FUNKO, INC., 10-Q filed on 11/2/2023
Quarterly Report
v3.23.3
Cover Page - shares
 9 Months Ended
Sep. 30, 2023
Oct. 31, 2023
Document Information [Line Items]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Sep. 30, 2023  
Document Transition Report false  
Entity File Number 001-38274  
Entity Registrant Name FUNKO, INC.  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 35-2593276  
Entity Address, Address Line One 2802 Wetmore Avenue  
Entity Address, City or Town Everett  
Entity Address, State or Province WA  
Entity Address, Postal Zip Code 98201  
City Area Code 425  
Local Phone Number 783-3616  
Title of 12(b) Security Class A Common Stock,$0.0001 par value per share  
Trading Symbol FNKO  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Ex Transition Period false  
Entity Shell Company false  
Amendment Flag false  
Document Fiscal Year Focus 2023  
Document Fiscal Period Focus Q3  
Entity Central Index Key 0001704711  
Current Fiscal Year End Date --12-31  
Class A common shares outstanding    
Document Information [Line Items]    
Entity Common Stock, Shares Outstanding   50,405,278
Class B common shares outstanding    
Document Information [Line Items]    
Entity Common Stock, Shares Outstanding   2,276,507
v3.23.3
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Income Statement [Abstract]        
Net sales $ 312,944 $ 365,607 $ 804,850 $ 989,666
Cost of sales (exclusive of depreciation and amortization shown separately below) 208,936 237,728 581,258 649,974
Selling, general, and administrative expenses 93,992 97,930 279,685 259,043
Depreciation and amortization 15,465 12,555 44,334 34,509
Total operating expenses 318,393 348,213 905,277 943,526
(Loss) income from operations (5,449) 17,394 (100,427) 46,140
Interest expense, net 7,601 2,977 20,551 5,854
Loss on debt extinguishment 0 0 494 0
Gain on tax receivable agreement liability adjustment 0 0 (99,620) 0
Other expense, net 98 926 519 1,758
(Loss) income before income taxes (13,148) 13,491 (22,371) 38,528
Income tax expense (benefit) 3,076 2,342 130,859 (2,932)
Net (loss) income (16,224) 11,149 (153,230) 41,460
Less: net (loss) income attributable to non-controlling interests (1,215) 1,519 (9,912) 7,276
Net (loss) income attributable to Funko, Inc. $ (15,009) $ 9,630 $ (143,318) $ 34,184
(Loss) earnings per share of Class A common stock:        
Basic (in dollars per share) $ (0.31) $ 0.21 $ (3.01) $ 0.78
Diluted (in dollars per share) $ (0.31) $ 0.19 $ (3.01) $ 0.73
Weighted average shares of Class A common stock outstanding:        
Basic (in shares) 48,236,867 46,874,285 47,640,974 43,670,297
Diluted (in shares) 48,236,867 49,686,379 47,640,974 53,990,506
v3.23.3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (Unaudited) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Statement of Comprehensive Income [Abstract]        
Net (loss) income $ (16,224) $ 11,149 $ (153,230) $ 41,460
Other comprehensive (loss) income:        
Foreign currency translation gain (loss), net of tax effect of $0 and $1,039 for the three months ended September 30, 2023 and 2022, respectively, and $688 and $2,198 for the nine months ended September 30, 2023 and 2022, respectively (2,839) (3,674) (391) (8,335)
Comprehensive (loss) income (19,063) 7,475 (153,621) 33,125
Less: Comprehensive (loss) income attributable to non-controlling interests (1,450) 1,121 (9,876) 5,870
Comprehensive (loss) income attributable to Funko, Inc. $ (17,613) $ 6,354 $ (143,745) $ 27,255
v3.23.3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (Unaudited) (Parenthetical) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Statement of Comprehensive Income [Abstract]        
Foreign currency translation gain (loss), tax $ 0 $ 1,039 $ 688 $ 2,198
v3.23.3
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Current assets:    
Cash and cash equivalents $ 31,885 $ 19,200
Accounts receivable, net 166,934 167,895
Inventory 162,062 246,429
Prepaid expenses and other current assets 44,048 39,648
Total current assets 404,929 473,172
Property and equipment, net 95,389 102,232
Operating lease right-of-use assets 63,533 71,072
Goodwill 135,722 131,380
Intangible assets, net 171,261 181,284
Deferred tax asset, net of valuation allowance 0 123,893
Other assets 9,209 8,112
Total assets 880,043 1,091,145
Current liabilities:    
Line of credit 141,000 70,000
Current portion of long-term debt, net of unamortized discount 21,977 22,041
Current portion of operating lease liabilities 17,866 18,904
Accounts payable 70,178 67,651
Income taxes payable 1,136 871
Accrued royalties 61,857 69,098
Accrued expenses and other current liabilities 107,720 112,832
Total current liabilities 421,734 361,397
Long-term debt, net of unamortized discount 136,539 153,778
Operating lease liabilities, net of current portion 73,961 82,356
Deferred tax liability 385 382
Liabilities under tax receivable agreement, net of current portion 0 99,620
Other long-term liabilities 4,658 3,923
Commitments and Contingencies (Note 6)
Stockholders’ equity:    
Additional paid-in-capital 318,782 310,807
Accumulated other comprehensive loss (3,030) (2,603)
(Accumulated deficit) retained earnings (83,303) 60,015
Total stockholders’ equity attributable to Funko, Inc. 232,454 368,224
Non-controlling interests 10,312 21,465
Total stockholders’ equity 242,766 389,689
Total liabilities and stockholders’ equity 880,043 1,091,145
Class A common shares outstanding    
Stockholders’ equity:    
Common stock, value 5 5
Class B common shares outstanding    
Stockholders’ equity:    
Common stock, value $ 0 $ 0
v3.23.3
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares
Sep. 30, 2023
Dec. 31, 2022
Class A common shares outstanding    
Common stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Common stock, shares authorized (in shares) 200,000,000 200,000,000
Common stock, shares issued (in shares) 48,727,000 47,192,000
Common stock, shares outstanding (in shares) 48,727,000 47,192,000
Class B common shares outstanding    
Common stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Common stock, shares authorized (in shares) 50,000,000 50,000,000
Common stock, shares issued (in shares) 3,293,000 3,293,000
Common stock, shares outstanding (in shares) 3,293,000 3,293,000
v3.23.3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)
$ in Thousands
 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Operating Activities    
Net (loss) income $ (153,230) $ 41,460
Adjustments to reconcile net income to net cash (used in) provided by operating activities:    
Depreciation, amortization and other 42,592 34,390
Equity-based compensation 7,521 11,999
Amortization of debt issuance costs and debt discounts 944 670
Loss on debt extinguishment 494 0
Gain on tax receivable agreement liability adjustment (99,620) 0
Deferred tax expense 123,206 0
Other (69) 7,539
Changes in operating assets and liabilities:    
Accounts receivable, net 1,314 (10,198)
Inventory 84,797 (106,061)
Prepaid expenses and other assets 8,244 (32,310)
Accounts payable 2,536 32,349
Income taxes payable 268 (13,303)
Accrued royalties (7,240) 10,942
Accrued expenses and other liabilities (14,624) (42,159)
Net cash used in operating activities (2,867) (64,682)
Investing Activities    
Purchases of property and equipment (30,861) (46,908)
Acquisitions of businesses and related intangible assets, net of cash acquired (5,274) (13,967)
Other 551 778
Net cash used in investing activities (35,584) (60,097)
Financing Activities    
Borrowings on line of credit 71,000 90,000
Debt issuance costs (1,957) (405)
Payments of long-term debt (16,911) (13,500)
Distributions to Tax Receivable Agreement Parties (1,110) (10,507)
Proceeds from exercise of equity-based options 287 1,209
Net cash provided by financing activities 51,309 66,797
Effect of exchange rates on cash and cash equivalents (173) (525)
Net change in cash and cash equivalents 12,685 (58,507)
Cash and cash equivalents at beginning of period 19,200 83,557
Cash and cash equivalents at end of period $ 31,885 $ 25,050
v3.23.3
Organization and Operations
 9 Months Ended
Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Organization and Operations Organization and Operations
The unaudited condensed consolidated financial statements include Funko, Inc. and its subsidiaries (together, the “Company”) and have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”). All intercompany balances and transactions have been eliminated.
The Company was formed as a Delaware corporation on April 21, 2017. The Company was formed for the purpose of completing an initial public offering (“IPO”) of its Class A common stock and related transactions in order to carry on the business of Funko Acquisition Holdings, L.L.C. (“FAH, LLC”) and its subsidiaries.
