Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2022 | Nov. 07, 2022 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-40249 | |
Entity Registrant Name | ThredUp Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 26-4009181 | |
Entity Address, Address Line One | 969 Broadway | |
Entity Address, Address Line Two | Suite 200 | |
Entity Address, City or Town | Oakland | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94607 | |
City Area Code | 415 | |
Local Phone Number | 402-5202 | |
Title of 12(b) Security | Class A Common Stock, $0.0001 par value per share | |
Trading Symbol | TDUP | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Amendment Flag | false | |
Entity Central Index Key | 0001484778 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q3 | |
Class A common stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 69,960,710 | |
Class B common stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 30,844,696 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 36,713 | $ 84,550 |
Marketable securities | 86,501 | 121,277 |
Accounts receivable, net | 3,175 | 4,136 |
Inventory, net | 15,003 | 9,825 |
Other current assets | 10,126 | 8,625 |
Total current assets | 151,518 | 228,413 |
Operating lease right-of-use assets | 46,760 | 39,340 |
Property and equipment, net | 89,529 | 55,466 |
Goodwill | 10,645 | 12,238 |
Intangible assets | 10,242 | 13,854 |
Other assets | 10,896 | 11,515 |
Total assets | 319,590 | 360,826 |
Current liabilities: | ||
Accounts payable | 8,642 | 13,336 |
Accrued and other current liabilities | 53,365 | 45,253 |
Seller payable | 18,690 | 19,125 |
Operating lease liabilities, current | 4,931 | 3,931 |
Current portion of long-term debt | 3,881 | 7,768 |
Total current liabilities | 89,509 | 89,413 |
Operating lease liabilities, non-current | 50,623 | 36,997 |
Long-term debt, net of current portion | 26,859 | 27,559 |
Other non-current liabilities | 2,904 | 1,123 |
Total liabilities | 169,895 | 155,092 |
Stockholders’ equity: | ||
Class A and B common stock, $0.0001 par value; 1,120,000 shares authorized as of September 30, 2022 and December 31, 2021; 100,732 and 98,435 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively | 10 | 10 |
Additional paid-in capital | 545,449 | 522,161 |
Accumulated other comprehensive loss | (7,636) | (1,094) |
Accumulated deficit | (388,128) | (315,343) |
Total stockholders’ equity | 149,695 | 205,734 |
Total liabilities and stockholders’ equity | $ 319,590 | $ 360,826 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2022 | Dec. 31, 2021 |
Stockholders’ equity: | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 1,120,000,000 | 1,120,000,000 |
Common stock, shares issued (in shares) | 100,732,000 | 98,435,000 |
Common stock, shares outstanding (in shares) | 100,732,000 | 98,435,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Revenue: | ||||
Total revenue | $ 67,945 | $ 63,274 | $ 217,061 | $ 178,913 |
Cost of revenue: | ||||
Total cost of revenue | 23,449 | 17,180 | 69,689 | 48,969 |
Gross profit | 44,496 | 46,094 | 147,372 | 129,944 |
Operating expenses: | ||||
Operations, product and technology | 38,702 | 32,081 | 121,824 | 91,455 |
Marketing | 14,752 | 16,941 | 51,370 | 48,344 |
Sales, general and administrative | 15,232 | 12,569 | 47,276 | 34,206 |
Total operating expenses | 68,686 | 61,591 | 220,470 | 174,005 |
Operating loss | (24,190) | (15,497) | (73,098) | (44,061) |
Interest expense | 103 | 619 | 764 | 1,751 |
Other income, net | (624) | (1,418) | (1,108) | (604) |
Loss before provision for income taxes | (23,669) | (14,698) | (72,754) | (45,208) |
Provision for income taxes | 9 | 17 | 31 | 57 |
Net loss | $ (23,678) | $ (14,715) | $ (72,785) | $ (45,265) |
Loss per share, basic (in dollars per share) | $ (0.24) | $ (0.15) | $ (0.73) | $ (0.65) |
Loss per share, diluted (in dollars per share) | $ (0.24) | $ (0.15) | $ (0.73) | $ (0.65) |
Weighted-average shares used in computing loss per share, basic (in shares) | 100,253 | 96,349 | 99,409 | 70,113 |
Weighted-average shares used in computing loss per share, diluted (in shares) | 100,253 | 96,349 | 99,409 | 70,113 |
Consignment | ||||
Revenue: | ||||
Total revenue | $ 41,553 | $ 48,071 | $ 137,524 | $ 141,356 |
Cost of revenue: | ||||
Total cost of revenue | 9,087 | 10,080 | 29,354 | 31,599 |
Product | ||||
Revenue: | ||||
Total revenue | 26,392 | 15,203 | 79,537 | 37,557 |
Cost of revenue: | ||||
Total cost of revenue | $ 14,362 | $ 7,100 | $ 40,335 | $ 17,370 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (23,678) | $ (14,715) | $ (72,785) | $ (45,265) |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency translation adjustments | (2,217) | 0 | (5,258) | 0 |
Unrealized gain (loss) on available-for-sale securities | (28) | 8 | (1,284) | (28) |
Total other comprehensive income (loss) | (2,245) | 8 | (6,542) | (28) |
Total comprehensive loss | $ (25,923) | $ (14,707) | $ (79,327) | $ (45,293) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Loss | Accumulated Deficit |
Beginning balance (in shares) at Dec. 31, 2020 | 65,971 | ||||
Beginning balance at Dec. 31, 2020 | $ 247,041 | ||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||
Preferred stock conversion to Class B common stock (in shares) | (65,971) | ||||
Preferred stock conversion to Class B common stock | $ (247,041) | ||||
Ending balance (in shares) at Mar. 31, 2021 | 0 | ||||
Ending balance at Mar. 31, 2021 | $ 0 | ||||
Beginning balance (in shares) at Dec. 31, 2020 | 12,890 | ||||
Beginning balance at Dec. 31, 2020 | (222,177) | $ 1 | $ 29,989 | $ 0 | $ (252,167) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Exercise of stock options (in shares) | 1,458 | ||||
Exercise of stock options | 1,875 | 1,875 | |||
Stock-based compensation | 3,498 | 3,498 | |||
Conversion of preferred stock warrants to Class B common stock warrants | 1,827 | 1,827 | |||
Preferred stock conversion to Class B common stock (in shares) | 65,971 | ||||
Preferred stock conversion to Class B common stock | 247,041 | $ 7 | 247,034 | ||
Sale of Class A common stock upon initial public offering, net of issuance costs (in shares) | 13,800 | ||||
Sale of Class A common stock upon initial public offering, net of issuance costs | 175,534 | $ 1 | 175,533 | ||
Cashless exercise of common stock warrant (in shares) | 25 | ||||
Net loss | (16,171) | (16,171) | |||
Ending balance (in shares) at Mar. 31, 2021 | 94,144 | ||||
Ending balance at Mar. 31, 2021 | $ 191,427 | $ 9 | 459,756 | 0 | (268,338) |
Beginning balance (in shares) at Dec. 31, 2020 | 65,971 | ||||
Beginning balance at Dec. 31, 2020 | $ 247,041 | ||||
Ending balance (in shares) at Sep. 30, 2021 | 0 | ||||
Ending balance at Sep. 30, 2021 | $ 0 | ||||
Beginning balance (in shares) at Dec. 31, 2020 | 12,890 | ||||
Beginning balance at Dec. 31, 2020 | (222,177) | $ 1 | 29,989 | 0 | (252,167) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Other comprehensive (loss) income | (28) | ||||
Net loss | (45,265) | ||||
Ending balance (in shares) at Sep. 30, 2021 | 97,328 | ||||
Ending balance at Sep. 30, 2021 | $ 215,674 | $ 10 | 513,124 | (28) | (297,432) |
Beginning balance (in shares) at Mar. 31, 2021 | 0 | ||||
Beginning balance at Mar. 31, 2021 | $ 0 | ||||
