Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2022 | Apr. 25, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-36180 | |
Entity Registrant Name | CHEGG, INC | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 20-3237489 | |
Entity Address, Address Line One | 3990 Freedom Circle | |
Entity Address, City or Town | Santa Clara | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 95054 | |
City Area Code | 408 | |
Local Phone Number | 855-5700 | |
Title of 12(b) Security | Common stock, $0.001 par value per share | |
Trading Symbol | CHGG | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 125,894,774 | |
Entity Central Index Key | 0001364954 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Current assets | ||
Cash and cash equivalents | $ 267,731 | $ 854,078 |
Short-term investments | 915,431 | 691,781 |
Accounts receivable, net of allowance of $156 and $153 at March 31, 2022 and December 31, 2021, respectively | 19,918 | 17,850 |
Prepaid expenses | 28,882 | 35,093 |
Other current assets | 14,671 | 23,846 |
Total current assets | 1,246,633 | 1,622,648 |
Long-term investments | 435,413 | 745,993 |
Textbook library, net | 10,651 | 11,241 |
Property and equipment, net | 187,743 | 169,938 |
Goodwill | 641,284 | 289,763 |
Intangible assets, net | 102,685 | 40,566 |
Right of use assets | 18,879 | 18,062 |
Other assets | 19,182 | 21,035 |
Total assets | 2,662,470 | 2,919,246 |
Current liabilities | ||
Accounts payable | 9,549 | 11,992 |
Deferred revenue | 60,458 | 35,143 |
Accrued liabilities | 85,424 | 67,209 |
Total current liabilities | 155,431 | 114,344 |
Long-term liabilities | ||
Convertible senior notes, net | 1,679,534 | 1,678,155 |
Long-term operating lease liabilities | 12,456 | 12,447 |
Other long-term liabilities | 6,528 | 7,383 |
Total long-term liabilities | 1,698,518 | 1,697,985 |
Total liabilities | 1,853,949 | 1,812,329 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Preferred stock, $0.001 par value per share, 10,000,000 shares authorized, no shares issued and outstanding | 0 | 0 |
Common stock, $0.001 par value per share: 400,000,000 shares authorized; 126,681,972 and 136,951,956 shares issued and outstanding at March 31, 2022 and December 31, 2021, respectively | 127 | 137 |
Additional paid-in capital | 1,176,765 | 1,449,305 |
Accumulated other comprehensive loss | (36,922) | (5,334) |
Accumulated deficit | (331,449) | (337,191) |
Total stockholders' equity | 808,521 | 1,106,917 |
Total liabilities and stockholders' equity | $ 2,662,470 | $ 2,919,246 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts receivable, current | $ 156 | $ 153 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 400,000,000 | 400,000,000 |
Common stock, shares issued (in shares) | 126,681,972 | 136,951,956 |
Common stock, shares outstanding (in shares) | 126,681,972 | 136,951,956 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Statement [Abstract] | ||
Net revenues | $ 202,244 | $ 198,378 |
Cost of revenues | 55,085 | 71,384 |
Gross profit | 147,159 | 126,994 |
Operating expenses: | ||
Research and development | 52,415 | 46,131 |
Sales and marketing | 42,498 | 26,214 |
General and administrative | 46,870 | 37,870 |
Total operating expenses | 141,783 | 110,215 |
Income from operations | 5,376 | 16,779 |
Interest expense, net and other income (expense), net: | ||
Interest expense, net | (1,597) | (1,929) |
Other income (expense), net | 6,180 | (77,208) |
Total interest expense, net and other income (expense), net | 4,583 | (79,137) |
Income (loss) before provision for income taxes | 9,959 | (62,358) |
Provision for income taxes | (4,217) | (2,821) |
Net income (loss) | $ 5,742 | $ (65,179) |
Net income (loss) per share | ||
Basic (in dollars per share) | $ 0.04 | $ (0.49) |
Diluted (in dollars per share) | $ 0.04 | $ (0.49) |
Weighted average shares used to compute net income (loss) per share | ||
Basic (in shares) | 132,162 | 134,352 |
Diluted (in shares) | 133,270 | 134,352 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | ||
Net income (loss) | $ 5,742 | $ (65,179) |
Other comprehensive loss | ||
Change in net unrealized loss on investments, net of tax | (12,917) | (1,894) |
Change in foreign currency translation adjustments, net of tax | (18,671) | (874) |
Other comprehensive loss | (31,588) | (2,768) |
Total comprehensive loss | $ (25,846) | $ (67,947) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | Common Stock | Additional Paid-In Capital | Additional Paid-In CapitalCumulative Effect, Period of Adoption, Adjustment | Accumulated Other Comprehensive Loss | Accumulated Deficit | Accumulated DeficitCumulative Effect, Period of Adoption, Adjustment |
Beginning balance (in shares) at Dec. 31, 2020 | 129,344,000 | |||||||
Beginning balance at Dec. 31, 2020 | $ 609,635 | $ (378,138) | $ 129 | $ 1,030,577 | $ (465,006) | $ 1,530 | $ (422,601) | $ 86,868 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Issuance of common stock in connection with equity offering, net of offering costs (in shares) | 10,975,000 | |||||||
Issuance of common stock in connection with equity offering, net of offering costs | 1,091,466 | $ 11 | 1,091,455 | |||||
Equity component on conversions of 2023 notes and 2025 notes | (11,305) | (11,305) | ||||||
Issuance of common stock upon conversions of 2023 notes (in shares) | 126,000 | |||||||
Issuance of common stock upon conversions of 2023 notes | 11,237 | 11,237 | ||||||
Net proceeds from capped call related to conversions of 2023 notes and 2025 notes | 23,577 | 23,577 | ||||||
Issuance of common stock upon exercise of stock options (in shares) | 44,000 | |||||||
Issuance of common stock upon exercise of stock options | 346 | 346 | ||||||
Net share settlement of equity awards (in shares) | 828,000 | |||||||
Net share settlement of equity awards | (59,175) | $ 1 | (59,176) | |||||
Share-based compensation expense | 23,647 | 23,647 | ||||||
Other comprehensive loss | (2,768) | (2,768) | ||||||
Net income (loss) | (65,179) | (65,179) | ||||||
Ending balance (in shares) at Mar. 31, 2021 | 141,317,000 | |||||||
Ending balance at Mar. 31, 2021 | $ 1,243,343 | $ 141 | 1,645,352 | (1,238) | (400,912) | |||
Beginning balance (in shares) at Dec. 31, 2021 | 136,951,956 | 136,952,000 | ||||||
Beginning balance at Dec. 31, 2021 | $ 1,106,917 | $ 137 | 1,449,305 | (5,334) | (337,191) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Repurchases of common stock (in shares) | (10,725,000) | |||||||
Repurchases of common stock | (300,450) | $ (11) | (300,439) | |||||
Issuance of common stock upon exercise of stock options (in shares) | 54,000 | |||||||
Issuance of common stock upon exercise of stock options | 455 | 455 | ||||||
Net share settlement of equity awards (in shares) | 401,000 | |||||||
Net share settlement of equity awards | (7,466) | $ 1 | (7,467) | |||||
Share-based compensation expense | 34,911 | 34,911 | ||||||
Other comprehensive loss | (31,588) | (31,588) | ||||||
Net income (loss) | $ 5,742 | 5,742 | ||||||
Ending balance (in shares) at Mar. 31, 2022 | 126,681,972 | 126,682,000 | ||||||
Ending balance at Mar. 31, 2022 | $ 808,521 | $ 127 | $ 1,176,765 | $ (36,922) | $ (331,449) |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Cash flows from operating activities | ||
Net income (loss) | $ 5,742 | $ (65,179) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Print textbook depreciation expense | 1,521 | 3,760 |
Other depreciation and amortization expense | 20,285 | 14,846 |
Share-based compensation expense | 33,084 | 23,100 |
Amortization of debt issuance costs | 1,382 | 1,626 |
Gain on foreign currency remeasurement of purchase consideration | (4,628) | 0 |
Loss on early extinguishment of debt | 0 | 78,152 |
Loss on change in fair value of derivative instruments, net | 0 | 7,148 |
Loss from write-off of property and equipment | 626 | 757 |
Gain on sale of strategic equity investment | 0 | (5,338) |
(Gain) loss on textbook library, net | (610) | 4,028 |
Operating lease expense, net of accretion | 1,640 | 1,589 |
Other non-cash items | (737) | 87 |
Change in assets and liabilities, net of effect of acquisition of businesses: | ||
Accounts receivable | 292 | 2,240 |
Prepaid expenses and other current assets | 21,722 | (25,075) |
Other assets | 8,342 | 1,058 |
Accounts payable | (7,534) | 6,597 |
Deferred revenue | 8,554 | 15,988 |
Accrued liabilities | (7,555) | 9,386 |
Other liabilities | (2,091) | (1,197) |
Net cash provided by operating activities | 80,035 | 73,573 |
Cash flows from investing activities | ||
Purchases of property and equipment | (29,533) | (18,984) |
Purchases of textbooks | (3,692) | (4,527) |
Proceeds from disposition of textbooks | 2,499 | 4,038 |
Purchases of investments | (273,280) | (925,748) |
Maturities of investments | 342,059 | 181,315 |
Proceeds from sale of strategic equity investment | 0 | 6,845 |
Acquisition of businesses, net of cash acquired | (401,125) | (7,891) |
Net cash used in investing activities | (363,072) | (764,952) |
Cash flows from financing activities | ||
Proceeds from common stock issued under stock plans, net | 456 | 347 |
Payment of taxes related to the net share settlement of equity awards | (7,467) | (59,176) |
Proceeds from equity offering, net of offering costs | 0 | 1,091,466 |
Repayment of convertible senior notes | 0 | (189,849) |
Proceeds from exercise of convertible senior notes capped call | 0 | 24,812 |
Repurchases of common stock | (300,450) | 0 |
Net cash (used in) provided by financing activities | (307,461) | 867,600 |
Effect of exchange rate changes | 4,628 | 0 |
Net (decrease) increase in cash, cash equivalents and restricted cash | (585,870) | 176,221 |
Cash, cash equivalents and restricted cash, beginning of period | 855,893 | 481,715 |
Cash, cash equivalents and restricted cash, end of period | 270,023 | 657,936 |
Supplemental cash flow data: | ||
Interest | 437 | 502 |
Income taxes, net of refunds | 1,101 | 3,063 |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from operating leases | 1,852 | 1,998 |
Right of use assets obtained in exchange for lease obligations, operating lease | 2,715 | 0 |
Non-cash investing and financing activities: | ||
Accrued purchases of long-lived assets | 5,778 | 904 |
Issuance of common stock related to repayment of convertible senior notes | 0 | 11,237 |
Reconciliation of cash, cash equivalents and restricted cash: | ||
Cash and cash equivalents | 267,731 | 656,168 |
Restricted cash included in other current assets | 70 | 38 |
Restricted cash included in other assets | 2,222 | 1,730 |
Total cash, cash equivalents and restricted cash | $ 270,023 | $ 657,936 |
Background and Basis of Present