Funko, Inc. operates and controls all of FAH, LLC’s operations and, through FAH, LLC and its subsidiaries, conducts FAH, LLC’s business as the sole managing member. Accordingly, the Company consolidates the financial results of FAH, LLC and reports a non-controlling interest in its unaudited condensed consolidated financial statements representing the common units of FAH, LLC interests still held by other owners of FAH, LLC (collectively, the “Continuing Equity Owners”).
Interim Financial Information
In the opinion of management, all adjustments considered necessary for a fair presentation of the results as of the date of and for the interim periods presented have been included, and such adjustments consist of normal recurring adjustments. Certain prior-year amounts have been reclassified to conform the current year presentation. The unaudited condensed consolidated results of operations for the current interim period are not necessarily indicative of the results for the entire year ending December 31, 2023, due to seasonality and other factors. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and related notes included in its Annual Report on Form 10-K for the year ended December 31, 2022, filed with the Securities and Exchange Commission (“SEC”) on March 1, 2023
v3.23.3
Significant Accounting Policies
 9 Months Ended
Sep. 30, 2023
Accounting Policies [Abstract]  
Significant Accounting Policies Significant Accounting Policies
Use of Estimates
The preparation of the Company’s unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates and assumptions.
Significant Accounting Policies
A description of the Company’s significant accounting policies is included in the audited consolidated financial statements within its Annual Report on Form 10-K for the year ended December 31, 2022.
During the nine months ended September 30, 2023, the Company approved an inventory reduction plan to improve U.S. warehouse operational efficiency. The Company recorded a $30.1 million one-time inventory write-down included in cost of sales as presented in the condensed consolidated statements of operations. The units were identified and recorded based on an estimate of product costs, associated capitalized freight, net of allocated inventory reserves of the identified units and an estimate of physical destruction costs, during the quarter ended March 31, 2023. The physical destruction plan was completed during the third quarter of 2023 and there were no changes to estimated destruction costs.
During the nine months ended September 30, 2023, the Company determined that based on all the available evidence, including the Company’s three-year cumulative pre-tax loss position, it is not more likely than not that the results of operations will generate sufficient taxable income to realize its deferred tax assets. Consequently, the Company established a full valuation allowance of $123.2 million against its deferred tax assets, thus reducing the carrying balance to $0, and recognized a corresponding increase to tax expense in the consolidated statements of operations and comprehensive (loss) income in the nine months ended September 30, 2023. There was no change to that assessment as of September 30, 2023. As a result of the full valuation allowance on the deferred tax assets, and projected inability to fully utilize all or part of the related tax benefits, the Company determined that certain payments to the TRA Parties related to unrealized tax benefits under the TRA are no longer probable and estimable. Based on this assessment, the Company reduced its TRA Liability as of June 30, 2023, to $9.6 million, and recognized a gain of $99.6 million within the accompanying consolidated statements of operations and comprehensive (loss) income for the nine months ended September 30, 2023. There was no change to that assessment as of September 30, 2023.
v3.23.3
Fair Value Measurements
 9 Months Ended
Sep. 30, 2023
Fair Value Disclosures [Abstract]  
Fair Value Measurements Fair Value Measurements
The Company’s financial instruments, other than those discussed below, include cash and cash equivalents, accounts receivable, accounts payable, and accrued liabilities. The carrying amount of these financial instruments approximate fair value due to the short-term nature of these instruments. For financial instruments measured at fair value on a recurring basis, the Company prioritizes the inputs used in measuring fair value according to a three-tier fair value hierarchy defined by U.S. GAAP. For a description of the methods and assumptions that the Company uses to estimate the fair value and determine the classification according to the fair value hierarchy for each financial instrument, see the Company’s audited consolidated financial statements and related notes included in its Annual Report on Form 10-K for the year ended December 31, 2022.
Cash equivalents. As of September 30, 2023 and December 31, 2022, cash equivalents included $10.8 million and $0.5 million, respectively, of highly liquid money market funds, which are classified as Level 1 within the fair value hierarchy.
Crypto asset safeguarding liability and corresponding asset. The crypto asset safeguarding liability and corresponding safeguarding asset are measured and recorded at fair value on a recurring basis using prices available in the market on a pooled basis the Company determines to be the principal market at the balance sheet date. As of September 30, 2023 and December 31, 2022, the estimated fair value of the crypto asset safeguarding liability and corresponding asset was $13.0 million and $11.3 million, respectively, classified at Level 2 within the fair value hierarchy.
Debt. The estimated fair value of the Company’s debt instruments, which are classified as Level 3 financial instruments, at September 30, 2023 and December 31, 2022, was approximately $160.6 million and $177.5 million, respectively. The carrying values of the Company’s debt instruments at September 30, 2023 and December 31, 2022, were $158.5 million and $175.8 million, respectively.
v3.23.3
Debt
 9 Months Ended
Sep. 30, 2023
Debt Disclosure [Abstract]  
Debt Debt
Debt consists of the following (in thousands):
September 30, 2023December 31, 2022
Revolving Credit Facility$141,000 $70,000 
Term Loan Facility$144,000 $157,500 
Equipment Finance Loan16,589 20,000 
Debt issuance costs(2,073)(1,681)
Total term debt158,516 175,819 
Less: current portion
21,977 22,041 
Long-term debt, net$136,539 $153,778 
New Credit Facilities
On September 17, 2021, FAH, LLC and certain of its material domestic subsidiaries from time to time (the “Credit Agreement Parties”) entered into a new credit agreement (as amended from time to time, the “New Credit Agreement”) with JPMorgan Chase Bank, N.A., PNC Bank, National Association, KeyBank National Association, Citizens Bank, N.A., Bank of the West, HSBC Bank USA, National Association, Bank of America, N.A., U.S. Bank National Association, MUFG Union Bank, N.A., and Wells Fargo Bank, National Association (collectively, the “Initial Lenders”) and JPMorgan Chase Bank, N.A. as administrative agent, providing for a term loan facility in the amount of $180.0 million (the “New Term Loan Facility”) and a revolving credit facility of $100.0 million (the “New Revolving Credit Facility”) (together the “New Credit Facilities”). Proceeds from the New Credit Facilities were primarily used to repay and terminate the Company’s former credit facilities. On April 26, 2022, the Credit Agreement Parties entered into Amendment No. 1 to the New Credit Agreement (the “First Amendment”) with the Initial Lenders and JPMorgan Chase Bank, N.A. as administrative agent, which allows for additional Restricted Payments (as defined in the First Amendment) using specified funding sources. On July 29, 2022, the Credit Agreement Parties entered into Amendment No. 2 to the New Credit Agreement (the “Second Amendment”) with the Initial Lenders and Goldman Sachs Bank USA (collectively, the “Lenders”) and JPMorgan Chase Bank, N.A. as administrative agent, which increased the New Revolving Credit Facility to $215.0 million and converted the New Credit Facility interest rate index from Borrower (as defined in the New Credit Agreement) option LIBOR to SOFR.
On February 28, 2023, the Credit Agreement Parties entered into an Amendment No. 3 (the “Third Amendment”) to the New Credit Agreement to, among other things, (i) modify the financial covenants under the New Credit Agreement for the period beginning on the date of the Third Amendment through the fiscal quarter ending December 31, 2023 (the “Waiver Period”), (ii) reduce the size of the New Revolving Credit Facility from $215.0 million to $180.0 million as of the date of the Third Amendment and thereafter to $150.0 million on December 31, 2023, which reduction shall be permanent after the Waiver Period, (iii) restrict the ability to draw on the New Revolving Credit Facility during the Waiver Period in excess of the amount outstanding on the date of the Third Amendment, (iv) increase the margin payable under the Credit Facilities during the Waiver Period to (a) 4.00% per annum with respect to any Term Benchmark Loan or RFR Loan (each as defined in the New Credit Agreement), and (b) 3.00% per annum with respect to any Canadian Prime Loan or ABR Loan (as defined in the New Credit Agreement), (v) allow that any calculation of Consolidated EBITDA (each as defined in the New Credit Agreement) that includes the fiscal quarters during the Waiver Period may include certain agreed upon amounts for certain addbacks, (vi) further limit our ability to make certain restricted payments, including the ability to pay dividends or make other distributions on equity interests, or redeem, repurchase or retire equity interests, incur additional indebtedness, incur additional liens, enter into sale and leaseback transactions or issue additional equity interests or securities convertible into or exchange for equity interests (other than the issuance of common stock) during the Waiver Period, (vii) require a minimum qualified cash requirement of at least $10.0 million and (viii) require a mandatory prepayment of the New Revolving Credit Facility during the Waiver Period with any qualified cash proceeds in excess of $25.0 million. Following the Waiver Period, beginning in the fiscal quarter ending March 31, 2024, the Third Amendment resets the maximum Net Leverage Ratio and the minimum Fixed Charge Coverage Ratio (each as defined in the New Credit Agreement) that must be maintained by the Credit Agreement Parties to 2.50:1.00 and 1.25:1.00, respectively, which were the ratios in effect under the New Credit Agreement prior to the Third Amendment.