Ending balance (in shares) at Jun. 30, 2021 | 0 | ||||
Ending balance at Jun. 30, 2021 | $ 0 | ||||
Beginning balance (in shares) at Mar. 31, 2021 | 94,144 | ||||
Beginning balance at Mar. 31, 2021 | 191,427 | $ 9 | 459,756 | 0 | (268,338) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Exercise of stock options (in shares) | 525 | ||||
Exercise of stock options | 959 | 959 | |||
Stock-based compensation | 2,896 | 2,896 | |||
Issuance of common stock to settle restricted stock units (in shares) | 8 | ||||
Cashless exercise of common stock warrant (in shares) | 104 | ||||
Withholding taxes for the net share settlement of restricted stock units (in shares) | (1) | ||||
Withholding taxes for the net share settlement of restricted stock units | (29) | (29) | |||
Other comprehensive (loss) income | (36) | (36) | |||
Net loss | (14,379) | (14,379) | |||
Ending balance (in shares) at Jun. 30, 2021 | 94,780 | ||||
Ending balance at Jun. 30, 2021 | $ 180,838 | $ 9 | 463,582 | (36) | (282,717) |
Ending balance (in shares) at Sep. 30, 2021 | 0 | ||||
Ending balance at Sep. 30, 2021 | $ 0 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Exercise of stock options (in shares) | 534 | ||||
Exercise of stock options | 1,023 | 1,023 | |||
Stock-based compensation | 2,995 | 2,995 | |||
Issuance of common stock to settle restricted stock units (in shares) | 14 | ||||
Sale of Class A common stock upon initial public offering, net of issuance costs (in shares) | 2,000 | ||||
Sale of Class A common stock upon initial public offering, net of issuance costs | 45,525 | $ 1 | 45,524 | ||
Other comprehensive (loss) income | 8 | 8 | |||
Net loss | (14,715) | (14,715) | |||
Ending balance (in shares) at Sep. 30, 2021 | 97,328 | ||||
Ending balance at Sep. 30, 2021 | $ 215,674 | $ 10 | 513,124 | (28) | (297,432) |
Beginning balance (in shares) at Dec. 31, 2021 | 0 | ||||
Beginning balance at Dec. 31, 2021 | $ 0 | ||||
Ending balance (in shares) at Mar. 31, 2022 | 0 | ||||
Ending balance at Mar. 31, 2022 | $ 0 | ||||
Beginning balance (in shares) at Dec. 31, 2021 | 98,435 | 98,435 | |||
Beginning balance at Dec. 31, 2021 | $ 205,734 | $ 10 | 522,161 | (1,094) | (315,343) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Exercise of stock options (in shares) | 334 | ||||
Exercise of stock options | 754 | 754 | |||
Stock-based compensation | 3,618 | 3,618 | |||
Issuance of common stock to settle restricted stock units (in shares) | 173 | ||||
Other comprehensive (loss) income | (1,710) | (1,710) | |||
Net loss | (20,708) | (20,708) | |||
Ending balance (in shares) at Mar. 31, 2022 | 98,942 | ||||
Ending balance at Mar. 31, 2022 | $ 187,688 | $ 10 | 526,533 | (2,804) | (336,051) |
Beginning balance (in shares) at Dec. 31, 2021 | 0 | ||||
Beginning balance at Dec. 31, 2021 | $ 0 | ||||
Ending balance (in shares) at Sep. 30, 2022 | 0 | ||||
Ending balance at Sep. 30, 2022 | $ 0 | ||||
Beginning balance (in shares) at Dec. 31, 2021 | 98,435 | 98,435 | |||
Beginning balance at Dec. 31, 2021 | $ 205,734 | $ 10 | 522,161 | (1,094) | (315,343) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Other comprehensive (loss) income | (6,542) | ||||
Net loss | $ (72,785) | ||||
Ending balance (in shares) at Sep. 30, 2022 | 100,732 | 100,732 | |||
Ending balance at Sep. 30, 2022 | $ 149,695 | $ 10 | 545,449 | (7,636) | (388,128) |
Beginning balance (in shares) at Mar. 31, 2022 | 0 | ||||
Beginning balance at Mar. 31, 2022 | $ 0 | ||||
Ending balance (in shares) at Jun. 30, 2022 | 0 | ||||
Ending balance at Jun. 30, 2022 | $ 0 | ||||
Beginning balance (in shares) at Mar. 31, 2022 | 98,942 | ||||
Beginning balance at Mar. 31, 2022 | 187,688 | $ 10 | 526,533 | (2,804) | (336,051) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Exercise of stock options (in shares) | 160 | ||||
Exercise of stock options | 874 | 874 | |||
Stock-based compensation | 10,353 | 10,353 | |||
Issuance of common stock to settle restricted stock units (in shares) | 685 | ||||
Issuance of common stock from employee stock purchase plan (in shares) | 166 | ||||
Other comprehensive (loss) income | (2,587) | (2,587) | |||
Net loss | (28,399) | (28,399) | |||
Ending balance (in shares) at Jun. 30, 2022 | 99,953 | ||||
Ending balance at Jun. 30, 2022 | $ 167,929 | $ 10 | 537,760 | (5,391) | (364,450) |
Ending balance (in shares) at Sep. 30, 2022 | 0 | ||||
Ending balance at Sep. 30, 2022 | $ 0 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Exercise of stock options (in shares) | 139 | ||||
Exercise of stock options | 229 | 229 | |||
Stock-based compensation | 7,460 | 7,460 | |||
Issuance of common stock to settle restricted stock units (in shares) | 640 | ||||
Other comprehensive (loss) income | (2,245) | (2,245) | |||
Net loss | $ (23,678) | (23,678) | |||
Ending balance (in shares) at Sep. 30, 2022 | 100,732 | 100,732 | |||
Ending balance at Sep. 30, 2022 | $ 149,695 | $ 10 | $ 545,449 | $ (7,636) | $ (388,128) |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Cash flows from operating activities: | ||
Net loss | $ (72,785) | $ (45,265) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 10,217 | 6,147 |
Stock-based compensation expense | 20,758 | 9,389 |
Reduction in carrying amount of right-of-use assets | 4,820 | 3,201 |
Other | 1,409 | 1,768 |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | 795 | (72) |
Inventory, net | (6,222) | (587) |
Other current and non-current assets | (1,732) | (4,720) |
Accounts payable | (3,000) | 574 |
Accrued and other current liabilities | 6,918 | 14,082 |
Seller payable | (380) | 4,582 |
Operating lease liabilities | 2,396 | (3,235) |
Other non-current liabilities | (133) | 4 |
Net cash used in operating activities | (36,939) | (14,132) |
Cash flows from investing activities: | ||
Purchases of marketable securities | (3,475) | (102,715) |
Maturities of marketable securities | 35,830 | 1,600 |
Purchases of property and equipment, net | (39,316) | (15,207) |
Net cash used in investing activities | (6,961) | (116,322) |
Cash flows from financing activities: | ||
Proceeds from debt, net of discount | 491 | 4,625 |
Repayment of debt | (5,333) | (2,000) |
Proceeds from issuance of Class A common stock, net of underwriting discounts and commissions | 0 | 226,905 |
Payment of costs for the initial public offering and the follow-on offering | 0 | (4,251) |
Proceeds from exercise of stock options and employee stock purchase plan | 3,878 | 3,782 |
Tax withholding related to vesting of restricted stock units | (1,958) | (29) |
Net cash provided by (used in) financing activities | (2,922) | 229,032 |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (918) | 0 |
Net change in cash, cash equivalents and restricted cash | (47,740) | 98,578 |
Cash, cash equivalents and restricted cash: | ||
Cash, cash equivalents and restricted cash, beginning of period | 91,840 | 67,539 |
Cash, cash equivalents and restricted cash, end of period | $ 44,100 | $ 166,117 |
Organization and Description of
Organization and Description of Business | 9 Months Ended |