Background and Basis of Presentation | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Background and Basis of Presentation | Background and Basis of Presentation Company and Background Chegg, Inc. (Chegg, the Company, we, us, or our), headquartered in Santa Clara, California, was incorporated as a Delaware corporation in July 2005. Millions of people all around the world Learn with Chegg. Our mission is to improve learning and learning outcomes by putting students first. We support life-long learners starting with their academic journey and extending into their careers. The Chegg platform provides products and services to support learners to help them better understand their academic course materials, and also provides personal and professional development skills training, to help them achieve their learning goals. Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) regarding interim financial reporting. The condensed consolidated financial statements include the results of Chegg, Inc. and its wholly-owned subsidiaries. Significant intercompany balances and transactions have been eliminated. In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments, including normal recurring adjustments, necessary to present fairly our financial position as of March 31, 2022, our results of operations, results of comprehensive loss, stockholders' equity and cash flows for the three months ended March 31, 2022 and 2021. Our results of operations, results of comprehensive loss, stockholders' equity, and cash flows for the three months ended March 31, 2022 are not necessarily indicative of the results to be expected for the full year. We have a single operating and reportable segment and operating unit structure. The condensed consolidated financial statements and related financial information should be read in conjunction with the audited consolidated financial statements and the related notes thereto that are included in our Annual Report on Form 10-K for the year ended December 31, 2021 (the Annual Report on Form 10-K) filed with the SEC. There have been no material changes to our significant accounting policies as compared to the significant accounting policies described in our Annual Report on Form 10-K. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates, judgments, and assumptions that affect the reported amounts of assets and liabilities; the disclosure of contingent liabilities at the date of the financial statements; and the reported amounts of revenues and expenses during the reporting periods. We base our estimates on historical experience, knowledge of current business conditions, and various other factors we believe to be reasonable under the circumstances. These estimates are based on management’s knowledge about current events and expectations about actions we may undertake in the future. Actual results could differ from these estimates, and such differences could be material to our financial position and results of operations. There have been no material changes in our use of estimates during the three months ended March 31, 2022 as compared to the use of estimates disclosed in Part II, Item 8 “Consolidated Financial Statements and Supplementary Data” contained in our Annual Report on Form 10-K for the year ended December 31, 2021. Condensed Consolidated Statements of Operations Details Other income (expense), net consists of the following (in thousands): Three Months Ended 2022 2021 Loss on early extinguishment of debt $ — $ (78,152) Loss on change in fair value of derivative instruments, net — (7,148) Gain on sale of strategic equity investments — 5,338 Gain on foreign currency remeasurement of purchase consideration (1) 4,628 — Interest income 1,477 2,049 Other 75 705 Total other income (expense), net $ 6,180 $ (77,208) (1) For further information, see Note 5, “Acquisition.” Recent Accounting Pronouncements Recently Issued Accounting Pronouncements Not Yet Adopted There were no accounting pronouncements issued during the three months ended March 31, 2022 that would have an impact on our financial statements. Recently Adopted Accounting Pronouncements In October 2021, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2021-08, Business Combinations-Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (Topic 805). The new guidance requires contract assets and contract liabilities acquired in a business combination to be recognized in accordance with Accounting Standards Codification (ASC) Topic 606 as if the acquirer had originated the contracts. The standard is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, and early adoption is permitted. We early adopted ASU 2021-08 on January 1, 2022 and applied it to our acquisition of Busuu. The most significant impacts were an increase in contract liabilities, contained within deferred revenue, and goodwill. In May 2021, the FASB issued ASU 2021-04, Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options. ASU 2021-04 aims to clarify and reduce diversity in an issuer’s accounting for modifications or exchanges of freestanding equity-classified written call options that remain equity classified after modification or exchange based on the economic substance of the modification or exchange. Early adoption is permitted and the guidance must be applied prospectively to all modifications or exchanges that occur on or after the date of adoption. The guidance is effective for annual periods beginning after December 15, 2021. We adopted ASU 2021-04 on January 1, 2022 under the prospective method of adoption and there was no impact to our results of operations as we did not modify or exchange any freestanding equity-classified written call options. |
Revenues
Revenues | 3 Months Ended |
Mar. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenues | Revenues Revenue Recognition Revenues are recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. The majority of our revenues are recognized over time as services are performed, with certain revenues being recognized at a point in time. The following tables set forth our total net revenues for the periods shown disaggregated for our Chegg Services and Required Materials product lines (in thousands, except percentages): Three Months Ended Change 2022 2021 $ % Chegg Services $ 184,812 $ 162,351 $ 22,461 14 % Required Materials 17,432 36,027 (18,595) (52) Total net revenues $ 202,244 $ 198,378 $ 3,866 2 During the three months ended March 31, 2022 and 2021, we recognized $30.9 million and $29.5 million, respectively, of revenues that were included in our deferred revenue balance at the beginning of each respective reporting period. During the three months ended March 31, 2022 and 2021, we recognized $4.8 million and $10.7 million, respectively, of operating lease income from print textbook rentals that we own. Contract Balances The following table presents our accounts receivable, net, contract assets and deferred revenue balances (in thousands, except percentages): Change March 31, December 31, 2021 $ % Accounts receivable, net $ 19,918 $ 17,850 $ 2,068 12 % Contract assets 13,670 14,231 (561) (4) Deferred revenue 60,458 35,143 25,315 72 |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share | Net Income (Loss) Per Share The following table sets forth the computation of basic and diluted net income (loss) per share (in thousands, except per share amounts): Three Months Ended 2022 2021 Basic Numerator: Net income (loss) $ 5,742 $ (65,179) Denominator: Weighted average shares used to compute net income (loss) per share, basic 132,162 134,352 Net income (loss) per share, basic $ 0.04 $ (0.49) Diluted Numerator: Net income (loss) $ 5,742 $ (65,179) Denominator: Weighted average shares used to compute net income (loss) per share, basic 132,162 134,352 Shares related to stock plan activity 1,108 — Weighted average shares used to compute net income (loss) per share, diluted 133,270 134,352 Net income (loss) per share, diluted $ 0.04 $ (0.49) The following potential weighted-average shares of common stock outstanding were excluded from the computation of diluted net income (loss) per share because including them would have been anti-dilutive (in thousands): Three Months Ended 2022 2021 Shares related to stock plan activity 2,300 3,563 Shares related to convertible senior notes 22,875 28,818 Total common stock equivalents 25,175 32,381 |
Cash and Cash Equivalents, and
Cash and Cash Equivalents, and Investments and Fair Value Measurements | 3 Months Ended |
Mar. 31, 2022 | |
Cash and Cash Equivalents [Abstract] | |
Cash and Cash Equivalents, and Investments and Fair Value Measurements | Cash and Cash Equivalents, and Investments and Fair Value Measurements The following tables show our cash and cash equivalents, and investments’ fair value level classification, adjusted cost, unrealized gain, unrealized loss and fair value as of March 31, 2022 and December 31, 2021 (in thousands except for fair value levels): March 31, 2022 Fair Value Level Adjusted Cost Unrealized Gain Unrealized Loss Fair Value Cash and cash equivalents: Cash $ 39,413 $ — $ — $ 39,413 Money market funds Level 1 228,318 — — 228,318 Total cash and cash equivalents $ 267,731 $ — $ — $ 267,731 Short-term investments: Commercial paper Level 2 $ 86,583 $ — $ (443) $ 86,140 Corporate debt securities Level 2 765,556 9 (6,045) 759,520 U.S. treasury securities Level 1 54,718 — (436) 54,282 Agency bonds Level 2 15,501 — (12) 15,489 Total short-term investments $ 922,358 $ 9 $ (6,936) $ 915,431 Long-term investments: Corporate debt securities Level 2 $ 346,032 $ — $ (7,939) $ 338,093 U.S. treasury securities Level 1 99,294 — (1,974) 97,320 Total long-term investments $ 445,326 $ — $ (9,913) $ 435,413 December 31, 2021 Fair Value Level Adjusted Cost Unrealized Gain Unrealized Loss Fair Value Cash and cash equivalents: Cash $ 30,324 $ — $ — $ 30,324 Money market funds Level 1 823,754 — — 823,754 Total cash and cash equivalents $ 854,078 $ — $ — $ 854,078 Short-term investments: Commercial paper Level 2 $ 124,211 $ 2 $ (33) $ 124,180 Corporate debt securities Level 2 552,609 36 (546) 552,099 Agency bonds Level 2 15,500 2 — 15,502 Total short-term investments $ 692,320 $ 40 $ (579) $ 691,781 Long-term investments: Corporate debt securities Level 2 $ 724,517 $ — $ (3,277) $ 721,240 U.S. treasury securities Level 1 24,860 — (107) 24,753 Total long-term investments $ 749,377 $ — $ (3,384) $ 745,993 As of March 31, 2022, we determined that the declines in the market value of our investment portfolio were not driven by credit related factors. During the three months ended March 31, 2022 and 2021 we did not recognize any losses on our investments due to credit related factors. During the three months ended March 31, 2022 and 2021, our gross realized gains and losses on investments were not significant. The following table shows our cash equivalents and investments' adjusted cost and fair value by contractual maturity as of March 31, 2022 (in thousands): Adjusted Cost Fair Value Due in 1 year or less $ 922,358 $ 915,431 Due in 1-2 years 445,326 435,413 Investments not due at a single maturity date 228,318 228,318 Total $ 1,596,002 $ 1,579,162 Investments not due at a single maturity date in the preceding table consisted of money market funds. Financial Instruments Not Recorded at Fair Value on a Recurring Basis We report our financial instruments at fair value with the exception of the notes. The estimated fair value of the notes was determined based on the trading price of the notes as of the last day of trading for the period. We consider the fair value of the notes to be a Level 2 measurement due to the limited trading activity. The estimated fair value of the 2026 notes as of March 31, 2022 and December 31, 2021 was $818.8 million and $840.0 million, respectively. The estimated fair value of the 2025 notes as of March 31, 2022 and December 31, 2021 was $708.8 million and $682.2 million, respectively. For further information on the notes refer to Note 7, “Convertible Senior Notes.” |