The New Term Loan Facility matures on September 17, 2026 (the “Maturity Date”) and amortizes in quarterly installments in aggregate amounts equal to 2.50% of the original principal amount of the New Term Loan Facility, with any outstanding balance due and payable on the Maturity Date. The first amortization payment commenced with the quarter ending on December 31, 2021. The New Revolving Credit Facility also terminates on the Maturity Date and loans thereunder may be borrowed, repaid, and reborrowed up to such date.
Subject to the interest rates during the Waiver Period as described above, loans under the New Credit Facilities will, at the Borrowers’ option, bear interest at either (i) SOFR, EURIBOR, HIBOR, CDOR, Daily Simple SONIA and/or the Central Bank Rate, as applicable, plus (x) 4.00% per annum and (y) solely in the case of Term SOFR based loans 0.10% per annum or (ii) ABR or the Canadian prime rate, as applicable, plus 3.00%, in each case of clauses (i) and (ii), subject to two 0.25% step-downs based on the achievement of certain leverage ratios following February 28, 2023. Each of SOFR, EURIBOR, HIBOR, CDOR and Daily Simple SONIA rates are subject to a 0% floor. For loans based on ABR, the Central Bank Rate or the Canadian prime rate, interest payments are due quarterly. For loans based on Daily Simple SONIA, interest payments are due monthly. For loans based on SOFR, EURIBOR, HIBOR or CDOR, interest payments are due at the end of each applicable interest period.
The New Credit Facilities are secured by substantially all of the assets of FAH, LLC and any of its existing or future material domestic subsidiaries, subject to customary exceptions. As of September 30, 2023 the Credit Agreement Parties were in compliance with the modified covenants that were amended pursuant to the Third Amendment and within the Waiver Period and as of December 31, 2022, the Credit Agreement Parties were in compliance with all of the covenants in its New Credit Agreement.
At September 30, 2023 and December 31, 2022, the Credit Agreement Parties had $144.0 million and $157.5 million, respectively, of borrowings outstanding under the New Term Loan Facility and $141.0 million and $70.0 million outstanding borrowings under the New Revolving Credit Facility, respectively. Outstanding borrowings under the New Revolving Credit Facility at September 30, 2023 are due within 30 days of the applicable draw. At September 30, 2023 and December 31, 2022, the Credit Agreement Parties had $0.0 million and $145.0 million available under the New Revolving Credit Facility, respectively.
There were no outstanding letters of credit as of September 30, 2023 and December 31, 2022.
Equipment Finance Loan
On November 25, 2022, Funko, LLC, Funko Games, LLC, Funko Acquisition Holdings, L.L.C., Funko Holdings LLC and Loungefly, LLC, (collectively, "Equipment Finance Credit Parties"), entered into a $20.0 million equipment finance agreement ("Equipment Finance Loan") with Wells Fargo Equipment Finance, Inc. The loan is to be repaid in 48 monthly equal installments starting January 15, 2023, utilizing an annual fixed interest rate of 5.71%.
The Equipment Finance Loan is secured by certain identified assets held within our Buckeye, Arizona warehouse.
At September 30, 2023 and December 31, 2022, the Company had $16.6 million and $20.0 million outstanding under the Equipment Finance Loan, respectively.
v3.23.3
Liabilities under Tax Receivable Agreement
 9 Months Ended
Sep. 30, 2023
Liabilities Under Tax Receivable Agreement [Abstract]  
Liabilities under Tax Receivable Agreement Liabilities under Tax Receivable Agreement
On November 1, 2017, the Company entered into a tax receivable agreement with FAH, LLC (the “Tax Receivable Agreement”) and each of the Continuing Equity Owners, and certain transferees of the Continuing Equity Owners have been joined as parties to the Tax Receivable Agreement (the parties entitled to payments under the Tax Receivable Agreement are referred to herein as the "TRA Parties") that provides for the payment by the Company to the TRA Parties of 85% of the amount of tax benefits, if any, that it realizes, or in some circumstances, is deemed to realize, as a result of (i) future redemptions funded by the Company or exchanges, or deemed exchanges in certain circumstances, of common units of FAH, LLC for Class A common stock of Funko, Inc. or cash, and (ii) certain additional tax benefits attributable to payments made under the Tax Receivable Agreement (the “TRA Payment”).
During both the three and nine months ended September 30, 2023 the Company acquired 0.1 million common units of FAH, LLC. During the three and nine months ended September 30, 2022 the Company acquired 0.0 million and 6.5 million common units of FAH, LLC, respectively. During the three and nine months ended September 30, 2023, the Company did not recognize an increase to its net deferred tax assets due to the full valuation allowance. As a result of the exchanges during the three and nine months ended September 30, 2022, the Company recognized an increase to its net deferred tax assets in the amount of $0.0 million and $30.0 million, respectively.
The following table summarizes changes in the amount of the Company’s Tax Receivable Agreement liability (in thousands):
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Beginning balance$9,562 $112,733 $109,187 $82,884 
Additional liabilities for exchanges— 13 — 29,862 
Liability reduction— — (99,620)— 
Payments under tax receivable agreement— — (5)— 
Ending balance $9,562 $112,746 $9,562 $112,746 
As of September 30, 2023, the Company’s total obligation under the Tax Receivable Agreement, including accrued interest, was $9.8 million, which was included in accrued expenses and other current liabilities on the unaudited condensed consolidated balance sheets. At December 31, 2022, the Company’s total obligation under the Tax Receivable Agreement, including accrued interest, was $109.2 million, of which $9.6 million was included in accrued expenses and other current liabilities on the condensed consolidated balance sheets. As reflected in Note 2. Significant Accounting Policies, the Company determined that payments to the TRA Parties related to unrealized tax benefits under the Tax Receivable Agreement are no longer probable and estimable. Based on this assessment, the Company reduced its Tax Receivable Agreement liability as of June 30, 2023.
v3.23.3
Commitments and Contingencies
 9 Months Ended
Sep. 30, 2023
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies Commitments and Contingencies
License Agreements
The Company enters into license agreements with various licensors of copyrighted and trademarked characters and design in connection with the products that it sells. The agreements generally require royalty payments based on product sales and in some cases may require minimum royalty and other related commitments.
Employment Agreements
The Company has employment agreements with certain officers. The agreements include, among other things, an annual bonus based on certain performance metrics of the Company, as defined by the board of directors, and up to one year’s severance pay beyond termination date.
Debt
The Company is party to a New Credit Agreement which includes a New Term Loan Facility and a New Revolving Credit Facility. The Company is also party to an Equipment Finance Loan. See Note 4, Debt.
Tax Receivable Agreement
The Company is party to the Tax Receivable Agreement that provides for the TRA Payment by the Company to the TRA Parties under certain circumstances. See Note 5, Liabilities under Tax Receivable Agreement.
Leases
The Company has entered into non-cancellable operating leases for office, warehouse, and distribution facilities, with original lease periods expiring through 2032. Some operating leases also contain the option to renew for five-year periods at prevailing market rates at the time of renewal. In addition to minimum rent, certain of the leases require payment of real estate taxes, insurance, common area maintenance charges, and other executory costs. During the three and nine months ended, we recorded a $6.2 million charge related to the termination of a lease agreement and related expenses, for a lease that had not yet commenced.
Legal Contingencies
The Company is involved in claims and litigation in the ordinary course of business, some of which seek monetary damages, including claims for punitive damages, which are not covered by insurance. For certain pending matters, accruals have not been established because such matters have not progressed sufficiently through discovery, and/or development of important factual information and legal information is insufficient to enable the Company to estimate a range of possible loss, if any. An adverse determination in one or more of these pending matters could have an adverse effect on the Company’s consolidated financial position, results of operations or cash flows.