Sep. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | Organization and Description of BusinessThredUp Inc. (“thredUP” or the “Company”) was formed as a corporation in the State of Delaware in January 2009. thredUP is a large resale platform that enables consumers to buy and sell primarily secondhand women’s and kid’s apparel, shoes and accessories. |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Basis of Presentation and Use of Estimates The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany account balances and transactions have been eliminated upon consolidation. The unaudited condensed consolidated financial statements were prepared in accordance with the United States (“U.S.”) Generally Accepted Accounting Principles (“GAAP”) for interim financial information and with the instructions to Quarterly Report on Form 10‑Q and Article 10 of Regulation S-X. As permitted under those rules, certain footnotes or other financial information can be condensed or omitted. The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts that are reported in the consolidated financial statements and the related disclosures. Actual results could differ from those estimates. Significant items subject to such estimates and assumptions include, but are not limited to, the useful lives of property and equipment and intangibles, allowance for sales returns, allowance for bad debts, breakage on loyalty points and rewards and valuation of inventory, stock-based compensation, right-of-use assets, goodwill and acquired intangibles and income taxes. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all normal and recurring adjustments necessary to present fairly the financial position of the Company as of September 30, 2022, and the results of operations and cash flows for the interim periods presented. The accompanying unaudited condensed consolidated financial statements and related financial information should be read in conjunction with the Company’s audited consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 (the “2021 10-K”). Reclassifications Certain reclassifications were made to the prior period condensed consolidated statement of cash flows to conform to the current period presentation. New Accounting Pronouncements In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments . This ASU changes the impairment model for most financial assets, requiring the use of an expected loss model which requires entities to estimate the lifetime expected credit loss on financial assets measured at amortized cost. Such credit losses will be recorded as an allowance to offset the amortized cost of the financial asset, resulting in a net presentation of the amount expected to be collected on the financial asset. In addition, credit losses relating to available-for-sale debt securities will now be recorded through an allowance for credit losses rather than as a direct write-down to the security. This standard is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company does not expect that the adoption of this standard will have a material impact on its condensed consolidated financial statements. Revenue from Loyalty Reward Redemption and Expiration As of September 30, 2022 and December 31, 2021, the Company had a liability of $3.3 million and $4.0 million, respectively, related to its customer loyalty program, which is included in accrued and other current liabilities within the Company’s condensed consolidated balance sheets. The Company recognized revenue from loyalty reward redemption and expiration of $2.2 million and $3.6 million for the three months ended September 30, 2022 and 2021, respectively, and $7.4 million and $10.3 million for the nine months ended September 30, 2022 and 2021, respectively. Cash, Cash Equivalents and Restricted Cash The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the Company’s condensed consolidated balance sheets that sum to the total of the same such amounts shown in the Company’s condensed consolidated statements of cash flows: September 30, December 31, (in thousands) Cash and cash equivalents $ 36,713 $ 84,550 Restricted cash included in Other current assets 1,685 560 Restricted cash included in Other assets 5,702 6,730 Total cash, cash equivalents, and restricted cash shown in the statement of cash flows $ 44,100 $ 91,840 Fair Value Measurements The Company applies the provisions of FASB ASC Topic 820, Fair Value Measurements and Disclosures , for its financial and non-financial assets and liabilities. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 establishes a fair value hierarchy, which prioritizes the inputs used in measuring fair value into three broad levels as follows: • Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. • Level 2 inputs include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability and inputs that are derived principally from or corroborated by observable market data by correlation or other means. • Level 3 inputs are unobservable inputs for the asset or liability. The Company measures certain assets and liabilities at fair value as discussed throughout the notes to its condensed consolidated financial statements. As of both September 30, 2022 and December 31, 2021, the carrying amounts of the Company’s accounts receivable, other current assets, other assets, accounts payable, seller payable and accrued and other current liabilities approximated their estimated fair values due to their relatively short maturities. Management believes the terms of its long-term debt reflect current market conditions for an instrument with similar terms and maturity, and as such, the carrying value of the Company’s long-term debt approximated its fair value as of both September 30, 2022 and December 31, 2021. |
Financial Instruments and Fair
Financial Instruments and Fair Value Measurements | 9 Months Ended |
Sep. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Financial Instruments and Fair Value Measurements | Financial Instruments and Fair Value Measurements The following tables provide information about the Company’s financial instruments that are measured at fair value on a recurring basis and indicate the fair value hierarchy of the valuation techniques utilized to determine such values as of September 30, 2022 and December 31, 2021: September 30, 2022 Level 1 Level 2 Level 3 Total (in thousands) Assets: Cash equivalents: Money market funds $ 8,025 $ — $ — $ 8,025 Commercial paper — 5,646 — 5,646 Total cash equivalents 8,025 5,646 — 13,671 Marketable securities: Corporate debt securities 32,473 — — 32,473 U.S. treasury securities 29,073 — — 29,073 U.S. government agency bonds 24,955 — — 24,955 Total marketable securities 86,501 — — 86,501 Total assets at fair value $ 94,526 $ 5,646 $ — $ 100,172 December 31, 2021 Level 1 Level 2 Level 3 Total (in thousands) Assets: Cash equivalents: Money market funds $ 41,376 $ — $ — $ 41,376 Commercial paper — 12,098 — 12,098 Total cash equivalents 41,376 12,098 — 53,474 Marketable securities: Corporate debt securities 55,921 — — 55,921 U.S. treasury securities 37,190 — — 37,190 U.S. government agency bonds 28,166 — — 28,166 Total marketable securities 121,277 — — 121,277 Total assets at fair value $ 162,653 $ 12,098 $ — $ 174,751 The following tables summarize the cost, gross unrealized gains, gross unrealized losses and fair value of the marketable securities as of September 30, 2022 and December 31, 2021: September 