crypto assets held 0 0  
Derivative assets 0 0  
Total assets 6,848,920 1,384,092  
Derivative liabilities 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 363,108 247,735  
Derivative assets 223,284 0  
Total assets 586,392 247,735  
Derivative liabilities 168,818 127,091  
Total liabilities 168,818 127,091  
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 2,575  
Total assets 0 2,575  
Derivative liabilities 0 0  
Total liabilities $ 0 $ 0  
v3.21.2
FAIR VALUE MEASUREMENTS - Schedule of assets measured at fair value on a recurring basis (Details)
$ in Thousands
6 Months Ended
Jun. 30, 2021
USD ($)
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward]  
Balance as of January 1, 2021 $ 2,575
Fair value adjustment 14,757
Exercise of warrants (17,332)
Balance as of June 30, 2021 $ 0
v3.21.2
FAIR VALUE MEASUREMENTS - Narrative (Details) - USD ($)
$ in Thousands
6 Months Ended
Jun. 30, 2021
Dec. 31, 2020
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Convertible senior notes, net, non-current $ 1,406,927 $ 0
Convertible Senior Notes due 2026    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Convertible senior notes, net, non-current 1,410,000  
Convertible Debt | Level 2 | Convertible Senior Notes due 2026    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Fair value of notes $ 1,450,000  
Minimum    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Vesting period of warrants 1 year  
Maximum    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Vesting period of warrants 4 years  
v3.21.2
FAIR VALUE MEASUREMENTS - Schedule of significant unobservable inputs (Details) - Warrant to purchase crypto assets: - Level 3
Jun. 30, 2021
Minimum | Discount rate  
Fair Value Measurement Inputs and Valuation Techniques [Line Items]  
Derivative asset, measurement input 0.0001
Minimum | Historical volatility of comparable crypto assets  
Fair Value Measurement Inputs and Valuation Techniques [Line Items]  
Derivative asset, measurement input 1.05
Maximum | Discount rate  
Fair Value Measurement Inputs and Valuation Techniques [Line Items]  
Derivative asset, measurement input 0.0015
Maximum | Historical volatility of comparable crypto assets  
Fair Value Measurement Inputs and Valuation Techniques [Line Items]  
Derivative asset, measurement input 1.75
v3.21.2
CONVERTIBLE PREFERRED STOCK - Narrative (Details) - shares
Apr. 01, 2021
Jun. 30, 2021
Dec. 31, 2020
Class of Stock [Line Items]      
Shares authorized (in shares)   500,000,000 126,605,000
Shares issued (in shares)   0 112,878,000
Shares outstanding (in shares)   0 112,878,000
Class A common stock      
Class of Stock [Line Items]      
Conversion of preferred stock (in shares) 8,556,952    
Class B common stock      
Class of Stock [Line Items]      
Conversion of preferred stock (in shares) 103,850,006    
Undesignated preferred stock      
Class of Stock [Line Items]      
Shares authorized (in shares) 500,000,000    
v3.21.2
CONVERTIBLE PREFERRED STOCK (Details) - USD ($)
$ / shares in Units, $ in Thousands
Jun. 30, 2021
Dec. 31, 2020
Temporary Equity [Line Items]    
Shares Authorized (in shares) 500,000,000 126,605,000
Shares issued (in shares) 0 112,878,000
Shares outstanding (in shares) 0 112,878,000
Liquidation Preference $ 0 $ 578,750
Carrying Value $ 0 $ 562,467
Series FF    
Temporary Equity [Line Items]    
Shares Authorized (in shares)   5,739,000
Shares issued (in shares)   5,739,000
Shares outstanding (in shares) 0 5,739,000
Original Issue Price per Share (in dollars per share)   $ 0
Liquidation Preference   $ 0
Carrying Value   $ 11
Series A    
Temporary Equity [Line Items]    
Shares Authorized (in shares)   30,929,000
Shares issued (in shares)   27,349,000
Shares outstanding (in shares) 0 27,349,000
Original Issue Price per Share (in dollars per share)   $ 0.19721
Liquidation Preference   $ 5,394
Carrying Value   $ 4,946
Series B    
Temporary Equity [Line Items]    
Shares Authorized (in shares)   25,416,000
Shares issued (in shares)   21,831,000
Shares outstanding (in shares) 0 21,831,000
Original Issue Price per Share (in dollars per share)   $ 1.00676
Liquidation Preference   $ 21,978
Carrying Value   $ 19,228
Series C    
Temporary Equity [Line Items]    
Shares Authorized (in shares)   32,542,000
Shares issued (in shares)   31,656,000
Shares outstanding (in shares) 0 31,656,000