The Company is, and may in the future become, subject to various legal proceedings and claims that arise in or outside the ordinary course of business. For example, several stockholder derivative actions based on the Company’s earnings announcement and Quarterly Report on Form 10-Q for the quarter ended September 30, 2019 have been brought on behalf of the Company against certain of its directors and officers. Specifically, on April 23, June 5, and June 10, 2020, the actions captioned Cassella v. Mariotti et al., Evans v. Mariotti et al., and Igelido v. Mariotti et al., respectively, were filed in the United States District Court for the Central District of California. On July 6, 2020, these three actions were consolidated for all purposes into one action under the title In re Funko, Inc. Derivative Litigation, and on August 13, 2020, the consolidated action was stayed pending final resolution of the motion to dismiss in the Ferreira action. On May 9, 2022, another complaint, asserting substantially similar claims, was filed in the U.S. District Court for the Central District of California, captioned Smith v. Mariotti, et al. On July 5, 2022, two purported stockholders filed an additional derivative action in the Court of Chancery of the State of Delaware, captioned Fletcher, et al. v. Mariotti. The Company has reached a non-monetary settlement in principle in In re Funko, Inc. Derivative Litigation, Smith v. Mariotti, and Fletcher, et al. v. Mariotti and the actions are stayed pending finalization of the settlement.
On June 11, 2021, a purported stockholder filed a related derivative action, captioned Silverberg v. Mariotti, et al., in the Court of Chancery of the State of Delaware. The Company moved to dismiss the Silverberg complaint on April 3, 2023. Plaintiff responded on May 3, 2023, and briefing was completed on May 18, 2023. The motion remains pending before the Court of Chancery.
Additionally, between November 16, 2017 and June 12, 2018, seven purported stockholders of the Company filed putative class action lawsuits in the Superior Court of Washington in and for King County against the Company, certain of its officers and directors, ACON, Fundamental Capital, LLC and Funko International, LLC (collectively, “Fundamental”), the underwriters of its IPO, and certain other defendants.
On July 2, 2018, the suits were ordered consolidated for all purposes into one action under the title In re Funko, Inc. Securities Litigation. On August 1, 2018, plaintiffs filed a consolidated complaint against the Company, certain of its officers and directors, ACON, Fundamental, and certain other defendants. The Company moved to dismiss twice, and the Court twice granted the Company's motions to dismiss, the second time with prejudice. Plaintiffs appealed, and on November 1, 2021, the Court of Appeals reversed the trial court’s dismissal decision in most respects. On May 4, 2022, the Washington State Supreme Court denied the Company’s petition, and the case was remanded to the Superior Court for further proceedings. The Company filed its answer on September 19, 2022 and discovery is currently ongoing. Plaintiffs filed a motion for class certification on July 7, 2023, and briefing was completed on the class certification motion on October 25, 2023.
On June 4, 2018, a putative class action lawsuit entitled Kanugonda v. Funko, Inc., et al. was filed in the United States District Court for the Western District of Washington against the Company, certain of its officers and directors, and certain other defendants. On January 4, 2019, a lead plaintiff was appointed in that case. On April 30, 2019, the lead plaintiff filed an amended complaint against the previously named defendants. The Company moved to dismiss the Complaint in the federal action, now captioned Berkelhammer v. Funko, Inc. et al., on June 14, 2023. Plaintiff filed an opposition on July 27, 2023, cross moving for an order voluntarily dismissing the action without prejudice so that he can pursue status as a class representative in In re Funko, Inc. Securities Litigation, or in the alternative, a court order denying defendants’ motion to dismiss. Briefing completed on August 18, 2023. On October 13, 2023, the District Court granted plaintiff’s motion for voluntary dismissal without prejudice, denied defendants’ motion to dismiss, and dismissed the action.
The case in Washington state court alleges that the Company violated Sections 11, 12, and 15 of the Securities Act of 1933, as amended, by making allegedly materially misleading statements in documents filed with the U.S. Securities and Exchange Commission in connection with the Company’s IPO and by omitting material facts necessary to make the statements made therein not misleading. The lawsuit seeks, among other things, compensatory statutory damages and rescissory damages in account of the consideration paid for the Company’s Class A common stock by the plaintiffs and members of the putative class, as well as attorneys’ fees and costs.
On January 18, 2022, a purported stockholder filed a putative class action lawsuit in the Court of Chancery of the State of Delaware, captioned Shumacher v. Mariotti, et al., relating to the Company’s corporate “Up-C” structure and bringing direct claims for breach of fiduciary duties against certain current and former officers and directors. On March 31, 2022, the defendants moved to dismiss the action. In response to defendants’ motion to dismiss. Plaintiff filed an Amended Complaint on May 25, 2022. The amendment did not materially change the claims at issue, and the Defendants again moved to dismiss on July 29, 2022. On December 15, 2022, Plaintiff opposed the Defendants’ motion to dismiss, and also moved for attorneys’ fees. Briefing on the motion to dismiss was completed on February 8, 2023; briefing on Plaintiff’s fee application was completed on April 6, 2023. The Court heard oral argument on both motions on July 24, 2023.
On June 2, 2023, a purported stockholder filed a putative class action lawsuit in the United States District Court for the Western District of Washington, captioned Studen v. Funko, Inc., et al. The Complaint alleges that the Company and certain individual defendants violated Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as well as Rule 10b-5 promulgated thereunder by making allegedly materially misleading statements in documents filed with the SEC, as well as in earnings calls and presentations to investors, regarding a planned upgrade to its enterprise resource planning system and the relocation of a distribution center, as well as by omitting material facts about the same subjects necessary to make the statements made therein not misleading. The lawsuits seek, among other things, compensatory damages and attorneys’ fees and costs. On August 17, 2023, the Court appointed lead plaintiff, and on October 29, 2023, the parties submitted a joint stipulated scheduling order. Plaintiff’s amended complaint was filed October 19, 2023. The amendment adds additional allegations by including accounts from purported former employees and contractors. Plaintiff seeks to represent a putative class of investors who purchased or acquired Funko common stock between March 3, 2022 and March 1, 2023. Defendants’ motion to dismiss is due December 15, 2023, and the motion will be fully briefed by March 22, 2024.
The Company is party to additional legal proceedings incidental to its business. While the outcome of these additional matters could differ from management’s expectations, the Company does not believe that the resolution of such matters is reasonably likely to have a material effect on its results of operations or financial condition.
v3.23.3
Segments
 9 Months Ended
Sep. 30, 2023
Segment Reporting [Abstract]  
Segments Segments
The Company identifies its segments according to how the business activities are managed and evaluated and for which discrete financial information is available and regularly reviewed by its Chief Operating Decision Maker (the “CODM”) to allocate resources and assess performance. Because its CODM reviews financial performance and allocates resources at a consolidated level on a regular basis, the Company has one segment.
The following table presents summarized product information as a percent of sales:
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Core Collectible74.5 %77.2 %73.4 %76.3 %
Loungefly 18.4 %16.3 %19.8 %18.2 %
Other7.1 %6.5 %6.8 %5.5 %
The following tables present summarized geographical information (in thousands):
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Net sales:
United States$208,895 $262,316 $557,899 $725,677 
Europe83,398 78,239 193,229 198,688 
Other International20,651 25,052 53,722 65,301 
Total net sales$312,944 $365,607 $804,850 $989,666 
September 30, 2023December 31, 2022
Long-term assets:
United States$117,187 $131,549 
United Kingdom18,919 28,811 
Vietnam and China32,025 21,056 
Total long-lived assets$168,131 $181,416 
v3.23.3
Income Taxes
 9 Months Ended
Sep. 30, 2023
Income Tax Disclosure [Abstract]  
Income Taxes Income Taxes
Funko, Inc. is taxed as a corporation and pays corporate federal, state and local taxes on income allocated to it from FAH, LLC based upon Funko, Inc.’s economic interest held in FAH, LLC. FAH, LLC is treated as a pass-through partnership for income tax reporting purposes. FAH, LLC’s members, including the Company, are liable for federal, state and local income taxes based on their share of FAH, LLC’s pass-through taxable income.
The Company recorded income tax expense of $3.1 million and $130.9 million for the three and nine months ended September 30, 2023, respectively, and $2.3 million of income tax expense and $2.9 million of income tax benefit for the three and nine months ended September 30, 2022, respectively. The Company’s effective tax rate for the nine months ended September 30, 2023 was (584.9)%. The Company’s effective tax rate is less than the statutory rate of 21% primarily due to the establishment of the valuation allowance as of June 30, 2023.