30, 2022 Cost or Amortized Cost Unrealized Fair Value Gains Losses (in thousands) Corporate debt securities $ 32,984 $ — $ (511) $ 32,473 U.S. treasury securities 29,596 — (523) 29,073 U.S. government agency bonds 25,553 — (598) 24,955 Total $ 88,133 $ — $ (1,632) $ 86,501 December 31, 2021 Cost or Amortized Cost Unrealized Fair Value Gains Losses (in thousands) Corporate debt securities $ 56,098 $ — $ (177) $ 55,921 U.S. treasury securities 37,286 — (96) 37,190 U.S. government agency bonds 28,258 — (92) 28,166 Total $ 121,642 $ — $ (365) $ 121,277 As of September 30, 2022 and December 31, 2021, the Company’s cash equivalents approximated their estimated fair value. As such, there are no unrealized gains or losses related to the Company’s cash equivalents. For the Company’s marketable securities, which were all classified as available-for-sale, the Company utilizes third-party pricing services to obtain fair value. Third-party pricing methodologies incorporate bond terms and conditions, current performance data, proprietary pricing models, real-time quotes from contributing dealers, trade prices and other market data. The Company’s money market funds, U.S. treasury securities, corporate debt securities and U.S. government agency bonds were valued using Level 1 inputs because they are valued using quoted prices in active markets. The Company’s commercial paper is valued using Level 2 inputs because it is valued using quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. There were no transfers between levels during the nine months ended September 30, 2022. As of September 30, 2022, of the $86.5 million carrying amount of marketable securities, $83.0 million had a contractual maturity date of less than one year and $3.5 million had a contractual maturity date between one to two years. |
Property and Equipment, Net
Property and Equipment, Net | 9 Months Ended |
Sep. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Property and Equipment, Net Property and equipment, net consisted of the following: September 30, December 31, (in thousands) Property and equipment $ 118,244 $ 76,028 Less: accumulated depreciation and amortization (28,715) (20,562) Property and equipment, net $ 89,529 $ 55,466 Depreciation and amortization expense of property and equipment was $2.9 million and $2.2 million for the three months ended September 30, 2022 and 2021, respectively, and $8.3 million and $6.1 million for the nine months ended September 30, 2022 and 2021, respectively. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 9 Months Ended |
Sep. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible AssetsGoodwill is primarily attributable to the planned growth in the combined business after the acquisition of Remix Global EAD (“Remix”). Goodwill is reviewed for impairment at least annually, absent any interim indicators of impairment. Goodwill was $10.6 million and $12.2 million as of September 30, 2022 and December 31, 2021, respectively. The decrease in goodwill during the nine months ended September 30, 2022 was due to foreign currency translation adjustments. The gross carrying amounts and accumulated amortization of the Company’s intangible assets with determinable lives as of September 30, 2022 and December 31, 2021 were as follows: September 30, 2022 Amortization Period Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in years) (in thousands) Customer relationships 8 $ 4,420 $ (542) $ 3,878 Developed technology 3 4,166 (1,362) 2,804 Trademarks 9 3,995 (435) 3,560 Total $ 12,581 $ (2,339) $ 10,242 December 31, 2021 Amortization Period Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in years) (in thousands) Customer relationships 8 $ 5,092 $ (150) $ 4,942 Developed technology 3 4,798 (373) 4,425 Trademarks 9 4,602 (115) 4,487 Total $ 14,492 $ (638) $ 13,854 The changes in the gross carrying amounts were due to foreign currency translation adjustments. Amortization expense related to developed technology, customer relationships, and trademarks is recorded within operations, product and technology; sales, general and administrative; and marketing expense, respectively, within the Company’s condensed consolidated statements of operations. Amortization expense of intangible assets with determinable lives was $0.6 million and zero for the three months ended September 30, 2022 and 2021, respectively, and $1.9 million and zero for the nine months ended September 30, 2022 and 2021, respectively. |
Balance Sheet Components
Balance Sheet Components | 9 Months Ended |
Sep. 30, 2022 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Components | Balance Sheet Components Inventories consisted of the following: September 30, December 31, (in thousands) Raw materials $ 888 $ 908 Work in process 592 670 Finished goods 13,523 8,247 Total $ 15,003 $ 9,825 Accrued and other current liabilities consisted of the following: September 30, December 31, (in thousands) Gift card and site credit liabilities $ 18,980 $ 13,223 Accrued vendor liabilities 8,701 6,031 Allowance for returns 7,326 6,209 Accrued compensation 5,623 6,438 Deferred revenue 6,326 5,878 Accrued taxes 4,440 5,728 Accrued other 1,969 1,746 Total $ 53,365 $ 45,253 |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt In February 2019, the Company entered into a loan and security agreement (“Term Loan”) with Western Alliance Bank for an aggregate amount of up to $40.0 million to refinance its prior loan and security agreement with Silicon Valley Bank. The Company incurred an immaterial amount of debt issuance costs in connection with the Term Loan. The debt issuance costs are recorded on the Company’s condensed consolidated balance sheet and are being amortized over the life of the Term Loan using the effective-interest method. The Term Loan was subsequently amended several times, with the most recent amendment taking place in July 2022. As amended, the Term Loan matures on July 14, 2027 and provides for an aggregate borrowing amount of up to $70.0 million, which bears interest at the prime rate published in the Wall Street Journal plus a margin of 1.25%, with a floor of 6.00%. The Company incurred an immaterial amount of debt issuance costs in connection with the amendment. For accounting purposes, pursuant to FASB ASC Topic 470, Debt , this transaction was accounted for as a modification of the Term Loan. The debt issuance costs were recognized in interest expense within the Company’s condensed consolidated statement of operations during the third quarter of 2022. The Term Loan requires the Company to comply with certain financial covenants, including, among other things, liquidity requirements, performance metrics, and a debt service coverage ratio. The Term Loan also contains affirmative and negative covenants customary for financings of this type, including, among other things, limitations or prohibitions on repurchasing common shares, declaring and paying dividends and other distributions, redeeming and repurchasing certain other indebtedness, loans and investments, additional indebtedness, liens, mergers, asset sales and transactions with affiliates. In addition, the Term Loan contains customary events of default. As of September 30, 2022 and December 31, 2021, the