Acquisition
Acquisition | 3 Months Ended |
Mar. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisition | Acquisition On January 13, 2022, we completed our acquisition of 100% of the outstanding shares of Busuu Online S.L (Busuu) in cash, an online language learning company that offers a comprehensive solution through a combination of self-paced lessons, live classes with expert tutors and the ability to learn and practice with members of the Busuu language learning community. The acquisition helps to expand our existing offerings and global reach through language learning, allowing us to drive further into international markets. The following table presents the preliminary allocation of purchase consideration recorded on our condensed consolidated balance sheet as of the acquisition date (in thousands): Busuu Cash and cash equivalents $ 20,525 Accounts receivable 2,446 Right of use assets 2,715 Other acquired assets 3,710 Acquired intangible assets 71,600 Total identifiable assets acquired 100,996 Accounts payable (5,174) Accrued liabilities (22,749) Deferred revenue (16,761) Long term operating lease liabilities (2,038) Net identifiable assets acquired 54,274 Goodwill 367,376 Total fair value of purchase consideration $ 421,650 The estimates and assumptions regarding the fair value of certain tangible assets acquired and liabilities assumed, the valuation of intangible assets acquired, income taxes, and goodwill are subject to change as we obtain additional information during the measurement period, which usually lasts for up to one year from the acquisition date. Goodwill is primarily attributable to the potential for expanding our offerings to include an online language learning platform and global reach allowing us to drive further into international markets. Substantially all of the amounts recorded for intangible assets and goodwill are deductible for tax purposes. The following table presents the details of the allocation of purchase consideration to the acquired intangible assets (in thousands, except weighted-average amortization period): Busuu Amount Weighted-Average Amortization Period (in months) Trade name $ 4,600 72 Customer lists 18,000 24 Developed technology 49,000 84 Total acquired intangible assets $ 71,600 68 During the three months ended March 31, 2022 and year ended December 31, 2021, we incurred acquisition-related expenses of $0.5 million and $5.3 million, respectively, associated with our acquisition of Busuu, which have been included in general and administrative expense on our condensed consolidated statement of operations. The purchase consideration was paid in Euros, which is different from our functional currency of United States Dollars. We initially funded an equivalent of $417.0 million that was remeasured at $421.7 million at closing, which is included in our statement of cash flows as a cash outflow from investing activities net of cash acquired, resulting in a $4.6 million gain included in other income (expense), net on our condensed consolidated statement of operations. The Busuu purchase agreement provides for additional payments of up to approximately $25.5 million, subject to the continued employment of certain key employees. These payments are not included in the fair value of the purchase consideration but rather are expensed ratably as acquisition-related compensation costs and classified based on the seller's job function, on our condensed consolidated statement of operations. As of March 31, 2022, we have recorded approximately $1.8 million within accrued liabilities on our condensed consolidated balance sheets for these payments. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill consists of the following (in thousands): Three Months Ended March 31, 2022 Beginning balance $ 289,763 Additions due to acquisitions 367,376 Foreign currency translation adjustment (15,855) Ending balance $ 641,284 Intangible assets consist of the following (in thousands, except weighted-average amortization period): March 31, 2022 Weighted-Average Amortization Period (in months) Gross Carrying Amount Accumulated Amortization Foreign Currency Translation Adjustment Net Carrying Amount Developed technologies 80 $ 106,703 $ (34,921) $ (2,165) $ 69,617 Content libraries 60 12,230 (7,447) — 4,783 Customer lists 35 34,190 (14,756) (772) 18,662 Trade and domain names 52 16,213 (9,993) (197) 6,023 Indefinite-lived trade name — 3,600 — — 3,600 Total intangible assets, net 67 $ 172,936 $ (67,117) $ (3,134) $ 102,685 December 31, 2021 Weighted-Average Amortization Gross Accumulated Foreign Currency Translation Adjustment Net Developed technologies 76 $ 57,521 $ (31,790) $ — $ 25,731 Content library 60 12,230 (6,836) — 5,394 Customer lists 47 16,190 (12,432) — 3,758 Trade and domain names 44 11,613 (9,530) — 2,083 Indefinite-lived trade name — 3,600 — — 3,600 Total intangible assets, net 65 $ 101,154 $ (60,588) $ — $ 40,566 During the three months ended March 31, 2022 and 2021, amortization expense related to our finite-lived intangible assets totaled approximately $6.4 million and $4.4 million, respectively. As of March 31, 2022, the estimated future amortization expense related to our finite-lived intangible assets is as follows (in thousands): Remaining nine months of 2022 $ 20,402 2023 25,203 2024 13,858 2025 11,744 2026 11,396 Thereafter 16,482 Total $ 99,085 |
Convertible Senior Notes
Convertible Senior Notes | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Convertible Senior Notes | Convertible Senior NotesIn August 2020, we issued $1.0 billion in aggregate principal amount of 0% convertible senior notes due in 2026 (2026 notes). The aggregate principal amount of the 2026 notes includes $100 million from the initial purchasers fully exercising their option to purchase additional notes. In March 2019, we issued $700 million in aggregate principal amount of 0.125% convertible senior notes due in 2025 (2025 notes, together with the 2026 notes, the notes) and in April 2019, the initial purchasers fully exercised their option to purchase $100 million of additional 2025 notes for aggregate total principal amount of $800 million. The notes were issued in private placements to qualified institutional buyers pursuant to Rule 144A of the Securities Act of 1933, as amended. The total net proceeds from the notes are as follows (in thousands): 2026 Notes 2025 Notes Principal amount $ 1,000,000 $ 800,000 Less initial purchasers’ discount (15,000) (18,998) Less other issuance costs (904) (822) Net proceeds $ 984,096 $ 780,180 The notes are our senior, unsecured obligations and are governed by indenture agreements by and between us and Wells Fargo Bank, National Association, as Trustee (the indentures). The 2026 notes bear no interest and will mature on September 1, 2026, unless repurchased, redeemed or converted in accordance with their terms prior to such date. The 2025 notes bear interest of 0.125% per year which is payable semi-annually in arrears on March 15 and September 15 of each year, beginning on September 15, 2019. The 2025 notes will mature on March 15, 2025, unless repurchased, redeemed or converted in accordance with their terms prior to such date. Each $1,000 principal amount of the 2026 notes will initially be convertible into 9.2978 shares of our common stock. This is equivalent to an initial conversion price of approximately $107.55 per share, which is subject to adjustment in certain circumstances. Each $1,000 principal amount of the 2025 notes will initially be convertible into 19.3956 shares of our common stock. This is equivalent to an initial conversion price of approximately $51.56 per share, which is subject to adjustment in certain circumstances. Prior to the close of business on the business day immediately preceding June 1, 2026 for the 2026 notes and December 15, 2024 for the 2025 notes, the notes are convertible at the option of holders only upon satisfaction of the following circumstances: • during any calendar quarter commencing after the calendar quarter ending on December 31, 2020 for the 2026 notes and June 30, 2019 for the 2025 notes, if the last reported sale price of our common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the respective conversion price for the notes on each applicable trading day; • during the five-business day period after any 10 consecutive trading day period (the measurement period) in which the trading price per $1,000 principal amount of notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of our common stock and the conversion rate on each such trading day; • if we call any or all of the notes for redemption, at any time prior to the close of business on the second scheduled trading day immediately preceding the redemption date; or • upon the occurrence of certain specified corporate events described in the indentures. On or after June 1, 2026 for the 2026 notes and December 15, 2024 for the 2025 notes until the close of business on the second scheduled trading day immediately preceding the respective maturity dates, holders may convert their notes at any time, regardless of the foregoing circumstances. Upon conversion, the notes may be settled in shares of our common stock, cash or a combination of cash and shares of our common stock, at our election. If we undergo a fundamental change, as defined in the indentures, prior to the respective maturity dates, subject to certain conditions, holders of the notes may require us to repurchase for cash all or any portion of