The Company is party to the Tax Receivable Agreement that provides for the TRA Payment by the Company to the TRA Parties under certain circumstances. See Note 5, Liabilities under Tax Receivable Agreement.
v3.23.3
Stockholders’ Equity
 9 Months Ended
Sep. 30, 2023
Equity [Abstract]  
Stockholders' Equity Stockholders’ EquityThe following is a reconciliation of changes in stockholders’ equity for the three and nine months ended September 30, 2023 and 2022:
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
(In thousands)
Class A common stock
Beginning balance$5 $5 $5 $4 
Shares issued— — — 1 
Ending balance$5 $5 $5 $5 
Class B common stock
Beginning balance$— $— $— $1 
Redemption of common units of FAH, LLC— — — (1)
Ending balance$— $— $— $— 
Additional paid-in capital
Beginning balance$319,531 $304,258 $310,807 $252,505 
Equity-based compensation(916)4,677 7,521 11,999 
Shares issued for equity-based compensation awards— 650 287 1,209 
Redemption of common units of FAH, LLC167 21 167 37,922 
Recapitalization of common units of FAH, LLC— — — 5,873 
Establishment of liabilities under tax receivable agreement and related changes to deferred tax assets— 3 — 101 
Ending balance$318,782 $309,609 $318,782 $309,609 
Accumulated other comprehensive (loss) income
Beginning balance$(426)$(2,575)$(2,603)$1,078 
Foreign currency translation loss, net of tax(2,604)(3,276)(427)(6,929)
Ending balance$(3,030)$(5,851)$(3,030)$(5,851)
(Accumulated deficit) retained earnings
Beginning balance$(68,294)$92,604 $60,015 $68,050 
Net (loss) income attributable to Funko, Inc.(15,009)9,630 (143,318)34,184 
Ending balance$(83,303)$102,234 $(83,303)$102,234 
Non-controlling interests
Beginning balance$11,936 $25,671 $21,465 $74,920 
Distributions to TRA Parties(7)(283)(1,110)(10,507)
Redemption of common units of FAH, LLC(167)(21)(167)(37,922)
Recapitalization of common units of FAH, LLC— — — (5,873)
Foreign currency translation (loss) gain, net of tax(235)(398)36 (1,406)
Net (loss) income attributable to non-controlling interests(1,215)1,519 (9,912)7,276 
Ending balance$10,312 $26,488 $10,312 $26,488 
Total stockholders’ equity$242,766 $432,485 $242,766 $432,485 
The following is a reconciliation of changes in Class A and Class B common shares outstanding for the three and nine months ended September 30, 2023 and 2022:
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
(In thousands)
Class A common shares outstanding
Beginning balance47,497 46,832 47,192 40,088 
Shares issued for equity-based compensation awards
1,170 259 1,475 507 
Redemption of common units of FAH, LLC60 4 60 6,500 
Ending balance48,727 47,095 48,727 47,095 
Class B common shares outstanding
Beginning balance3,293 3,293 3,293 10,691 
Redemption of common units of FAH, LLC— — — (6,488)
Recapitalization of Class B common shares— — — (910)
Ending balance3,293 3,293 3,293 3,293 
Total Class A and Class B common shares outstanding
52,020 50,388 52,020 50,388 
v3.23.3
Non-controlling interests
 9 Months Ended
Sep. 30, 2023
Noncontrolling Interest [Abstract]  
Non-controlling interests Non-controlling interests
Funko, Inc. is the sole managing member of FAH, LLC and as a result consolidates the financial results of FAH, LLC and reports a non-controlling interest representing the common units of FAH, LLC held by the Continuing Equity Owners. Changes in Funko, Inc.’s ownership interest in FAH, LLC while Funko, Inc. retains its controlling interest in FAH, LLC will be accounted for as equity transactions. As such, future redemptions or direct exchanges of common units of FAH, LLC by the Continuing Equity Owners will result in a change in ownership and reduce the amount recorded as non-controlling interest and increase or decrease additional paid-in capital when FAH, LLC has positive or negative net assets, respectively.
Net income (loss) and comprehensive (loss) income are attributed between Funko, Inc. and non-controlling interest holders based on each party’s relative economic ownership interest in FAH, LLC. As of September 30, 2023 and December 31, 2022, Funko, Inc. owned 48.7 million and 47.2 million of FAH, LLC common units, respectively, representing a 91.7% and 91.6% economic ownership interest in FAH, LLC, respectively.
Net (loss) income and comprehensive (loss) income of FAH, LLC excludes certain activity attributable to Funko, Inc., including equity-based (recapture of) compensation expense for share-based compensation awards issued by Funko, Inc., income tax expense (benefit) for corporate, federal, state and local taxes attributable to Funko, Inc. and tax receivable agreement liability adjustments. The following represents the amounts excluded from the computation of net (loss) income and comprehensive (loss) income of FAH, LLC for the three and nine months ended September 30, 2023 and 2022:
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
(In thousands)
Equity-based (recapture of) compensation expense$(916)$4,677 $7,521 $11,999 
Income tax expense (benefit)$2,257 $1,459 $128,780 $(5,216)
Tax receivable agreement liability adjustment$— $— $(99,620)$— 
v3.23.3
Earnings per Share
 9 Months Ended
Sep. 30, 2023
Earnings Per Share [Abstract]  
Earnings per Share Earnings per ShareBasic (loss) earnings per share of Class A common stock is computed by dividing net (loss) income attributable to Funko, Inc. by the weighted-average number of shares of Class A common stock outstanding during the period. Diluted (loss) earnings per share of Class A common stock is computed by dividing net (loss) income attributable to Funko, Inc. by the weighted-average number of shares of Class A common stock outstanding adjusted to give effect to potentially dilutive securities.
The following table sets forth reconciliations of the numerators and denominators used to compute basic and diluted (loss) earnings per share of Class A common stock (in thousands, except shares and per share amounts):
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Numerator:
Net (loss) income$(16,224)$11,149 $(153,230)$41,460 
Less: net (loss) income attributable to
  non-controlling interests
(1,215)1,519 (9,912)7,276 
Net (loss) income attributable to Funko, Inc. — basic and diluted$(15,009)$9,630 $(143,318)$34,184 
Add: Reallocation of net (loss) income attributable to non-controlling interests from the assumed exchange of common units of FAH, LLC for Class A common stock
— — — 5,397 
Net (loss) income attributable to Funko, Inc. — diluted$(15,009)$9,630 $(143,318)$39,581 
Denominator:
Weighted-average shares of Class A common stock outstanding — basic48,236,867 46,874,285 47,640,974 43,670,297 
Add: Dilutive common units of FAH, LLC that are convertible into Class A common stock
— 146,109 — 8,005,100 
Add: Dilutive Funko, Inc. equity compensation awards
— 2,665,985 — 2,315,109 
Weighted-average shares of Class A common stock outstanding — diluted48,236,867 49,686,379 47,640,974 53,990,506 
(Loss) earnings per share of Class A common stock — basic$(0.31)$0.21 $(3.01)$0.78 
(Loss) earnings per share of Class A common stock — diluted$(0.31)$0.19 $(3.01)$0.73 
For the three months ended September 30, 2023 and 2022, an aggregate of 10.3 million and 6.0 million, respectively, and for the nine months ended September 30, 2023 and 2022, an aggregate of 10.6 million and 1.9 million, respectively, of potentially dilutive securities were excluded from the weighted-average in the computation of diluted (loss) earnings per share of Class A common stock because the effect would have been anti-dilutive. For the three months ended September 30, 2023 and 2022, anti-dilutive securities included 4.4 million and 4.3 million, respectively, and for the nine months ended September 30, 2023 and 2022, anti-dilutive securities included 4.4 million and 0.0 million, respectively, common units of FAH, LLC that are convertible into Class A common stock, but were excluded from the computations of diluted (loss) earnings per share because the effect would have been anti-dilutive under the if-converted method.
Shares of the Company’s Class B common stock do not participate in the earnings or losses of the Company and are therefore not participating securities. As such, separate presentation of basic and diluted earnings per share of Class B common stock under the two-class method has not been presented.
v3.23.3
Pay vs Performance Disclosure - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Pay vs Performance Disclosure        
Net Income (Loss) $ (15,009) $ 9,630 $ (143,318) $ 34,184
v3.23.3
Insider Trading Arrangements
 3 Months Ended 9 Months Ended
Sep. 30, 2023
shares
Sep. 30, 2023
shares
Trading Arrangements, by Individual    
Material Terms of Trading Arrangement  
On September 5, 2023, Andy Oddie, Chief Commercial Officer, adopted a trading plan intended to satisfy Rule 10b5-1(c) to sell up to 218,768 shares of the Company’s common stock between January 2, 2024 and December 31, 2024, subject to certain conditions.
On September 13, 2023, Tracy Daw, Chief Legal Officer, adopted a trading plan intended to satisfy Rule 10b5-1(c) to sell up to 219,110 shares of the Company’s common stock between January 2, 2024 and June 28, 2024, subject to certain conditions.