Company was in compliance with its debt covenants under the Term Loan. The Term Loan is payable in consecutive monthly installments. Interest is due monthly on amounts outstanding under the Term Loan. The Company is also permitted to make voluntary prepayments without penalty or premium at any time. As of September 30, 2022 and December 31, 2021, the effective interest rate for borrowings under the Term Loan was 8.22% and 6.65%, respectively. During the nine months ended September 30, 2022, the Company borrowed an aggregate amount of $0.7 million under the Term Loan and repaid a total of $5.3 million on amounts outstanding under the Term Loan. During the nine months ended September 30, 2021, the Company borrowed an aggregate amount of $5.0 million under the Term Loan and repaid a total of $2.0 million on amounts outstanding under the Term Loan. As of September 30, 2022 and December 31, 2021, the amount outstanding under the Term Loan was $31.3 million and $36.0 million, respectively. During the three months ended September 30, 2022 and 2021, the Company recognized $0.1 million and $0.6 million, respectively, of interest expense relating to the Term Loan, which included $0.1 million and $0.1 million, respectively, relating to amortization of debt discount and issuance costs. During the nine months ended September 30, 2022 and 2021, the Company recognized $0.8 million and $1.8 million, respectively, of interest expense relating to the Term Loan, which included $0.3 million and $0.3 million, respectively, relating to amortization of debt discount and issuance costs. As of September 30, 2022, annual scheduled principal payments of the Term Loan were as follows: Amount (in thousands) 2022 $ 1,000 2023 4,000 2024 4,000 2025 4,000 2026 4,000 Thereafter 14,333 Total principal payments 31,333 Less: unamortized debt discount (593) Less: current portion of long-term debt (3,881) Non-current portion of long-term debt $ 26,859 |
Common Stock
Common Stock | 9 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
Common Stock | Common Stock Each share of Class A common stock is entitled to one vote per share. Each share of Class B common stock is entitled to ten votes per share and is convertible at any time into one share of Class A common stock. The table below summarizes the Class A common stock and Class B common stock authorized, issued and outstanding as of September 30, 2022 and December 31, 2021: September 30, 2022 Authorized Issued and Outstanding (in thousands) Class A common stock 1,000,000 69,887 Class B common stock 120,000 30,845 Total 1,120,000 100,732 December 31, 2021 Authorized Issued and Outstanding (in thousands) Class A common stock 1,000,000 57,779 Class B common stock 120,000 40,656 Total 1,120,000 98,435 |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation The Company has stock-based compensation plans, which are more fully described in Note 11, Stock-Based Compensation Plans , to the Consolidated Financial Statements included in the 2021 10-K. During the nine months ended September 30, 2022, the Company granted 10.2 million restricted stock unit awards with a weighted-average grant date fair value of $7.09 per award. The following table provides information about stock-based compensation expense by financial statement line item: Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, (in thousands) Operations, product and technology $ 2,480 $ 1,024 $ 7,842 $ 3,358 Marketing 818 341 2,377 1,067 Sales, general and administrative 3,879 1,630 10,539 4,964 Total stock-based compensation expense $ 7,177 $ 2,995 $ 20,758 $ 9,389 |
Commitment and Contingencies
Commitment and Contingencies | 9 Months Ended |
Sep. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal Contingencies The Company is subject to litigation claims and assessments from time to time in the ordinary course of business. The Company’s management does not believe that any such matters, individually or in the aggregate, will have a material adverse effect on the Company’s business, financial condition, results of operations or cash flows. Indemnifications In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties and provide for limited and customary indemnification obligations. The Company’s exposure under these agreements is unknown because it involves claims that may be made against the Company in the future, but that have not yet been made. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income TaxesThe quarterly income tax provision reflects an estimate of the corresponding quarter’s state taxes in the United States. The provision for income tax expense for the three and nine months ended September 30, 2022 and 2021 was determined based upon estimates of the Company’s annual effective tax rate for the years ending December 31, 2022 and 2021, respectively. Since the Company is in a full valuation allowance position due to losses incurred since inception, the provision for taxes consists solely of certain state income taxes. |
Loss Per Share
Loss Per Share | 9 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Loss Per Share | Loss Per Share The following participating securities have been excluded from the computation of diluted loss per share for the periods presented because including them would have been anti-dilutive: September 30, September 30, (in thousands) Outstanding stock options 17,966 20,796 Restricted stock units 8,693 352 Delayed share issuance related to acquisition 131 — Employee stock purchase plan 230 101 Total 27,020 21,249 |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany account balances and transactions have been eliminated upon consolidation. The unaudited condensed consolidated financial statements were prepared in accordance with the United States (“U.S.”) Generally Accepted Accounting Principles (“GAAP”) for interim financial information and with the instructions to Quarterly Report on Form 10‑Q and Article 10 of Regulation S-X. As permitted under those rules, certain footnotes or other financial information can be condensed or omitted. |
Use of Estimates | The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts that are reported in the consolidated financial statements and the related disclosures. Actual results could differ from those estimates. Significant items subject to such estimates and assumptions include, but are not limited to, the useful lives of property and equipment and intangibles, allowance for sales returns, allowance for bad debts, breakage on loyalty points and rewards and valuation of inventory, stock-based compensation, right-of-use assets, goodwill and acquired intangibles and income taxes. |
New Accounting Pronouncements | In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments . This ASU changes the impairment model for most financial assets, requiring the use of an expected loss model which requires entities to estimate the lifetime expected credit loss on financial assets measured at amortized cost. Such credit losses will be recorded as an allowance to offset the amortized cost of the financial asset, resulting in a net presentation of the amount expected to be collected on the financial asset. In addition, credit losses relating to available-for-sale debt securities will now be recorded through an allowance for credit losses rather than as a direct write-down to the security. This standard is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company does not expect that the adoption of this standard will have a material impact on its condensed consolidated financial statements. |