their notes at a repurchase price equal to 100% of the principal amount of the notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. In addition, if specific corporate events, described in the indentures, occur prior to the respective maturity dates, we will also increase the conversion rate for a holder who elects to convert their notes in connection with such specified corporate events. During the three months ended March 31, 2022, the conditions allowing holders of the 2026 notes and 2025 notes to convert were not met and therefore the 2026 notes and 2025 notes are not convertible the following quarter. During the year ended December 31, 2021, we issued 2,983,011 shares of our common stock related to the redemption of our 2023 notes. The net carrying amount of the notes is as follows (in thousands): March 31, 2022 December 31, 2021 2026 Notes 2025 Notes 2026 Notes 2025 Notes Principal $ 1,000,000 $ 699,979 $ 1,000,000 $ 699,982 Unamortized issuance costs (11,659) (8,786) (12,309) (9,518) Net carrying amount $ 988,341 $ 691,193 $ 987,691 $ 690,464 The following tables set forth the total interest expense recognized related to the notes (in thousands): Three Months Ended March 31, 2022 2021 2026 notes: Contractual interest expense $ — $ — Amortization of issuance costs 650 650 Total 2026 notes interest expense $ 650 $ 650 2025 notes: Contractual interest expense $ 215 $ 237 Amortization of issuance costs 732 808 Total 2025 notes interest expense $ 947 $ 1,045 2023 notes: Contractual interest expense $ — $ 66 Amortization of issuance costs — 168 Total 2023 notes interest expense $ — $ 234 Capped Call Transactions Concurrently with the offering of the 2026 notes and 2025 notes, we used $103.4 million and $97.2 million, respectively, of the net proceeds to enter into privately negotiated capped call transactions which are expected to reduce or offset potential dilution to holders of our common stock upon conversion of the notes or offset the potential cash payments we would be required to make in excess of the principal amount of any converted notes. The capped call transactions automatically exercise upon conversion of the notes and as of March 31, 2022, cover 9,297,800 and 13,576,513 shares of our common stock for the 2026 notes and 2025 notes, respectively. These are intended to effectively increase the overall conversion price from $107.55 to $156.44 per share for the 2026 notes and $51.56 to $79.32 per share for the 2025 notes. The effective increase in conversion price as a result of the capped call transactions serves to reduce potential dilution to holders of our common stock and/or offset the cash payments we are required to make in excess of the principal amount of any converted notes. As these transactions meet certain accounting criteria, they are recorded in stockholders’ equity as a reduction of additional paid-in capital on our condensed consolidated balance sheets and are not accounted for as derivatives. The fair value of the capped call instrument is not remeasured each reporting period. The cost of the capped call is not expected to be deductible for tax purposes. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies We may from time to time be subject to certain legal proceedings and claims in the ordinary course of business, including claims of alleged infringement of trademarks, patents, copyrights, and other intellectual property rights; employment claims; and general contract or other claims. We may also, from time to time, be subject to various legal or government claims, demands, disputes, investigations, or requests for information. Such matters may include, but not be limited to, claims, disputes, or investigations related to warranty, refund, breach of contract, employment, intellectual property, government regulation, or compliance or other matters. On March 30, 2022, Joseph Robinson, derivatively on behalf of Chegg, filed a shareholder derivative complaint against Chegg and certain of its current and former directors and officers in the United States District Court for the Northern District of California, alleging breaches of fiduciary duties, among others (the “Robinson Matter”). The Robinson Matter has been consolidated with the Choi Matter (described below) and has been stayed on the same terms. The Company disputes these claims and intends to vigorously defend itself in this matter. On January 12, 2022, Rak Joon Choi, derivatively on behalf of Chegg, filed a shareholder derivative complaint against Chegg and certain of its current and former directors and officers in the United States District Court for the Northern District of California, alleging breaches of fiduciary duties, unjust enrichment, abuse of control, gross mismanagement, and waste of corporate assets, among others (the “Choi Matter”). The Company disputes these claims and intends to vigorously defend itself in this matter. On March 1, 2022, the court entered an order deeming the Choi Matter related to the Leventhal Matter (described below). On March 29, 2022, the plaintiff and defendants in the Choi matter entered into a stipulation and order staying action stipulating that the Choi Matter shall be stayed during the pendency of the Leventhal Matter. On December 22, 2021, Steven Leventhal, individually and on behalf of all others similarly situated, filed a purported securities fraud class action on behalf of all purchasers of Chegg common stock between May 5, 2020 and November 1, 2021, inclusive, against Chegg and certain of its current and former officers in the United States District Court for the Northern District of California (Case No. 5:21-cv-09953), alleging that Chegg and several of its officers made materially false and misleading statements in violation of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 (the “Leventhal Matter”). The plaintiff in this matter seeks unspecified compensatory damages, costs, and expenses, including counsel and expert fees. The Company disputes these claims and intends to vigorously defend itself in this matter. On September 13, 2021, Pearson Education, Inc. (Pearson) filed a complaint captioned Pearson Education, Inc. v. Chegg, Inc. (Pearson Complaint) in the United States District Court for the District of New Jersey against the Company (Case 2:21-cv-16866), alleging infringement of Pearson’s registered copyrights and exclusive rights under copyright in violation of the United States Copyright Act. Pearson is seeking injunctive relief, monetary damages, costs, and attorneys’ fees. The Company filed its answer to the Pearson Complaint on November 19, 2021. The Company disputes these claims and intends to vigorously defend itself in this matter. On June 18, 2020, we received a Civil Investigative Demand (CID) from the Federal Trade Commission (FTC) to determine whether we may have violated Section 5 of the FTC Act or the Children's Online Privacy Protection Act (COPPA), as they relate to deceptive or unfair acts or practices related to consumer privacy and/or data security. We have provided the FTC with the requested responses to interrogatories and follow-up questions and have produced documents pertaining to data breach incidents and our data security and privacy practices generally. On May 12, 2020, we received notice that 15,107 arbitration demands were filed against us on April 30, 2020 by individuals all represented by the same legal counsel. Each individual claimant claimed to have suffered more than $25 thousand in damages as a result of the unauthorized access of certain items of their user data in April 2018. On July 1, 2020, an additional 1,007 arbitration demands were filed by the same counsel, making identical allegations. On August 12, 2020, an additional 577 arbitration demands were filed by the same counsel, making identical allegations. Related cases were filed by the same counsel in Maryland and California. We disputed that these claimants had a valid basis for seeking arbitration, asserted that they have acted in bad faith and have been working with the Maryland and California courts and plaintiffs’ counsel on resolution of these claims. The Maryland case is now closed. On August 22, 2021, Chegg and the claimants' legal counsel, on behalf of its clients, entered into a settlement agreement, pursuant to which each eligible claimant that signs a release agreement agrees, among other things, to dismiss with prejudice all claims against Chegg that such claimant currently maintains in exchange for such claimant's pro rata portion of the settlement amount. Claimants had until January 26, 2022 to sign their release agreements. As a result of the settlement, all but four petitions to compel arbitration in the California action were dismissed with prejudice. We have not recorded any loss contingency accruals related to the above matters as we do not believe that a loss is probable in these matters. We are not aware of any other pending legal matters or claims, individually or in the aggregate, that are expected to have a material adverse impact on our consolidated financial position, results of operations, or cash flows. However, our analysis of whether a claim will proceed to litigation cannot be predicted with certainty, nor can the results of litigation be predicted with certainty. Nevertheless, defending any of these actions, regardless of the outcome, may be costly, time consuming, distract management personnel and have a negative effect on our business. An adverse outcome in any of these actions, including a judgment or settlement, may cause a material adverse effect on our future business, operating results and/or financial condition. |
Guarantees and Indemnifications
Guarantees and Indemnifications | 3 Months Ended |
Mar. 31, 2022 | |
Guarantees And Indemnifications [Abstract] | |
