Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2022 | Jul. 31, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-39590 | |
Entity Registrant Name | fuboTV Inc. /FL | |
Entity Incorporation, State or Country Code | FL | |
Entity Tax Identification Number | 26-4330545 | |
Entity Address, Address Line One | 1290 Avenue of the Americas | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10104 | |
City Area Code | 212 | |
Local Phone Number | 672-0055 | |
Title of 12(b) Security | Common Stock, par value $0.0001 per share | |
Trading Symbol | FUBO | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 185,295,945 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2022 | |
Current Fiscal Year End Date | --12-31 | |
Entity Central Index Key | 0001484769 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Current assets | ||
Cash and cash equivalents | $ 272,671 | $ 374,294 |
Cash reserved for users | 724 | 579 |
Short-term investments | 100,000 | 0 |
Accounts receivable, net | 31,730 | 34,308 |
Prepaid and other current assets | 41,460 | 19,324 |
Total current assets | 446,585 | 428,505 |
Property and equipment, net | 6,992 | 6,817 |
Restricted cash | 6,138 | 5,112 |
Intangible assets, net | 198,684 | 218,186 |
Goodwill | 616,277 | 630,269 |
Right-of-use assets | 39,880 | 37,755 |
Other non-current assets | 47,399 | 43,134 |
Total assets | 1,361,955 | 1,369,778 |
Current liabilities | ||
Accounts payable | 53,099 | 56,460 |
Accrued expenses and other current liabilities | 210,980 | 219,579 |
Notes payable | 5,393 | 5,113 |
Deferred royalty | 42,297 | 44,296 |
Warrant liabilities | 0 | 3,548 |
Long-term borrowings - current portion | 2,139 | 3,668 |
Current portion of lease liabilities | 5,993 | 4,633 |
Total current liabilities | 319,901 | 337,297 |
Convertible notes, net of discount | 392,837 | 316,354 |
Deferred income taxes | 1,671 | 2,431 |
Lease liabilities | 37,215 | 34,129 |
Other long-term liabilities | 8,567 | 8,686 |
Total liabilities | 760,191 | 698,897 |
COMMITMENTS AND CONTINGENCIES (Note 14) | ||
Redeemable non-controlling interest | 1,630 | 0 |
Stockholders’ equity: | ||
Common stock par value $0.0001: 400,000,000 shares authorized; 185,293,067 and 153,950,895 shares issued and outstanding at June 30, 2022 and December 31, 2021, respectively | 19 | 16 |
Additional paid-in capital | 1,867,924 | 1,691,206 |
Accumulated deficit | (1,253,459) | (1,009,293) |
Non-controlling interest | (11,463) | (11,220) |
Accumulated other comprehensive income (loss) | (2,887) | 172 |
Total stockholders’ equity | 600,134 | 670,881 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY AND TEMPORARY EQUITY | $ 1,361,955 | $ 1,369,778 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Common stock, par or stated value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 400,000,000 | 400,000,000 |
Common stock, shares, issued (in shares) | 185,293,067 | 153,950,895 |
Ending balance (in shares) | 185,293,067 | 153,950,895 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Revenues | ||||
Revenue | $ 221,890 | $ 130,884 | $ 463,909 | $ 250,604 |
Operating expenses | ||||
Subscriber related expenses | 218,900 | 120,500 | 464,561 | 233,807 |
Broadcasting and transmission | 17,157 | 12,395 | 37,454 | 22,946 |
Sales and marketing | 30,789 | 21,514 | 76,975 | 43,657 |
Technology and development | 20,923 | 20,001 | 42,348 | 31,439 |
General and administrative | 27,445 | 28,293 | 59,674 | 46,447 |
Depreciation and amortization | 8,519 | 9,247 | 19,981 | 18,456 |
Impairment of goodwill | 10,682 | 0 | 10,682 | 0 |
Total operating expenses | 334,415 | 211,950 | 711,675 | 396,752 |
Operating loss | (112,525) | (81,066) | (247,766) | (146,148) |
Other income (expense) | ||||
Interest expense and financing costs | (3,680) | (4,175) | (7,450) | (6,629) |
Amortization of debt discount | (619) | (4,043) | (1,219) | (6,555) |
Loss on extinguishment of debt | 0 | (380) | 0 | (380) |
Change in fair value of warrant liabilities | 0 | (6,019) | (1,701) | (6,604) |
Other income (expense) | 195 | 0 | 287 | (18) |
Total other income (expense) | (4,104) | (14,617) | (10,083) | (20,186) |
Loss before income taxes | (116,629) | (95,683) | (257,849) | (166,334) |
Income tax benefit | 355 | 753 | 758 | 1,218 |
Net loss | (116,274) | (94,930) | (257,091) | (165,116) |
Less: Net loss attributable to non-controlling interest | 150 | 15 | 243 | 91 |
Net loss attributable to common stockholders | (116,124) | (94,915) | (256,848) | (165,025) |
Other comprehensive income (loss) | ||||
Foreign currency translation adjustment | (844) | 0 | (2,215) | 0 |
Comprehensive loss | $ (116,968) | $ (94,915) | $ (259,063) | $ (165,025) |
Net loss per share attributable to common stockholders | ||||
Basic loss per share (in usd per share) | $ (0.63) | $ (0.68) | $ (1.50) | $ (1.27) |
Diluted loss per share (in usd per share) | $ (0.63) | $ (0.68) | $ (1.50) | $ (1.27) |
Weighted average shares outstanding: | ||||
Weighted-average common shares outstanding basic (in shares) | 185,103,005 | 140,596,001 | 171,316,513 | 129,591,310 |
Weighted-average common shares outstanding diluted (in shares) | 185,103,005 | 140,596,001 | 171,316,513 | 129,591,310 |
Subscription | ||||
Revenues | ||||
Revenue | $ 199,943 | $ 114,368 | $ 419,111 | $ 221,482 |
Advertising | ||||
Revenues | ||||
Revenue | 22,020 | 16,466 | 45,172 | 29,072 |
Wagering | ||||
Revenues | ||||
Revenue | (182) | 0 | (483) | 0 |
Other | ||||
Revenues | ||||
Revenue | $ 109 | $ 50 | $ 109 | $ 50 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Stockholders’ Equity (Unaudited) - USD ($) $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | Preferred stock | Common Stock | Additional Paid-In Capital | Additional Paid-In Capital Cumulative Effect, Period of Adoption, Adjustment | Treasury Stock | Accumulated Deficit | Accumulated Deficit Cumulative Effect, Period of Adoption, Adjustment | Accumulated Other Comprehensive Loss | Non-controlling Interest |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Ending balance (in shares) | 92,490,768 | ||||||||||
Beginning balance (in shares) at Dec. 31, 2020 | 23,219,613 | ||||||||||
Beginning balance at Dec. 31, 2020 | $ 622,948 | $ 406,665 | $ 9 | $ 853,824 | $ 0 | $ (626,456) | $ (11,094) | ||||
Beginning balance (in shares) at Dec. 31, 2020 | 92,490,768 | ||||||||||
Beginning balance (in shares) at Dec. 31, 2020 | (800,000) | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Conversion of series AA preferred stock (in shares) | 23,219,613 | 46,439,226 | |||||||||
Conversion of Series AA Preferred Stock | 0 | $ (406,665) | $ 5 | 406,660 | |||||||
Exercise of common stock warrants (in shares) | 536,825 | ||||||||||
Exercise of common stock warrants | 15,803 | 15,803 | |||||||||
Recognition of debt discount on 2026 Convertible Notes | 88,059 | 88,059 | |||||||||
Exercise of stock options (in shares) | 1,082,964 | ||||||||||
Exercise of stock options | 776 | 776 | |||||||||
Issuance of treasury stock in connection with acquisition (in shares) | 623,068 | ||||||||||
Issuance of treasury stock in connection with acquisition | 8,538 | 8,538 | |||||||||
Stock-based compensation | 9,374 | 9,374 | |||||||||
Other | (5) | (5) | |||||||||
Less: net loss attributable to non-controlling interest | (76) | (76) | |||||||||
Net loss | (70,110) | (70,110) | |||||||||
Ending balance (in shares) at Mar. 31, 2021 | 0 | ||||||||||
Ending balance at Mar. 31, 2021 | 675,307 | $ 0 | $ 14 | 1,383,029 | $ 0 | (696,566) | (11,170) | ||||
Ending balance (in shares) at Mar. 31, 2021 | (176,932) | ||||||||||
Beginning balance (in shares) at Dec. 31, 2020 | 23,219,613 | ||||||||||
Beginning balance at Dec. 31, 2020 | 622,948 | $ 406,665 | $ 9 | 853,824 | $ 0 | (626,456) | (11,094) | ||||
Beginning balance (in shares) at Dec. 31, 2020 | 92,490,768 | ||||||||||
Beginning balance (in shares) at Dec. 31, 2020 | (800,000) | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Less: net loss attributable to non-controlling interest | (91) | ||||||||||
Net loss | (165,025) | ||||||||||
Ending balance (in shares) at Jun. 30, 2021 | 0 | ||||||||||
Ending balance at Jun. 30, 2021 | 606,397 | $ 0 | $ 14 | 1,409,049 | $ 0 | (791,481) | (11,185) | ||||
Ending balance (in shares) at Jun. 30, 2021 | (176,932) | ||||||||||
Beginning balance (in shares) at Dec. 31, 2020 | 23,219,613 | ||||||||||
Beginning balance at Dec. 31, 2020 | 622,948 | $ 406,665 | $ 9 | 853,824 | $ 0 | (626,456) | (11,094) | ||||
Beginning balance (in shares) at Dec. 31, 2020 | 92,490,768 | ||||||||||
Beginning balance (in shares) at Dec. 31, 2020 | (800,000) | ||||||||||
Ending balance at Dec. 31, 2021 | $ 670,881 | $ (75,264) | $ 16 | 1,691,206 | $ (87,946) | (1,009,293) | $ 12,682 | $ 172 | (11,220) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Accounting standards update | Accounting Standards Update 2020-06 [Member] | ||||||||||
Ending balance (in shares) | 140,549,783 | ||||||||||
Beginning balance (in shares) at Mar. 31, 2021 | 0 | ||||||||||
Beginning balance at Mar. 31, 2021 | $ 675,307 | $ 0 | $ 14 | 1,383,029 | $ 0 | (696,566) | (11,170) | ||||
Beginning balance (in shares) at Mar. 31, 2021 | 140,549,783 | ||||||||||
Beginning balance (in shares) at Mar. 31, 2021 | (176,932) | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Exercise of common stock warrants (in shares) | 71,428 | ||||||||||
Exercise of common stock warrants | 500 | 500 | |||||||||
Recognition of debt discount on 2026 Convertible Notes | (113) | (113) | |||||||||
Exercise of stock options (in shares) | 508,664 | ||||||||||
Exercise of stock options | 1,200 | 1,200 | |||||||||
Stock-based compensation | 24,431 | 24,431 | |||||||||
Other (in shares) | (32,581) | ||||||||||
Other | 2 | 2 | |||||||||
Less: net loss attributable to non-controlling interest | (15) | (15) | |||||||||
Net loss | (94,915) | (94,915) | |||||||||
Ending balance (in shares) at Jun. 30, 2021 | 0 | ||||||||||
Ending balance at Jun. 30, 2021 | $ 606,397 | $ 0 | $ 14 | 1,409,049 | $ 0 | (791,481) | (11,185) | ||||
Ending balance (in shares) at Jun. 30, 2021 | (176,932) | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Ending balance (in shares) | 141,097,294 | ||||||||||
Ending balance (in shares) | 153,950,895 | 153,950,895 | |||||||||
Beginning balance at Dec. 31, 2021 | $ 670,881 | (75,264) | $ 16 | 1,691,206 | (87,946) | (1,009,293) | 12,682 | 172 | (11,220) | ||
Beginning balance (in shares) at Dec. 31, 2021 | 153,950,895 | 153,950,895 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Issuance of common stock/At-the-market offering, net of offering costs (in shares) | 27,443,580 | ||||||||||
Issuance of common stock/At-the-market offering, net of offering costs | $ 203,796 | $ 2 | 203,794 | ||||||||
Exercise of common stock warrants (in shares) | 540,541 | ||||||||||
Exercise of common stock warrants | 10,249 | 10,249 | |||||||||
Exercise of stock options (in shares) | 349,847 | ||||||||||
Exercise of stock options | 443 | 443 | |||||||||
Delivery of common stock underlying restricted stock units (in shares) | 392,326 | ||||||||||
Stock-based compensation | 19,449 | 19,449 | |||||||||
Foreign currency translation adjustment | (2,215) | (2,215) | |||||||||
Less: net loss attributable to non-controlling interest | (93) | (93) | |||||||||
Net loss | (140,724) | (140,724) | |||||||||
Ending balance at Mar. 31, 2022 | 686,522 | $ 18 | 1,837,195 | (1,137,335) | (2,043) | (11,313) | |||||
Beginning balance at Dec. 31, 2021 | $ 670,881 | $ (75,264) | $ 16 | 1,691,206 | $ (87,946) | (1,009,293) | $ 12,682 | 172 | (11,220) | ||
Beginning balance (in shares) at Dec. 31, 2021 | 153,950,895 | 153,950,895 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Exercise of stock options (in shares) | 430,122 | ||||||||||
Less: net loss attributable to non-controlling interest | $ (243) | ||||||||||
Net loss | (256,848) | ||||||||||
Ending balance at Jun. 30, 2022 | 600,134 | $ 19 | 1,867,924 | (1,253,459) | (2,887) | (11,463) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Ending balance (in shares) | 182,677,189 | ||||||||||
Beginning balance at Mar. 31, 2022 | $ 686,522 | $ 18 | 1,837,195 | (1,137,335) | (2,043) | (11,313) | |||||
Beginning balance (in shares) at Mar. 31, 2022 | 182,677,189 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Issuance of common stock/At-the-market offering, net of offering costs (in shares) | 16,392,000 | 2,400,000 | |||||||||
Issuance of common stock/At-the-market offering, net of offering costs | $ 1 | 16,391 | |||||||||
Exercise of stock options (in shares) | 80,275 | ||||||||||
Exercise of stock options | $ 129 | 129 | |||||||||
Stock-based compensation | 14,209 | 14,209 | |||||||||
Foreign currency translation adjustment | (844) | (844) | |||||||||
Less: net loss attributable to non-controlling interest | (150) | (150) | |||||||||
Net loss | (116,124) | (116,124) | 0 | ||||||||
Ending balance at Jun. 30, 2022 | $ 600,134 | $ 19 | $ 1,867,924 | $ (1,253,459) | $ (2,887) | $ (11,463) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Ending balance (in shares) | 185,293,067 | 185,293,067 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Cash flows from operating activities | ||
Net loss | $ (257,091) | $ (165,116) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 19,981 | 18,456 |
Amortization of gaming licenses and market access fees | 1,858 | 0 |
Stock-based compensation | 33,658 | 33,805 |
Impairment of goodwill | 10,682 | 0 |
Amortization of debt discount | 1,219 | 6,555 |
Loss on extinguishment of debt | 0 | 380 |
Deferred income tax benefit | (758) | (1,218) |
Change in fair value of warrant liabilities | 1,701 | 6,604 |
Amortization of right-of-use assets | 2,112 | 624 |
Other adjustments | 653 | 245 |
Changes in operating assets and liabilities of business, net of acquisitions: | ||
Cash reserved for users | (145) | 0 |
Accounts receivable, net | 2,476 | (3,413) |
Prepaid expenses and other assets | (23,662) | (5,583) |
Accounts payable | (2,294) | 1,390 |
Accrued expenses and other liabilities | (6,469) | 13,233 |
Deferred revenue | (1,962) | 7,068 |
Lease liabilities | 209 | (454) |
Net cash used in operating activities | (217,832) | (87,424) |
Cash flows from investing activities | ||
Cash portion paid for acquisition | 0 | (1,740) |
Purchases of short-term investments | (100,000) | 0 |
Purchases of property and equipment | (1,055) | (2,138) |
Capitalization of internal use software | (1,949) | 0 |
Purchase of intangible assets - gaming | (700) | 0 |
Payments for market access and license fee deposits | (3,462) | (1,300) |
Net cash used in investing activities | (107,166) | (5,178) |
Cash flows from financing activities | ||
Proceeds from the issuance of common stock / At-the-market offering, net of offering costs | 220,188 | 0 |
Proceeds from convertible note, net of issuance costs | 0 | 389,946 |
Proceeds from exercise of stock options | 572 | 1,976 |
Proceeds from the exercise of warrants | 5,000 | 1,312 |
Repayments of notes payable and long-term borrowings | (1,359) | (24,709) |
Net cash provided by financing activities | 224,401 | 368,525 |
Net increase (decrease) in cash, cash equivalents and restricted cash | (100,597) | 275,923 |
Cash, cash equivalents and restricted cash at beginning of period | 379,406 | 136,221 |
Cash, cash equivalents and restricted cash at end of period | 278,809 | 412,144 |
Supplemental disclosure of cash flows information: | ||
Interest paid | 6,639 | 432 |
Non-cash financing and investing activities: | ||
Conversion of Series AA preferred stock to common stock | 0 | 406,665 |
Issuance of treasury stock in connection with acquisition | 0 | 8,538 |
Reclassification of the equity components of the 2026 Convertible Notes to liability upon adoption of ASU 2020-06 | 75,264 | 0 |
Cashless exercise of warrants | $ 5,249 | $ 14,991 |
Organization and Nature of Busi
Organization and Nature of Business | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Organization and Nature of Business | Organization and Nature of Business Incorporation fuboTV Inc. (“fuboTV” or the “Company”) was incorporated under the laws of the State of Florida in February 2009 under the name York Entertainment, Inc. The Company changed its name to FaceBank Group, Inc. on September 30, 2019. On August 10, 2020, the Company changed its name to fuboTV Inc. and as of May 1, 2020, the Company’s trading symbol was changed from “FBNK” to “FUBO.” The Company’s common stock was approved for listing on the New York Stock Exchange (“NYSE”) in connection with a public offering in October 2020 and commenced trading on the NYSE on October 8, 2020. Unless the context otherwise requires, “fuboTV,” “we,” “us,” “our,” and the “Company” refers to fuboTV and its subsidiaries on a consolidated basis. Nature of Business The Company is focused on developing its technology-driven IP in sports, movies, and live performances. The Company is principally focused on offering consumers a leading live TV streaming platform for sports, news, and entertainment. The Company’s revenues are primarily derived from the sale of subscription services and the sale of advertisements in the United States. The Company’s subscription-based streaming services are offered to consumers who can sign-up for accounts through which the Company provides plans with the flexibility for consumers to purchase incremental features that include additional content or enhanced functionality (“Attachments”) best suited for them. Besides the website, consumers can also sign-up via some TV-connected devices. The fuboTV platform provides a broad suite of unique features and personalization tools such as multi-channel viewing capabilities, favorites lists and a dynamic recommendation engine, as well as 4K streaming and Cloud DVR offerings. During the year ended December 31, 2021, the Company launched a business-to-consumer online sports wagering business (“Online Sportsbook”) in the states of Iowa and Arizona. The Company is planning to launch in additional states during 2022, and is developing a broader strategic plan for the Online Sportsbook based on market conditions and other factors. During the six months ended June 30, 2022, the Company paid $3.5 million for gaming licenses pursuant to market access agreements with third parties in various states (See Note 7). |
Liquidity, Going Concern and Ma