On September 15, 2023, Andrew Perlmutter, President, adopted a trading plan intended to satisfy Rule 10b5-1(c) to sell up to 289,022 shares of the Company’s common stock between January 2, 2024 and June 3, 2024, subject to certain conditions.
Andy Oddie [Member]    
Trading Arrangements, by Individual    
Name Andy Oddie  
Title Chief Commercial Officer  
Rule 10b5-1 Arrangement Adopted true  
Adoption Date September 5, 2023  
Arrangement Duration   364 days
Aggregate Available 218,768 218,768
Tracy Daw [Member]    
Trading Arrangements, by Individual    
Name Tracy Daw  
Title Chief Legal Officer  
Rule 10b5-1 Arrangement Adopted true  
Adoption Date September 13, 2023  
Arrangement Duration   178 days
Aggregate Available 219,110 219,110
Andrew Perlmutter [Member]    
Trading Arrangements, by Individual    
Name Andrew Perlmutter  
Title President  
Rule 10b5-1 Arrangement Adopted true  
Adoption Date September 15, 2023  
Arrangement Duration   153 days
Aggregate Available 289,022 289,022
v3.23.3
Significant Accounting Policies (Policies)
 9 Months Ended
Sep. 30, 2023
Accounting Policies [Abstract]  
Use of Estimates
Use of Estimates
The preparation of the Company’s unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates and assumptions.
v3.23.3
Debt (Tables)
 9 Months Ended
Sep. 30, 2023
Debt Disclosure [Abstract]  
Summary of Debt Debt consists of the following (in thousands):
September 30, 2023December 31, 2022
Revolving Credit Facility$141,000 $70,000 
Term Loan Facility$144,000 $157,500 
Equipment Finance Loan16,589 20,000 
Debt issuance costs(2,073)(1,681)
Total term debt158,516 175,819 
Less: current portion
21,977 22,041 
Long-term debt, net$136,539 $153,778 
v3.23.3
Liabilities under Tax Receivable Agreement (Tables)
 9 Months Ended
Sep. 30, 2023
Liabilities Under Tax Receivable Agreement [Abstract]  
Summary of Tax Receivable Agreement Liability
The following table summarizes changes in the amount of the Company’s Tax Receivable Agreement liability (in thousands):
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Beginning balance$9,562 $112,733 $109,187 $82,884 
Additional liabilities for exchanges— 13 — 29,862 
Liability reduction— — (99,620)— 
Payments under tax receivable agreement— — (5)— 
Ending balance $9,562 $112,746 $9,562 $112,746 
v3.23.3
Segments (Tables)
 9 Months Ended
Sep. 30, 2023
Segment Reporting [Abstract]  
Summary of Main Product Categories as Percent of Sales
The following table presents summarized product information as a percent of sales:
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Core Collectible74.5 %77.2 %73.4 %76.3 %
Loungefly 18.4 %16.3 %19.8 %18.2 %
Other7.1 %6.5 %6.8 %5.5 %
Summary of Net Sales and Long-Lived Assets
The following tables present summarized geographical information (in thousands):
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Net sales:
United States$208,895 $262,316 $557,899 $725,677 
Europe83,398 78,239 193,229 198,688 
Other International20,651 25,052 53,722 65,301 
Total net sales$312,944 $365,607 $804,850 $989,666 
September 30, 2023December 31, 2022
Long-term assets:
United States$117,187 $131,549 
United Kingdom18,919 28,811 
Vietnam and China32,025 21,056 
Total long-lived assets$168,131 $181,416 
v3.23.3
Stockholders’ Equity (Tables)
 9 Months Ended
Sep. 30, 2023
Equity [Abstract]  
Summary of Reconciliation of Changes in Stockholders' Equity The following is a reconciliation of changes in stockholders’ equity for the three and nine months ended September 30, 2023 and 2022:
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
(In thousands)
Class A common stock
Beginning balance$5 $5 $5 $4 
Shares issued— — — 1 
Ending balance$5 $5 $5 $5 
Class B common stock
Beginning balance$— $— $— $1 
Redemption of common units of FAH, LLC— — — (1)
Ending balance$— $— $— $— 
Additional paid-in capital
Beginning balance$319,531 $304,258 $310,807 $252,505 
Equity-based compensation(916)4,677 7,521 11,999 
Shares issued for equity-based compensation awards— 650 287 1,209 
Redemption of common units of FAH, LLC167 21 167 37,922 
Recapitalization of common units of FAH, LLC— — — 5,873 
Establishment of liabilities under tax receivable agreement and related changes to deferred tax assets— 3 — 101 
Ending balance$318,782 $309,609 $318,782 $309,609 
Accumulated other comprehensive (loss) income
Beginning balance$(426)$(2,575)$(2,603)$1,078 
Foreign currency translation loss, net of tax(2,604)(3,276)(427)(6,929)
Ending balance$(3,030)$(5,851)$(3,030)$(5,851)
(Accumulated deficit) retained earnings
Beginning balance$(68,294)$92,604 $60,015 $68,050 
Net (loss) income attributable to Funko, Inc.(15,009)9,630 (143,318)34,184 
Ending balance$(83,303)$102,234 $(83,303)$102,234 
Non-controlling interests
Beginning balance$11,936 $25,671 $21,465 $74,920 
Distributions to TRA Parties(7)(283)(1,110)(10,507)
Redemption of common units of FAH, LLC(167)(21)(167)(37,922)
Recapitalization of common units of FAH, LLC— — — (5,873)
Foreign currency translation (loss) gain, net of tax(235)(398)36 (1,406)
Net (loss) income attributable to non-controlling interests(1,215)1,519 (9,912)7,276 
Ending balance$10,312 $26,488 $10,312 $26,488 
Total stockholders’ equity$242,766 $432,485 $242,766 $432,485 
Summary of Reconciliation of Changes in Class A and Class B Common Shares Outstanding The following is a reconciliation of changes in Class A and Class B common shares outstanding for the three and nine months ended September 30, 2023 and 2022:
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
(In thousands)
Class A common shares outstanding
Beginning balance47,497 46,832 47,192 40,088 
Shares issued for equity-based compensation awards
1,170 259 1,475 507 
Redemption of common units of FAH, LLC60 4 60 6,500 
Ending balance48,727 47,095 48,727 47,095 
Class B common shares outstanding
Beginning balance3,293 3,293 3,293 10,691 
Redemption of common units of FAH, LLC— — — (6,488)
Recapitalization of Class B common shares— — — (910)
Ending balance3,293 3,293 3,293 3,293 
Total Class A and Class B common shares outstanding
52,020 50,388 52,020 50,388 
v3.23.3
Non-controlling interests (Tables)
 9 Months Ended
Sep. 30, 2023
Noncontrolling Interest [Abstract]  
Summary of Amounts Excluded from the Computation of Net Income (Loss) and Comprehensive Income (Loss) of FAH, LLC The following represents the amounts excluded from the computation of net (loss) income and comprehensive (loss) income of FAH, LLC for the three and nine months ended September 30, 2023 and 2022:
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
(In thousands)
Equity-based (recapture of) compensation expense$(916)$4,677 $7,521 $11,999 
Income tax expense (benefit)$2,257 $1,459 $128,780 $(5,216)
Tax receivable agreement liability adjustment$— $— $(99,620)$— 
v3.23.3
Earnings per Share (Tables)
 9 Months Ended
Sep. 30, 2023
Earnings Per Share [Abstract]  
Summary of Reconciliations of Numerators and Denominators Used to Compute Basic and Diluted Earnings Per Share The following table sets forth reconciliations of the numerators and denominators used to compute basic and diluted (loss) earnings per share of Class A common stock (in thousands, except shares and per share amounts):
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Numerator:
Net (loss) income$(16,224)$11,149 $(153,230)$41,460 
Less: net (loss) income attributable to
  non-controlling interests
(1,215)1,519 (9,912)7,276 
Net (loss) income attributable to Funko, Inc. — basic and diluted$(15,009)$9,630 $(143,318)$34,184 
Add: Reallocation of net (loss) income attributable to non-controlling interests from the assumed exchange of common units of FAH, LLC for Class A common stock
— — — 5,397 