Guarantees and Indemnifications | Guarantees and Indemnifications We have agreed to indemnify our directors and officers for certain events or occurrences, subject to certain limits, while such persons are or were serving at our request in such capacity. We may terminate the indemnification agreements with these persons upon termination of employment, but termination will not affect claims for indemnification related to events occurring prior to the effective date of termination. We have a directors’ and officers’ insurance policy that limits our potential exposure up to the limits of our insurance coverage. In addition, we also have other indemnification agreements with various vendors against certain claims, liabilities, losses, and damages. The maximum amount of potential future indemnification is unlimited. We believe the fair value of these indemnification agreements is immaterial. We have not recorded any liabilities for these agreements as of March 31, 2022. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Stockholders' Equity | Stockholders' Equity Accelerated Share Repurchases On February 22, 2022, we entered into an accelerated share repurchase (ASR) agreement with a financial institution (2022 ASR). We accounted for the 2022 ASR as two separate transactions, a repurchase of our common stock and an equity-linked contract indexed to our common stock that met certain accounting criteria for classification in stockholders' equity. Upon execution, we paid a fixed amount of $300.0 million and received an initial delivery of 8,562,255 shares of our common stock over the following three business days, which were retired immediately. The initial delivery of shares of our common stock represented approximately 80 percent of the fixed amount paid of $300.0 million, which was based on the share price of our common stock on the date of execution. The 2022 ASR was recorded as a reduction to additional paid in capital on our condensed consolidated statements of stockholders’ equity. The 2022 ASR settled during the second quarter of 2022 and we received an additional delivery of 837,001 shares of our common stock, which were retired immediately. The 2022 ASR resulted in a total repurchase of 9,399,256 shares of our common stock at a volume-weighted-average price, less an agreed upon discount, $31.9174 per share. We were not required to make any additional cash payments or delivery of common stock to the financial institutions upon settlement. On December 3, 2021, we entered into an ASR agreement with a financial institution (2021 ASR) to repurchase $300.0 million of our outstanding common stock. The 2021 ASR settled during the three months ended March 31, 2022 and we received an additional delivery of 2,163,219 shares of our common stock. Share-based Compensation Expense Total share-based compensation expense recorded for employees and non-employees is as follows (in thousands): Three Months Ended 2022 2021 Cost of revenues $ 623 $ 362 Research and development 11,776 7,959 Sales and marketing 4,386 2,919 General and administrative 16,299 11,860 Total share-based compensation expense $ 33,084 $ 23,100 During the three months ended March 31, 2022 and 2021, we capitalized share-based compensation expense of $1.8 million and $0.5 million, respectively. RSU and PSU Activity Activity for RSUs and PSUs is as follows: RSUs and PSUs Outstanding Shares Outstanding Weighted Average Grant Date Fair Value Balance at December 31, 2021 8,171,462 $ 46.36 Granted 2,472,933 33.21 Released (642,952) 68.70 Forfeited (598,243) 44.26 Balance at March 31, 2022 9,403,200 $ 41.51 As of March 31, 2022, our total unrecognized share-based compensation expense related to RSUs and PSUs was approximately $296.1 million, which will be recognized over the remaining weighted-average vesting period of approximately 2.5 years. |
Subsequent Event
Subsequent Event | 3 Months Ended |
Mar. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent Event In April 2022, we entered into definitive agreements regarding the sale of our print textbook library and partnership with GT Marketplace, LLC (doing business as “BBA”) for our Required Materials offering. We will continue to offer our Required Materials offering on our website and maintain relationships with the students, however, BBA has purchased our existing print textbook library for $14 million, subject to payment terms and certain adjustments, and will continue to make print textbook investments and provide fulfillment logistics for print textbook transactions. We expect that we will continue to fulfill eTextbook transactions through the end of 2022, at which point BBA will fulfill eTextbook transactions. As a result of the partnership with BBA, revenues from print textbook transactions will consist of a revenue share of the total transactions recognized immediately rather than the total amounts recognized ratably over the rental term, generally a two- to five-month period. Revenues from eTextbook transactions will continue to be recognized at the gross amount ratably over the contractual period, generally a two- to five-month period, through the expected transition period, at which point they will be recognized as a revenue share immediately. We will no longer incur significant costs of revenue such as order fulfillment fees primarily related to shipping and fulfillment, publisher content fees for eTextbooks after transition to BBA, and print textbook depreciation and write off expense. We will continue to incur costs of revenue such as payment processing fees and employee related costs as well as ongoing operating expenses such as platform infrastructure maintenance and transition costs. Upon board of directors approval in April 2022, our net textbook library and unrecognized deferred revenue related to print textbook transactions became a held for sale asset group which was subsequently sold to BBA at a gain as the consideration exceeds the carrying amount of the held for sale asset group. The initial accounting for the sale of our print textbook library is in process as of the issuance date of our financial statements and therefore we are unable to make any additional disclosures. |
Background and Basis of Prese_2
Background and Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) regarding interim financial reporting. The condensed consolidated financial statements include the results of Chegg, Inc. and its wholly-owned subsidiaries. Significant intercompany balances and transactions have been eliminated. In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments, including normal recurring adjustments, necessary to present fairly our financial position as of March 31, 2022, our results of operations, results of comprehensive loss, stockholders' equity and cash flows for the three months ended March 31, 2022 and 2021. Our results of operations, results of comprehensive loss, stockholders' equity, and cash flows for the three months ended March 31, 2022 are not necessarily indicative of the results to be expected for the full year. We have a single operating and reportable segment and operating unit structure. The condensed consolidated financial statements and related financial information should be read in conjunction with the audited consolidated financial statements and the related notes thereto that are included in our Annual Report on Form 10-K for the year ended December 31, 2021 (the Annual Report on Form 10-K) filed with the SEC. |
Use of Estimates | Use of EstimatesThe preparation of financial statements in conformity with GAAP requires management to make estimates, judgments, and assumptions that affect the reported amounts of assets and liabilities; the disclosure of contingent liabilities at the date of the financial statements; and the reported amounts of revenues and expenses during the reporting periods. We base our estimates on historical experience, knowledge of current business conditions, and various other factors we believe to be reasonable under the circumstances. These estimates are based on management’s knowledge about current events and expectations about actions we may undertake in the future. Actual results could differ from these estimates, and such differences could be material to our financial position and results of operations. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recently Issued Accounting Pronouncements Not Yet Adopted There were no accounting pronouncements issued during the three months ended March 31, 2022 that would have an impact on our financial statements. Recently Adopted Accounting Pronouncements In October 2021, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2021-08, Business Combinations-Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (Topic 805). The new guidance requires contract assets and contract liabilities acquired in a business combination to be recognized in accordance with Accounting Standards Codification (ASC) Topic 606 as if the acquirer had originated the contracts. The standard is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, and early adoption is permitted. We early adopted ASU 2021-08 on January 1, 2022 and applied it to our acquisition of Busuu. The most significant impacts were an increase in contract liabilities, contained within deferred revenue, and goodwill. In May 2021, the FASB issued ASU 2021-04, Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options. ASU 2021-04 aims to clarify and reduce diversity in an issuer’s accounting for modifications or exchanges of freestanding equity-classified written call options that remain equity classified after modification or exchange based on the economic substance of the modification or exchange. Early adoption is permitted and the guidance must be applied prospectively to all modifications or exchanges that occur on or after the date of adoption. The guidance is effective for annual periods beginning after December 15, 2021. We adopted ASU 2021-04 on January 1, 2022 under the prospective method of adoption and there was no impact to our results of operations as we did not modify or exchange any freestanding equity-classified written call options. |
Background and Basis of Prese_3
Background and Basis of Presentation (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Other Nonoperating Income (Expense) | Other income (expense), net consists of the following (in thousands): Three Months Ended 2022 2021 Loss on early extinguishment of debt $ — $ (78,152) Loss on change in fair value of derivative instruments, net — (7,148) Gain on sale of strategic equity investments — 5,338 Gain on foreign currency remeasurement of purchase consideration (1) 4,628 — Interest income 1,477 2,049 Other 75 705 Total other income (expense), net $ 6,180 $ (77,208) (1) For further information, see Note 5, “Acquisition.” |
Revenues (Tables)
Revenues (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following tables set forth our total net revenues for the periods shown disaggregated for our Chegg Services and Required Materials product lines (in thousands, except percentages): Three Months Ended Change 2022 2021 $ % Chegg Services $ 184,812 $ 162,351 $ 22,461 14 % Required Materials 17,432 36,027 (18,595) (52) Total net revenues $ 202,244 $ 198,378 $ 3,866 2 |
Schedule of Accounts Receivable | The following table presents our accounts receivable, net, contract assets and deferred revenue balances (in thousands, except percentages): Change March 31, December 31, 2021 $ % Accounts receivable, net $ 19,918 $ 17,850 $ 2,068 12 % Contract assets 13,670 14,231 (561) (4) Deferred revenue 60,458 35,143 25,315 72 |