Liquidity, Going Concern and Management Plans | 6 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Liquidity, Going Concern and Management Plans | Liquidity, Going Concern and Management Plans The accompanying unaudited condensed consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business. The Company had cash and cash equivalents and restricted cash of $278.8 million, short-term investments in time deposits of $100.0 million that mature in December 2022, working capital of $126.7 million and an accumulated deficit of $1.3 billion as of June 30, 2022. The Company incurred a net loss of $116.3 million and $257.1 million for the three and six months ended June 30, 2022, respectively. Since inception, the Company’s operations have been financed primarily through the sale of equity and debt securities. The Company has incurred losses from operations and negative cash flows from operating activities since inception and expects to continue to incur substantial losses. As discussed further in Note 13, during the six months ended June 30, 2022, the Company received net proceeds of approximately $220.2 million (after deducting $4.5 million in commissions and expenses) from sales of 29,843,580 shares of its common stock, at a weighted average gross sales price of $7.53 per share pursuant to an At-The-Market Sales Agreement with its sales agents, Evercore Group L.L.C., Needham & Company, LLC and Oppenheimer & Co. Inc., effective August 13, 2021 (the “Sales Agreement”). The Company’s current cash and cash equivalents and short-term investments, consisting of time-based deposits of $100.0 million that will mature in December 2022, will provide us with the necessary liquidity to continue as a going concern for at least one year from the date of issuance of these financial statements. In addition to the foregoing, the Company cannot predict the long-term impact on its development timelines, revenue levels and its liquidity due to the worldwide spread of COVID-19 and other macroeconomic factors, including inflationary cost pressures and potential recession indicators. Based upon the Company’s current assessment, it does not expect the impact of the COVID-19 pandemic and other macroeconomic factors to materially impact the Company’s operations. However, the Company is continuing to assess the impact that the spread of COVID-19 and other macroeconomic factors may have on its operations. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Principles of Consolidation and Basis of Presentation The Company’s consolidated financial statements include the accounts of the Company and the accounts of the Company’s wholly-owned subsidiaries and non-wholly owned subsidiaries where the Company has a controlling interest. All intercompany balances and transactions have been eliminated in consolidation. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the accounting principles generally accepted in the United States of America (“GAAP” or “U.S. GAAP”) for interim financial information and pursuant to the instructions to Form 10-Q. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, consisting of normal recurring adjustments considered necessary for a fair presentation of such interim results. The results for the unaudited condensed consolidated statement of operations and comprehensive loss are not necessarily indicative of results to be expected for the year ending December 31, 2022 or for any future interim period. The condensed consolidated balance sheet as of December 31, 2021 has been derived from the audited financial statements; however, it does not include all of the information and notes required by U.S. GAAP for complete financial statements. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements for the year ended December 31, 2021 and notes thereto included in the Company’s Annual Report. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Management bases its estimates on historical experience and on various other assumptions it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could differ from those estimates. Those estimates and assumptions include allocating the fair value of purchase consideration to assets acquired and liabilities assumed in business acquisitions, useful lives of property and equipment and intangible assets, recoverability of goodwill and intangible assets, accruals for contingent liabilities, convertible notes, equity instruments issued in share-based payment arrangements, and accounting for income taxes, including the valuation allowance on deferred tax assets. Cash, Cash Equivalents and Restricted Cash The Company considers all highly liquid investments with remaining maturities at the date of purchase of three months or less to be cash equivalents, including balances held in the Company’s money market account and time-based deposits. Restricted cash primarily represents cash on deposit with financial institutions in support of a letter of credit outstanding in favor of the Company’s landlord for office space. The restricted cash balance has been excluded from the cash balance and is classified as restricted cash on the consolidated balance sheets. On June 27, 2022, the Company entered into a time-based deposit totaling $50.0 million which accrues interest monthly at a rate of 2.0% and matures on September 27, 2022. No interest is paid until the settlement date of September 27, 2022. The following table provides a reconciliation of cash, cash equivalents and restricted cash within the consolidated balance sheets that sum to the total of the same on the consolidated statement of cash flows (in thousands): June 30, 2022 December 31, 2021 Cash and cash equivalents $ 272,671 $ 374,294 Restricted cash 6,138 5,112 Total cash, cash equivalents and restricted cash $ 278,809 $ 379,406 Cash Reserved for Users The Company maintains separate bank accounts to segregate users’ funds from operational funds. As of June 30, 2022, the cash reserved for users totaled approximately $0.7 million. Short-term investments The Company classifies its time-based deposits as cash and cash equivalents or short-term investments if it had a term at inception of greater or less than 90 days in accordance with ASC 320, Investments - Debt and Equity Securities . The Company reassesses the appropriateness of the classification of its investments at the end of each reporting period. On June 27, 2022, the Company entered into a time-based deposit totaling $100.0 million which accrues interest monthly at a rate of 2.54% and matures on December 27, 2022 and is included in short-term investments on the accompanying consolidated balance sheet as of June 30, 2022. No interest is paid until the settlement date of December 27, 2022. At June 30, 2022, the Company had $100.0 million of short-term investments classified as held-to-maturity. Certain Risks and Concentrations Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of demand deposits, time-based deposits and accounts receivable. The Company maintains cash deposits with financial institutions that at times exceed applicable insurance limits. The majority of the Company’s software and computer systems utilize data processing, storage capabilities and other services provided by Google Cloud Platform and Amazon Web Services, which cannot be easily switched to another cloud service provider. As such, any disruption of the Company’s interference with Google Cloud Platform and Amazon Web Services could adversely impact the Company’s operations and business. Segment and Reporting Unit Information Operating segments are defined as components of an entity for which discrete financial information is available that is regularly reviewed by the Chief Operating Decision Maker (“CODM”) in deciding how to allocate resources to an individual segment and in assessing performance. The Company’s Chief Executive Officer is determined to be the CODM. The CODM reviews financial information and makes resource allocation decisions at the consolidated group level. The Company has two operating segments as of June 30, 2022 and December 31, 2021, streaming and wagering. Significant Accounting Policies For a detailed discussion of the Company’s significant accounting policies, see Note 3 to the consolidated financial statements for the year ended December 31, 2021, included in the Company’s Annual Report. Except for the accounting for the 2026 Convertible Notes discussed in Note 10 and Licensed Content below, there were no significant changes to the Company’s accounting policies during the six months ended June 30, 2022. Licensed Content During the six months ended June 30, 2022, the Company entered into various license agreements to obtain rights to certain live sports events. Costs incurred in acquiring certain rights to live sporting events are accounted for in accordance with ASC 920, Entertainment—Broadcasters (“ASC 920”). These program rights are expensed in a manner consistent with how it expects to monetize the licensed content, which is primarily based on subscription revenue. Cash flows for licensed content are presented within operating activities in the condensed consolidated statements of cash flows. Foreign Currency The Company’s reporting currency is the U.S. dollar while the functional currency of each non-U.S. subsidiary is determined based on the primary economic environment in which such subsidiary operates. The financial statements of non-U.S. subsidiaries are translated into United States dollars in accordance with ASC 830, Foreign Currency Matters , using period-end rates of exchange for assets and liabilities, and average rates of exchange for the period for revenues, costs, and expenses and historical rates for equity. Translation adjustments resulting from the process of translating the local currency financial statements into U.S. dollars are included in determining other comprehensive income (loss). Net Loss Per Share Basic net loss per share is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding during the period. The following table presents the calculation of basic and diluted net loss per share (in thousands, except shares and per share data): Three Months Ended Six Months Ended 2022 2021 2022 2021 Basic loss per share: Net loss $ (116,274) $ (94,930) $ (257,091) $ (165,116) Less: net loss attributable to non-controlling interest 150 15 243 91 Net loss attributable to common stockholders (116,124) (94,915) (256,848) (165,025) Shares used in computation: Weighted-average common shares outstanding 185,103,005 140,596,001 171,316,513 129,591,310 Basic and diluted loss per share $ (0.63) $ (0.68) $ (1.50) $ (1.27) The following common share equivalents are excluded from the calculation of weighted average common shares outstanding because their inclusion would have been anti-dilutive: June 30, 2022 2021 Warrants to purchase common stock 3 1,750,843 Stock options 15,854,229 16,630,240 Unvested restricted stock units 7,158,200 1,243,757 Convertible notes variable settlement feature 6,966,078 6,966,078 Total 29,978,510 26,590,918 Recently Adopted Accounting Standards In August 2020, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2020-06, Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which simplifies accounting for convertible instruments by eliminating the requirement to separately account for an embedded conversion feature as an equity component in certain circumstances. A convertible debt instrument will be reported as a single liability instrument with no separate accounting for an embedded conversion feature unless separate accounting is required for an embedded conversion feature as a derivative or under the substantial premium model. The ASU simplifies the diluted earnings per share calculation by requiring that an entity use the if-converted method and that the effect of potential share settlement be included in diluted earnings per share calculations. Further, the ASU requires enhanced disclosures about convertible instruments. The ASU also removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception. The Company adopted the ASU 2020-06 on January 1, 2022 using the modified retrospective method. Upon adoption at January 1, 2022, the Company made certain adjustments in its condensed consolidated balance sheets as related to the 2026 Convertible Notes (see Note 10) which consists of an increase of $75.3 million in Convertible notes, net of discount, a net decrease of $87.9 million in Additional paid-in capital and a net decrease of $12.7 million in Accumulated deficit. Additionally, from January 1, 2022, as related to the 2026 Convertible Notes (see Note 10) we will no longer incur non-cash interest expense for the amortization of debt discount related to the previously separated equity component. After adoption, the Company accounts for the 2026 Convertible Notes as single liability measured at amortized cost. The Company did not elect the fair value option. The Company will apply the if converted methodology in computing diluted earnings per share if and when profitability is achieved. The following table summarizes the adjustments made to the Company’s condensed consolidated balance sheet as of January 1, 2022 as a result of applying the modified retrospective method in adopting ASU 2020-06 (in thousands): As Reported December 31, 2021 ASU 2020-06 Adjustments As Adjusted January 1, 2022 2026 Convertible Notes $ 316,354 $ 75,264 $ 391,618 Additional paid-in capital $ 1,691,206 $ (87,946) $ 1,603,260 Accumulated deficit $ (1,009,293) $ 12,682 $ (996,611) Under the modified retrospective method, the Company does not need to restate the comparative periods in transition and will continue to present financial information and disclosures for periods before January 1, 2022 in accordance with guidance under ASC 470-20, Debt: Debt with Conversion and Other Options (ASC 470-20). The adoption did not impact previously reported amounts in the Company’s condensed consolidated statements of operations and comprehensive loss, cash flows and the basic and diluted net loss per share amounts. In June 2016, the FASB issued ASU 2016-13, “Financial Instruments - Credit Losses.” The ASU sets forth a “current expected credit loss” model which requires the Company to measure all expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions, and reasonable supportable forecasts. This replaces the existing incurred loss model and is applicable to the measurement of credit losses on financial assets measured at amortized cost and applies to some off-balance sheet credit exposures. This ASU was effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years, with early adoption permitted. Recently, the FASB issued the final ASU to delay adoption for smaller reporting companies to calendar year 2023. The Company adopted this ASU in January 2022 and the adoption did not have a material impact on the Company’s condensed consolidated financial statements and related disclosures. In March 2019, the FASB issued ASU 2019-02, Entertainment-Films-Other Assets-Film Costs (Subtopic 926-20) and Entertainment-Broadcasters-Intangibles-Goodwill and Other (Subtopic 920-350): Improvements to Accounting for Costs of Films and License Agreements for Program Materials, to align the accounting for production costs of an episodic television series with the accounting for production costs of films by removing the content distinction for capitalization. The amendments also require that an entity reassess estimates of the use of a film for a film in a film group and account for any changes prospectively. In addition, this guidance requires an entity to test for impairment a film or license agreement within the scope of ASC 920-350 at the film group level, when the film or license agreement is predominantly monetized with other films and/or licensed agreements. The Company adopted this ASU in January 2022, and the adoption did not have a material impact on the Company’s condensed consolidated financial statements and related disclosures. Recently Issued Accounting Standards The Company continually assesses any new accounting pronouncements to determine their applicability. When it is determined that a new accounting pronouncement affects the Company’s financial reporting, the Company undertakes a study to determine the consequences of the change to its financial statements and assures that there are proper controls in place to ascertain that the Company’s financial statements properly reflect the change. |
Acquisitions
Acquisitions | 6 Months Ended |
Jun. 30, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions | Acquisitions Molotov S.A.S On December 6, 2021, the Company acquired approximately 98.5% of the equity interests in Molotov S.A.S (“Molotov”), a television streaming platform located in France, for €101.7 million or $115.0 million (“Molotov Acquisition”). The consideration paid in cash totaled €14.4 million or $16.3 million, and the issuance of 5.7 million shares of the Company’s common stock with a fair value of approximately $98.8 million. Molotov is included in the streaming segment. The Molotov Acquisition was accounted for using the acquisition method of accounting in accordance with ASC 805, which requires recognition of assets acquired and liabilities assumed at their respective fair values on the date of acquisition. During the three and six months ended June 30, 2022, the Company continued finalizing its purchase price allocation of the assets acquired and liabilities assumed in the December 6, 2021 acquisition of Molotov based on new information obtained about facts and circumstances that existed as of the acquisition date. During the six months ended June 30, 2022, the Company recorded measurement period adjustments to its acquisition date goodwill to record the non-controlling interest of $1.8 million for the remaining 1.5% of Molotov’s equity interest and adjustments to right of use assets, lease liabilities, accounts payable, and accrued expenses based on additional information obtained about conditions that existed as of the acquisition date. The following table presents the allocation of the purchase price to the net assets acquired, inclusive of intangible assets, with the excess fair value recorded to goodwill (in thousands): Assets acquired: Cash $ 818 Accounts receivable, net 1,752 Prepaid and other current assets 6,273 Property and equipment, net 738 Other non-current assets 2,643 Intangible assets 18,429 Goodwill 127,971 Right-of-use assets 4,566 Total assets acquired 163,190 Liabilities assumed: Accounts payable 15,724 Accrued expenses and other current liabilities 21,628 Deferred revenue 812 Long-term borrowings - current portion 3,662 Lease liabilities 4,566 Total liabilities assumed 46,392 Redeemable non-controlling interest 1,752 Net assets acquired $ 115,046 Goodwill, which is not deductible for tax purposes, primarily represents the benefits expected to result from the assembled workforce of Molotov. The Company allocated the goodwill to its streaming segment. The estimated useful lives and fair value of the intangible assets acquired are as follows (in thousands): Estimated Useful Lives Fair Value Customer relationships 2 $ 9,271 Trade names 2 $ 679 Software and technology 6 $ 8,479 Total $ 18,429 |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 6 Months Ended |