Fair Value Measurements | The Company applies the provisions of FASB ASC Topic 820, Fair Value Measurements and Disclosures , for its financial and non-financial assets and liabilities. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 establishes a fair value hierarchy, which prioritizes the inputs used in measuring fair value into three broad levels as follows: • Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. • Level 2 inputs include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability and inputs that are derived principally from or corroborated by observable market data by correlation or other means. • Level 3 inputs are unobservable inputs for the asset or liability. The Company measures certain assets and liabilities at fair value as discussed throughout the notes to its condensed consolidated financial statements. As of both September 30, 2022 and December 31, 2021, the carrying amounts of the Company’s accounts receivable, other current assets, other assets, accounts payable, seller payable and accrued and other current liabilities approximated their estimated fair values due to their relatively short maturities. Management believes the terms of its long-term debt reflect current market conditions for an instrument with similar terms and maturity, and as such, the carrying value of the Company’s long-term debt approximated its fair value as of both September 30, 2022 and December 31, 2021. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Schedule of Cash and Cash Equivalents | The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the Company’s condensed consolidated balance sheets that sum to the total of the same such amounts shown in the Company’s condensed consolidated statements of cash flows: September 30, December 31, (in thousands) Cash and cash equivalents $ 36,713 $ 84,550 Restricted cash included in Other current assets 1,685 560 Restricted cash included in Other assets 5,702 6,730 Total cash, cash equivalents, and restricted cash shown in the statement of cash flows $ 44,100 $ 91,840 |
Restrictions on Cash and Cash Equivalents | The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the Company’s condensed consolidated balance sheets that sum to the total of the same such amounts shown in the Company’s condensed consolidated statements of cash flows: September 30, December 31, (in thousands) Cash and cash equivalents $ 36,713 $ 84,550 Restricted cash included in Other current assets 1,685 560 Restricted cash included in Other assets 5,702 6,730 Total cash, cash equivalents, and restricted cash shown in the statement of cash flows $ 44,100 $ 91,840 |
Financial Instruments and Fai_2
Financial Instruments and Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Instruments Measured at Fair Value | The following tables provide information about the Company’s financial instruments that are measured at fair value on a recurring basis and indicate the fair value hierarchy of the valuation techniques utilized to determine such values as of September 30, 2022 and December 31, 2021: September 30, 2022 Level 1 Level 2 Level 3 Total (in thousands) Assets: Cash equivalents: Money market funds $ 8,025 $ — $ — $ 8,025 Commercial paper — 5,646 — 5,646 Total cash equivalents 8,025 5,646 — 13,671 Marketable securities: Corporate debt securities 32,473 — — 32,473 U.S. treasury securities 29,073 — — 29,073 U.S. government agency bonds 24,955 — — 24,955 Total marketable securities 86,501 — — 86,501 Total assets at fair value $ 94,526 $ 5,646 $ — $ 100,172 December 31, 2021 Level 1 Level 2 Level 3 Total (in thousands) Assets: Cash equivalents: Money market funds $ 41,376 $ — $ — $ 41,376 Commercial paper — 12,098 — 12,098 Total cash equivalents 41,376 12,098 — 53,474 Marketable securities: Corporate debt securities 55,921 — — 55,921 U.S. treasury securities 37,190 — — 37,190 U.S. government agency bonds 28,166 — — 28,166 Total marketable securities 121,277 — — 121,277 Total assets at fair value $ 162,653 $ 12,098 $ — $ 174,751 The following tables summarize the cost, gross unrealized gains, gross unrealized losses and fair value of the marketable securities as of September 30, 2022 and December 31, 2021: September 30, 2022 Cost or Amortized Cost Unrealized Fair Value Gains Losses (in thousands) Corporate debt securities $ 32,984 $ — $ (511) $ 32,473 U.S. treasury securities 29,596 — (523) 29,073 U.S. government agency bonds 25,553 — (598) 24,955 Total $ 88,133 $ — $ (1,632) $ 86,501 December 31, 2021 Cost or Amortized Cost Unrealized Fair Value Gains Losses (in thousands) Corporate debt securities $ 56,098 $ — $ (177) $ 55,921 U.S. treasury securities 37,286 — (96) 37,190 U.S. government agency bonds 28,258 — (92) 28,166 Total $ 121,642 $ — $ (365) $ 121,277 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment, Net | Property and equipment, net consisted of the following: September 30, December 31, (in thousands) Property and equipment $ 118,244 $ 76,028 Less: accumulated depreciation and amortization (28,715) (20,562) Property and equipment, net $ 89,529 $ 55,466 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | The gross carrying amounts and accumulated amortization of the Company’s intangible assets with determinable lives as of September 30, 2022 and December 31, 2021 were as follows: September 30, 2022 Amortization Period Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in years) (in thousands) Customer relationships 8 $ 4,420 $ (542) $ 3,878 Developed technology 3 4,166 (1,362) 2,804 Trademarks 9 3,995 (435) 3,560 Total $ 12,581 $ (2,339) $ 10,242 December 31, 2021 Amortization Period Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in years) (in thousands) Customer relationships 8 $ 5,092 $ (150) $ 4,942 Developed technology 3 4,798 (373) 4,425 Trademarks 9 4,602 (115) 4,487 Total $ 14,492 $ (638) $ 13,854 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule of Inventory | Inventories consisted of the following: September 30, December 31, (in thousands) Raw materials $ 888 $ 908 Work in process 592 670 Finished goods 13,523 8,247 Total $ 15,003 $ 9,825 |
Schedule of Other Current Liabilities | Accrued and other current liabilities consisted of the following: September 30, December 31, (in thousands) Gift card and site credit liabilities $ 18,980 $ 13,223 Accrued vendor liabilities 8,701 6,031 Allowance for returns 7,326 6,209 Accrued compensation 5,623 6,438 Deferred revenue 6,326 5,878 Accrued taxes 4,440 5,728 Accrued other 1,969 1,746 Total $ 53,365 $ 45,253 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Maturities of Long-Term Debt | As of September 30, 2022, annual scheduled principal payments of the Term Loan were as follows: Amount (in thousands) 2022 $ 1,000 2023 4,000 2024 4,000 2025 4,000 2026 4,000 Thereafter 14,333 Total principal payments 31,333 Less: unamortized debt discount (593) Less: current portion of long-term debt (3,881) Non-current portion of long-term debt $ 26,859 |