Net Income (Loss) Per Share (Ta
Net Income (Loss) Per Share (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the computation of basic and diluted net income (loss) per share (in thousands, except per share amounts): Three Months Ended 2022 2021 Basic Numerator: Net income (loss) $ 5,742 $ (65,179) Denominator: Weighted average shares used to compute net income (loss) per share, basic 132,162 134,352 Net income (loss) per share, basic $ 0.04 $ (0.49) Diluted Numerator: Net income (loss) $ 5,742 $ (65,179) Denominator: Weighted average shares used to compute net income (loss) per share, basic 132,162 134,352 Shares related to stock plan activity 1,108 — Weighted average shares used to compute net income (loss) per share, diluted 133,270 134,352 Net income (loss) per share, diluted $ 0.04 $ (0.49) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following potential weighted-average shares of common stock outstanding were excluded from the computation of diluted net income (loss) per share because including them would have been anti-dilutive (in thousands): Three Months Ended 2022 2021 Shares related to stock plan activity 2,300 3,563 Shares related to convertible senior notes 22,875 28,818 Total common stock equivalents 25,175 32,381 |
Cash and Cash Equivalents, an_2
Cash and Cash Equivalents, and Investments and Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Cash and Cash Equivalents [Abstract] | |
Cash, Cash Equivalents and Investments | The following tables show our cash and cash equivalents, and investments’ fair value level classification, adjusted cost, unrealized gain, unrealized loss and fair value as of March 31, 2022 and December 31, 2021 (in thousands except for fair value levels): March 31, 2022 Fair Value Level Adjusted Cost Unrealized Gain Unrealized Loss Fair Value Cash and cash equivalents: Cash $ 39,413 $ — $ — $ 39,413 Money market funds Level 1 228,318 — — 228,318 Total cash and cash equivalents $ 267,731 $ — $ — $ 267,731 Short-term investments: Commercial paper Level 2 $ 86,583 $ — $ (443) $ 86,140 Corporate debt securities Level 2 765,556 9 (6,045) 759,520 U.S. treasury securities Level 1 54,718 — (436) 54,282 Agency bonds Level 2 15,501 — (12) 15,489 Total short-term investments $ 922,358 $ 9 $ (6,936) $ 915,431 Long-term investments: Corporate debt securities Level 2 $ 346,032 $ — $ (7,939) $ 338,093 U.S. treasury securities Level 1 99,294 — (1,974) 97,320 Total long-term investments $ 445,326 $ — $ (9,913) $ 435,413 December 31, 2021 Fair Value Level Adjusted Cost Unrealized Gain Unrealized Loss Fair Value Cash and cash equivalents: Cash $ 30,324 $ — $ — $ 30,324 Money market funds Level 1 823,754 — — 823,754 Total cash and cash equivalents $ 854,078 $ — $ — $ 854,078 Short-term investments: Commercial paper Level 2 $ 124,211 $ 2 $ (33) $ 124,180 Corporate debt securities Level 2 552,609 36 (546) 552,099 Agency bonds Level 2 15,500 2 — 15,502 Total short-term investments $ 692,320 $ 40 $ (579) $ 691,781 Long-term investments: Corporate debt securities Level 2 $ 724,517 $ — $ (3,277) $ 721,240 U.S. treasury securities Level 1 24,860 — (107) 24,753 Total long-term investments $ 749,377 $ — $ (3,384) $ 745,993 |
Schedule of Available-for-sale Securities Reconciliation | The following table shows our cash equivalents and investments' adjusted cost and fair value by contractual maturity as of March 31, 2022 (in thousands): Adjusted Cost Fair Value Due in 1 year or less $ 922,358 $ 915,431 Due in 1-2 years 445,326 435,413 Investments not due at a single maturity date 228,318 228,318 Total $ 1,596,002 $ 1,579,162 |
Acquisition (Tables)
Acquisition (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table presents the preliminary allocation of purchase consideration recorded on our condensed consolidated balance sheet as of the acquisition date (in thousands): Busuu Cash and cash equivalents $ 20,525 Accounts receivable 2,446 Right of use assets 2,715 Other acquired assets 3,710 Acquired intangible assets 71,600 Total identifiable assets acquired 100,996 Accounts payable (5,174) Accrued liabilities (22,749) Deferred revenue (16,761) Long term operating lease liabilities (2,038) Net identifiable assets acquired 54,274 Goodwill 367,376 Total fair value of purchase consideration $ 421,650 |
Schedule of Allocation of Purchase Consideration to Acquired Intangible Assets | The following table presents the details of the allocation of purchase consideration to the acquired intangible assets (in thousands, except weighted-average amortization period): Busuu Amount Weighted-Average Amortization Period (in months) Trade name $ 4,600 72 Customer lists 18,000 24 Developed technology 49,000 84 Total acquired intangible assets $ 71,600 68 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Goodwill consists of the following (in thousands): Three Months Ended March 31, 2022 Beginning balance $ 289,763 Additions due to acquisitions 367,376 Foreign currency translation adjustment (15,855) Ending balance $ 641,284 |
Finite-lived Intangible Assets | Intangible assets consist of the following (in thousands, except weighted-average amortization period): March 31, 2022 Weighted-Average Amortization Period (in months) Gross Carrying Amount Accumulated Amortization Foreign Currency Translation Adjustment Net Carrying Amount Developed technologies 80 $ 106,703 $ (34,921) $ (2,165) $ 69,617 Content libraries 60 12,230 (7,447) — 4,783 Customer lists 35 34,190 (14,756) (772) 18,662 Trade and domain names 52 16,213 (9,993) (197) 6,023 Indefinite-lived trade name — 3,600 — — 3,600 Total intangible assets, net 67 $ 172,936 $ (67,117) $ (3,134) $ 102,685 December 31, 2021 Weighted-Average Amortization Gross Accumulated Foreign Currency Translation Adjustment Net Developed technologies 76 $ 57,521 $ (31,790) $ — $ 25,731 Content library 60 12,230 (6,836) — 5,394 Customer lists 47 16,190 (12,432) — 3,758 Trade and domain names 44 11,613 (9,530) — 2,083 Indefinite-lived trade name — 3,600 — — 3,600 Total intangible assets, net 65 $ 101,154 $ (60,588) $ — $ 40,566 |
Indefinite-lived Intangible Assets | Intangible assets consist of the following (in thousands, except weighted-average amortization period): March 31, 2022 Weighted-Average Amortization Period (in months) Gross Carrying Amount Accumulated Amortization Foreign Currency Translation Adjustment Net Carrying Amount Developed technologies 80 $ 106,703 $ (34,921) $ (2,165) $ 69,617 Content libraries 60 12,230 (7,447) — 4,783 Customer lists 35 34,190 (14,756) (772) 18,662 Trade and domain names 52 16,213 (9,993) (197) 6,023 Indefinite-lived trade name — 3,600 — — 3,600 Total intangible assets, net 67 $ 172,936 $ (67,117) $ (3,134) $ 102,685 December 31, 2021 Weighted-Average Amortization Gross Accumulated Foreign Currency Translation Adjustment Net Developed technologies 76 $ 57,521 $ (31,790) $ — $ 25,731 Content library 60 12,230 (6,836) — 5,394 Customer lists 47 16,190 (12,432) — 3,758 Trade and domain names 44 11,613 (9,530) — 2,083 Indefinite-lived trade name — 3,600 — — 3,600 Total intangible assets, net 65 $ 101,154 $ (60,588) $ — $ 40,566 |
Estimated Future Amortization Expense Related to Intangible Assets | As of March 31, 2022, the estimated future amortization expense related to our finite-lived intangible assets is as follows (in thousands): Remaining nine months of 2022 $ 20,402 2023 25,203 2024 13,858 2025 11,744 2026 11,396 Thereafter 16,482 Total $ 99,085 |
Convertible Senior Notes (Table
Convertible Senior Notes (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | The total net proceeds from the notes are as follows (in thousands): 2026 Notes 2025 Notes Principal amount $ 1,000,000 $ 800,000 Less initial purchasers’ discount (15,000) (18,998) Less other issuance costs (904) (822) Net proceeds $ 984,096 $ 780,180 |
Schedule of Debt | The net carrying amount of the notes is as follows (in thousands): March 31, 2022 December 31, 2021 2026 Notes 2025 Notes 2026 Notes 2025 Notes Principal $ 1,000,000 $ 699,979 $ 1,000,000 $ 699,982 Unamortized issuance costs (11,659) (8,786) (12,309) (9,518) Net carrying amount $ 988,341 $ 691,193 $ 987,691 $ 690,464 |
Schedule Of Interest Expense Recognized | The following tables set forth the total interest expense recognized related to the notes (in thousands): Three Months Ended March 31, 2022 2021 2026 notes: Contractual interest expense $ — $ — Amortization of issuance costs 650 650 Total 2026 notes interest expense $ 650 $ 650 2025 notes: Contractual interest expense $ 215 $ 237 Amortization of issuance costs 732 808 Total 2025 notes interest expense $ 947 $ 1,045 2023 notes: Contractual interest expense $ — $ 66 Amortization of issuance costs — 168 Total 2023 notes interest expense $ — $ 234 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation Expense for Employees and Non-Employees | Total share-based compensation expense recorded for employees and non-employees is as follows (in thousands): Three Months Ended 2022 2021 Cost of revenues $ 623 $ 362 Research and development 11,776 7,959 Sales and marketing 4,386 2,919 General and administrative 16,299 11,860 Total share-based compensation expense $ 33,084 $ 23,100 |
Summary of Restricted Stock Unit Activity | Activity for RSUs and PSUs is as follows: RSUs and PSUs Outstanding Shares Outstanding Weighted Average Grant Date Fair Value Balance at December 31, 2021 8,171,462 $ 46.36 Granted 2,472,933 33.21 Released (642,952) 68.70 Forfeited (598,243) 44.26 Balance at March 31, 2022 9,403,200 $ 41.51 |
Background and Basis of Prese_4
Background and Basis of Presentation - Narrative (Details) | 3 Months Ended |
Mar. 31, 2022segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of operating segments | 1 |
Number of reportable segments | 1 |
Background and Basis of Prese_5
Background and Basis of Presentation - Other Income (Expenses) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Loss on early extinguishment of debt | $ 0 | $ (78,152) |
Loss on change in fair value of derivative instruments, net | 0 | (7,148) |
Gain on sale of strategic equity investments | 0 | 5,338 |
Gain on foreign currency remeasurement of purchase consideration | 4,628 | 0 |
Interest income | 1,477 | 2,049 |
Other | 75 | 705 |
Total other income (expense), net | $ 6,180 | $ (77,208) |
Revenues - Disaggregation of Re
Revenues - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Disaggregation of Revenue [Line Items] | ||
Total net revenues | $ 202,244 | $ 198,378 |
Change, Total net revenues | $ 3,866 | |
Change, Total net revenues, percent | 2.00% | |
Chegg Services | ||
Disaggregation of Revenue [Line Items] | ||
Total net revenues | $ 184,812 | 162,351 |
Change, Total net revenues | $ 22,461 | |