Jun. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customers | Revenue from Contracts with Customers Disaggregated revenue The following table presents the Company’s revenues disaggregated into categories based on the nature of such revenues (in thousands): Three Months Ended Six Months Ended 2022 2021 2022 2021 Subscription $ 199,943 $ 114,368 $ 419,111 $ 221,482 Advertising 22,020 16,466 45,172 29,072 Wagering (182) — (483) — Other 109 50 109 50 Total revenues $ 221,890 $ 130,884 $ 463,909 $ 250,604 The following tables summarize subscription revenue and advertising revenue by region for the three and six months ended June 30, 2022 and 2021 (in thousands): Three Months Ended Six Months Ended 2022 2021 2022 2021 United States and Canada $ 216,122 $ 130,725 $ 452,896 $ 250,342 Rest of world 5,841 109 11,387 212 Total subscription and advertising revenues $ 221,963 $ 130,834 $ 464,283 $ 250,554 Contract balances There were no losses recognized related to any receivables arising from the Company’s contracts with customers for the six months ended June 30, 2022 and 2021. For the three and six months ended June 30, 2022 and 2021, the Company did not recognize material bad-debt expense and there were no material contract assets recorded on the accompanying condensed consolidated balance sheets as of June 30, 2022 and December 31, 2021. The Company’s contract liabilities primarily relate to upfront payments and consideration received from customers for subscription services. As of June 30, 2022, and December 31, 2021, the Company’s contract liabilities totaled approximately $42.3 million and $44.3 million, respectively, and are recorded as deferred revenue on the accompanying condensed consolidated balance sheets. Transaction price allocated to remaining performance obligations The Company does not disclose the transaction price allocated to remaining performance obligations since subscription and advertising contracts have an original expected term of one year or less. |
Property and equipment, net
Property and equipment, net | 6 Months Ended |
Jun. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property and equipment, net | Property and equipment, net Property and equipment, net, is comprised of the following (in thousands): Useful Life June 30, 2022 December 31, 2021 Buildings 20 $ 732 $ 732 Furniture and fixtures 5 429 361 Computer equipment 3-5 3,950 3,856 Leasehold improvements Term of lease 5,196 4,495 10,307 9,444 Less: Accumulated depreciation (3,315) (2,627) Total property and equipment, net $ 6,992 $ 6,817 Depreciation expense totaled approximately $0.4 million and $0.2 million for the three months ended June 30, 2022 and 2021, respectively. Depreciation expense totaled approximately $0.8 million and $0.3 million for the six months ended June 30, 2022 and 2021, respectively. |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 6 Months Ended |
Jun. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | Intangible Assets and Goodwill Intangible Assets The table below summarizes the Company’s intangible assets at June 30, 2022 and December 31, 2021 (in thousands): Useful Weighted June 30, 2022 Intangible Assets Accumulated Amortization Net Balance Customer relationships 2 1.2 $ 32,280 $ (26,187) $ 6,093 Trade names 2 - 9 6.7 38,826 (9,733) 29,093 Software and technology 3 - 9 6.4 197,174 (47,193) 149,981 Gaming licenses and market access fees 2 - 5 4.1 15,701 (2,184) 13,517 Total $ 283,981 $ (85,297) $ 198,684 Useful Weighted December 31, 2021 Intangible Assets Accumulated Amortization Net Balance Customer relationships 2 2.2 $ 32,965 $ (21,105) $ 11,860 Trade names 2 - 9 7.2 38,876 (7,455) 31,421 Software and technology 3 - 9 8.7 195,852 (35,572) 160,280 Gaming licenses and market access fees 2 - 5 4.8 14,951 $ (326) $ 14,625 Total $ 282,644 $ (64,458) $ 218,186 The intangible assets are being amortized over their respective original useful lives, which range from two to nine years. The Company recorded amortization expense related to the above intangible assets of approximately $9.1 million and $9.1 million for the three months ended June 30, 2022 and 2021, respectively. The Company recorded amortization expense related to the above intangible assets of approximately $21.0 million and $18.1 million for the six months ended June 30, 2022 and 2021, respectively. The estimated future amortization expense associated with intangible assets, net is as follows (in thousands): Year ended December 31, Future Amortization 2022 $ 23,859 2023 33,919 2024 30,522 2025 27,731 2026 27,259 Thereafter 55,394 Total $ 198,684 Prepaid Market Access Agreements During the six months ended June 30, 2022, the Company paid $3.5 million for gaming licenses pursuant to market access agreements in states where the market access is pending regulatory approval as of June 30, 2022. The $3.5 million is included in other non-current assets on the accompanying condensed consolidated balance sheet as of June 30, 2022. Goodwill The following table is a summary of the changes to goodwill for the six months ended June 30, 2022 (in thousands): Streaming Wagering Total Balance - December 31, 2021 $ 619,587 $ 10,682 $ 630,269 Molotov purchase accounting adjustment (497) — (497) Impairment — (10,682) $ (10,682) Foreign currency translation adjustment (2,813) — $ (2,813) Balance - June 30, 2022 $ 616,277 $ — $ 616,277 Annually, or upon the identification of a triggering event, management is required to perform an evaluation of the recoverability of goodwill. Triggering events potentially warranting an interim goodwill impairment test include, among other factors, declines in historical or projected revenue, operating income or cash flows, and sustained declines in the Company’s stock price or market capitalization, considered both in absolute terms and relative to peers. We measure recoverability of goodwill at the reporting unit level. As a result of sustained decreases in the Company’s stock price and market capitalization, the Company conducted an interim impairment test of its goodwill and long-lived assets as of June 30, 2022. The process of determining the fair value of a reporting unit is highly subjective and involves the use of significant estimates and assumptions. The Company’s June 30, 2022 goodwill impairment test reflected an allocation of 50% and 50% between income and market-based approaches, respectively. The income-based approach also takes into account the future growth and profitability expectations. Significant inputs into the valuation models included the control premium, discount rate, and revenue market multiples as follows: Streaming Wagering Control premium 30.0% 30.0% Discount rate 27.0% 19.5% Revenue multiples 0.4x to 0.7x 0.4x to 0.7x As a result of this testing, the Company recorded a non-cash goodwill impairment charge of $10.7 million during the three months ended June 30, 2022 for the wagering segment due to changes in operating conditions, including temporary delays of launches in new markets. The impairment charge represents all of the goodwill in the wagering segment. The results of the impairment test also showed that the fair value of the streaming segment as a percentage of its carrying value was 101.7%, with the carrying value including approximately $616.3 million of goodwill. Therefore, no impairment charge was recorded during the quarter. No impairments were recorded to long-lived assets in either segment. While management cannot predict if or when additional future goodwill impairments may occur, additional goodwill impairments could have material adverse effects on the Company’s operating income, net assets, and/or the Company’s cost of, or access to, capital. Goodwill includes an accumulated impairment charge of $148.1 million related to the historical Facebank reporting unit included in the streaming segment and $10.7 million in the wagering segment. |
Accounts Payable, Accrued Expen
Accounts Payable, Accrued Expenses, and Other Liabilities | 6 Months Ended |
Jun. 30, 2022 | |
Payables and Accruals [Abstract] | |
Accounts Payable, Accrued Expenses, and Other Liabilities | Accounts Payable, Accrued Expenses, and Other Liabilities Accounts payable, accrued expenses, and other liabilities are presented below (in thousands): June 30, 2022 December 31, 2021 Affiliate fees $ 167,449 $ 177,692 Broadcasting and transmission 13,734 15,179 Selling and marketing 14,077 17,750 Accrued compensation 11,344 12,107 Legal and professional fees 4,973 7,316 Sales tax 33,242 27,316 Deferred royalty 11,139 10,510 Accrued interest 5,118 5,057 Subscriber related 2,508 3,601 Other 9,062 8,197 Total $ 272,646 $ 284,725 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company recorded income tax benefits of $0.8 million and $1.2 million during the six months ended June 30, 2022 and 2021, respectively. The tax benefits were primarily associated with the recognition of deferred tax assets for the future tax benefits for a small portion of its losses in these periods. The effective tax rate for the six months ended June 30, 2022 and June 30, 2021 were 0.29% and 0.73% respectively. The Company’s effective tax rates were lower than the U.S, statutory rate of 21% as almost full valuation allowances were recorded against the Company’s deferred tax assets for the future tax benefits of its losses in these periods. The Company regularly evaluates the realizability of its deferred tax assets and establishes a valuation allowance if it is more likely than not that some or all the deferred tax assets will not be realized. In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, loss carrybacks and tax-planning strategies. Generally, more weight is given to objectively verifiable evidence, such as the cumulative losses in recent years, as a significant piece of negative evidence to overcome. At June 30, 2022 and December 31, 2021, the Company continued to maintain that a portion of its deferred tax assets do not meet the more likely than not realization threshold. Therefore, the net deferred tax assets have been partially offset by a valuation allowance. |
Notes Payable, Long-Term Borrow
Notes Payable, Long-Term Borrowing, and Convertible Notes | 6 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Notes Payable, Long-Term Borrowing, and Convertible Notes | Notes Payable, Long-Term Borrowing, and Convertible Notes Notes payable, long-term borrowing, and convertible notes as of June 30, 2022 and December 31, 2021 consist of the following (in thousands): Note Stated Interest Rate Principal Balance Capitalized Interest Debt Discount June 30, 2026 Convertible Notes 3.25% $ 402,500 $ — $ (9,663) $ 392,837 Note payable 10.0% 2,700 2,657 — 5,357 Bpi France 2.25% 2,139 — — 2,139 Other 4.0% 30 6 — 36 $ 407,369 $ 2,663 $ (9,663) $ 400,369 Note Stated Interest Rate Principal Balance Capitalized Interest Debt Discount December 31, 2026 Convertible Notes 3.25% $ 402,500 $ — $ (86,146) $ 316,354 Note payable 10.0% 2,700 2,377 — $ 5,077 Bpi France 2.25% 2,422 — — $ 2,422 Société Générale 0.25% 1,246 — — $ 1,246 Other 4.0% 30 6 — 36 $ 408,898 $ 2,383 $ (86,146) $ 325,135 2026 Convertible Notes On February 2, 2021, the Company issued $402.5 million of convertible notes (“2026 Convertible Notes.”) The 2026 Convertible Notes bear interest from February 2, 2021, at a rate of 3.25% per annum, payable semi-annually in arrears on February 15 and August 15 of each year, beginning on August 15, 2021. The 2026 Convertible Notes will mature on February 15, 2026, unless earlier converted, redeemed, or repurchased. The net proceeds from this offering were approximately $389.4 million, after deducting a discount and offering expenses of approximately $13.1 million. The initial equivalent conversion price of the 2026 Convertible Notes was $57.78 per share of the Company’s common stock. Holders may convert their 2026 Convertible Notes on or after November 15, 2025, until the close of business on the second business day preceding the maturity date or prior to November 15, 2025 under certain circumstances including: (i) during any calendar quarter (and only during such calendar quarter) commencing after the calendar quarter ended on March 31, 2021, if the last reported sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (ii) during the five-business day period after any five consecutive trading day period in which the trading price for each trading day of such five consecutive trading day period was less than 98% of the product of the last reported sale price of the Company’s common stock and the conversion rate on each such trading day; (iii) if the Company calls any or all of the 2026 Convertible Notes for redemption, at any time prior to the close of business on the second scheduled trading day immediately preceding the redemption date; or (iv) upon the occurrence of specified corporate events. The Company may also redeem all or any portion of the 2026 Convertible Notes after February 20, 2024 if the last reported sale price of the Company’s common stock has been at least 130% of the conversion price then in effect for at least 20 trading days during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the 2026 Convertible Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. Upon conversion, the Company can elect to deliver cash or shares or a combination of cash or shares. As discussed in Note 3, the Company adopted ASU 2020-06 and the portion of the debt discount allocated to equity was reclassified to long-term debt. The remaining unamortized debt issuance costs will be amortized as non-cash interest expense through the scheduled maturity of the 2026 Convertible Notes. During the three and six months ended June 30, 2022, the Company paid approximately $6.5 million and $6.5 million, respectively, of interest expense in connection with the 2026 Convertible Notes and recorded amortization expense of $0.6 million and $1.2 million, respectively, included in amortization of debt discount in the condensed consolidated statements of operations and comprehensive loss. The fair value (Level 2) of the 2026 Convertible Notes was $123.6 million. Note payable The Company has recognized, through the consolidation of its subsidiary Evolution AI Corporation (“EAI”), a $2.7 million note payable bearing interest at the rate of 10% per annum that was due on October 1, 2018 (“CAM Digital Note”). The cumulative accrued interest on the CAM Digital Note amounts to $2.4 million. The CAM Digital Note is currently in a default condition due to non-payment of principal and interest. On June 6, 2022, CamDigital, LLC filed a lawsuit against Pulse Evolution Corporation (“Pulse Evolution”), a subsidiary of EAI, seeking payment of principal and interest under the Cam Digital Note from Pulse Evolution. The outstanding balance as of June 30, 2022, including interest and penalties, is $5.4 million and is included in notes payable on the accompanying condensed consolidated balance sheet. Other The Company assumed, through the consolidation of its subsidiary EAI, a $30,000 note payable due to a relative of the former Chief Executive Officer, John Textor bearing interest at the rate of 4.0% per annum. As of June 30, 2022, the principal balance and accrued interest totaled approximately $36,000. The Company assumed through the acquisition of Molotov, $3.7 million in notes bearing interest rates between 0.25% - 2.25% per annum. During the three months ended June 30, 2022, the Company repaid principal and interest of approximately $1.4 million. As of June 30, 2022, the principal balance totaled approximately $2.1 million. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The Company’s assets and liabilities measured at fair value on a recurring basis consisted of the following as of June 30, 2022, and December 31, 2021 (in thousands): Fair value measured at June 30, 2022 Quoted Significant Significant Total Assets at fair value: Cash and cash equivalents $ 272,671 $ — $ — $ 272,671 Short-term investments $ 100,000 $ — $ — $ 100,000 Total assets at fair value $ 372,671 $ — $ — $ 372,671 Fair value measured at December 31, 2021 Quoted Significant Significant Total Assets at fair value: Cash and cash equivalents $ 374,294 $ — $ 374,294 Total assets at fair value $ 374,294 $ — $ — $ 374,294 Liabilities at fair value: Warrant liabilities $ — $ — $ 3,548 $ 3,548 Total liabilities at fair value $ — $ — $ 3,548 $ 3,548 The Company's cash and cash equivalents, and time-based deposits are recorded at carrying value, which generally approximates fair value based on Level 1 measurements. These instruments are valued using quoted market prices for identical unrestricted instruments in active markets. As of June 30, 2022, the Company held $50.0 million of time-based deposits classified as cash and cash equivalents and $100.0 million of time-based deposits classified as short-term investments in the condensed consolidated balance sheet. There were no time-based deposits as of December 31, 2021. See Note 3 for further discussion of the Company’s accounting policies relating to its time-based deposits. Certain of the Company’s warrants are classified as liabilities and measured at fair value on the issuance date, with changes in fair value recognized as other income (expense) in the condensed consolidated statements of operations and comprehensive loss. As of June 30, 2022, there were no warrant liabilities outstanding. The following table presents changes in Level 3 liabilities measured at fair value (in thousands) for the six months ended June 30, 2022. Unobservable inputs were used to determine the fair value of positions that the Company has classified within the Level 3 category. Warrant liabilities Fair value at December 31, 2021 $ 3,548 Change in fair value 1,701 Redemption (5,249) Fair value at June 30, 2022 $ — |
Stockholders_ Equity
Stockholders’ Equity | 6 Months Ended |
Jun. 30, 2022 | |
Equity [Abstract] | |