Common Stock (Tables)
Common Stock (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
Schedule of Common Stock Issued and Outstanding | The table below summarizes the Class A common stock and Class B common stock authorized, issued and outstanding as of September 30, 2022 and December 31, 2021: September 30, 2022 Authorized Issued and Outstanding (in thousands) Class A common stock 1,000,000 69,887 Class B common stock 120,000 30,845 Total 1,120,000 100,732 December 31, 2021 Authorized Issued and Outstanding (in thousands) Class A common stock 1,000,000 57,779 Class B common stock 120,000 40,656 Total 1,120,000 98,435 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Stock-Based Compensation Expense | The following table provides information about stock-based compensation expense by financial statement line item: Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, (in thousands) Operations, product and technology $ 2,480 $ 1,024 $ 7,842 $ 3,358 Marketing 818 341 2,377 1,067 Sales, general and administrative 3,879 1,630 10,539 4,964 Total stock-based compensation expense $ 7,177 $ 2,995 $ 20,758 $ 9,389 |
Loss Per Share (Tables)
Loss Per Share (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Antidilutive Securities Excluded from Computation of Loss Per Share | The following participating securities have been excluded from the computation of diluted loss per share for the periods presented because including them would have been anti-dilutive: September 30, September 30, (in thousands) Outstanding stock options 17,966 20,796 Restricted stock units 8,693 352 Delayed share issuance related to acquisition 131 — Employee stock purchase plan 230 101 Total 27,020 21,249 |
Significant Accounting Polici_4
Significant Accounting Policies - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Revenue from External Customer [Line Items] | |||||
Customer loyalty program liability | $ 18,980 | $ 18,980 | $ 13,223 | ||
Loyalty Program | |||||
Revenue from External Customer [Line Items] | |||||
Revenue from loyalty reward redemption or expiration | 2,200 | $ 3,600 | 7,400 | $ 10,300 | |
Loyalty Program | Transferred over Time | |||||
Revenue from External Customer [Line Items] | |||||
Customer loyalty program liability | $ 3,300 | $ 3,300 | $ 4,000 |
Significant Accounting Polici_5
Significant Accounting Policies - Schedule of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Dec. 31, 2020 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 36,713 | $ 84,550 | ||
Restricted cash included in Other current assets | 1,685 | 560 | ||
Restricted cash included in Other assets | 5,702 | 6,730 | ||
Total cash, cash equivalents, and restricted cash shown in the statement of cash flows | $ 44,100 | $ 91,840 | $ 166,117 | $ 67,539 |
Financial Instruments and Fai_3
Financial Instruments and Fair Value Measurements – Schedule of Financial Instruments Measured at Fair Value (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Marketable securities: | ||
Total marketable securities | $ 86,501 | $ 121,277 |
Fair Value, Recurring | ||
Cash equivalents: | ||
Total cash equivalents | 13,671 | 53,474 |
Marketable securities: | ||
Total marketable securities | 86,501 | 121,277 |
Total assets at fair value | 100,172 | 174,751 |
Fair Value, Recurring | Corporate debt securities | ||
Marketable securities: | ||
Total marketable securities | 32,473 | 55,921 |
Fair Value, Recurring | U.S. treasury securities | ||
Marketable securities: | ||
Total marketable securities | 29,073 | 37,190 |
Fair Value, Recurring | U.S. government agency bonds | ||
Marketable securities: | ||
Total marketable securities | 24,955 | 28,166 |
Fair Value, Recurring | Money market funds | ||
Cash equivalents: | ||
Total cash equivalents | 8,025 | 41,376 |
Fair Value, Recurring | Commercial paper | ||
Cash equivalents: | ||
Total cash equivalents | 5,646 | 12,098 |
Level 1 | Fair Value, Recurring | ||
Cash equivalents: | ||
Total cash equivalents | 8,025 | 41,376 |
Marketable securities: | ||
Total marketable securities | 86,501 | 121,277 |
Total assets at fair value | 94,526 | 162,653 |
Level 1 | Fair Value, Recurring | Corporate debt securities | ||
Marketable securities: | ||
Total marketable securities | 32,473 | 55,921 |
Level 1 | Fair Value, Recurring | U.S. treasury securities | ||
Marketable securities: | ||
Total marketable securities | 29,073 | 37,190 |
Level 1 | Fair Value, Recurring | U.S. government agency bonds | ||
Marketable securities: | ||
Total marketable securities | 24,955 | 28,166 |
Level 1 | Fair Value, Recurring | Money market funds | ||
Cash equivalents: | ||
Total cash equivalents | 8,025 | 41,376 |
Level 1 | Fair Value, Recurring | Commercial paper | ||
Cash equivalents: | ||
Total cash equivalents | 0 | 0 |
Level 2 | Fair Value, Recurring | ||
Cash equivalents: | ||
Total cash equivalents | 5,646 | 12,098 |
Marketable securities: | ||
Total marketable securities | 0 | 0 |
Total assets at fair value | 5,646 | 12,098 |
Level 2 | Fair Value, Recurring | Corporate debt securities | ||
Marketable securities: | ||
Total marketable securities | 0 | 0 |
Level 2 | Fair Value, Recurring | U.S. treasury securities | ||
Marketable securities: | ||
Total marketable securities | 0 | 0 |
Level 2 | Fair Value, Recurring | U.S. government agency bonds | ||
Marketable securities: | ||
Total marketable securities | 0 | 0 |
Level 2 | Fair Value, Recurring | Money market funds | ||
Cash equivalents: | ||
Total cash equivalents | 0 | 0 |
Level 2 | Fair Value, Recurring | Commercial paper | ||
Cash equivalents: | ||
Total cash equivalents | 5,646 | 12,098 |
Level 3 | Fair Value, Recurring | ||
Cash equivalents: | ||
Total cash equivalents | 0 | 0 |
Marketable securities: | ||
Total marketable securities | 0 | 0 |
Total assets at fair value | 0 | 0 |
Level 3 | Fair Value, Recurring | Corporate debt securities | ||
Marketable securities: | ||
Total marketable securities | 0 | 0 |
Level 3 | Fair Value, Recurring | U.S. treasury securities | ||
Marketable securities: | ||
Total marketable securities | 0 | 0 |
Level 3 | Fair Value, Recurring | U.S. government agency bonds | ||
Marketable securities: | ||
Total marketable securities | 0 | 0 |
Level 3 | Fair Value, Recurring | Money market funds | ||
Cash equivalents: | ||
Total cash equivalents | 0 | 0 |
Level 3 | Fair Value, Recurring | Commercial paper | ||
Cash equivalents: | ||
Total cash equivalents | $ 0 | $ 0 |
Financial Instruments and Fai_4
Financial Instruments and Fair Value Measurements - Amortized Cost, Unrealized Gain (Loss), and Fair Value (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Marketable securities: | ||
Cost or Amortized Cost | $ 88,133 | $ 121,642 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | (1,632) | (365) |
Fair Value | 86,501 | 121,277 |
Corporate debt securities | ||
Marketable securities: | ||
Cost or Amortized Cost | 32,984 | 56,098 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | (511) | (177) |
Fair Value | 32,473 | 55,921 |
U.S. treasury securities | ||
Marketable securities: | ||
Cost or Amortized Cost | 29,596 | 37,286 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | (523) | (96) |
Fair Value | 29,073 | 37,190 |
