Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2023 | Jul. 28, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-35669 | |
Entity Registrant Name | SHUTTERSTOCK, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 80-0812659 | |
Entity Address, Address Line One | 350 Fifth Avenue, 20th Floor | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10118 | |
City Area Code | 646 | |
Local Phone Number | 710-3417 | |
Title of 12(b) Security | Common Stock, $0.01 par value per share | |
Trading Symbol | SSTK | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 36,078,720 | |
Entity Central Index Key | 0001549346 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) shares in Thousands, $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 87,146 | $ 115,154 |
Accounts receivable, net of allowance of $5,641 and $5,830 | 61,715 | 67,249 |
Prepaid expenses and other current assets | 124,554 | 33,268 |
Total current assets | 273,415 | 215,671 |
Property and equipment, net | 59,434 | 54,548 |
Right-of-use assets | 17,233 | 17,593 |
Intangible assets, net | 202,090 | 173,087 |
Goodwill | 383,045 | 381,920 |
Deferred tax assets, net | 1,609 | 16,533 |
Other assets | 67,435 | 21,832 |
Total assets | 1,004,261 | 881,184 |
Current liabilities: | ||
Accounts payable | 6,095 | 7,183 |
Accrued expenses | 112,231 | 89,387 |
Contributor royalties payable | 40,561 | 38,649 |
Deferred revenue | 207,483 | 187,070 |
Debt | 30,000 | 50,000 |
Other current liabilities | 11,195 | 11,445 |
Total current liabilities | 407,565 | 383,734 |
Deferred tax liability, net | 17,255 | 4,465 |
Lease liabilities | 33,382 | 35,611 |
Other non-current liabilities | 26,552 | 9,892 |
Total liabilities | 484,754 | 433,702 |
Commitments and contingencies (Note 14) | ||
Stockholders’ equity: | ||
Common stock, $0.01 par value; 200,000 shares authorized; 39,884 and 39,605 shares issued and 36,028 and 35,829 shares outstanding as of June 30, 2023 and December 31, 2022, respectively | 398 | 396 |
Treasury stock, at cost; 3,856 and 3,776 shares as of June 30, 2023 and December 31, 2022, respectively | (204,008) | (200,008) |
Additional paid-in capital | 402,728 | 391,482 |
Accumulated comprehensive loss | (14,131) | (15,439) |
Retained earnings | 334,520 | 271,051 |
Total stockholders’ equity | 519,507 | 447,482 |
Total liabilities and stockholders’ equity | $ 1,004,261 | $ 881,184 |
Treasury Stock, Common, Shares | 3,856 | 3,856 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 5,641 | $ 5,830 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 200,000,000 | 200,000,000 |
Common stock, shares issued (in shares) | 39,884,000 | 39,605,000 |
Common stock, shares outstanding (in shares) | 36,028,000 | 35,829,000 |
Treasury stock, shares held in treasury (in shares) | 3,856,000 | 3,856,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Income Statement [Abstract] | ||||
Revenue | $ 208,840 | $ 206,872 | $ 424,120 | $ 406,004 |
Operating expenses: | ||||
Cost of revenue | 84,416 | 77,019 | 162,579 | 146,470 |
Sales and marketing | 48,392 | 54,229 | 95,919 | 107,558 |
Product development | 29,218 | 17,162 | 44,624 | 30,788 |
General and administrative | 38,099 | 33,088 | 71,914 | 63,896 |
Total operating expenses | 200,125 | 181,498 | 375,036 | 348,712 |
Income from operations | 8,715 | 25,374 | 49,084 | 57,292 |
Bargain purchase gain | 41,940 | 0 | 41,940 | 0 |
Other income / (expense), net | 726 | (2,661) | 1,771 | (1,903) |
Income before income taxes | 51,381 | 22,713 | 92,795 | 55,389 |
Provision for income taxes | 1,368 | 3,268 | 9,939 | 9,372 |
Net income | $ 50,013 | $ 19,445 | $ 82,856 | $ 46,017 |
Earnings per share: | ||||
Basic (in dollars per share) | $ 1.39 | $ 0.54 | $ 2.31 | $ 1.27 |
Diluted (in dollars per share) | $ 1.37 | $ 0.53 | $ 2.27 | $ 1.25 |
Weighted average common shares outstanding: | ||||
Basic (in shares) | 36,047 | 36,123 | 35,952 | 36,213 |
Diluted (in shares) | 36,406 | 36,578 | 36,490 | 36,890 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 50,013 | $ 19,445 | $ 82,856 | $ 46,017 |
Foreign currency translation gain / (loss) | (111) | (4,945) | 1,308 | (5,831) |
Other comprehensive income / (loss) | (111) | (4,945) | 1,308 | (5,831) |
Comprehensive income | $ 49,902 | $ 14,500 | $ 84,164 | $ 40,186 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Treasury Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income / (Loss) | Retained Earnings |