Stockholders’ Equity | Stockholders’ Equity At-the-Market Sales Agreement On August 13, 2021, the Company entered into an At-the-Market Sales Agreement ( “Sales Agreement”) with Evercore Group L.L.C., Needham & Company, LLC and Oppenheimer & Co. Inc., as sales agents (each, a “manager” and together, the “managers”), under which the Company may, from time to time, sell shares of its common stock, par value $0.0001 per share, having an aggregate offering price of up to $500.0 million through the managers (the “Offering”). Upon delivery of a placement notice and subject to the terms and conditions of the Sales Agreement, the managers may sell the shares by methods deemed to be an “at-the-market” offering as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended. Subject to the terms and conditions of the Sales Agreement, each manager will use commercially reasonable efforts consistent with its normal trading and sales practices to sell the shares from time to time, based upon the Company’s instructions. The Company will pay the managers a commission for their services in acting as agents in the sale of common stock at a commission rate of up to 3% of the gross sales price of the shares of the Company’s common stock sold through them pursuant to the Sales Agreement. The Company is not obligated to, and cannot provide any assurances that it will, make any sales of the shares under the Sales Agreement. The Offering of shares of common stock pursuant to the Sales Agreement will terminate upon the earlier of (i) the sale of all common stock subject to the Sales Agreement or (ii) termination of the Sales Agreement in accordance with its terms. During the six months ended June 30, 2022, the Company received net proceeds of approximately $220.2 million (after deducting $4.5 million in commissions and expenses) from sales of 29,843,580 shares of its common stock, at a weighted average gross sales price of $7.53 per share pursuant to the Sales Agreement. Warrants A summary of the Company’s outstanding warrants as of June 30, 2022, are presented below (in thousands, except share and exercise price): Number of Shares Weighted Average Total Intrinsic Value Weighted Average Remaining Outstanding as of December 31, 2021 565,544 $ 9.96 $ 3,546 0.1 Exercised (540,541) $ 9.25 $ — - Expired (25,000) $ 9.25 Outstanding and exercisable as of June 30, 2022 3 $ 24,000.00 $ — 0.0 Stock-based compensation During the three and six months ended June 30, 2022 and 2021 the Company recognized stock-based compensation expense as follows (in thousands): Three Months Ended Six Months Ended 2022 2021 2022 2021 Subscriber related $ 36 $ 16 $ 76 $ 30 Sales and marketing 4,253 790 13,133 1,503 Technology and development 2,905 8,551 5,589 10,621 General and administrative 7,015 15,074 14,860 21,651 $ 14,209 $ 24,431 $ 33,658 $ 33,805 Options The Company provides option grants to employees, directors, and consultants under the fuboTV Inc. 2020 Equity Incentive Plan, as amended (the "2020 Plan"). The fair value of each stock option grant is estimated on the date of grant using the Black-Scholes option pricing model. The Company historically has lacked sufficient company-specific historical and implied volatility information. Therefore, it estimates its expected stock volatility based primarily on the historical volatility of a publicly-traded set of peer companies with consideration of the volatility of its own traded stock price. The risk-free interest rate is determined by referencing the U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to the expected term of the award. Expected dividend yield is based on the fact that the Company has never paid cash dividends and does not expect to pay any cash dividends in the foreseeable future. The expected term of options represents the period that the Company’s stock-based awards are expected to be outstanding based on the simplified method, which is the half-life from vesting to the end of its contractual term. The simplified method was used because the Company does not have sufficient historical exercise data to provide a reasonable basis for an estimate of expected term. Stock Options A summary of stock option activity for the six months ended June 30, 2022, is as follows (in thousands, except share and per share amounts): Number of Shares Weighted Average Total Intrinsic Value Weighted Average Remaining Outstanding as of December 31, 2021 11,454,890 $ 6.40 $ 70,231 7.4 Exercised (430,122) $ 1.33 Forfeited or expired (443,836) $ 10.30 Outstanding as of June 30, 2022 10,580,932 $ 6.45 $ 4,248 6.5 Options vested and exercisable as of June 30, 2022 7,524,928 $ 4.83 $ 4,124 5.4 There were no options granted during the three and six ended June 30, 2022. During the six months ended June 30, 2021, the Company granted options to purchase 158,399 shares of common stock with an aggregate fair value of $2.5 million. The following was used in determining the fair value of stock options granted during the six months ended June 30, 2021: Six months ended June 30, 2021 Dividend yield $ — Expected price volatility 45.04 % Risk free interest rate 1.0 % Expected term (years) 6.0 As of June 30, 2022, the estimated value of unrecognized stock-based compensation expense related to unvested options was approximately $14.2 million to be recognized over a period of 1.8 years. As of June 30, 2021, the estimated value of unrecognized stock-based compensation expense related to unvested options was approximately $34.0 million to be recognized over a period of 2.6 years. Market and Service Condition Based Stock Options A summary of activity under the 2020 Plan for market and service-based stock options for the six months ended June 30, 2022 is as follows (in thousands, except share and per share amounts): Number of Shares Weighted Average Total Intrinsic Value Weighted Average Remaining Outstanding as of December 31, 2021 4,453,297 $ 12.75 $ 17,933 5.7 Outstanding as of June 30, 2022 4,453,297 $ 12.75 $ — 5.2 Options vested and exercisable as of June 30, 2022 3,536,630 $ 10.98 $ — 5.0 There were no market and service-based options granted during the six months ended June 30, 2022. The Company granted 1,375,000 market and service-based options during the six months ended June 30, 2021. As of June 30, 2022, there was $6.9 million of unrecognized stock-based compensation expense for market and service-based stock options. As of June 30, 2021, there was $17.9 million of unrecognized stock-based compensation expense for market and service-based stock options. Performance-Based Stock Options On October 8, 2020, the Company awarded the CEO an option which vests based upon the achievement of certain predetermined goals for each of the five years in the performance period related to stock price, revenue, gross margin, an increase in the number of subscribers, the launch of new markets and, commencing in 2023, creation of new revenue streams. The Board will review attainment of such goals annually from 2021 through 2025 warranted on a given “Determination Date” (subsequent to the Company’s calendar year end) to determine if any vesting is warranted. The Board may determine vesting at, above, or below 20% of the shares subject to the performance option on a given Determination Date. All shares may be eligible for vesting until the Determination Date following the 2025 calendar year. Any such vesting is subject to the CEO’s continuation in service with the Company through the applicable Determination Date. Because the number of shares to be earned on each Determination Date is subject to the discretion of the Board, the compensation expense is adjusted each reporting period for changes in fair value prorated for the portion of the requisite service period rendered and based on the number of shares expected to be earned. During the six months ended June 30, 2022, the Board determined that the option would vest with respect to 820,000 shares for the 2021 calendar year. Upon each subsequent Determination Date in 2023, 2024, 2025, and 2026 stock-based compensation expense will be remeasured and adjusted to reflect the grant date fair value. Modification of Options During the six months ended June 30, 2022, the Board approved the acceleration of vesting and extended the post-termination exercisability of certain employee stock options. The Company reported $2.1 million of expense during the six months ended June 30, 2022 as a result of the accelerated vesting of stock options. Time-Based Restricted Stock Units A summary of the Company’s time-based restricted stock unit activity during the six months ended June 30, 2022 is as follows: Number of Shares Weighted Average Grant-Date Unvested at December 31, 2021 2,785,800 $ 25.73 Granted 3,281,021 $ 5.79 Vested (252,787) $ 26.05 Forfeited (275,834) $ 19.60 Unvested at June 30, 2022 5,538,200 $ 14.21 As of June 30, 2022, the unrecognized stock-based compensation related to restricted stock units totaled $66.4 million, had an aggregate intrinsic value of approximately $13.7 million, and a weighted average remaining contractual term of 3.3 years. As of June 30, 2021, the estimated value of unrecognized stock-based compensation related to restricted stock units totaled $34.8 million, and had an aggregate intrinsic value of $39.9 million and a weighted average remaining contractual term of 3.5 years. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 14 – Commitments and Contingencies Leases The components of lease expense were as follows: Three Months Ended Six Months Ended 2022 2021 2022 2021 Operating leases Operating lease cost $ 1,665 $ 467 $ 3,332 $ 779 Other lease cost 95 — 145 — Operating lease expense 1,760 467 3,477 779 Short-term lease rent expense 57 — 103 — Total rent expense $ 1,817 $ 467 $ 3,580 $ 779 Supplemental cash flow information related to leases were as follows (in thousands, except term and discount rate): Three Months Ended Six Months Ended 2022 2021 2022 2021 Operating cash flows from operating leases $ 679 $ 305 $ 1,011 $ 610 Right of use assets exchanged for operating lease liabilities $ — $ 3,522 $ 4,237 $ 3,522 Weighted average remaining lease term - operating leases 11.2 5.2 11.2 5.2 Weighted average remaining discount rate - operating leases 7.3 % 5.7 % 7.3 % 5.7 % As of June 30, 2022, future minimum payments for the operating leases are as follows (in thousands): Year Ended December 31, 2022 $ 1,363 Year Ended December 31, 2023 5,762 Year Ended December 31, 2024 6,892 Year Ended December 31, 2025 6,574 Year Ended December 31, 2026 5,903 Thereafter 40,980 Total 67,474 Less present value discount (24,266) Operating lease liabilities $ 43,208 Other Contractual Obligations The Company is a party to several non-cancelable contracts with vendors and licensors for marketing and other strategic partnership related agreements where the Company is obligated to make future minimum payments under the non-cancelable terms of these contracts as follows (in thousands): Market Access Agreements Year Ended December 31, 2022 $ 2,791 Year Ended December 31, 2023 2,500 Year Ended December 31, 2024 2,500 Year Ended December 31, 2025 2,500 Year Ended December 31, 2026 2,375 Subtotal $ 12,666 Less present value discount $ (1,527) Total 11,139 Annual Sponsorship Agreements Year Ended December 31, 2022 $ 4,897 Year Ended December 31, 2023 7,131 Year Ended December 31, 2024 6,830 Year Ended December 31, 2025 7,010 Year Ended December 31, 2026 3,325 Thereafter 19,675 Total $ 48,868 Sports Rights Agreements The Company entered into various sports right agreements to obtain programming rights to certain live sporting events. Future payments under these agreements are as follows: Year Ended December 31, 2022 $ 22,607 Year Ended December 31, 2023 43,235 Year Ended December 31, 2024 25,613 Year Ended December 31, 2025 13,748 Year Ended December 31, 2026 13,748 Thereafter 18,330 Total $ 137,281 During the six months ended June 30, 2022, the Company made upfront payments totaling approximately $28.4 million, which are recorded in prepaid and other current assets on the condensed consolidated balance sheet. Contingencies The Company is subject to certain legal proceedings and claims that arise from time to time in the ordinary course of its business, including relating to business practices and patent infringement. Litigation can be expensive and disruptive to normal business operations. Moreover, the results of complex legal proceedings are difficult to predict and the Company’s view of these matters may change in the future as the litigation and events related thereto unfold. When the Company determines that a loss is both probable and reasonably estimable, a liability is recorded and disclosed if the amount is material to the financial statements taken as a whole. When a material loss contingency is only reasonably possible, the Company does not record a liability, but instead discloses the nature and the amount of the claim, and an estimate of the loss or range of loss, if such an estimate can reasonably be made. Legal expenses associated with any contingency are expensed as incurred. The Company is engaged in discussions with certain third parties regarding patent licensing matters. The Company is not able to reasonably estimate whether it will be able to reach an agreement with these parties or the amount of potential licensing fees, if any, it may agree to pay in connection with these discussions, but it is possible that any such amount could be material. From time to time, we enter into business arrangements with vendors for technology services in the ordinary course of business. We are currently engaged in discussions with a vendor surrounding the scope of the parties’ relationship and underlying obligations under the terms of their contract. This includes, among other things, the type and range of services to be provided by this vendor to the Company, the corresponding expenditures by the Company payable under the agreement, and the vendor’s compliance with its good faith express and implied obligations under the contract. Accordingly, we are not able to reasonably estimate the amount of the Company’s potential expenditures, if any, under our arrangement with this vendor, but it is possible that the amounts that the Company may pay for services under the contract could be material. Legal Proceedings The Company is and may in the future be involved in various legal proceedings arising from the normal course of business activities. Although the results of litigation and claims cannot be predicted with certainty, currently, the Company believes that the likelihood of any material adverse impact on the Company’s consolidated results of operations, cash flows or our financial position for any such litigation or claims is remote. Regardless of the outcome, litigation can have an adverse impact on the Company because of the costs to defend lawsuits, diversion of management resources and other factors. Said-Ibrahim v. fuboTV Inc., David Gandler , Edgar M. Bronfman Jr., & Simone Nardi , Case No. 21-cv-01412 (S.D.N.Y) & Lee v. fuboTV, Inc., David Gandler, Edgar M. Bronfman Jr., & Simone Nardi, Case No. 21-cv-01641 (S.D.N.Y.) (consolidated as In re fuboTV Inc. Securities Litigation, No. 21-cv-01412 (S.D.N.Y.)) On February 17, 2021, putative shareholders Wafa Said-Ibrahim and Adhid Ibrahim filed a class action lawsuit against the Company, co-founder and CEO David Gandler, Executive Chairman Edgar M. Bronfman Jr., and CFO Simone Nardi (collectively, the “Class Action Defendants”). Plaintiffs allege that Class Action Defendants violated federal securities laws by disseminating false and misleading statements regarding the Company’s financial health and operating condition, including the Company’s ability to grow subscription levels, prospects, future profitability, seasonality factors, cost escalations, ability to generate advertising revenue, valuation, and entering the online sports wagering market. The Plaintiffs allege that Class Action Defendants violated Section 10(b) of the Securities Exchange Act of 1934 (the “Exchange Act”) and Rule 10b-5 thereunder, as well as Section 20(a) of the Exchange Act, and seek damages and other relief. On February 24, 2021, putative shareholder Steven Lee filed a nearly identical class action lawsuit against the same Defendants. On April 29, 2021, the court consolidated Said-Ibrahim v. fuboTV Inc., David Gandler, Edgar M. Bronfman Jr., & Simone Nardi , Case No. 21-cv-01412 (S.D.N.Y) and Lee v. fuboTV, Inc., David Gandler, Edgar M. Bronfman Jr., & Simone Nardi , Case No. 21-cv-01641 (S.D.N.Y.) under In re FuboTV Inc. Securities Litigation, No. 1:21-cv-01412 (S.D.N.Y.). The court also appointed putative shareholder Nordine Aamchoune as lead plaintiff. On July 12, 2021, Lead Plaintiff filed an Amended Class Action Complaint. Lead Plaintiff seeks to pursue this claim on behalf of himself as well as all other persons who purchased or otherwise acquired Company securities publicly traded on the New York Stock Exchange (“NYSE”) between March 23, 2020 and January 4, 2021, inclusive, and who were allegedly damaged thereby. The Class Action Defendants filed a motion to dismiss the Amended Class Action Complaint on September 10, 2021. Lead Plaintiff filed an opposition on November 9, 2021. Class Action Defendants’ filed their reply in support of the motion to dismiss on December 9, 2021. The Company believes the claims alleged in both lawsuits are without merit and intends to vigorously defend these litigations. Andrew Kriss and Eric Lerner vs. FaceBank Group, Inc. et. al. (Index No. 605474/20 Supreme Court of the State of New York. On June 8, 2020, Andrew Kriss and Eric Lerner filed a Summons with Notice in the Supreme Court of the State of New York, Nassau County naming as defendants the Company, PEC, John Textor and Frank Patterson, among others. On November 12, 2020, plaintiffs filed a Complaint, which asserts claims for breach of express contract and implied duties, fraud in the inducement, unjust enrichment, conversion, declaratory relief, fraud, and fraudulent conveyance. The claims arise from an alleged relationship between Plaintiffs and defendant PEC. Plaintiffs seek monetary damages in an amount to be proven at trial, but not less than six million dollars ($6,000,000). The Company believes the claims are without merit and intends to vigorously defend this litigation and on January 19, 2021, the Company filed a motion to dismiss all claims asserted against it. That motion has been fully submitted and is pending resolution by the court. A court conference was held on November 15, 2021, and the court confirmed that the motion to dismiss was fully submitted. |
Segments
Segments | 6 Months Ended |
Jun. 30, 2022 | |
Segment Reporting [Abstract] | |