U.S. government agency bonds | ||
Marketable securities: | ||
Cost or Amortized Cost | 25,553 | 28,258 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | (598) | (92) |
Fair Value | $ 24,955 | $ 28,166 |
Financial Instruments and Fai_5
Financial Instruments and Fair Value Measurements - Narrative (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total marketable securities | $ 86,501 | $ 121,277 |
Marketable securities maturing within one year | 83,000 | |
Marketable securities maturing between one to two years | 3,500 | |
Fair Value, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total marketable securities | $ 86,501 | $ 121,277 |
Property and Equipment, Net - S
Property and Equipment, Net - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment [Abstract] | ||
Property and equipment | $ 118,244 | $ 76,028 |
Less: accumulated depreciation and amortization | (28,715) | (20,562) |
Property and equipment, net | $ 89,529 | $ 55,466 |
Property and Equipment, Net - N
Property and Equipment, Net - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation | $ 2.9 | $ 2.2 | $ 8.3 | $ 6.1 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||||
Goodwill | $ 10,645 | $ 10,645 | $ 12,238 | ||
Amortization expense | $ 600 | $ 0 | $ 1,900 | $ 0 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Schedule of Finite-Lived Intangible Assets (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2022 | Dec. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 12,581 | $ 14,492 |
Accumulated Amortization | (2,339) | (638) |
Net Carrying Amount | $ 10,242 | $ 13,854 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 8 years | 8 years |
Gross Carrying Amount | $ 4,420 | $ 5,092 |
Accumulated Amortization | (542) | (150) |
Net Carrying Amount | $ 3,878 | $ 4,942 |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 3 years | 3 years |
Gross Carrying Amount | $ 4,166 | $ 4,798 |
Accumulated Amortization | (1,362) | (373) |
Net Carrying Amount | $ 2,804 | $ 4,425 |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 9 years | 9 years |
Gross Carrying Amount | $ 3,995 | $ 4,602 |
Accumulated Amortization | (435) | (115) |
Net Carrying Amount | $ 3,560 | $ 4,487 |
Balance Sheet Components - Sche
Balance Sheet Components - Schedule of Inventory (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Balance Sheet Related Disclosures [Abstract] | ||
Raw materials | $ 888 | $ 908 |
Work in process | 592 | 670 |
Finished goods | 13,523 | 8,247 |
Inventory, net | $ 15,003 | $ 9,825 |
Balance Sheet Components - Sc_2
Balance Sheet Components - Schedule of Other Current Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Balance Sheet Related Disclosures [Abstract] | ||
Gift card and site credit liabilities | $ 18,980 | $ 13,223 |
Accrued vendor liabilities | 8,701 | 6,031 |
Allowance for returns | 7,326 | 6,209 |
Accrued compensation | 5,623 | 6,438 |
Deferred revenue | 6,326 | 5,878 |
Accrued taxes | 4,440 | 5,728 |
Accrued other | 1,969 | 1,746 |
Total | $ 53,365 | $ 45,253 |
Long-Term Debt - Narrative (Det
Long-Term Debt - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||||
Jul. 14, 2022 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Jul. 31, 2022 | Dec. 31, 2021 | Feb. 28, 2019 | Feb. 01, 2019 | |
Debt Instrument [Line Items] | |||||||||
Repayment of debt | $ 5,333 | $ 2,000 | |||||||
Medium-term Notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Maximum borrowing capacity | $ 70,000 | ||||||||
Debt issuance costs | $ 0 | ||||||||
Term Loan | Medium-term Notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Maximum borrowing capacity | $ 40,000 | ||||||||
Debt issuance costs | $ 0 | ||||||||
Debt instrument, floor percentage | 6% | ||||||||
Effective interest rate | 8.22% | 8.22% | 6.65% | ||||||
Borrowed amount | $ 700 | 5,000 | |||||||
Repayment of debt | 5,300 | 2,000 | |||||||
Principal outstanding | $ 31,300 | 31,300 | $ 36,000 | ||||||
Interest expense | 100 | $ 600 | 800 | 1,800 | |||||
Amortization of debt discount and issuance costs | $ 100 | $ 100 | $ 300 | $ 300 | |||||
Term Loan | Medium-term Notes | Prime Rate | |||||||||
Debt Instrument [Line Items] | |||||||||
Variable interest rate | 1.25% |
Long-Term Debt - Schedule of Ma
Long-Term Debt - Schedule of Maturities of Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Debt Disclosure [Abstract] | ||
2022 | $ 1,000 | |
2023 | 4,000 | |
2024 | 4,000 | |
2025 | 4,000 | |
2026 | 4,000 | |
Thereafter | 14,333 | |
Total principal payments | 31,333 | |
Less: unamortized debt discount | (593) | |
Less: current portion of long-term debt | (3,881) | $ (7,768) |
Long-term debt, net of current portion | $ 26,859 | $ 27,559 |
Common Stock - Narrative (Detai
Common Stock - Narrative (Details) | 9 Months Ended |
Sep. 30, 2022 vote shares | |
Class of Stock [Line Items] | |
Conversion of stock (in shares) | shares | 1 |
Class A common stock | |
Class of Stock [Line Items] | |
Number of votes for each share | 1 |
Class B common stock | |
Class of Stock [Line Items] | |
Number of votes for each share | 10 |
Common Stock - Schedule of Comm
Common Stock - Schedule of Common Stock Issued and Outstanding (Details) - shares | Sep. 30, 2022 | Dec. 31, 2021 |
Class of Stock [Line Items] | ||
Authorized (in shares) | 1,120,000,000 | 1,120,000,000 |
Issued (in shares) | 100,732,000 | 98,435,000 |
Outstanding (in shares) | 100,732,000 | 98,435,000 |
Class A common stock | ||
Class of Stock [Line Items] | ||
Authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Issued (in shares) | 69,887,000 | 57,779,000 |
Outstanding (in shares) | 69,887,000 | 57,779,000 |
Class B common stock | ||
Class of Stock [Line Items] | ||
Authorized (in shares) | 120,000,000 | 120,000,000 |
Issued (in shares) | 30,845,000 | 40,656,000 |
Outstanding (in shares) | 30,845,000 | 40,656,000 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - Restricted stock units shares in Millions | 9 Months Ended |
Sep. 30, 2022 $ / shares shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Restricted stock units granted (in shares) | shares | 10.2 |
Restricted stock units granted, weighted average grant date fair value (in dollars per share) | $ / shares | $ 7.09 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | $ 7,177 | $ 2,995 | $ 20,758 | $ 9,389 |
Operations, product and technology | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 2,480 | 1,024 | 7,842 | 3,358 |
Marketing | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 818 | 341 | 2,377 | 1,067 |
Sales, general and administrative | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | $ 3,879 | $ 1,630 | $ 10,539 | $ 4,964 |
Loss Per Share (Details)
Loss Per Share (Details) - shares shares in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total (in shares) | 27,020 | 21,249 |
Outstanding stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total (in shares) | 17,966 | 20,796 |
Restricted stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total (in shares) | 8,693 | 352 |
Delayed share issuance related to acquisition | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total (in shares) | 131 | 0 |
Employee stock purchase plan | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total (in shares) | 230 | 101 |