Net (loss) income attributable to Funko, Inc. — diluted$(15,009)$9,630 $(143,318)$39,581 
Denominator:
Weighted-average shares of Class A common stock outstanding — basic48,236,867 46,874,285 47,640,974 43,670,297 
Add: Dilutive common units of FAH, LLC that are convertible into Class A common stock
— 146,109 — 8,005,100 
Add: Dilutive Funko, Inc. equity compensation awards
— 2,665,985 — 2,315,109 
Weighted-average shares of Class A common stock outstanding — diluted48,236,867 49,686,379 47,640,974 53,990,506 
(Loss) earnings per share of Class A common stock — basic$(0.31)$0.21 $(3.01)$0.78 
(Loss) earnings per share of Class A common stock — diluted$(0.31)$0.19 $(3.01)$0.73 
v3.23.3
Significant Accounting Policies (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Jun. 30, 2023
Dec. 31, 2022
Jun. 30, 2022
Dec. 31, 2021
Accounting Policies [Abstract]                
Inventory write-down     $ 30,100          
Decrease in deferred tax asset valuation allowance     123,200          
Deferred tax assets, valuation allowance $ 0   0          
Obligations under tax receivable agreement 9,562 $ 112,746 9,562 $ 112,746 $ 9,562 $ 109,187 $ 112,733 $ 82,884
Liability reduction $ 0 $ 0 $ 99,620 $ 0        
v3.23.3
Fair Value Measurements - Additional Information (Detail) - USD ($)
$ in Millions
Sep. 30, 2023
Dec. 31, 2022
Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents $ 10.8 $ 0.5
Level 3 | Estimate of Fair Value Measurement    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Estimated fair value of debt instruments 160.6 177.5
Outstanding borrowings 158.5 175.8
Fair Value, Inputs, Level 2 | Fair Value, Recurring    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Safeguarding liability 13.0 11.3
Crypto asset safeguarding asset $ 13.0 $ 11.3
v3.23.3
Debt - Summary of Debt (Detail) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Nov. 25, 2022
Debt Instrument [Line Items]      
Line of credit $ 141,000 $ 70,000  
Debt issuance costs (2,073) (1,681)  
Total term debt 158,516 175,819  
Less: current portion 21,977 22,041  
Long-term debt, net 136,539 153,778  
Equipment Finance Loan | Loans Payable      
Debt Instrument [Line Items]      
Equipment Finance Loan 16,589 20,000 $ 20,000
Revolving Credit Facility      
Debt Instrument [Line Items]      
Line of credit 141,000 70,000  
Term Loan Facility      
Debt Instrument [Line Items]      
Term Loan Facility $ 144,000 $ 157,500  
v3.23.3
Debt - New Credit Facilities - Additional Information (Detail)
Feb. 28, 2023
USD ($)
Nov. 25, 2022
USD ($)
Sep. 17, 2021
USD ($)
step_down
Dec. 31, 2023
USD ($)
Sep. 30, 2023
USD ($)
Feb. 27, 2023
USD ($)
Dec. 31, 2022
USD ($)
Jul. 29, 2022
USD ($)
Debt Instrument [Line Items]                
Number of spread | step_down     2          
Line of credit         $ 141,000,000   $ 70,000,000  
Secure Debt                
Debt Instrument [Line Items]                
Facility amount     $ 180,000,000          
Long term debt maturity percentage first and second year     2.50%          
Loans Payable | Equipment Finance Loan                
Debt Instrument [Line Items]                
Interest rate of borrowings   5.71%            
Long-term debt, gross   $ 20,000,000     16,589,000   20,000,000  
Debt instrument term   48 months            
SONIA Rate                
Debt Instrument [Line Items]                
Interest rate margins     4.00%          
Prime Rate                
Debt Instrument [Line Items]                
Interest rate margins     3.00%          
Step down percent     0.25%          
Interest rate of borrowings     0.00%          
Revolving Credit Facility                
Debt Instrument [Line Items]                
Line of credit         141,000,000   70,000,000  
Revolving Credit Facility | Line of Credit                
Debt Instrument [Line Items]                
Line of credit     $ 100,000,000     $ 215,000,000   $ 215,000,000
Remaining borrowing capacity         0   145,000,000  
Revolving Credit Facility | Line of Credit | Third Amendment                
Debt Instrument [Line Items]                
Line of credit $ 180,000,000              
Cash requirement, minimum 10,000,000              
Mandatory repayment, proceeds threshold $ 25,000,000              
Net leverage ratio 2.50              
Debt Instrument fixed charge coverage ratio 1.25              
Revolving Credit Facility | Line of Credit | Third Amendment | Forecast                
Debt Instrument [Line Items]                
Line of credit       $ 150,000,000        
Revolving Credit Facility | Line of Credit | Term Benchmark Loan Or RFR Loan                
Debt Instrument [Line Items]                
Interest rate margins 4.00%              
Revolving Credit Facility | SOFR Rate | Line of Credit                
Debt Instrument [Line Items]                
Interest rate margins     0.10%          
Revolving Credit Facility | Prime Rate | Line of Credit | Canadian Prime Loan Or ABR Loan                
Debt Instrument [Line Items]                
Interest rate margins 3.00%              
Term Loan Facility                
Debt Instrument [Line Items]                
Outstanding borrowings         144,000,000   157,500,000  
Letters of Credit                
Debt Instrument [Line Items]                
Line of credit         $ 0   $ 0  
v3.23.3
Liabilities under Tax Receivable Agreement - Additional information (Detail) - USD ($)
$ in Thousands, shares in Millions
 3 Months Ended 9 Months Ended
Nov. 01, 2017
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Jun. 30, 2023
Dec. 31, 2022
Jun. 30, 2022
Dec. 31, 2021
Liabilities Under Tax Receivable Agreement [Line Items]                  
Percentage of tax benefit paid to equity owner 85.00%                
Obligation under tax receivable agreement, including accrued interest   $ 9,800   $ 9,800          
Obligations under tax receivable agreement   $ 9,562 $ 112,746 $ 9,562 $ 112,746 $ 9,562 $ 109,187 $ 112,733 $ 82,884
FAH, LLC                  
Liabilities Under Tax Receivable Agreement [Line Items]                  
Common units acquired (in shares)   0.1 0.0 0.1 6.5        
Increase in deferred tax assets   $ 0 $ 0 $ 0 $ 30,000        
Accrued Expenses and Other Current Liabilities                  
Liabilities Under Tax Receivable Agreement [Line Items]                  
Obligations under tax receivable agreement             $ 9,600    
v3.23.3
Liabilities under Tax Receivable Agreement - Schedule of Liability Activity (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Liabilities Under Tax Receivable Agreement [Roll Forward]        
Beginning balance $ 9,562 $ 112,733 $ 109,187 $ 82,884
Additional liabilities for exchanges 0 13 0 29,862
Liability reduction 0 0 99,620 0
Payments under tax receivable agreement 0 0 (5) 0
Ending balance $ 9,562 $ 112,746 $ 9,562 $ 112,746
v3.23.3
Commitments and Contingencies - Additional information (Detail)
$ in Millions
 3 Months Ended 7 Months Ended 9 Months Ended 24 Months Ended
Jul. 05, 2022
stockholder
Jul. 06, 2020
lawsuit
Jul. 02, 2018
lawsuit
Sep. 30, 2023
USD ($)
Jun. 12, 2018
stockholder
Sep. 30, 2023
USD ($)
Jul. 05, 2022
lawsuit
Lessee, Lease, Description [Line Items]              
Severance payment period (up to)           1 year  
Number of plaintiffs         7    
Cassella v. Mariotti et al., Evans v. Mariotti et al., and Igelido v. Mariotti et al.              
Lessee, Lease, Description [Line Items]              
Number of additional putative class action lawsuits filed | lawsuit   1 1       3
Fletcher, et al. v. Mariotti              
Lessee, Lease, Description [Line Items]              
Number of plaintiffs 2            
Funko Acquisition Holdings, L.L.C.              