Segments | Segments Prior to the third quarter of 2021, the Company operated its business and reported its results through a single reportable segment. As a result of the launch of the Company’s wagering business, the Company began to operate its business and report its results through two operating and reportable segments: streaming and wagering. Operating segments are components of the Company for which separate discrete financial information is available to and evaluated regularly by the CODM, who is the Company’s Chief Executive Officer, in making decisions regarding resource allocation and assessing performance. The CODM assesses a combination of metrics such as revenue and adjusted operating expenses to evaluate the performance of each operating and reportable segment. The following tables set forth our financial performance by reportable segment for the three and six months ended June 30, 2022 (in thousands). Comparable information is not presented because the wagering business had not commenced operations during the three and six months ended June 30, 2021. Three Months Ended June 30, 2022 Streaming Wagering Total Revenue $ 222,072 $ (182) $ 221,890 Adjusted operating expenses Subscriber related expenses 218,864 — 218,864 Broadcasting and transmission 17,157 — 17,157 Sales and marketing 23,826 2,711 26,537 Technology and development 15,381 2,637 18,018 General administrative 16,953 3,476 20,429 Depreciation and amortization 8,410 109 8,519 Impairment of goodwill — 10,682 10,682 Total adjusted operating expenses $ 300,591 $ 19,615 $ 320,206 Stock-based compensation $ 14,209 Other expense $ 4,104 Loss before income taxes $ (78,519) $ (19,797) $ (116,629) Total Assets $ 1,296,311 $ 65,644 1,361,955 Total Goodwill $ 616,277 $ — 616,277 Six Months Ended June 30, 2022 Streaming Wagering Total Revenue $ 464,392 $ (483) $ 463,909 Adjusted operating expenses Subscriber related expenses $ 464,485 $ — 464,485 Broadcasting and transmission $ 37,454 $ — 37,454 Sales and marketing $ 57,644 $ 6,199 63,843 Technology and development $ 31,647 $ 5,111 36,758 General administrative $ 37,445 $ 7,369 44,814 Depreciation and amortization $ 19,766 $ 215 19,981 Impairment of goodwill — 10,682 $ 10,682 Total adjusted operating expenses $ 648,441 $ 29,576 $ 678,017 Stock-based compensation $ 33,658 Other expense $ 10,083 Loss before income taxes $ (184,049) $ (30,059) $ (257,849) Total Assets $ 1,296,311 $ 65,644 1,361,955 Total Goodwill $ 616,277 $ — 616,277 The following tables set forth our financial performance by geographical location (in thousands): Total Revenue Total Assets Three Months Ended June 30, 2022 Six Months Ended June 30, 2022 June 30, 2022 United States $ 214,775 $ 451,248 $ 1,205,433 Rest of world 7,115 12,661 156,522 Total $ 221,890 $ 463,909 $ 1,361,955 |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | Subsequent events On August 2, 2022 (the “Effective Date”), Fubo Entertainment Inc., a subsidiary of the Company, entered into a binding framework agreement (the “Framework Agreement”) with MEP FTV Holdings, LLC (“MEP FTV”) and Maximum Effort Productions, Inc. (“MEP” and, together with MEP FTV, “Maximum Effort”), memorializing the parties’ collaboration on a forthcoming Maximum Effort linear channel and original programming for launch on FuboTV. Maximum Effort is a premiere entertainment production company led by Ryan Reynolds and George Dewey. Pursuant to the Framework Agreement, as part of the overall consideration for Maximum Effort’s participation in the collaboration, the Company has agreed to issue to MEP FTV (i) 2,000,000 shares of common stock, i.e., $10,000,000 in shares of common stock with number of shares determined based on an agreed upon $5 per share price, of the Company, within 10 business days after the Effective Date; (ii) a number of shares of common stock determined by dividing $10,000,000 by the 30-day volume weighted average closing price of common stock for the 30 trading days preceding the first anniversary of the Effective Date, within 10 business days after the first anniversary of the Effective Date; and (iii) a number of shares of common stock determined by dividing $10,000,000 by the 30-day volume weighted average closing price of common stock for the 30 trading days preceding the second anniversary of the Effective Date, within 10 business days after the second anniversary of the Effective Date (collectively, the “Shares”). The Shares will be subject to transfer restrictions until various time- and performance-based milestones are met, and, during this restricted period, will be subject to potential forfeiture if the Framework Agreement is terminated under certain conditions. In addition, pursuant to the Framework Agreement, the Company has agreed to issue MEP FTV within 10 business days after the Effective Date a warrant (the “Warrant”) to acquire up to 166,667 shares of common stock at an exercise price of $15.00 per share (the “Warrant Shares”). The Warrant will be exercisable by MEP FTV on or prior to August 2, 2032, provided that the price per share of common stock equals or exceeds a 30-trading day volume weighted average closing price of $30.00 at any time prior to third anniversary of the date of grant. On August 4, 2022, the Company entered into a sales agreement with Evercore Group L.L.C., Citigroup Global Markets Inc., Morgan Stanley & Co. LLC and Needham & Company, LLC, as sales agents under which the Company may, from time to time, sell shares of its common stock having an aggregate offering price of up to $350.0 million through the sales agents. On August 5, 2022, the Company filed a shelf registration statement on Form S-3 (No 333-266557) under which, if declared effective by the SEC, the Company may offer, from time to time, in one or more offerings any combination of |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | The Company’s consolidated financial statements include the accounts of the Company and the accounts of the Company’s wholly-owned subsidiaries and non-wholly owned subsidiaries where the Company has a controlling interest. All intercompany balances and transactions have been eliminated in consolidation. |
Basis of Presentation | The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the accounting principles generally accepted in the United States of America (“GAAP” or “U.S. GAAP”) for interim financial information and pursuant to the instructions to Form 10-Q. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, consisting of normal recurring adjustments considered necessary for a fair presentation of such interim results. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Management bases its estimates on historical experience and on various other assumptions it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could differ from those estimates. Those estimates and assumptions include allocating the fair value of purchase consideration to assets acquired and liabilities assumed in business acquisitions, useful lives of property and equipment and intangible assets, recoverability of goodwill and intangible assets, accruals for contingent liabilities, convertible notes, equity instruments issued in share-based payment arrangements, and accounting for income taxes, including the valuation allowance on deferred tax assets. |
Cash, Cash Equivalents and Restricted Cash | Cash, Cash Equivalents and Restricted Cash The Company considers all highly liquid investments with remaining maturities at the date of purchase of three months or less to be cash equivalents, including balances held in the Company’s money market account and time-based deposits. Restricted cash primarily represents cash on deposit with financial institutions in support of a letter of credit outstanding in favor of the Company’s landlord for office space. The restricted cash balance has been excluded from the cash balance and is classified as restricted cash on the consolidated balance sheets. On June 27, 2022, the Company entered into a time-based deposit totaling $50.0 million which accrues interest monthly at a rate of 2.0% and matures on September 27, 2022. No interest is paid until the settlement date of September 27, 2022. The following table provides a reconciliation of cash, cash equivalents and restricted cash within the consolidated balance sheets that sum to the total of the same on the consolidated statement of cash flows (in thousands): June 30, 2022 December 31, 2021 Cash and cash equivalents $ 272,671 $ 374,294 Restricted cash 6,138 5,112 Total cash, cash equivalents and restricted cash $ 278,809 $ 379,406 Cash Reserved for Users |
Short-term investments | Short-term investments The Company classifies its time-based deposits as cash and cash equivalents or short-term investments if it had a term at inception of greater or less than 90 days in accordance with ASC 320, Investments - Debt and Equity Securities |
Certain Risks and Concentrations | Certain Risks and Concentrations Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of demand deposits, time-based deposits and accounts receivable. The Company maintains cash deposits with financial institutions that at times exceed applicable insurance limits. The majority of the Company’s software and computer systems utilize data processing, storage capabilities and other services provided by Google Cloud Platform and Amazon Web Services, which cannot be easily switched to another cloud service provider. As such, any disruption of the Company’s interference with Google Cloud Platform and Amazon Web Services could adversely impact the Company’s operations and business. |
Segment and Reporting Unit Information | Segment and Reporting Unit Information Operating segments are defined as components of an entity for which discrete financial information is available that is regularly reviewed by the Chief Operating Decision Maker (“CODM”) in deciding how to allocate resources to an individual segment and in assessing performance. The Company’s Chief Executive Officer is determined to be the CODM. The CODM reviews financial information and makes resource allocation decisions at the consolidated group level. The Company has two operating segments as of June 30, 2022 and December 31, 2021, streaming and wagering. |
Licensed Content | Licensed Content During the six months ended June 30, 2022, the Company entered into various license agreements to obtain rights to certain live sports events. Costs incurred in acquiring certain rights to live sporting events are accounted for in accordance with ASC 920, Entertainment—Broadcasters (“ASC 920”). These program rights are expensed in a manner consistent with how it expects to monetize the licensed content, which is primarily based on subscription revenue. |
Foreign Currency | Foreign Currency The Company’s reporting currency is the U.S. dollar while the functional currency of each non-U.S. subsidiary is determined based on the primary economic environment in which such subsidiary operates. The financial statements of non-U.S. subsidiaries are translated into United States dollars in accordance with ASC 830, Foreign Currency Matters , using period-end rates of exchange for assets and liabilities, and average rates of exchange for the period for revenues, costs, and expenses and historical rates for equity. Translation adjustments resulting from the process of translating the local currency financial statements into U.S. dollars are included in determining other comprehensive income (loss). |
Net Loss Per Share | Net Loss Per Share Basic net loss per share is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding during the period. |
Recently Adopted Accounting Standards and Recently Issued Accounting Standards | Recently Adopted Accounting Standards In August 2020, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2020-06, Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which simplifies accounting for convertible instruments by eliminating the requirement to separately account for an embedded conversion feature as an equity component in certain circumstances. A convertible debt instrument will be reported as a single liability instrument with no separate accounting for an embedded conversion feature unless separate accounting is required for an embedded conversion feature as a derivative or under the substantial premium model. The ASU simplifies the diluted earnings per share calculation by requiring that an entity use the if-converted method and that the effect of potential share settlement be included in diluted earnings per share calculations. Further, the ASU requires enhanced disclosures about convertible instruments. The ASU also removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception. The Company adopted the ASU 2020-06 on January 1, 2022 using the modified retrospective method. Upon adoption at January 1, 2022, the Company made certain adjustments in its condensed consolidated balance sheets as related to the 2026 Convertible Notes (see Note 10) which consists of an increase of $75.3 million in Convertible notes, net of discount, a net decrease of $87.9 million in Additional paid-in capital and a net decrease of $12.7 million in Accumulated deficit. Additionally, from January 1, 2022, as related to the 2026 Convertible Notes (see Note 10) we will no longer incur non-cash interest expense for the amortization of debt discount related to the previously separated equity component. After adoption, the Company accounts for the 2026 Convertible Notes as single liability measured at amortized cost. The Company did not elect the fair value option. The Company will apply the if converted methodology in computing diluted earnings per share if and when profitability is achieved. The following table summarizes the adjustments made to the Company’s condensed consolidated balance sheet as of January 1, 2022 as a result of applying the modified retrospective method in adopting ASU 2020-06 (in thousands): As Reported December 31, 2021 ASU 2020-06 Adjustments As Adjusted January 1, 2022 2026 Convertible Notes $ 316,354 $ 75,264 $ 391,618 Additional paid-in capital $ 1,691,206 $ (87,946) $ 1,603,260 Accumulated deficit $ (1,009,293) $ 12,682 $ (996,611) Under the modified retrospective method, the Company does not need to restate the comparative periods in transition and will continue to present financial information and disclosures for periods before January 1, 2022 in accordance with guidance under ASC 470-20, Debt: Debt with Conversion and Other Options (ASC 470-20). The adoption did not impact previously reported amounts in the Company’s condensed consolidated statements of operations and comprehensive loss, cash flows and the basic and diluted net loss per share amounts. In June 2016, the FASB issued ASU 2016-13, “Financial Instruments - Credit Losses.” The ASU sets forth a “current expected credit loss” model which requires the Company to measure all expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions, and reasonable supportable forecasts. This replaces the existing incurred loss model and is applicable to the measurement of credit losses on financial assets measured at amortized cost and applies to some off-balance sheet credit exposures. This ASU was effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years, with early adoption permitted. Recently, the FASB issued the final ASU to delay adoption for smaller reporting companies to calendar year 2023. The Company adopted this ASU in January 2022 and the adoption did not have a material impact on the Company’s condensed consolidated financial statements and related disclosures. In March 2019, the FASB issued ASU 2019-02, Entertainment-Films-Other Assets-Film Costs (Subtopic 926-20) and Entertainment-Broadcasters-Intangibles-Goodwill and Other (Subtopic 920-350): Improvements to Accounting for Costs of Films and License Agreements for Program Materials, to align the accounting for production costs of an episodic television series with the accounting for production costs of films by removing the content distinction for capitalization. The amendments also require that an entity reassess estimates of the use of a film for a film in a film group and account for any changes prospectively. In addition, this guidance requires an entity to test for impairment a film or license agreement within the scope of ASC 920-350 at the film group level, when the film or license agreement is predominantly monetized with other films and/or licensed agreements. The Company adopted this ASU in January 2022, and the adoption did not have a material impact on the Company’s condensed consolidated financial statements and related disclosures. Recently Issued Accounting Standards The Company continually assesses any new accounting pronouncements to determine their applicability. When it is determined that a new accounting pronouncement affects the Company’s financial reporting, the Company undertakes a study to determine the consequences of the change to its financial statements and assures that there are proper controls in place to ascertain that the Company’s financial statements properly reflect the change. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Schedule of Cash and Cash Equivalents | The following table provides a reconciliation of cash, cash equivalents and restricted cash within the consolidated balance sheets that sum to the total of the same on the consolidated statement of cash flows (in thousands): June 30, 2022 December 31, 2021 Cash and cash equivalents $ 272,671 $ 374,294 Restricted cash 6,138 5,112 Total cash, cash equivalents and restricted cash $ 278,809 $ 379,406 |
Schedule of Earnings Per Share, Basic and Diluted | The following table presents the calculation of basic and diluted net loss per share (in thousands, except shares and per share data): Three Months Ended Six Months Ended 2022 2021 2022 2021 Basic loss per share: Net loss $ (116,274) $ (94,930) $ (257,091) $ (165,116) Less: net loss attributable to non-controlling interest 150 15 243 91 Net loss attributable to common stockholders (116,124) (94,915) (256,848) (165,025) Shares used in computation: Weighted-average common shares outstanding 185,103,005 140,596,001 171,316,513 129,591,310 Basic and diluted loss per share $ (0.63) $ (0.68) $ (1.50) $ (1.27) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings per Share | The following common share equivalents are excluded from the calculation of weighted average common shares outstanding because their inclusion would have been anti-dilutive: June 30, 2022 2021 Warrants to purchase common stock 3 1,750,843 Stock options 15,854,229 16,630,240 Unvested restricted stock units 7,158,200 1,243,757 Convertible notes variable settlement feature 6,966,078 6,966,078 Total 29,978,510 26,590,918 |