Original Issue Price per Share (in dollars per share)   $ 2.76488
Liquidation Preference   $ 87,525
Carrying Value   $ 83,146
Series D    
Temporary Equity [Line Items]    
Shares Authorized (in shares)   17,471,000
Shares issued (in shares)   17,471,000
Shares outstanding (in shares) 0 17,471,000
Original Issue Price per Share (in dollars per share)   $ 8.25390
Liquidation Preference   $ 144,205
Carrying Value   $ 135,738
Series E    
Temporary Equity [Line Items]    
Shares Authorized (in shares)   14,508,000
Shares issued (in shares)   8,832,000
Shares outstanding (in shares) 0 8,832,000
Original Issue Price per Share (in dollars per share)   $ 36.19220
Liquidation Preference   $ 319,648
Carrying Value   $ 319,398
v3.21.2
CONVERTIBLE PREFERRED STOCK - Schedule of change in convertible preferred stock per class (Details)
6 Months Ended
Jun. 30, 2021
shares
Temporary Equity [Roll Forward]  
Beginning balance (in shares) 112,878,000
Ending balance (in shares) 0
Series FF  
Temporary Equity [Roll Forward]  
Beginning balance (in shares) 5,739,000
Ending balance (in shares) 0
Series FF | Class A common stock  
Temporary Equity [Roll Forward]  
Conversion to Class A common stock (in shares) 0
Series FF | Class B common stock  
Temporary Equity [Roll Forward]  
Conversion to Class A common stock (in shares) (5,739,000)
Series A  
Temporary Equity [Roll Forward]  
Beginning balance (in shares) 27,349,000
Ending balance (in shares) 0
Series A | Class A common stock  
Temporary Equity [Roll Forward]  
Conversion to Class A common stock (in shares) (117,000)
Series A | Class B common stock  
Temporary Equity [Roll Forward]  
Conversion to Class A common stock (in shares) (27,232,000)
Series B  
Temporary Equity [Roll Forward]  
Beginning balance (in shares) 21,831,000
Ending balance (in shares) 0
Series B | Class A common stock  
Temporary Equity [Roll Forward]  
Conversion to Class A common stock (in shares) 0
Series B | Class B common stock  
Temporary Equity [Roll Forward]  
Conversion to Class A common stock (in shares) (21,831,000)
Series C  
Temporary Equity [Roll Forward]  
Beginning balance (in shares) 31,656,000
Ending balance (in shares) 0
Series C | Class A common stock  
Temporary Equity [Roll Forward]  
Conversion to Class A common stock (in shares) (36,000)
Series C | Class B common stock  
Temporary Equity [Roll Forward]  
Conversion to Class A common stock (in shares) (31,620,000)
Series D  
Temporary Equity [Roll Forward]  
Beginning balance (in shares) 17,471,000
Ending balance (in shares) 0
Series D | Class A common stock  
Temporary Equity [Roll Forward]  
Conversion to Class A common stock (in shares) (43,000)
Series D | Class B common stock  
Temporary Equity [Roll Forward]  
Conversion to Class A common stock (in shares) (17,428,000)
Series E  
Temporary Equity [Roll Forward]  
Beginning balance (in shares) 8,832,000
Ending balance (in shares) 0
Series E | Class A common stock  
Temporary Equity [Roll Forward]  
Conversion to Class A common stock (in shares) (8,832,000)
Series E | Class B common stock  
Temporary Equity [Roll Forward]  
Conversion to Class A common stock (in shares) 0
v3.21.2
COMMON STOCK - Narrative (Details)
Apr. 01, 2021
vote
shares
Jun. 30, 2021
shares
Dec. 31, 2020
shares
Class of Stock [Line Items]      
Shares authorized (in shares)   500,000,000 126,605,000
Class A common stock      
Class of Stock [Line Items]      
Conversion of preferred stock (in shares) 8,556,952    
Common stock, authorized (in shares) 10,000,000,000 10,000,000,000 267,640,000
Common stock, voting rights per share | vote 1    
Class B common stock      
Class of Stock [Line Items]      
Conversion of preferred stock (in shares) 103,850,006    
Common stock, authorized (in shares) 500,000,000 500,000,000 208,414,000
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]      
Shares authorized (in shares) 500,000,000    
v3.21.2
COMMON STOCK - Schedule of shares reserved for future issuance (Details) - shares
Jun. 30, 2021
Dec. 31, 2020
Class A common stock    
Class of Stock [Line Items]    
Common stock reserved for future issuance (in shares) 85,340,000 57,905,000
Conversion of Series E convertible preferred stock    
Class of Stock [Line Items]    
Common stock reserved for future issuance (in shares) 0 8,832,000
Options issued and outstanding under 2013 Plan    
Class of Stock [Line Items]    