Lessee, Lease, Description [Line Items]              
Operating leases, renewal term       5 years   5 years  
Termination of lease | $       $ 6.2   $ 6.2  
v3.23.3
Segments - Additional Information (Details)
 9 Months Ended
Sep. 30, 2023
segment
Segment Reporting [Abstract]  
Number of reportable segments 1
v3.23.3
Segments - Summary of Main Product Categories as Percent of Sales (Details) - Sales Revenue - Product Concentration Risk
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Core Collectible        
Schedule of Property and Equipment Net by Country [Line Items]        
Percent of sales 74.50% 77.20% 73.40% 76.30%
Loungefly        
Schedule of Property and Equipment Net by Country [Line Items]        
Percent of sales 18.40% 16.30% 19.80% 18.20%
Other        
Schedule of Property and Equipment Net by Country [Line Items]        
Percent of sales 7.10% 6.50% 6.80% 5.50%
v3.23.3
Segments - Summary of Net Sales (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Segment Reporting Information [Line Items]        
Net sales $ 312,944 $ 365,607 $ 804,850 $ 989,666
United States        
Segment Reporting Information [Line Items]        
Net sales 208,895 262,316 557,899 725,677
Europe        
Segment Reporting Information [Line Items]        
Net sales 83,398 78,239 193,229 198,688
Other International        
Segment Reporting Information [Line Items]        
Net sales $ 20,651 $ 25,052 $ 53,722 $ 65,301
v3.23.3
Segments - Summary of Long-Lived Assets (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Revenues from External Customers and Long-Lived Assets [Line Items]    
Total long-lived assets $ 168,131 $ 181,416
United States    
Revenues from External Customers and Long-Lived Assets [Line Items]    
Total long-lived assets 117,187 131,549
UNITED KINGDOM    
Revenues from External Customers and Long-Lived Assets [Line Items]    
Total long-lived assets 18,919 28,811
Vietnam and China    
Revenues from External Customers and Long-Lived Assets [Line Items]    
Total long-lived assets $ 32,025 $ 21,056
v3.23.3
Income Taxes - Additional Information (Detail) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Income Tax Disclosure [Abstract]        
Income tax (benefit) expense $ 3,076 $ 2,342 $ 130,859 $ (2,932)
Effective income tax rate     (584.90%)  
v3.23.3
Stockholders' Equity - Reconciliation of Changes in Stockholders' Equity (Detail) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Increase (Decrease) in Stockholders' Equity [Roll Forward]        
Beginning balance     $ 389,689  
Foreign currency translation (loss)gain , net of tax $ (2,839) $ (3,674) (391) $ (8,335)
Net (loss) income attributable to Funko, Inc. (16,224) 11,149 (153,230) 41,460
Ending balance 242,766 432,485 242,766 432,485
Common Stock | Class A common stock        
Increase (Decrease) in Stockholders' Equity [Roll Forward]        
Beginning balance 5 5 5 4
Shares issued 0 0 0 1
Ending balance 5 5 5 5
Common Stock | Class B common stock        
Increase (Decrease) in Stockholders' Equity [Roll Forward]        
Beginning balance 0 0 0 1
Redemption of common units of FAH, LLC 0 0 0 (1)
Ending balance 0 0 0 0
Additional paid-in capital        
Increase (Decrease) in Stockholders' Equity [Roll Forward]        
Beginning balance 319,531 304,258 310,807 252,505
Equity-based compensation (916) 4,677 7,521 11,999
Redemption of common units of FAH, LLC 167 21 167 37,922
Shares issued for equity-based compensation awards 0 650 287 1,209
Recapitalization of common units of FAH, LLC 0 0 0 5,873
Establishment of liabilities under tax receivable agreement and related changes to deferred tax assets 0 3 0 101
Ending balance 318,782 309,609 318,782 309,609
Accumulated other comprehensive (loss) income        
Increase (Decrease) in Stockholders' Equity [Roll Forward]        
Beginning balance (426) (2,575) (2,603) 1,078
Foreign currency translation (loss)gain , net of tax (2,604) (3,276) (427) (6,929)
Ending balance (3,030) (5,851) (3,030) (5,851)
(Accumulated deficit) retained earnings        
Increase (Decrease) in Stockholders' Equity [Roll Forward]        
Beginning balance (68,294) 92,604 60,015 68,050
Net (loss) income attributable to Funko, Inc. (15,009) 9,630 (143,318) 34,184
Ending balance (83,303) 102,234 (83,303) 102,234
Non-controlling interests        
Increase (Decrease) in Stockholders' Equity [Roll Forward]        
Beginning balance 11,936 25,671 21,465 74,920
Redemption of common units of FAH, LLC (167) (21) (167) (37,922)
Recapitalization of common units of FAH, LLC 0 0 0 (5,873)
Distributions to TRA Parties (7) (283) (1,110) (10,507)
Foreign currency translation (loss)gain , net of tax (235) (398) 36 (1,406)
Net (loss) income attributable to Funko, Inc. (1,215) 1,519 (9,912) 7,276
Ending balance $ 10,312 $ 26,488 $ 10,312 $ 26,488
v3.23.3
Stockholders' Equity - Reconciliation of Changes in Class A and Class B Common Shares Outstanding (Detail) - shares
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Class A and Class B common shares outstanding        
Increase (Decrease) in Stockholders' Equity [Roll Forward]        
Common shares outstanding (in shares) 52,020,000 50,388,000 52,020,000 50,388,000
Class A common stock        
Increase (Decrease) in Stockholders' Equity [Roll Forward]        
Beginning balance, common shares outstanding (in shares) 47,497,000 46,832,000 47,192,000 40,088,000
Shares issued for equity-based compensation awards (in shares) 1,170,000 259,000 1,475,000 507,000
Redemption of common units of FAH, LLC (in shares) 60,000 4,000 60,000 6,500,000
Common shares outstanding (in shares) 48,727,000 47,095,000 48,727,000 47,095,000
Class B common stock        
Increase (Decrease) in Stockholders' Equity [Roll Forward]        
Beginning balance, common shares outstanding (in shares) 3,293,000 3,293,000 3,293,000 10,691,000
Redemption of common units of FAH, LLC (in shares) 0 0 0 (6,488,000)
Recapitalization of Class B common shares (in shares) 0 0 0 (910,000)
Common shares outstanding (in shares) 3,293,000 3,293,000 3,293,000 3,293,000
v3.23.3
Non-controlling interests - Additional Information (Detail) - shares
 9 Months Ended 12 Months Ended
Sep. 30, 2023
Dec. 31, 2022
Jun. 30, 2023
Sep. 30, 2022
Jun. 30, 2022
Dec. 31, 2021
FAH, LLC            
Noncontrolling Interest [Line Items]            
Ownership percentage 91.70% 91.60%        
Class A common shares outstanding            
Noncontrolling Interest [Line Items]            
Common stock, shares outstanding (in shares) 48,727,000 47,192,000 47,497,000 47,095,000 46,832,000 40,088,000
Class A common shares outstanding | FAH, LLC            
Noncontrolling Interest [Line Items]            
Common stock, shares outstanding (in shares) 48,700,000 47,200,000        
v3.23.3
Non-controlling interests (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Noncontrolling Interest [Line Items]        
Income tax expense (benefit) $ 3,076 $ 2,342 $ 130,859 $ (2,932)
Tax receivable agreement liability adjustment 0 0 (99,620) 0
Funko Acquisition Holdings, L.L.C.        
Noncontrolling Interest [Line Items]        
Equity-based (recapture of) compensation expense (916) 4,677 7,521 11,999
Income tax expense (benefit) $ 2,257 $ 1,459 $ 128,780 $ (5,216)
v3.23.3
Earnings per Share - Schedule of Reconciliations of Numerators and Denominators Used to Compute Basic and Diluted Earnings Per Share (Detail) - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Numerator:        
Net (loss) income $ (16,224) $ 11,149 $ (153,230) $ 41,460
Less: net (loss) income attributable to non-controlling interests (1,215) 1,519 (9,912) 7,276
Net (loss) income attributable to Funko, Inc. (15,009) 9,630 (143,318) 34,184
Add: Reallocation of net (loss) income attributable to non-controlling interests from the assumed exchange of common units of FAH, LLC for Class A common stock 0 0 0 5,397
Net (loss) income attributable to Funko, Inc. — diluted $ (15,009) $ 9,630 $ (143,318) $ 39,581
Denominator:        
Weighted-average shares of Class A common stock outstanding — basic (in shares) 48,236,867 46,874,285 47,640,974 43,670,297
Add: Dilutive common units of FAH, LLC that are convertible into Class A common stock (in shares) 0 146,109 0 8,005,100
Add: Dilutive Funko, Inc. equity compensation awards (in shares) 0 2,665,985 0 2,315,109
Weighted-average shares of Class A common stock outstanding — diluted (in shares) 48,236,867 49,686,379 47,640,974 53,990,506
(Loss) earnings per share of Class A common stock — basic (in dollars per share) $ (0.31) $ 0.21 $ (3.01) $ 0.78
(Loss) earnings per share of Class A common stock — diluted (in dollars per share) $ (0.31) $ 0.19 $ (3.01) $ 0.73
v3.23.3
Earnings per Share - Additional Information (Detail) - Class A common shares outstanding - shares
shares in Millions
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]        
Anti-dilutive shares excluded from weighted-average in computation of diluted earnings per share (in shares) 10.3 6.0 10.6 1.9
Funko Acquisition Holdings, L.L.C.        
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]        
Anti-dilutive shares excluded from weighted-average in computation of diluted earnings per share (in shares) 4.4 4.3 4.4 0.0