Accounting Standards Update and Change in Accounting Principle | The following table summarizes the adjustments made to the Company’s condensed consolidated balance sheet as of January 1, 2022 as a result of applying the modified retrospective method in adopting ASU 2020-06 (in thousands): As Reported December 31, 2021 ASU 2020-06 Adjustments As Adjusted January 1, 2022 2026 Convertible Notes $ 316,354 $ 75,264 $ 391,618 Additional paid-in capital $ 1,691,206 $ (87,946) $ 1,603,260 Accumulated deficit $ (1,009,293) $ 12,682 $ (996,611) |
Restrictions on Cash and Cash Equivalents | The following table provides a reconciliation of cash, cash equivalents and restricted cash within the consolidated balance sheets that sum to the total of the same on the consolidated statement of cash flows (in thousands): June 30, 2022 December 31, 2021 Cash and cash equivalents $ 272,671 $ 374,294 Restricted cash 6,138 5,112 Total cash, cash equivalents and restricted cash $ 278,809 $ 379,406 |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | Assets acquired: Cash $ 818 Accounts receivable, net 1,752 Prepaid and other current assets 6,273 Property and equipment, net 738 Other non-current assets 2,643 Intangible assets 18,429 Goodwill 127,971 Right-of-use assets 4,566 Total assets acquired 163,190 Liabilities assumed: Accounts payable 15,724 Accrued expenses and other current liabilities 21,628 Deferred revenue 812 Long-term borrowings - current portion 3,662 Lease liabilities 4,566 Total liabilities assumed 46,392 Redeemable non-controlling interest 1,752 Net assets acquired $ 115,046 |
Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination | The estimated useful lives and fair value of the intangible assets acquired are as follows (in thousands): Estimated Useful Lives Fair Value Customer relationships 2 $ 9,271 Trade names 2 $ 679 Software and technology 6 $ 8,479 Total $ 18,429 |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following table presents the Company’s revenues disaggregated into categories based on the nature of such revenues (in thousands): Three Months Ended Six Months Ended 2022 2021 2022 2021 Subscription $ 199,943 $ 114,368 $ 419,111 $ 221,482 Advertising 22,020 16,466 45,172 29,072 Wagering (182) — (483) — Other 109 50 109 50 Total revenues $ 221,890 $ 130,884 $ 463,909 $ 250,604 |
Revenue from External Customers by Geographic Areas | The following tables summarize subscription revenue and advertising revenue by region for the three and six months ended June 30, 2022 and 2021 (in thousands): Three Months Ended Six Months Ended 2022 2021 2022 2021 United States and Canada $ 216,122 $ 130,725 $ 452,896 $ 250,342 Rest of world 5,841 109 11,387 212 Total subscription and advertising revenues $ 221,963 $ 130,834 $ 464,283 $ 250,554 |
Property and equipment, net (Ta
Property and equipment, net (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property and equipment, net, is comprised of the following (in thousands): Useful Life June 30, 2022 December 31, 2021 Buildings 20 $ 732 $ 732 Furniture and fixtures 5 429 361 Computer equipment 3-5 3,950 3,856 Leasehold improvements Term of lease 5,196 4,495 10,307 9,444 Less: Accumulated depreciation (3,315) (2,627) Total property and equipment, net $ 6,992 $ 6,817 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets and Goodwill | The table below summarizes the Company’s intangible assets at June 30, 2022 and December 31, 2021 (in thousands): Useful Weighted June 30, 2022 Intangible Assets Accumulated Amortization Net Balance Customer relationships 2 1.2 $ 32,280 $ (26,187) $ 6,093 Trade names 2 - 9 6.7 38,826 (9,733) 29,093 Software and technology 3 - 9 6.4 197,174 (47,193) 149,981 Gaming licenses and market access fees 2 - 5 4.1 15,701 (2,184) 13,517 Total $ 283,981 $ (85,297) $ 198,684 Useful Weighted December 31, 2021 Intangible Assets Accumulated Amortization Net Balance Customer relationships 2 2.2 $ 32,965 $ (21,105) $ 11,860 Trade names 2 - 9 7.2 38,876 (7,455) 31,421 Software and technology 3 - 9 8.7 195,852 (35,572) 160,280 Gaming licenses and market access fees 2 - 5 4.8 14,951 $ (326) $ 14,625 Total $ 282,644 $ (64,458) $ 218,186 |
Finite-lived Intangible Assets Amortization Expense | The estimated future amortization expense associated with intangible assets, net is as follows (in thousands): Year ended December 31, Future Amortization 2022 $ 23,859 2023 33,919 2024 30,522 2025 27,731 2026 27,259 Thereafter 55,394 Total $ 198,684 |
Schedule of Goodwill | The following table is a summary of the changes to goodwill for the six months ended June 30, 2022 (in thousands): Streaming Wagering Total Balance - December 31, 2021 $ 619,587 $ 10,682 $ 630,269 Molotov purchase accounting adjustment (497) — (497) Impairment — (10,682) $ (10,682) Foreign currency translation adjustment (2,813) — $ (2,813) Balance - June 30, 2022 $ 616,277 $ — $ 616,277 |
Fair Value Measurement Inputs and Valuation Techniques | The income-based approach also takes into account the future growth and profitability expectations. Significant inputs into the valuation models included the control premium, discount rate, and revenue market multiples as follows: Streaming Wagering Control premium 30.0% 30.0% Discount rate 27.0% 19.5% Revenue multiples 0.4x to 0.7x 0.4x to 0.7x |
Accounts Payable, Accrued Exp_2
Accounts Payable, Accrued Expenses, and Other Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities | Accounts payable, accrued expenses, and other liabilities are presented below (in thousands): June 30, 2022 December 31, 2021 Affiliate fees $ 167,449 $ 177,692 Broadcasting and transmission 13,734 15,179 Selling and marketing 14,077 17,750 Accrued compensation 11,344 12,107 Legal and professional fees 4,973 7,316 Sales tax 33,242 27,316 Deferred royalty 11,139 10,510 Accrued interest 5,118 5,057 Subscriber related 2,508 3,601 Other 9,062 8,197 Total $ 272,646 $ 284,725 |
Notes Payable, Long-Term Borr_2
Notes Payable, Long-Term Borrowing, and Convertible Notes (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Notes payable, long-term borrowing, and convertible notes as of June 30, 2022 and December 31, 2021 consist of the following (in thousands): Note Stated Interest Rate Principal Balance Capitalized Interest Debt Discount June 30, 2026 Convertible Notes 3.25% $ 402,500 $ — $ (9,663) $ 392,837 Note payable 10.0% 2,700 2,657 — 5,357 Bpi France 2.25% 2,139 — — 2,139 Other 4.0% 30 6 — 36 $ 407,369 $ 2,663 $ (9,663) $ 400,369 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements, Recurring and Nonrecurring | The Company’s assets and liabilities measured at fair value on a recurring basis consisted of the following as of June 30, 2022, and December 31, 2021 (in thousands): Fair value measured at June 30, 2022 Quoted Significant Significant Total Assets at fair value: Cash and cash equivalents $ 272,671 $ — $ — $ 272,671 Short-term investments $ 100,000 $ — $ — $ 100,000 Total assets at fair value $ 372,671 $ — $ — $ 372,671 Fair value measured at December 31, 2021 Quoted Significant Significant Total Assets at fair value: Cash and cash equivalents $ 374,294 $ — $ 374,294 Total assets at fair value $ 374,294 $ — $ — $ 374,294 Liabilities at fair value: Warrant liabilities $ — $ — $ 3,548 $ 3,548 Total liabilities at fair value $ — $ — $ 3,548 $ 3,548 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The following table presents changes in Level 3 liabilities measured at fair value (in thousands) for the six months ended June 30, 2022. Unobservable inputs were used to determine the fair value of positions that the Company has classified within the Level 3 category. Warrant liabilities Fair value at December 31, 2021 $ 3,548 Change in fair value 1,701 Redemption (5,249) Fair value at June 30, 2022 $ — |
Stockholders_ Equity (Tables)
Stockholders’ Equity (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Equity [Abstract] | |
Schedule of Stockholders' Equity Note, Warrants or Rights | A summary of the Company’s outstanding warrants as of June 30, 2022, are presented below (in thousands, except share and exercise price): Number of Shares Weighted Average Total Intrinsic Value Weighted Average Remaining Outstanding as of December 31, 2021 565,544 $ 9.96 $ 3,546 0.1 Exercised (540,541) $ 9.25 $ — - Expired (25,000) $ 9.25 Outstanding and exercisable as of June 30, 2022 3 $ 24,000.00 $ — 0.0 |
Share-based Payment Arrangement, Expensed and Capitalized, Amount | During the three and six months ended June 30, 2022 and 2021 the Company recognized stock-based compensation expense as follows (in thousands): Three Months Ended Six Months Ended 2022 2021 2022 2021 Subscriber related $ 36 $ 16 $ 76 $ 30 Sales and marketing 4,253 790 13,133 1,503 Technology and development 2,905 8,551 5,589 10,621 General and administrative 7,015 15,074 14,860 21,651 $ 14,209 $ 24,431 $ 33,658 $ 33,805 |
Share-based Payment Arrangement, Activity | A summary of stock option activity for the six months ended June 30, 2022, is as follows (in thousands, except share and per share amounts): Number of Shares Weighted Average Total Intrinsic Value Weighted Average Remaining Outstanding as of December 31, 2021 11,454,890 $ 6.40 $ 70,231 7.4 Exercised (430,122) $ 1.33 Forfeited or expired (443,836) $ 10.30 Outstanding as of June 30, 2022 10,580,932 $ 6.45 $ 4,248 6.5 Options vested and exercisable as of June 30, 2022 7,524,928 $ 4.83 $ 4,124 5.4 A summary of activity under the 2020 Plan for market and service-based stock options for the six months ended June 30, 2022 is as follows (in thousands, except share and per share amounts): Number of Shares Weighted Average Total Intrinsic Value Weighted Average Remaining Outstanding as of December 31, 2021 4,453,297 $ 12.75 $ 17,933 5.7 Outstanding as of June 30, 2022 4,453,297 $ 12.75 $ — 5.2 Options vested and exercisable as of June 30, 2022 3,536,630 $ 10.98 $ — 5.0 |
Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions | The following was used in determining the fair value of stock options granted during the six months ended June 30, 2021: Six months ended June 30, 2021 Dividend yield $ — Expected price volatility 45.04 % Risk free interest rate 1.0 % Expected term (years) 6.0 |
Schedule of Nonvested Restricted Stock Units Activity | A summary of the Company’s time-based restricted stock unit activity during the six months ended June 30, 2022 is as follows: Number of Shares Weighted Average Grant-Date Unvested at December 31, 2021 2,785,800 $ 25.73 Granted 3,281,021 $ 5.79 Vested (252,787) $ 26.05 Forfeited (275,834) $ 19.60 Unvested at June 30, 2022 5,538,200 $ 14.21 A summary of the Company’s performance-based restricted stock unit activity during the six months ended June 30, 2022 is as follows: Number of Shares Weighted Average Grant-Date Unvested at December 31, 2021 1,900,000 $ 33.87 Vested (280,000) $ 33.87 Unvested at June 30, 2022 1,620,000 $ 33.87 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Lease, Cost | The components of lease expense were as follows: Three Months Ended Six Months Ended 2022 2021 2022 2021 Operating leases Operating lease cost $ 1,665 $ 467 $ 3,332 $ 779 Other lease cost 95 — 145 — Operating lease expense 1,760 467 3,477 779 Short-term lease rent expense 57 — 103 — Total rent expense $ 1,817 $ 467 $ 3,580 $ 779 |
Schedule of Cash Flow, Supplemental Disclosures | Supplemental cash flow information related to leases were as follows (in thousands, except term and discount rate): Three Months Ended Six Months Ended 2022 2021 2022 2021 Operating cash flows from operating leases $ 679 $ 305 $ 1,011 $ 610 Right of use assets exchanged for operating lease liabilities $ — $ 3,522 $ 4,237 $ 3,522 Weighted average remaining lease term - operating leases 11.2 5.2 11.2 5.2 Weighted average remaining discount rate - operating leases 7.3 % 5.7 % 7.3 % 5.7 % |
Lessee, Operating Lease, Liability, Maturity | As of June 30, 2022, future minimum payments for the operating leases are as follows (in thousands): Year Ended December 31, 2022 $ 1,363 Year Ended December 31, 2023 5,762 Year Ended December 31, 2024 6,892 Year Ended December 31, 2025 6,574 Year Ended December 31, 2026 5,903 Thereafter 40,980 Total 67,474 Less present value discount (24,266) Operating lease liabilities $ 43,208 |
Other Commitments | Year Ended December 31, 2022 $ 2,791 Year Ended December 31, 2023 2,500 Year Ended December 31, 2024 2,500 Year Ended December 31, 2025 2,500 Year Ended December 31, 2026 2,375 Subtotal $ 12,666 Less present value discount $ (1,527) Total 11,139 Year Ended December 31, 2022 $ 4,897 Year Ended December 31, 2023 7,131 Year Ended December 31, 2024 6,830 Year Ended December 31, 2025 7,010 Year Ended December 31, 2026 3,325 Thereafter 19,675 Total $ 48,868 Future payments under these agreements are as follows: Year Ended December 31, 2022 $ 22,607 Year Ended December 31, 2023 43,235 Year Ended December 31, 2024 25,613 Year Ended December 31, 2025 13,748 Year Ended December 31, 2026 13,748 Thereafter 18,330 Total $ 137,281 |
Segments (Tables)
Segments (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Three Months Ended June 30, 2022 Streaming Wagering Total Revenue $ 222,072 $ (182) $ 221,890 Adjusted operating expenses Subscriber related expenses 218,864 — 218,864 Broadcasting and transmission 17,157 — 17,157 Sales and marketing 23,826 2,711 26,537 Technology and development 15,381 2,637 18,018 General administrative 16,953 3,476 20,429 Depreciation and amortization 8,410 109 8,519 Impairment of goodwill — 10,682 10,682 Total adjusted operating expenses $ 300,591 $ 19,615 $ 320,206 Stock-based compensation $ 14,209 Other expense $ 4,104 Loss before income taxes $ (78,519) $ (19,797) $ (116,629) Total Assets $ 1,296,311 $ 65,644 1,361,955 Total Goodwill $ 616,277 $ — 616,277 Six Months Ended June 30, 2022 Streaming Wagering Total Revenue $ 464,392 $ (483) $ 463,909 Adjusted operating expenses Subscriber related expenses $ 464,485 $ — 464,485 Broadcasting and transmission $ 37,454 $ — 37,454 Sales and marketing $ 57,644 $ 6,199 63,843 Technology and development $ 31,647 $ 5,111 36,758 General administrative $ 37,445 $ 7,369 44,814 Depreciation and amortization $ 19,766 $ 215 19,981 Impairment of goodwill — 10,682 $ 10,682 Total adjusted operating expenses $ 648,441 $ 29,576 $ 678,017 Stock-based compensation $ 33,658 Other expense $ 10,083 Loss before income taxes $ (184,049) $ (30,059) $ (257,849) Total Assets $ 1,296,311 $ 65,644 1,361,955 Total Goodwill $ 616,277 $ — 616,277 The following tables set forth our financial performance by geographical location (in thousands): Total Revenue Total Assets Three Months Ended June 30, 2022 Six Months Ended June 30, 2022 June 30, 2022 United States $ 214,775 $ 451,248 $ 1,205,433 Rest of world 7,115 12,661 156,522 Total $ 221,890 $ 463,909 $ 1,361,955 |
Organization and Nature of Bu_2
Organization and Nature of Business - Narrative (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Payments for market access and license fee deposits | $ (3,462) | $ (1,300) |
Market access agreements | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Payments for market access and license fee deposits | $ (3,500) |
Liquidity, Going Concern and _2
Liquidity, Going Concern and Management Plans - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 27, 2022 | Jan. 01, 2022 | Dec. 31, 2021 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Cash, cash equivalents, restricted cash, and restricted cash equivalents | $ 278,809 | $ 278,809 | $ 379,406 | ||||
Short-term investments | 100,000 | 100,000 | $ 100,000 | 0 | |||
Working capital deficit | 126,700 | 126,700 | |||||
Accumulated deficit | 1,253,459 | 1,253,459 | $ 996,611 | $ 1,009,293 | |||
Net loss | 116,274 | $ 94,930 | $ 257,091 | $ 165,116 | |||
Sales agreement | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Proceeds from issuance of common stock | 220,200 | ||||||
Payments of stock issuance costs | $ 4,500 | ||||||
Number of shares issued in transaction | 29,843,580 | ||||||
Sale of stock, price per share (in usd per share) | $ 7.53 | $ 7.53 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) - USD ($) $ in Thousands | Jun. 27, 2022 | Jun. 30, 2022 | Jan. 01, 2022 | Dec. 31, 2021 |
Product Information [Line Items] | ||||
Interest-bearing deposits in banks and other financial institutions | $ 50,000 | |||
Interest-bearing deposits in banks, interest rate | 2% | |||
Short-term investments | $ 100,000 | $ 100,000 | $ 0 | |
Short-term investments, other, average yield | 2.54% | |||
Cash Reserve Deposit Required and Made | 700 | |||
Convertible notes, net of discount | 392,837 | $ 391,618 | 316,354 | |
Additional paid-in capital | 1,867,924 | 1,603,260 | 1,691,206 | |
Accumulated deficit | $ (1,253,459) | $ (996,611) | (1,009,293) | |
Previously reported | ||||
Product Information [Line Items] | ||||
Convertible notes, net of discount | 316,354 | |||
Additional paid-in capital | 1,691,206 | |||
Accumulated deficit | (1,009,293) | |||
Revision of prior period, adjustment | ||||
Product Information [Line Items] | ||||
Convertible notes, net of discount | 75,264 | |||
Additional paid-in capital | (87,946) | |||
Accumulated deficit | $ 12,682 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Cash and Cash Equivalents (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Accounting Policies [Abstract] | ||
Cash and cash equivalents | $ 272,671 | $ 374,294 |
Restricted cash | 6,138 | 5,112 |
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents | $ 278,809 | $ 379,406 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Calculation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Basic loss per share: | ||||||
Net loss | $ (116,274) | $ (94,930) | $ (257,091) | $ (165,116) | ||
Less: net loss attributable to non-controlling interest | 150 | $ 93 | 15 | $ 76 | 243 | 91 |
Net loss attributable to common stockholders | $ (116,124) | $ (94,915) | $ (256,848) | $ (165,025) | ||
Shares used in computation: | ||||||
Weighted-average common shares outstanding basic (in shares) | 185,103,005 | 140,596,001 | 171,316,513 | 129,591,310 | ||
Weighted-average common shares outstanding diluted (in shares) | 185,103,005 | 140,596,001 | 171,316,513 | 129,591,310 | ||
Basic loss per share (in usd per share) | $ (0.63) | $ (0.68) | $ (1.50) | $ (1.27) | ||
Diluted loss per share (in usd per share) | $ (0.63) | $ (0.68) | $ (1.50) | $ (1.27) |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Schedule of Anti-dilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 3 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 29,978,510 | 26,590,918 |