Common stock reserved for future issuance (in shares) 1,915,000 3,550,000
Options issued and outstanding under 2019 Plan    
Class of Stock [Line Items]    
Common stock reserved for future issuance (in shares) 32,091,000 37,232,000
RSUs issued and outstanding under 2019 Plan    
Class of Stock [Line Items]    
Common stock reserved for future issuance (in shares) 6,885,000 3,766,000
Shares available for future issuance under the 2019 Plan    
Class of Stock [Line Items]    
Common stock reserved for future issuance (in shares) 0 2,193,000
RSUs issued and outstanding under 2021 Plan    
Class of Stock [Line Items]    
Common stock reserved for future issuance (in shares) 532,000 0
Shares available for future issuance under the 2021 Plan    
Class of Stock [Line Items]    
Common stock reserved for future issuance (in shares) 36,163,000 0
Shares available for future issuance under the 2021 Employee Stock Purchase Plan    
Class of Stock [Line Items]    
Common stock reserved for future issuance (in shares) 5,175,000 0
Replacement options issued and outstanding from Tagomi acquisition    
Class of Stock [Line Items]    
Common stock reserved for future issuance (in shares) 5,000 32,000
Replacement options issued and outstanding from Bison Trails acquisition    
Class of Stock [Line Items]    
Common stock reserved for future issuance (in shares) 278,000 0
Exercise and conversion of outstanding warrant    
Class of Stock [Line Items]    
Common stock reserved for future issuance (in shares) 0 4,000
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) 9,070,000 126,896,000
Conversion of FF Preferred and Series A, B, C, and D convertible preferred stock    
Class of Stock [Line Items]    
Common stock reserved for future issuance (in shares) 0 104,046,000
Options issued and outstanding under 2013 Plan    
Class of Stock [Line Items]    
Common stock reserved for future issuance (in shares) 9,070,000 22,442,000
Exercise and conversion of outstanding warrant    
Class of Stock [Line Items]    
Common stock reserved for future issuance (in shares) 0 408,000
v3.21.2
STOCK-BASED COMPENSATION - Narrative (Details)
$ in Thousands
1 Months Ended 3 Months Ended 6 Months Ended
Jul. 08, 2021
shares
Feb. 28, 2021
Jun. 30, 2021
USD ($)
equity_plan
shares
Jun. 30, 2020
USD ($)
Jun. 30, 2021
USD ($)
equity_plan
shares
Jun. 30, 2020
USD ($)
Dec. 31, 2020
shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Number of equity incentive plans | equity_plan     4   4    
Total unrecognized compensation cost related to unvested stock options     $ 251,500   $ 251,500    
Stock based compensation expense     $ 189,335 $ 15,884 $ 293,963 $ 25,063  
2021 Equity Incentive Plan              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Common stock reserved for future issuance (in shares) | shares     36,695,036   36,695,036    
Class A common stock              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Common stock reserved for future issuance (in shares) | shares     85,340,000   85,340,000   57,905,000
Stock options              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Unrecognized compensation cost, weighted-average period of recognition         3 years 10 months 20 days    
Number of shares subject to repurchase | shares     858,181   858,181    
Value of shares related to repurchase     $ 16,600   $ 16,600    
Share-based Payment Arrangement | Chief Executive Officer              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Stock based compensation expense     6,400   $ 6,400    
Share-based Payment Arrangement | Subsequent Event | Chief Executive Officer              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Number of options vested (in shares) | shares 3,159,930            
RSUs              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Unrecognized compensation cost, weighted-average period of recognition         2 years 10 months 13 days    
Total unrecognized compensation cost     976,000   $ 976,000    
RSUs | Minimum              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Stock based compensation vesting period         2 years    
RSUs | Maximum              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Stock based compensation vesting period         4 years    