Change, Total net revenues, percent | 14.00% | |
Required Materials | ||
Disaggregation of Revenue [Line Items] | ||
Total net revenues | $ 17,432 | $ 36,027 |
Change, Total net revenues | $ (18,595) | |
Change, Total net revenues, percent | (52.00%) |
Revenues - Narrative (Details)
Revenues - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Disaggregation of Revenue [Line Items] | ||
Contract with customer, liability, revenue recognized | $ 30,900 | $ 29,500 |
Accounts receivable, net | $ 2,068 | |
Accounts receivable, net, percent | 12.00% | |
Contract assets | $ (561) | |
Contract assets, percent | (4.00%) | |
Deferred revenue | $ 25,315 | |
Deferred revenue, percent | 72.00% | |
Textbook Library | ||
Disaggregation of Revenue [Line Items] | ||
Operating lease income | $ 4,800 | $ 10,700 |
Revenues - Contract Balances (D
Revenues - Contract Balances (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | ||
Accounts receivable, net | $ 19,918 | $ 17,850 |
Change, Accounts receivable, net | $ 2,068 | |
Change, Accounts receivable, net, percent | 12.00% | |
Contract assets | $ 13,670 | 14,231 |
Change, Contract assets | $ (561) | |
Change, Contract assets, percent | (4.00%) | |
Deferred revenue | $ 60,458 | $ 35,143 |
Change, Deferred revenue | $ 25,315 | |
Change, Deferred revenue, percent | 72.00% |
Net Income (Loss) Per Share - C
Net Income (Loss) Per Share - Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Numerator: | ||
Net income (loss) | $ 5,742 | $ (65,179) |
Denominator: | ||
Weighted average shares used to compute net income (loss) per share, basic (in shares) | 132,162 | 134,352 |
Net income (loss) per share, basic (in dollars per share) | $ 0.04 | $ (0.49) |
Weighted average shares used to compute net income (loss) per share, diluted (in shares) | 133,270 | 134,352 |
Net income (loss) per share, diluted (in dollars per share) | $ 0.04 | $ (0.49) |
Shares related to stock plan activity | ||
Denominator: | ||
Incremental common shares attributable to dilutive effect (in shares) | 1,108 | 0 |
Net Income (Loss) Per Share - S
Net Income (Loss) Per Share - Shares Excluded From Computation Of Diluted Net Loss Per Share (Details) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total common stock equivalents (in shares) | 25,175 | 32,381 |
Shares related to stock plan activity | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total common stock equivalents (in shares) | 2,300 | 3,563 |
Shares related to convertible senior notes | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total common stock equivalents (in shares) | 22,875 | 28,818 |
Cash and Cash Equivalents, an_3
Cash and Cash Equivalents, and Investments and Fair Value Measurements - Schedule of Available For Sale Securities (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Debt Securities, Available-for-sale [Line Items] | ||
Adjusted Cost | $ 1,596,002 | |
Fair Value | 1,579,162 | |
Cash and cash equivalents: | ||
Debt Securities, Available-for-sale [Line Items] | ||
Adjusted Cost | 267,731 | $ 854,078 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | 0 | 0 |
Fair Value | 267,731 | 854,078 |
Short-term investments: | ||
Debt Securities, Available-for-sale [Line Items] | ||
Adjusted Cost | 922,358 | 692,320 |
Unrealized Gain | 9 | 40 |
Unrealized Loss | (6,936) | (579) |
Fair Value | 915,431 | 691,781 |
Long-term investments: | ||
Debt Securities, Available-for-sale [Line Items] | ||
Adjusted Cost | 445,326 | 749,377 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | (9,913) | (3,384) |
Fair Value | 435,413 | 745,993 |
Commercial paper | Short-term investments: | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Adjusted Cost | 86,583 | 124,211 |
Unrealized Gain | 0 | 2 |
Unrealized Loss | (443) | (33) |
Fair Value | 86,140 | 124,180 |
Corporate debt securities | Short-term investments: | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Adjusted Cost | 765,556 | 552,609 |
Unrealized Gain | 9 | 36 |
Unrealized Loss | (6,045) | (546) |
Fair Value | 759,520 | 552,099 |
Corporate debt securities | Long-term investments: | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Adjusted Cost | 346,032 | 724,517 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | (7,939) | (3,277) |
Fair Value | 338,093 | 721,240 |
U.S. treasury securities | Short-term investments: | Level 1 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Adjusted Cost | 54,718 | |
Unrealized Gain | 0 | |
Unrealized Loss | (436) | |
Fair Value | 54,282 | |
U.S. treasury securities | Long-term investments: | Level 1 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Adjusted Cost | 99,294 | 24,860 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | (1,974) | (107) |
Fair Value | 97,320 | 24,753 |
Agency bonds | Short-term investments: | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Adjusted Cost | 15,501 | 15,500 |
Unrealized Gain | 0 | 2 |
Unrealized Loss | (12) | 0 |
Fair Value | 15,489 | 15,502 |
Cash | Cash and cash equivalents: | ||
Debt Securities, Available-for-sale [Line Items] | ||
Adjusted Cost | 39,413 | 30,324 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | 0 | 0 |
Fair Value | 39,413 | 30,324 |
Money market funds | Cash and cash equivalents: | Level 1 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Adjusted Cost | 228,318 | 823,754 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | 0 | 0 |
Fair Value | $ 228,318 | $ 823,754 |
Cash and Cash Equivalents, an_4
Cash and Cash Equivalents, and Investments and Fair Value Measurements - Contractual Maturity (Details) $ in Thousands | Mar. 31, 2022USD ($) |
Adjusted Cost | |
Due in 1 year or less | $ 922,358 |
Due in 1-2 years | 445,326 |
Investments not due at a single maturity date | 228,318 |
Adjusted Cost | 1,596,002 |
Fair Value | |
Due in 1 year or less | 915,431 |
Due in 1-2 years | 435,413 |
Investments not due at a single maturity date | 228,318 |
Total, Fair Value | $ 1,579,162 |
Cash and Cash Equivalents, an_5
Cash and Cash Equivalents, and Investments and Fair Value Measurements - Debt (Details) - Estimate of Fair Value Measurement - Senior Notes - Fair Value, Measurements, Nonrecurring - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 |
2026 Notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Convertible senior notes | $ 818.8 | $ 840 |
2025 Notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Convertible senior notes | $ 708.8 | $ 682.2 |
Acquisition - Narrative (Detail
Acquisition - Narrative (Details) - USD ($) $ in Thousands | Jan. 13, 2022 | Mar. 31, 2022 | Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 |
Business Acquisition [Line Items] | |||||
Business acquisition settled | $ 401,125 | $ 7,891 | |||
Gain on foreign currency remeasurement of purchase consideration | 4,628 | 0 | |||
Busuu Online S.L. | |||||
Business Acquisition [Line Items] | |||||
Ownership percent of stock acquired | 100.00% | ||||
Acquisition related costs | 500 | $ 5,300 | |||
Fair value of purchase consideration | $ 417,000 | ||||
Business acquisition settled | 421,700 | ||||
Gain on foreign currency remeasurement of purchase consideration | 4,600 | ||||
Potential additional payments, subject to performance-based contingencies | $ 25,500 | ||||
Contingent consideration, liability | 1,800 | $ 1,800 | |||
Net revenues | 9,600 | ||||
Net loss | $ (8,000) | ||||
Pro forma revenue | 202,900 | 208,600 | |||
Pro forma net income (loss) | $ 5,400 | $ (74,100) |
Acquisition - Schedule of Asset
Acquisition - Schedule of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Jan. 13, 2022 | Dec. 31, 2021 |
Business Acquisition [Line Items] | |||
Goodwill | $ 641,284 | $ 289,763 | |
Busuu Online S.L. | |||
Business Acquisition [Line Items] | |||
Cash and cash equivalents | $ 20,525 | ||
Accounts receivable | 2,446 | ||
Right of use assets | 2,715 | ||
Other acquired assets | 3,710 | ||
Acquired intangible assets | 71,600 | ||
Total identifiable assets acquired | 100,996 | ||
Accounts payable | (5,174) | ||
Accrued liabilities | (22,749) | ||
Deferred revenue | (16,761) | ||
Long term operating lease liabilities | (2,038) | ||
Net identifiable assets acquired | 54,274 | ||
Goodwill | 367,376 | ||
Total fair value of purchase consideration | $ 421,650 |
Acquisition - Schedule of Intan
Acquisition - Schedule of Intangible Assets (Details) - Busuu Online S.L. $ in Thousands | Jan. 13, 2022USD ($) |
Business Acquisition [Line Items] | |
Acquired intangible assets | $ 71,600 |
Weighted-Average Amortization Period (in months) | 68 months |
Trade name | |
Business Acquisition [Line Items] | |
Acquired intangible assets | $ 4,600 |
Weighted-Average Amortization Period (in months) | 72 months |
Customer lists | |
Business Acquisition [Line Items] | |
Acquired intangible assets | $ 18,000 |
Weighted-Average Amortization Period (in months) | 24 months |
Developed technology | |
Business Acquisition [Line Items] | |
Acquired intangible assets | $ 49,000 |
Weighted-Average Amortization Period (in months) | 84 months |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Goodwill (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Goodwill [Roll Forward] | |
Beginning balance | $ 289,763 |
Additions due to acquisitions | 367,376 |
Foreign currency translation adjustment | (15,855) |
Ending balance | $ 641,284 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Finite-lived and Indefinite-lived Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Finite Lived Intangible Assets [Line Items] | ||
Weighted-Average Amortization Period (in months) | 67 months | 65 months |
Accumulated Amortization | $ (67,117) | $ (60,588) |
Foreign Currency Translation Adjustment | (3,134) | 0 |
Net Carrying Amount | 99,085 | |
Indefinite-lived trade name | 3,600 | 3,600 |
Total intangible assets, net, gross carrying amount | 172,936 | 101,154 |
Total intangible assets, net, Net carrying amount | $ 102,685 | $ 40,566 |
Developed technologies | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted-Average Amortization Period (in months) | 80 months | 76 months |
Gross Carrying Amount | $ 106,703 | $ 57,521 |
Accumulated Amortization | (34,921) | (31,790) |
Foreign Currency Translation Adjustment | (2,165) | 0 |
Net Carrying Amount | $ 69,617 | $ 25,731 |
Content libraries | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted-Average Amortization Period (in months) | 60 months | 60 months |
Gross Carrying Amount | $ 12,230 | $ 12,230 |
Accumulated Amortization | (7,447) | (6,836) |
Foreign Currency Translation Adjustment | 0 | 0 |
Net Carrying Amount | $ 4,783 | $ 5,394 |
Customer lists | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted-Average Amortization Period (in months) | 35 months | 47 months |
Gross Carrying Amount | $ 34,190 | $ 16,190 |