Warrants to purchase common stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 3 | 1,750,843 |
Stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 15,854,229 | 16,630,240 |
Unvested restricted stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 7,158,200 | 1,243,757 |
Convertible notes variable settlement feature | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 6,966,078 | 6,966,078 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Condensed Consolidated Balance Sheet (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jan. 01, 2022 | Dec. 31, 2021 |
Product Information [Line Items] | |||
Convertible notes, net of discount | $ 392,837 | $ 391,618 | $ 316,354 |
Additional paid-in capital | 1,867,924 | 1,603,260 | 1,691,206 |
Accumulated deficit | $ (1,253,459) | $ (996,611) | (1,009,293) |
Previously reported | |||
Product Information [Line Items] | |||
Convertible notes, net of discount | 316,354 | ||
Additional paid-in capital | 1,691,206 | ||
Accumulated deficit | (1,009,293) | ||
Revision of prior period, adjustment | |||
Product Information [Line Items] | |||
Convertible notes, net of discount | 75,264 | ||
Additional paid-in capital | (87,946) | ||
Accumulated deficit | $ 12,682 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) € in Millions, shares in Millions, $ in Millions | 6 Months Ended | ||
Dec. 06, 2021 EUR (€) shares | Dec. 06, 2021 USD ($) shares | Jun. 30, 2022 USD ($) | |
Molotov SAS | |||
Business Acquisition [Line Items] | |||
Noncontrolling interest, ownership percentage by parent | 1.50% | ||
Molotov SAS | |||
Business Acquisition [Line Items] | |||
Business acquisition, percentage of voting interests acquired | 98.50% | 98.50% | |
Business combination, consideration transferred | € 101.7 | $ 115 | |
Payments to acquire businesses, gross | € 14.4 | $ 16.3 | |
Business acquisition, equity interest issued or issuable, number of shares | shares | 5.7 | 5.7 | |
Business combination, consideration transferred, equity interests issued and issuable | $ 98.8 | ||
Goodwill, purchase accounting adjustments | $ 1.8 |
Acquisitions - Schedule of Reco
Acquisitions - Schedule of Recognized Identified Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 06, 2021 |
Assets acquired: | |||
Goodwill | $ 616,277 | $ 630,269 | |
Molotov SAS | |||
Assets acquired: | |||
Cash | $ 818 | ||
Accounts receivable, net | 1,752 | ||
Prepaid and other current assets | 6,273 | ||
Property and equipment, net | 738 | ||
Other non-current assets | 2,643 | ||
Intangible assets | 18,429 | ||
Goodwill | 127,971 | ||
Right-of-use assets | 4,566 | ||
Total assets acquired | 163,190 | ||
Liabilities assumed: | |||
Accounts payable | 15,724 | ||
Accrued expenses and other current liabilities | 21,628 | ||
Deferred revenue | 812 | ||
Long-term borrowings - current portion | 3,662 | ||
Lease liabilities | 4,566 | ||
Total liabilities assumed | 46,392 | ||
Redeemable non-controlling interest | 1,752 | ||
Net assets acquired | $ 115,046 |
Acquisitions - Finite-Lived Ass
Acquisitions - Finite-Lived Assets Acquired (Details) - USD ($) | 6 Months Ended | 12 Months Ended | |
Dec. 06, 2021 | Jun. 30, 2022 | Dec. 31, 2021 | |
Molotov SAS | |||
Business Acquisition [Line Items] | |||
Fair Value | $ 18,429,000 | ||
Customer relationships | |||
Business Acquisition [Line Items] | |||
Estimated Useful Lives (Years) | 1 year 2 months 12 days | 2 years 2 months 12 days | |
Customer relationships | Molotov SAS | |||
Business Acquisition [Line Items] | |||
Estimated Useful Lives (Years) | 2 years | ||
Fair Value | $ 9,271,000 | ||
Trade names | Molotov SAS | |||
Business Acquisition [Line Items] | |||
Estimated Useful Lives (Years) | 2 years | ||
Fair Value | $ 679,000 | ||
Software and technology | Molotov SAS | |||
Business Acquisition [Line Items] | |||
Estimated Useful Lives (Years) | 6 years | ||
Fair Value | $ 8,479,000 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers - Schedule of Disaggregated Revenue (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 221,890,000 | $ 130,884,000 | $ 463,909,000 | $ 250,604,000 |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 214,775,000 | 451,248,000 | ||
Rest of world | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 7,115,000 | 12,661,000 | ||
Subscription | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 199,943,000 | 114,368,000 | 419,111,000 | 221,482,000 |
Advertising | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 22,020,000 | 16,466,000 | 45,172,000 | 29,072,000 |
Wagering | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | (182,000) | 0 | (483,000) | 0 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 109,000 | 50,000 | 109,000 | 50,000 |
Subscription And Advertising Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 221,963,000 | 130,834,000 | 464,283,000 | 250,554,000 |
Subscription And Advertising Revenue | United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 216,122,000 | 130,725,000 | 452,896,000 | 250,342,000 |
Subscription And Advertising Revenue | Rest of world | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 5,841,000 | $ 109,000 | $ 11,387,000 | $ 212,000 |
Revenue from Contracts with C_4
Revenue from Contracts with Customers - Narrative (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Revenue from Contract with Customer [Abstract] | ||
Deferred royalty | $ 42,297 | $ 44,296 |
Property and equipment, net (De
Property and equipment, net (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 10,307 | $ 9,444 |
Less: Accumulated depreciation | (3,315) | (2,627) |
Total property and equipment, net | $ 6,992 | 6,817 |
Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life (Years) | 20 years | |
Property, plant and equipment, gross | $ 732 | 732 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life (Years) | 5 years | |
Property, plant and equipment, gross | $ 429 | 361 |
Computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 3,950 | 3,856 |
Computer equipment | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life (Years) | 3 years | |
Computer equipment | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life (Years) | 5 years | |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 5,196 | $ 4,495 |
Property and equipment, net - N
Property and equipment, net - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation | $ 0.4 | $ 0.2 | $ 0.8 | $ 0.3 |
Intangible Assets and Goodwil_2
Intangible Assets and Goodwill - Schedule of Intangible Assets (Details) - USD ($) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets | $ 283,981,000 | $ 282,644,000 |
Accumulated Amortization | (85,297,000) | (64,458,000) |
Net Balance | $ 198,684,000 | $ 218,186,000 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (Years) | 2 years | 2 years |
Estimated Useful Lives (Years) | 1 year 2 months 12 days | 2 years 2 months 12 days |
Intangible Assets | $ 32,280,000 | $ 32,965,000 |
Accumulated Amortization | (26,187,000) | (21,105,000) |
Net Balance | $ 6,093,000 | $ 11,860,000 |
Trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Lives (Years) | 6 years 8 months 12 days | 7 years 2 months 12 days |
Intangible Assets | $ 38,826,000 | $ 38,876,000 |
Accumulated Amortization | (9,733,000) | (7,455,000) |
Net Balance | $ 29,093,000 | $ 31,421,000 |
Trade names | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (Years) | 2 years | 2 years |
Trade names | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (Years) | 9 years | 9 years |
Software and technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Lives (Years) | 6 years 4 months 24 days | 8 years 8 months 12 days |
Intangible Assets | $ 197,174,000 | $ 195,852,000 |
Accumulated Amortization | (47,193,000) | (35,572,000) |
Net Balance | $ 149,981,000 | $ 160,280,000 |
Software and technology | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (Years) | 3 years | 3 years |
Software and technology | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (Years) | 9 years | 9 years |
Gaming licenses and market access fees | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Lives (Years) | 4 years 1 month 6 days | 4 years 9 months 18 days |
Intangible Assets | $ 15,701,000 | $ 14,951,000 |
Accumulated Amortization | (2,184,000) | (326,000) |
Net Balance | $ 13,517,000 | $ 14,625,000 |
Gaming licenses and market access fees | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (Years) | 2 years | 2 years |
Gaming licenses and market access fees | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (Years) | 5 years | 5 years |
Intangible Assets and Goodwil_3
Intangible Assets and Goodwill - Intangible Assets Amortization Expense (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2022 | $ 23,859 |
2023 | 33,919 |
2024 | 30,522 |
2025 | 27,731 |
2026 | 27,259 |
Thereafter | 55,394 |
Total | $ 198,684 |
Intangible Assets and Goodwil_4
Intangible Assets and Goodwill - Schedule of Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Impairment of goodwill | $ (10,682) | $ 0 | $ (10,682) | $ 0 |
Goodwill [Roll Forward] | ||||
Beginning balance | 630,269 | |||
Molotov purchase accounting adjustment | (497) | |||
Impairment of goodwill | 10,682 | $ 0 | 10,682 | $ 0 |
Foreign currency translation adjustment | (2,813) | |||
Ending balance | 616,277 | 616,277 | ||
Streaming | ||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Impairment of goodwill | 0 | 0 | ||
Goodwill [Roll Forward] | ||||
Beginning balance | 619,587 | |||
Molotov purchase accounting adjustment | (497) | |||
Impairment of goodwill | 0 | 0 | ||
Foreign currency translation adjustment | (2,813) | |||
Ending balance | 616,277 | 616,277 | ||
Wagering | ||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Impairment of goodwill | (10,682) | (10,682) | ||
Goodwill [Roll Forward] | ||||
Beginning balance | 10,682 | |||
Molotov purchase accounting adjustment | 0 | |||
Impairment of goodwill | 10,682 | 10,682 | ||
Foreign currency translation adjustment | 0 | |||
Ending balance | $ 0 | $ 0 |
Intangible Assets and Goodwil_5
Intangible Assets and Goodwill - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Amortization of gaming licenses and market access fees | $ 9,100,000 | $ 9,100,000 | $ 21,000,000 | $ 18,100,000 | |
Impairment of goodwill | $ 10,682,000 | $ 0 | $ 10,682,000 | $ 0 | |
Goodwill impairment, allocation percent, income-based approach | 50% | ||||
Goodwill impairment, allocation percent,, market-based approach | 50% | ||||
Reporting Unit, Percentage of Fair Value in Excess of Carrying Amount | 101.70% | 101.70% | |||
Goodwill | $ 616,277,000 | $ 616,277,000 | $ 630,269,000 | ||
Streaming | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Impairment of goodwill | 0 | 0 | |||
Goodwill | 616,277,000 | 616,277,000 | 619,587,000 | ||
Goodwill, impaired, accumulated impairment loss | 0 | 0 | 148,100,000 | ||
Wagering | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Impairment of goodwill | 10,682,000 | 10,682,000 | |||
Goodwill | $ 0 | 0 | 10,682,000 | ||
Goodwill, impaired, accumulated impairment loss | $ 10,700,000 | ||||
Market access agreements | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Payments for acquiring license | $ (3,500,000) |
Intangible Assets and Goodwil_6
Intangible Assets and Goodwill - Goodwill, Measurement (Details) | 6 Months Ended |
Jun. 30, 2022 | |
Streaming | Control premium | |
Goodwill [Line Items] | |
Goodwill, Measurement Input | 0.300 |
Streaming | Discount rate | |
Goodwill [Line Items] | |
Goodwill, Measurement Input | 0.270 |
Streaming | Revenue multiples | Minimum | |
Goodwill [Line Items] | |
Goodwill, Measurement Input | 0.4 |
Streaming | Revenue multiples | Maximum | |
Goodwill [Line Items] | |
Goodwill, Measurement Input | 0.7 |
Wagering | Control premium | |
Goodwill [Line Items] | |
Goodwill, Measurement Input | 0.300 |
Wagering | Discount rate | |
Goodwill [Line Items] | |
Goodwill, Measurement Input | 0.195 |
Wagering | Revenue multiples | Minimum | |
Goodwill [Line Items] | |
Goodwill, Measurement Input | 0.4 |
Wagering | Revenue multiples | Maximum | |
Goodwill [Line Items] | |
Goodwill, Measurement Input | 0.7 |
Accounts Payable, Accrued Exp_3
Accounts Payable, Accrued Expenses, and Other Liabilities - (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Payables and Accruals [Abstract] | ||
Affiliate fees | $ 167,449 | $ 177,692 |
Broadcasting and transmission | 13,734 | 15,179 |
Selling and marketing | 14,077 | 17,750 |
Accrued compensation | 11,344 | 12,107 |
Legal and professional fees | 4,973 | 7,316 |
Sales tax | 33,242 | 27,316 |
Deferred royalty | 11,139 | 10,510 |
Accrued interest | 5,118 | 5,057 |
Subscriber related | 2,508 | 3,601 |
Other | 9,062 | 8,197 |
Total | $ 272,646 | $ 284,725 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | ||
Valuation allowance, deferred tax asset, increase (decrease), amount | $ 0.8 | $ 1.2 |
Effective income tax rate reconciliation, percent | 0.29% | 0.73% |
Schedule of Notes Payable and L
Schedule of Notes Payable and Long-Term Borrowings (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | Feb. 02, 2021 | |
Short-term Debt [Line Items] | |||
Principal Balance | $ 407,369,000 | $ 408,898,000 | |
Capitalized Interest | 2,663,000 | 2,383,000 | |
Debt Discount | (9,663,000) | (86,146,000) | |
Long-term debt, gross | $ 400,369,000 | $ 325,135,000 | |
2026 Convertible Notes | |||
Short-term Debt [Line Items] | |||
Stated Interest Rate | 3.25% | 3.25% | 3.25% |
Principal Balance | $ 402,500,000 | $ 402,500,000 | |
Capitalized Interest | 0 | 0 | |
Debt Discount | (9,663,000) | (86,146,000) | |
Long-term debt, gross | $ 392,837,000 | $ 316,354,000 | |
Note payable | |||
Short-term Debt [Line Items] | |||
Stated Interest Rate | 10% | 10% | |
Principal Balance | $ 2,700,000 | $ 2,700,000 | |
Capitalized Interest | 2,657,000 | 2,377,000 | |
Debt Discount | 0 | 0 | |
Long-term debt, gross | 5,357,000 | $ 5,077,000 | |
Bpi France | |||
Short-term Debt [Line Items] | |||
Stated Interest Rate | 2.25% | ||
Principal Balance | 2,139,000 | $ 2,422,000 | |
Capitalized Interest | 0 | 0 | |
Debt Discount | 0 | 0 | |
Long-term debt, gross | $ 2,139,000 | $ 2,422,000 | |
Société Générale | |||
Short-term Debt [Line Items] | |||
Stated Interest Rate | 0.25% | ||
Principal Balance | $ 1,246,000 | ||
Capitalized Interest | 0 | ||
Debt Discount | 0 | ||
Long-term debt, gross | $ 1,246,000 | ||
Other | |||
Short-term Debt [Line Items] | |||
Stated Interest Rate | 4% | 4% | |
Principal Balance | $ 30,000 | $ 30,000 | |
Capitalized Interest | 6,000 | 6,000 | |
Debt Discount | 0 | 0 | |
Long-term debt, gross | $ 36,000 | $ 36,000 |
Notes Payable, Long-Term Borr_3
Notes Payable, Long-Term Borrowing, and Convertible Notes - Narrative (Details) | 3 Months Ended | 6 Months Ended | ||||
Feb. 02, 2021 USD ($) $ / shares | Jun. 30, 2022 USD ($) | Jun. 30, 2022 USD ($) segment d | Jun. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) | Oct. 01, 2018 USD ($) | |
Short-term Debt [Line Items] | ||||||
Amortization of debt discount | $ 1,219,000 | $ 6,555,000 | ||||
Principal Balance | $ 407,369,000 | 407,369,000 | $ 408,898,000 | |||
Long-term debt, gross | 400,369,000 | 400,369,000 | $ 325,135,000 | |||
Chief executive officer | ||||||
Short-term Debt [Line Items] | ||||||
Long-term debt, gross | 2,100,000 | 2,100,000 | ||||
Debt instrument, periodic payment | 1,400,000 | |||||
Molotov SAS | ||||||
Short-term Debt [Line Items] | ||||||
Principal Balance | 3,700,000 | 3,700,000 | ||||
Evolution AI Corporation EAI | Note payable | ||||||
Short-term Debt [Line Items] | ||||||
Debt interest rate | 10% | |||||
Principal Balance | $ 2,700,000 | |||||
Interest payable | 2,400,000 | 2,400,000 | ||||
Public stock offering | ||||||
Short-term Debt [Line Items] | ||||||
Sale of stock, consideration received on transaction | $ 389,400,000 | |||||
2026 Convertible notes | ||||||
Short-term Debt [Line Items] | ||||||
Convertible notes payable | $ 402,500,000 | $ 123,600,000 | $ 123,600,000 | |||
Debt interest rate | 3.25% | 3.25% | 3.25% | 3.25% | ||
Payments of stock issuance costs | $ 13,100,000 | |||||
Debt instrument, convertible, conversion price (in usd per share) | $ / shares | $ 57.78 | |||||
Debt instrument, convertible, threshold trading days | d | 20 | |||||
Debt instrument, convertible, threshold consecutive trading days | d | 30 | |||||
Debt instrument, convertible, threshold percentage of stock price trigger | 130% | |||||
Redemption price, percentage | 100% | |||||
Amortization of debt discount | $ 600,000 | $ 1,200,000 | ||||
Interest expense | 6,500,000 | 6,500,000 | ||||
Principal Balance | 402,500,000 | 402,500,000 | $ 402,500,000 | |||
Long-term debt, gross | $ 392,837,000 | $ 392,837,000 | $ 316,354,000 | |||
2026 Convertible notes | Debt Instrument, Redemption, Period One | ||||||
Short-term Debt [Line Items] | ||||||
Debt instrument, convertible, threshold trading days | d | 20 | |||||
Debt instrument, convertible, threshold consecutive trading days | d | 30 | |||||
Debt instrument, convertible, threshold percentage of stock price trigger | 130% | |||||
2026 Convertible notes | Debt Instrument, Redemption, Period Two | ||||||
Short-term Debt [Line Items] | ||||||
Debt instrument, convertible, threshold trading days | segment | 5 | |||||
Debt instrument, convertible, threshold consecutive trading days | segment | 5 | |||||
Debt instrument, convertible, maximum percentage of product of sales price and conversion rate | 98% | |||||
Note payable | ||||||
Short-term Debt [Line Items] | ||||||
Debt interest rate | 10% | 10% | 10% | |||
Principal Balance | $ 2,700,000 | $ 2,700,000 | $ 2,700,000 | |||
Long-term debt, gross | $ 5,357,000 | $ 5,357,000 | $ 5,077,000 | |||
Other | ||||||
Short-term Debt [Line Items] | ||||||
Debt interest rate | 4% | 4% | 4% | |||
Principal Balance | $ 30,000 | $ 30,000 | $ 30,000 | |||
Long-term debt, gross | $ 36,000 | $ 36,000 | $ 36,000 | |||
Société Générale | ||||||
Short-term Debt [Line Items] | ||||||
Debt interest rate | 0.25% | |||||
Principal Balance | $ 1,246,000 | |||||
Long-term debt, gross | $ 1,246,000 | |||||
Société Générale | Molotov SAS | ||||||
Short-term Debt [Line Items] | ||||||
Debt interest rate | 0.25% | 0.25% | ||||
Bpi France | ||||||
Short-term Debt [Line Items] | ||||||
Debt interest rate | 2.25% | |||||
Principal Balance | $ 2,139,000 | $ 2,139,000 | $ 2,422,000 | |||
Long-term debt, gross | $ 2,139,000 | $ 2,139,000 | $ 2,422,000 | |||
Bpi France | Molotov SAS | ||||||
Short-term Debt [Line Items] | ||||||