RSAs              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Unrecognized compensation cost, weighted-average period of recognition         2 years 6 months 29 days    
Stock based compensation vesting period         3 years    
Total unrecognized compensation cost     217,300   $ 217,300    
Employee stock purchase program              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Stock based compensation expense     2,100   2,100    
Stock plan offering period   24 months          
Accumulated payroll deductions     $ 5,000   $ 5,000    
Employee stock purchase program | Class A common stock              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Discount on purchase price of common stock   15.00%          
v3.21.2
STOCK-BASED COMPENSATION - Schedule of stock option activity (Details)
$ / shares in Units, shares in Thousands, $ in Thousands
6 Months Ended 12 Months Ended
Jun. 30, 2021
USD ($)
$ / shares
shares
Dec. 31, 2020
USD ($)
$ / shares
shares
Options Outstanding    
Beginning balance (in shares) | shares 63,256  
Assumed options from acquisition (in shares) | shares 470  
Exercised (in shares) | shares (19,293)  
Forfeited and cancelled (in shares) | shares (1,074)  
Ending balance (in shares) | shares 43,359 63,256
Weighted Average Exercise Price per Share    
Options outstanding, weighted average exercise price per share - Beginning balance (in dollars per share) | $ / shares $ 14.84  
Options assumed from acquisition, weighted average exercise price per share (in dollars per share) | $ / shares 3.45  
Options exercised, weighted average exercise price per share (in dollars per share) | $ / shares 7.78  
Options forfeited and cancelled, weighted average exercise price per share (in dollars per share) | $ / shares 19.63  
Options outstanding, weighted average exercise price per share - Ending balance (in dollars per share) | $ / shares $ 17.75 $ 14.84
Stock Option Activity, Additional Disclosures    
Options outstanding, Weighted average remaining contractual term 8 years 2 months 15 days 8 years 2 months 1 day
Options outstanding, Aggregate intrinsic value | $ $ 10,213,272 $ 2,527,396
Options vested and exercisable, Number of options (in shares) | shares 12,744  
Options vested and exercisable , Weighted average exercise price per share (in dollars per share) | $ / shares $ 9.59  
Options vested and exercisable, Weighted average remaining contractual term 6 years 9 months 14 days  
Options vested and exercisable, Aggregate intrinsic value | $ $ 3,105,922  
Options vested and expected to vest, Number of options (in shares) | shares 37,225  
Options vested and expected to vest, Weighted average exercise price per share (in dollars per share) | $ / shares $ 16.81  
Options vested and expected to vest, Weighted average remaining contractual term 8 years 21 days  
Options vested and expected to vest, Aggregate intrinsic value | $ $ 8,803,438  
v3.21.2
STOCK-BASED COMPENSATION - Schedule of restricted stock unit and restricted stock activity (Details)
shares in Thousands
6 Months Ended
Jun. 30, 2021
$ / shares
shares
RSUs  
Number of shares  
Beginning balance (in shares) | shares 3,766
Granted (in shares) | shares 4,512
Vested (in shares) | shares (734)
Forfeited and cancelled (in shares) | shares (127)
Ending balance (in shares) | shares 7,417
Weighted- Average Grant Date Fair Value Per Share  
Weighted-average grant date fair value per share, beginning balance (in dollars per share) | $ / shares $ 54.80
Granted, Weighted-average grant date fair value per share (in dollars per share) | $ / shares 225.40
Vested, Weighted-average grant date fair value per share (in dollars per share) | $ / shares 133.25
Forfeited and cancelled, Weighted-average grant date fair value per share (in dollars per share) | $ / shares 137.42
Weighted-average grant date fair value per share, ending balance (in dollars per share) | $ / shares $ 141.25
RSAs  
Number of shares  
Beginning balance (in shares) | shares 824
Granted (in shares) | shares 1,351
Vested (in shares) | shares 0
Forfeited and cancelled (in shares) | shares 0
Ending balance (in shares) | shares 2,175
Weighted- Average Grant Date Fair Value Per Share  
Weighted-average grant date fair value per share, beginning balance (in dollars per share) | $ / shares $ 23.46
Granted, Weighted-average grant date fair value per share (in dollars per share) | $ / shares 173.12