Accumulated Amortization | (14,756) | (12,432) |
Foreign Currency Translation Adjustment | (772) | 0 |
Net Carrying Amount | $ 18,662 | $ 3,758 |
Trade and domain names | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted-Average Amortization Period (in months) | 52 months | 44 months |
Gross Carrying Amount | $ 16,213 | $ 11,613 |
Accumulated Amortization | (9,993) | (9,530) |
Foreign Currency Translation Adjustment | (197) | 0 |
Net Carrying Amount | $ 6,023 | $ 2,083 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Acquisition-Related Intangible Assets | ||
Finite Lived Intangible Assets [Line Items] | ||
Amortization expense of acquisition related to acquired intangible assets | $ 6.4 | $ 4.4 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Estimated Future Amortization Expense Related to Intangible Assets (Details) $ in Thousands | Mar. 31, 2022USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Remaining nine months of 2022 | $ 20,402 |
2023 | 25,203 |
2024 | 13,858 |
2025 | 11,744 |
2026 | 11,396 |
Thereafter | 16,482 |
Net Carrying Amount | $ 99,085 |
Convertible Senior Notes - Narr
Convertible Senior Notes - Narrative (Details) - Senior Notes $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Aug. 31, 2020USD ($) | Apr. 30, 2019USD ($) | Apr. 30, 2018day | Dec. 31, 2021USD ($)shares | Mar. 31, 2022USD ($)$ / shares | Mar. 31, 2019USD ($) | |
Sale Price Is Greater Or Equal 130% | ||||||
Debt Instrument [Line Items] | ||||||
Threshold trading days | day | 20 | |||||
Threshold consecutive trading days | day | 30 | |||||
Threshold percentage of stock price trigger | 130.00% | |||||
Trading Price Per $1,000 Principal Amount Less Than 98% | ||||||
Debt Instrument [Line Items] | ||||||
Threshold trading days | day | 5 | |||||
Threshold consecutive trading days | day | 10 | |||||
Trading Price Per $1,000 Principal Amount Less Than 98% | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Threshold percentage of stock price trigger | 98.00% | |||||
Fundamental Change Scenario | ||||||
Debt Instrument [Line Items] | ||||||
Threshold percentage of stock price trigger | 100.00% | |||||
2026 Notes | ||||||
Debt Instrument [Line Items] | ||||||
Face value | $ 1,000,000 | $ 1,000,000 | $ 1,000,000 | |||
Interest rate, stated percentage | 0.00% | |||||
Proceeds from issuance of debt | $ 1,000,000 | |||||
Conversion ratio | 0.0092978 | |||||
Conversion price (in dollars per share) | $ / shares | $ 107.55 | |||||
0% Convertible Senior Notes Due 2026, Additional Notes | ||||||
Debt Instrument [Line Items] | ||||||
Face value | $ 100,000 | |||||
2025 Notes | ||||||
Debt Instrument [Line Items] | ||||||
Face value | $ 100,000 | $ 699,982 | $ 699,979 | $ 700,000 | ||
Interest rate, stated percentage | 0.125% | |||||
Proceeds from issuance of debt | $ 800,000 | |||||
Conversion ratio | 0.0193956 | |||||
Conversion price (in dollars per share) | $ / shares | $ 51.56 | |||||
2023 Notes | ||||||
Debt Instrument [Line Items] | ||||||
Issuance of common stock (in shares) | shares | 2,983,011 |
Convertible Senior Notes - Long
Convertible Senior Notes - Long-term Debt Instruments (Details) - Senior Notes - USD ($) $ in Thousands | 1 Months Ended | |
Aug. 31, 2020 | Apr. 30, 2019 | |
2026 Notes | ||
Debt Instrument [Line Items] | ||
Principal amount | $ 1,000,000 | |
Less initial purchasers’ discount | (15,000) | |
Less other issuance costs | (904) | |
Net proceeds | $ 984,096 | |
2025 Notes | ||
Debt Instrument [Line Items] | ||
Principal amount | $ 800,000 | |
Less initial purchasers’ discount | (18,998) | |
Less other issuance costs | (822) | |
Net proceeds | $ 780,180 |
Convertible Senior Notes - Net
Convertible Senior Notes - Net Carrying Amount (Details) - Senior Notes - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 | Aug. 31, 2020 | Apr. 30, 2019 | Mar. 31, 2019 |
2026 Notes | |||||
Debt Instrument [Line Items] | |||||
Principal | $ 1,000,000 | $ 1,000,000 | $ 1,000,000 | ||
Unamortized issuance costs | (11,659) | (12,309) | |||
2026 Notes | Carrying Amount | Fair Value, Measurements, Nonrecurring | |||||
Debt Instrument [Line Items] | |||||
Net carrying amount | 988,341 | 987,691 | |||
2025 Notes | |||||
Debt Instrument [Line Items] | |||||
Principal | 699,979 | 699,982 | $ 100,000 | $ 700,000 | |
Unamortized issuance costs | (8,786) | (9,518) | |||
2025 Notes | Carrying Amount | Fair Value, Measurements, Nonrecurring | |||||
Debt Instrument [Line Items] | |||||
Net carrying amount | $ 691,193 | $ 690,464 |
Convertible Senior Notes - Inte
Convertible Senior Notes - Interest Expense Recognized (Details) - Senior Notes - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
2026 Notes | ||
Debt Instrument [Line Items] | ||
Contractual interest expense | $ 0 | $ 0 |
Amortization of issuance costs | 650 | 650 |
Total interest expense | 650 | 650 |
2025 Notes | ||
Debt Instrument [Line Items] | ||
Contractual interest expense | 215 | 237 |
Amortization of issuance costs | 732 | 808 |
Total interest expense | 947 | 1,045 |
2023 Notes | ||
Debt Instrument [Line Items] | ||
Contractual interest expense | 0 | 66 |
Amortization of issuance costs | 0 | 168 |
Total interest expense | $ 0 | $ 234 |
Convertible Senior Notes - Capp
Convertible Senior Notes - Capped Call Transactions (Details) - Senior Notes - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | ||
Aug. 31, 2020 | Apr. 30, 2019 | Mar. 31, 2022 | |
2026 Notes | |||
Debt Instrument [Line Items] | |||
Proceeds from issuance of convertible senior notes, net of issuance costs | $ 984,096 | ||
Conversion price (in dollars per share) | $ 107.55 | ||
2025 Notes | |||
Debt Instrument [Line Items] | |||
Proceeds from issuance of convertible senior notes, net of issuance costs | $ 780,180 | ||
Conversion price (in dollars per share) | $ 51.56 | ||
Capped Call | 2026 Notes | |||
Debt Instrument [Line Items] | |||
Proceeds from issuance of convertible senior notes, net of issuance costs | $ 103,400 | ||
Debt instrument, convertible (in shares) | 9,297,800 | ||
Conversion price (in dollars per share) | $ 156.44 | ||
Capped Call | 2025 Notes | |||
Debt Instrument [Line Items] | |||
Proceeds from issuance of convertible senior notes, net of issuance costs | $ 97,200 | ||
Debt instrument, convertible (in shares) | 13,576,513 | ||
Conversion price (in dollars per share) | $ 79.32 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Thousands | Aug. 12, 2020claim | Jul. 01, 2020claim | May 12, 2020USD ($)claim | Jan. 26, 2022claim |
Loss Contingencies [Line Items] | ||||
Loss contingency, number of arbitration demands remaining | 4 | |||
2018 Data Incident, Arbitration Demands | ||||
Loss Contingencies [Line Items] | ||||
Loss contingency, number of arbitration demands filed | 577 | |||
2018 Data Incident, Arbitration Demands | Pending Litigation | ||||
Loss Contingencies [Line Items] | ||||
Loss contingency, number of arbitration demands filed | 1,007 | 15,107 | ||
Loss contingency, damages sought, value | $ | $ 25 |
Stockholders' Equity - Accelera
Stockholders' Equity - Accelerated Share Repurchase (Details) $ / shares in Units, $ in Thousands | Feb. 22, 2022USD ($)daytransactionshares | Dec. 03, 2021USD ($) | May 02, 2022shares | May 02, 2022$ / sharesshares | Mar. 31, 2022USD ($)shares | Mar. 31, 2021USD ($) |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Purchase price | $ | $ 300,450 | $ 0 | ||||
2022 ASR | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of transactions | transaction | 2 | |||||
Purchase price | $ | $ 300,000 | |||||
Stock repurchased and retired during period, shares (in shares) | shares | 8,562,255 | |||||
Stock repurchased and retired during period, number of business days for delivery | day | 3 | |||||
Stock repurchased and retired during period, percentage | 80.00% | |||||
2022 ASR | Subsequent Event | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock repurchased and retired during period, shares (in shares) | shares | 837,001 | 9,399,256 | ||||
Stock repurchased and retired during the period, weighted-average price (in dollars per share) | $ / shares | $ 31.9174 | |||||
2021 ASR | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Purchase price | $ | $ 300,000 | |||||
Stock repurchased and retired during period, shares (in shares) | shares | 2,163,219 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Share-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Share-based compensation expense | $ 33,084 | $ 23,100 |
Share-based compensation expense capitalized | 1,800 | 500 |
Cost of revenues | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Share-based compensation expense | 623 | 362 |
Research and development | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Share-based compensation expense | 11,776 | 7,959 |
Sales and marketing | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Share-based compensation expense | 4,386 | 2,919 |
General and administrative | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Share-based compensation expense | $ 16,299 | $ 11,860 |
Stockholders' Equity - Narrativ
Stockholders' Equity - Narrative of Share-based Compensation Expense (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense capitalized | $ 1.8 | $ 0.5 |
RSUs and PSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unrecognized compensation costs related to restricted stock units | $ 296.1 | |
Weighted average vesting period for recognition of compensation expense | 2 years 6 months |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of RSU and PSU Activity (Details) - RSUs and PSUs | 3 Months Ended |
Mar. 31, 2022$ / sharesshares | |
Shares Outstanding | |
Beginning balance (in shares) | shares | 8,171,462 |
Granted (in shares) | shares | 2,472,933 |
Released (in shares) | shares | (642,952) |
Forfeited (in shares) | shares | (598,243) |
Ending balance (in shares) | shares | 9,403,200 |
Weighted Average Grant Date Fair Value | |
Beginning balance (in dollars per share) | $ / shares | $ 46.36 |
Granted (in dollars per share) | $ / shares | 33.21 |
Released (in dollars per share) | $ / shares | 68.70 |
Forfeited (in dollars per share) | $ / shares | 44.26 |
Ending balance (in dollars per share) | $ / shares | $ 41.51 |
Subsequent Event (Details)
Subsequent Event (Details) - Subsequent Event $ in Millions | 1 Months Ended |
Apr. 30, 2022USD ($) | |
Subsequent Event [Line Items] | |
Proceeds from sale | $ 14 |
Minimum | |
Subsequent Event [Line Items] | |
Rental term | 2 months |
Maximum | |
Subsequent Event [Line Items] | |
Rental term | 5 months |
Uncategorized Items - chgg-2022
Label | Element | Value |
Accounting Standards Update [Extensible Enumeration] | us-gaap_AccountingStandardsUpdateExtensibleList | Accounting Standards Update 2020-06 [Member] |