Debt interest rate | 2.25% | 2.25% |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 |
Liabilities, Fair Value Disclosure [Abstract] | ||
Warrant liabilities | $ 0 | |
Fair Value, Recurring | ||
Assets, Fair Value Disclosure [Abstract] | ||
Cash and cash equivalents | 272,671,000 | $ 374,294,000 |
Short-term investments | 100,000,000 | |
Total assets at fair value | 372,671,000 | 374,294,000 |
Liabilities, Fair Value Disclosure [Abstract] | ||
Warrant liabilities | 3,548,000 | |
Total liabilities at fair value | 3,548,000 | |
Fair Value, Recurring | Fair Value, Inputs, Level 1 | ||
Assets, Fair Value Disclosure [Abstract] | ||
Cash and cash equivalents | 272,671,000 | 374,294,000 |
Short-term investments | 100,000,000 | |
Total assets at fair value | 372,671,000 | 374,294,000 |
Liabilities, Fair Value Disclosure [Abstract] | ||
Warrant liabilities | 0 | |
Total liabilities at fair value | 0 | |
Fair Value, Recurring | Fair Value, Inputs, Level 2 | ||
Assets, Fair Value Disclosure [Abstract] | ||
Cash and cash equivalents | 0 | 0 |
Short-term investments | 0 | |
Total assets at fair value | 0 | 0 |
Liabilities, Fair Value Disclosure [Abstract] | ||
Warrant liabilities | 0 | |
Total liabilities at fair value | 0 | |
Fair Value, Recurring | Fair Value, Inputs, Level 3 | ||
Assets, Fair Value Disclosure [Abstract] | ||
Cash and cash equivalents | 0 | |
Short-term investments | 0 | |
Total assets at fair value | $ 0 | 0 |
Liabilities, Fair Value Disclosure [Abstract] | ||
Warrant liabilities | 3,548,000 | |
Total liabilities at fair value | $ 3,548,000 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 |
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | ||
Warrant liabilities | $ 0 | |
Fair Value, Recurring | ||
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | ||
Cash and cash equivalents | 272,671,000 | $ 374,294,000 |
Short-term investments | 100,000,000 | |
Warrant liabilities | 3,548,000 | |
Fair Value, Recurring | Fair Value, Inputs, Level 1 | ||
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | ||
Cash and cash equivalents | 272,671,000 | 374,294,000 |
Short-term investments | 100,000,000 | |
Warrant liabilities | $ 0 | |
Fair Value, Recurring | Fair Value, Inputs, Level 1 | Bank Time Deposits | ||
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | ||
Short-term investments | 100,000,000 | |
Fair Value, Recurring | Fair Value, Inputs, Level 1 | Bank Time Deposits | ||
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | ||
Cash and cash equivalents | $ 50,000,000 |
Fair Value Measurements - Chang
Fair Value Measurements - Changes in Level 3 Liabilities Measured at Fair Value (Details) - Warrant liabilities $ in Thousands | 6 Months Ended |
Jun. 30, 2022 USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Warrant liabilities, beginning balance | $ 3,548 |
Change in fair value | 1,701 |
Redemption | (5,249) |
Warrant liabilities, ending balance | $ 0 |
Stockholders_ Equity - Narrativ
Stockholders’ Equity - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||||||
Nov. 03, 2021 | Aug. 13, 2021 | Aug. 03, 2021 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Class of Stock [Line Items] | ||||||||
Issuance of common stock/At-the-market offering, net of offering costs | $ 203,796,000 | |||||||
Issuance of common stock/At-the-market offering, net of offering costs (in shares) | 16,392,000 | |||||||
Share-based compensation arrangement by share-based payment award, options, outstanding, weighted average exercise price (in usd per share) | $ 6.45 | $ 6.45 | $ 6.40 | |||||
Share-based compensation arrangement by share-based payment award, options, grants in period, gross (in shares) | 158,399 | |||||||
Fair value of options granted | $ 2,500,000 | |||||||
Share-based payment arrangement, nonvested award, option, cost not yet recognized, amount | $ 14,200,000 | $ 14,200,000 | $ 34,000,000 | |||||
Share-based payment arrangement, nonvested award, cost not yet recognized, period for recognition | 1 year 9 months 18 days | 2 years 7 months 6 days | ||||||
Number of shares issued upon vesting of restricted stock units | 280,000 | |||||||
Common Stock | ||||||||
Class of Stock [Line Items] | ||||||||
Conversion of series AA preferred stock (in shares) | 2,100,000 | |||||||
Market and service condition based options | ||||||||
Class of Stock [Line Items] | ||||||||
Share-based compensation arrangement by share-based payment award, options, outstanding, weighted average exercise price (in usd per share) | $ 12.75 | $ 12.75 | $ 12.75 | |||||
Share-based compensation arrangement by share-based payment award, options, grants in period, gross (in shares) | 0 | 1,375,000 | ||||||
Share-based payment arrangement, nonvested award, cost not yet recognized, amount | $ 6,900,000 | $ 6,900,000 | $ 17,900,000 | |||||
Performance shares | ||||||||
Class of Stock [Line Items] | ||||||||
Share-based compensation arrangement by share-based payment award, options, vested, number of shares | 820,000 | |||||||
Restricted stock units (RSUs) | ||||||||
Class of Stock [Line Items] | ||||||||
Share-based payment arrangement, nonvested award, option, cost not yet recognized, amount | 13,700,000 | $ 13,700,000 | 34,800,000 | |||||
Total Intrinsic Value | 66,400,000 | $ 66,400,000 | $ 39,900,000 | |||||
Weighted Average Remaining Contractual Life (in years) | 3 years 3 months 18 days | 3 years 6 months | ||||||
Performance based restricted stock units | ||||||||
Class of Stock [Line Items] | ||||||||
Share-based payment arrangement, nonvested award, option, cost not yet recognized, amount | $ 47,800,000 | |||||||
Total Intrinsic Value | 11,000,000 | $ 11,000,000 | ||||||
Granted (in shares) | 1,900,000 | |||||||
Award vesting period | 5 years | |||||||
Share based compensation arrangement by share based payment award non options granted in period fair value | $ 64,400,000 | |||||||
Sales agreement | ||||||||
Class of Stock [Line Items] | ||||||||
Proceeds from issuance of common stock | 220,200,000 | |||||||
Payments of stock issuance costs | $ 4,500,000 | |||||||
Evercore Group LLC Needham and Company LLC and Oppenheimer and Co Inc | Sales agreement | ||||||||
Class of Stock [Line Items] | ||||||||
Preferred stock, par or stated value per share (in usd per share) | $ 0.0001 | |||||||
Issuance of common stock/At-the-market offering, net of offering costs | $ 500,000,000 | |||||||
Commission rate percentage | 3% | |||||||
Proceeds from issuance of common stock | $ 220,200,000 | |||||||
Payments of stock issuance costs | $ 4,500,000 | |||||||
Issuance of common stock/At-the-market offering, net of offering costs (in shares) | 29,843,580 | |||||||
Share-based compensation arrangement by share-based payment award, options, outstanding, weighted average exercise price (in usd per share) | $ 7.53 | $ 7.53 |
Stockholders_ Equity - Schedule
Stockholders’ Equity - Schedule of Warrants Activity (Details) - Warrant - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Number of Shares | ||
Beginning balance (in shares) | 565,544 | |
Exercised (in shares) | (540,541) | |
Expired (in shares) | (25,000) | |
Ending balance (in shares) | 3 | 565,544 |
Weighted Average Exercise Price | ||
Beginning balance (in usd per share) | $ 9.96 | |
Exercised (in usd per share) | 9.25 | |
Expired (in usd per share) | 9.25 | |
Ending balance (in usd per share) | $ 24,000 | $ 9.96 |
Total Intrinsic Value | $ 0 | $ 3,546 |
Weighted Average Remaining Contractual Life (in years) | 0 years | 1 month 6 days |
Stockholders_ Equity - Schedu_2
Stockholders’ Equity - Schedule of Recognized Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based payment arrangement, expense | $ 14,209 | $ 24,431 | $ 33,658 | $ 33,805 |
Subscriber related | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based payment arrangement, expense | 36 | 16 | 76 | 30 |
Sales and marketing | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based payment arrangement, expense | 4,253 | 790 | 13,133 | 1,503 |
Technology and development | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based payment arrangement, expense | 2,905 | 8,551 | 5,589 | 10,621 |
General and administrative | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based payment arrangement, expense | $ 7,015 | $ 15,074 | $ 14,860 | $ 21,651 |
Stockholders_ Equity - Schedu_3
Stockholders’ Equity - Schedule of Stock Option Activity (Details) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 USD ($) $ / shares shares | Dec. 31, 2021 USD ($) $ / shares shares | |
Number of Shares | ||
Outstanding at beginning of period (in shares) | shares | 11,454,890 | |
Exercised (in shares) | shares | (430,122) | |
Forfeited or expired (in shares) | shares | (443,836) | |
Outstanding at end of period (in shares) | shares | 10,580,932 | 11,454,890 |
Options vested and exercisable (in shares) | shares | 7,524,928 | |
Weighted Average Exercise Price | ||
Weighted average exercise price, beginning balance (in usd per share) | $ / shares | $ 6.40 | |
Exercised (in usd per share) | $ / shares | 1.33 | |
Forfeited or expired (in usd per share) | $ / shares | 10.30 | |
Weighted average exercise price, ending balance (in usd per share) | $ / shares | 6.45 | $ 6.40 |
Options vested and exercisable (in usd per share) | $ / shares | $ 4.83 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Additional Disclosures [Abstract] | ||
Total Intrinsic Value | $ | $ 4,248 | $ 70,231 |
Options vested and exercisable, intrinsic value | $ | $ 4,124 | |
Weighted Average Remaining Contractual Life (Years) | 6 years 6 months | 7 years 4 months 24 days |
Options vested and exercisable, weighted average remaining contractual term | 5 years 4 months 24 days | |
Market and service condition based options | ||
Number of Shares | ||
Outstanding at beginning of period (in shares) | shares | 4,453,297 | |
Outstanding at end of period (in shares) | shares | 4,453,297 | 4,453,297 |
Options vested and exercisable (in shares) | shares | 3,536,630 | |
Weighted Average Exercise Price | ||
Weighted average exercise price, beginning balance (in usd per share) | $ / shares | $ 12.75 | |
Weighted average exercise price, ending balance (in usd per share) | $ / shares | 12.75 | $ 12.75 |
Options vested and exercisable (in usd per share) | $ / shares | $ 10.98 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Additional Disclosures [Abstract] | ||
Total Intrinsic Value | $ | $ 0 | $ 17,933 |
Options vested and exercisable, intrinsic value | $ | $ 0 | |
Weighted Average Remaining Contractual Life (Years) | 5 years 2 months 12 days | 5 years 8 months 12 days |
Options vested and exercisable, weighted average remaining contractual term | 5 years |
Stockholders_ Equity - Weighted
Stockholders’ Equity - Weighted Average Assumptions (Details) - Share-based payment arrangement, option | 6 Months Ended |
Jun. 30, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Dividend yield | 0% |
Expected price volatility | 45.04% |
Risk free interest rate | 1% |
Expected term (years) | 6 years |
Stockholders_ Equity - Schedu_4
Stockholders’ Equity - Schedule of Restricted Stock Unit Activity (Details) - $ / shares | 6 Months Ended | |
Nov. 03, 2021 | Jun. 30, 2022 | |
Restricted stock | ||
Number of Shares | ||
Unvested at beginning of period (in shares) | 2,785,800 | |
Granted (in shares) | 3,281,021 | |
Vested (in shares) | (252,787) | |
Forfeited (in shares) | (275,834) | |
Unvested at end of period (in shares) | 5,538,200 | |
Weighted Average Exercise Price | ||
Unvested at beginning of period (in usd per share) | $ 25.73 | |
Granted (in usd per share) | 5.79 | |
Vested (in usd per share) | 26.05 | |
Forfeited (in usd per share) | 19.60 | |
Unvested at end of period (in usd per share) | $ 14.21 | |
Performance based restricted stock units | ||
Number of Shares | ||
Unvested at beginning of period (in shares) | 1,900,000 | |
Granted (in shares) | 1,900,000 | |
Vested (in shares) | (280,000) | |
Unvested at end of period (in shares) | 1,620,000 | |
Weighted Average Exercise Price | ||
Unvested at beginning of period (in usd per share) | $ 33.87 | |
Granted (in usd per share) | 33.87 | |
Unvested at end of period (in usd per share) | $ 33.87 |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Operating Leases (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Operating lease cost | $ 1,665,000 | $ 467,000 | $ 3,332,000 | $ 779,000 |
Other lease cost | 95,000 | 0 | 145,000 | 0 |
Operating lease expense | 1,760,000 | 467,000 | 3,477,000 | 779,000 |
Short-term lease rent expense | 57,000 | 0 | 103,000 | 0 |
Total rent expense | $ 1,817,000 | $ 467,000 | $ 3,580,000 | $ 779,000 |
Schedule of Supplemental Cash F
Schedule of Supplemental Cash Flow Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Operating cash flows from operating leases | $ 679,000 | $ 305,000 | $ 1,011,000 | $ 610,000 |
Right of use assets exchanged for operating lease liabilities | $ 0 | $ 3,522,000 | $ 4,237,000 | $ 3,522,000 |
Weighted average remaining lease term - operating leases | 11 years 2 months 12 days | 5 years 2 months 12 days | 11 years 2 months 12 days | 5 years 2 months 12 days |
Weighted average remaining discount rate - operating leases | 7.30% | 5.70% | 7.30% | 5.70% |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Future Minimum Payments for Operating Leases (Details) | Jun. 30, 2022 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2022 | $ 1,363,000 |
2023 | 5,762,000 |
2024 | 6,892,000 |
2025 | 6,574,000 |
2026 | 5,903,000 |
Thereafter | 40,980,000 |
Total | 67,474,000 |
Less present value discount | (24,266,000) |
Operating lease liabilities | $ 43,208,000 |
Commitment and Contingencies -
Commitment and Contingencies - Market Access Agreements (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Market access agreements | |
Loss Contingencies [Line Items] | |
2022 | $ 2,791 |
2023 | 2,500 |
2024 | 2,500 |
2025 | 2,500 |
2026 | 2,375 |
Subtotal | 12,666 |
Less present value discount | (1,527) |
Total | 11,139 |
Annual Sponsorship Agreements Member | |
Loss Contingencies [Line Items] | |
2022 | 4,897 |
2023 | 7,131 |
2024 | 6,830 |
2025 | 7,010 |
2026 | 3,325 |
Thereafter | 19,675 |
Total | 48,868 |
Sports Rights Agreements Member | |
Loss Contingencies [Line Items] | |
2022 | 22,607 |
2023 | 43,235 |
2024 | 25,613 |
2025 | 13,748 |
2026 | 13,748 |
Thereafter | 18,330 |
Total | $ 137,281 |
Commitments and Contingencies_3
Commitments and Contingencies - Narrative (Details) - USD ($) | 6 Months Ended | |
Nov. 12, 2020 | Jun. 30, 2022 | |
Prepaid expenses and other current assets | ||
Loss Contingencies [Line Items] | ||
Prepaid contracts | $ 28,400,000 | |
Andrew Kriss And Eric Lerner | Minimum | ||
Loss Contingencies [Line Items] | ||
Loss contingency, damages sought, value | $ 6,000,000 |
Segments - Narrative (Details)
Segments - Narrative (Details) | 6 Months Ended |
Jun. 30, 2022 segment | |
Segment Reporting [Abstract] | |
Number of Operating Segments | 2 |
Number of Reportable Segments | 2 |
Segments - Financial Performanc
Segments - Financial Performance by Reportable Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Segment Reporting Information [Line Items] | |||||
Revenue | $ 221,890 | $ 130,884 | $ 463,909 | $ 250,604 | |
Subscriber related expenses | 218,864 | 464,485 | |||
Broadcasting and transmission | 17,157 | 37,454 | |||
Sales and marketing | 26,537 | 63,843 | |||
Technology and development | 18,018 | 36,758 | |||
General administrative | 20,429 | 44,814 | |||
Depreciation and amortization | 8,519 | 9,247 | 19,981 | 18,456 | |
Impairment of goodwill | 10,682 | 0 | 10,682 | 0 | |
Total adjusted operating expenses | 320,206 | 678,017 | |||
Stock-based compensation | 14,209 | 33,658 | 33,805 | ||
Other expense | 4,104 | 14,617 | 10,083 | 20,186 | |
Loss before income taxes | (116,629) | $ (95,683) | (257,849) | $ (166,334) | |
Total Assets | 1,361,955 | 1,361,955 | $ 1,369,778 | ||
Goodwill | 616,277 | 616,277 | 630,269 | ||
United States | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | 214,775 | 451,248 | |||
Total Assets | 1,205,433 | 1,205,433 | |||
Rest of world | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | 7,115 | 12,661 | |||
Total Assets | 156,522 | 156,522 | |||
Streaming | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | 222,072 | 464,392 | |||
Subscriber related expenses | 218,864 | 464,485 | |||
Broadcasting and transmission | 17,157 | 37,454 | |||
Sales and marketing | 23,826 | 57,644 | |||
Technology and development | 15,381 | 31,647 | |||
General administrative | 16,953 | 37,445 | |||
Depreciation and amortization | 8,410 | 19,766 | |||
Impairment of goodwill | 0 | 0 | |||
Total adjusted operating expenses | 300,591 | 648,441 | |||
Loss before income taxes | (78,519) | (184,049) | |||
Total Assets | 1,296,311 | 1,296,311 | |||
Goodwill | 616,277 | 616,277 | 619,587 | ||
Wagering | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | (182) | (483) | |||
Subscriber related expenses | 0 | 0 | |||
Broadcasting and transmission | 0 | 0 | |||
Sales and marketing | 2,711 | 6,199 | |||
Technology and development | 2,637 | 5,111 | |||
General administrative | 3,476 | 7,369 | |||
Depreciation and amortization | 109 | 215 | |||
Impairment of goodwill | 10,682 | 10,682 | |||
Total adjusted operating expenses | 19,615 | 29,576 | |||
Loss before income taxes | (19,797) | (30,059) | |||
Total Assets | 65,644 | 65,644 | |||
Goodwill | $ 0 | $ 0 | $ 10,682 |
Subsequent Events - Narrative (
Subsequent Events - Narrative (Details) - Subsequent Event - USD ($) $ / shares in Units, $ in Thousands | Aug. 02, 2022 | Aug. 05, 2022 | Aug. 04, 2022 |
Subsequent Event [Line Items] | |||
Potential aggregate offering price, maximum | $ 350,000 | ||
Issuance of equity, costs, maximum | $ 750,000 | ||
Maximum Effort | |||
Subsequent Event [Line Items] | |||
Sale of stock, share price, effective date, duration | 10 days | ||
Sale of stock, trading days | 30 days | ||
Public Offering | Maximum Effort | |||
Subsequent Event [Line Items] | |||
Number of shares issued in transaction | 2,000,000 | ||
Sale of stock, consideration received on transaction | $ 10,000 | ||
Sale of stock, price per share (in usd per share) | $ 5 | ||
The Warrant | Maximum Effort | |||
Subsequent Event [Line Items] | |||
Sale of stock, share price, effective date, duration | 10 days | ||
Sale of stock, trading days | 30 days | ||
Class of warrant or right, number of securities called by warrants or rights | 166,667 | ||
Class of warrant or right, exercise price of warrants or rights | $ 15 | ||
Class of warrant or right, weighted average closing price | $ 30 |