Vested, Weighted-average grant date fair value per share (in dollars per share) | $ / shares 0
Forfeited and cancelled, Weighted-average grant date fair value per share (in dollars per share) | $ / shares 0
Weighted-average grant date fair value per share, ending balance (in dollars per share) | $ / shares $ 116.44
v3.21.2
STOCK-BASED COMPENSATION - Schedule of stock based compensation (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2021
Jun. 30, 2020
Jun. 30, 2021
Jun. 30, 2020
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]        
Stock based compensation expense $ 189,335 $ 15,884 $ 293,963 $ 25,063
Technology and development        
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]        
Stock based compensation expense 130,988 7,710 204,245 12,592
Sales and marketing        
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]        
Stock based compensation expense 6,674 305 10,204 480
General and administrative        
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]        
Stock based compensation expense $ 51,673 $ 7,869 $ 79,514 $ 11,991
v3.21.2
INCOME TAXES (Details)
3 Months Ended 6 Months Ended
Jun. 30, 2021
Jun. 30, 2020
Jun. 30, 2021
Jun. 30, 2020
Income Tax Disclosure [Abstract]        
Effective income tax rate (84.90%) 16.80% (27.50%) 12.90%
v3.21.2
NET INCOME PER SHARE - Schedule of net income per share (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2021
Jun. 30, 2020
Jun. 30, 2021
Jun. 30, 2020
Numerator        
Net income $ 1,606,349 $ 32,260 $ 2,377,812 $ 64,233
Less: Income allocated to participating securities (16,636) (32,260) (699,903) (53,419)
Net income attributable to common stockholders, basic $ 1,589,713 $ 0 $ 1,677,909 $ 10,814
Denominator        
Weighted-average shares of common stock used to compute net income per share attributable to common stockholders, basic 204,728 67,006 142,397 66,982
Net income per share attributable to common stockholders, basic (in dollars per share) $ 7.77 $ 0 $ 11.78 $ 0.16
Numerator        
Net income $ 1,606,349 $ 32,260 $ 2,377,812 $ 64,233
Less: Income allocated to participating securities (13,750) (32,260) (573,503) (51,533)
Add: Interest on convertible notes 551 0 551 0
Net income attributable to common stockholders - diluted $ 1,593,150 $ 0 $ 1,804,860 $ 12,700
Denominator        
Weighted-average shares of common stock used to compute net income per share attributable to common stockholders, basic 204,728 67,006 142,397 66,982
Weighted-average effect of potentially dilutive securities:        
Warrants 0 0 145 387
Convertible notes 1,725 0 863 0
Weighted-average shares of common stock used to compute net income per share attributable to common stockholders, diluted 248,147 67,006 187,918 87,571
Net income per share attributable to common stockholders, diluted (in dollars per share) $ 6.42 $ 0 $ 9.60 $ 0.15
Stock options        
Weighted-average effect of potentially dilutive securities:        
Share-based compensation plan 37,644 0 41,068 20,202
RSUs        
Weighted-average effect of potentially dilutive securities:        
Share-based compensation plan 4,047 0 3,444 0
RSAs        
Weighted-average effect of potentially dilutive securities:        
Share-based compensation plan 3 0 1 0
v3.21.2
NET INCOME PER SHARE - Schedule of potentially dilutive shares (Details) - shares
shares in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2021
Jun. 30, 2020
Jun. 30, 2021
Jun. 30, 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Number of shares excluded in the computation of diluted earnings per share 8,204 46,573 8,204 15,563
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 6,134 45,474 6,134 14,872
RSUs        
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Number of shares excluded in the computation of diluted earnings per share 1,807 0 1,807 0
Warrants        
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Number of shares excluded in the computation of diluted earnings per share 0 408 0 0
Contingent consideration recognized in asset acquisition        
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Number of shares excluded in the computation of diluted earnings per share 0 691 0 691
Employee stock purchase program        
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Number of shares excluded in the computation of diluted earnings per share 263 0 263 0