Beginning balance (in shares) at Dec. 31, 2021 | 39,209 | |||||
Beginning balance at Dec. 31, 2021 | $ 468,482 | $ 392 | $ (127,196) | $ 376,537 | $ (10,788) | $ 229,537 |
Beginning balance (in shares) at Dec. 31, 2021 | 2,792 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Equity-based compensation | 14,870 | 14,870 | ||||
Issuance of common stock in connection with employee stock option exercises and RSU vesting (in shares) | 503 | |||||
Issuance of common stock in connection with employee stock option exercises and RSU vesting | 568 | $ 5 | 563 | |||
Common shares withheld for settlement of taxes in connection with equity-based compensation (in shares) | (230) | |||||
Common shares withheld for settlement of taxes in connection with equity-based compensation | (21,038) | $ (2) | (21,036) | |||
Repurchase of treasury shares (in shares) | 709 | |||||
Repurchase of treasury shares | (56,604) | $ (56,604) | ||||
Cash dividends paid | (17,371) | (17,371) | ||||
Other comprehensive income (loss) | (5,831) | (5,831) | ||||
Net income | 46,017 | 46,017 | ||||
Ending balance (in shares) at Jun. 30, 2022 | 39,482 | |||||
Ending balance at Jun. 30, 2022 | 429,093 | $ 395 | $ (183,800) | 370,934 | (16,619) | 258,183 |
Ending balance (in shares) at Jun. 30, 2022 | 3,501 | |||||
Beginning balance (in shares) at Mar. 31, 2022 | 39,352 | |||||
Beginning balance at Mar. 31, 2022 | 444,423 | $ 394 | $ (165,465) | 373,765 | (11,674) | 247,403 |
Beginning balance (in shares) at Mar. 31, 2022 | 3,214 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Equity-based compensation | 7,044 | 7,044 | ||||
Issuance of common stock in connection with employee stock option exercises and RSU vesting (in shares) | 242 | |||||
Issuance of common stock in connection with employee stock option exercises and RSU vesting | 568 | $ 2 | 566 | |||
Common shares withheld for settlement of taxes in connection with equity-based compensation (in shares) | (112) | |||||
Common shares withheld for settlement of taxes in connection with equity-based compensation | (10,442) | $ (1) | (10,441) | |||
Repurchase of treasury shares (in shares) | 287 | |||||
Repurchase of treasury shares | (18,335) | $ (18,335) | ||||
Cash dividends paid | (8,665) | (8,665) | ||||
Other comprehensive income (loss) | (4,945) | (4,945) | ||||
Net income | 19,445 | 19,445 | ||||
Ending balance (in shares) at Jun. 30, 2022 | 39,482 | |||||
Ending balance at Jun. 30, 2022 | $ 429,093 | $ 395 | $ (183,800) | 370,934 | (16,619) | 258,183 |
Ending balance (in shares) at Jun. 30, 2022 | 3,501 | |||||
Beginning balance (in shares) at Dec. 31, 2022 | 35,829 | 39,605 | ||||
Beginning balance at Dec. 31, 2022 | $ 447,482 | $ 396 | $ (200,008) | 391,482 | (15,439) | 271,051 |
Beginning balance (in shares) at Dec. 31, 2022 | 3,856 | 3,776 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Equity-based compensation | $ 23,586 | 23,586 | ||||
Issuance of common stock in connection with employee stock option exercises and RSU vesting (in shares) | 461 | |||||
Issuance of common stock in connection with employee stock option exercises and RSU vesting | 2 | $ 4 | (2) | |||
Common shares withheld for settlement of taxes in connection with equity-based compensation (in shares) | (182) | |||||
Common shares withheld for settlement of taxes in connection with equity-based compensation | (12,340) | $ (2) | (12,338) | |||
Repurchase of treasury shares (in shares) | 80 | |||||
Repurchase of treasury shares | (4,000) | $ (4,000) | ||||
Cash dividends paid | (19,387) | (19,387) | ||||
Other comprehensive income (loss) | 1,308 | 1,308 | ||||
Net income | $ 82,856 | 82,856 | ||||
Ending balance (in shares) at Jun. 30, 2023 | 36,028 | 39,884 | ||||
Ending balance at Jun. 30, 2023 | $ 519,507 | $ 398 | $ (204,008) | 402,728 | (14,131) | 334,520 |
Ending balance (in shares) at Jun. 30, 2023 | 3,856 | 3,856 | ||||
Beginning balance (in shares) at Mar. 31, 2023 | 39,690 | |||||
Beginning balance at Mar. 31, 2023 | $ 476,534 | $ 396 | $ (200,008) | 395,934 | (14,020) | 294,232 |
Beginning balance (in shares) at Mar. 31, 2023 | 3,776 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Equity-based compensation | 14,943 | 14,943 | ||||
Issuance of common stock in connection with employee stock option exercises and RSU vesting (in shares) | 317 | |||||
Issuance of common stock in connection with employee stock option exercises and RSU vesting | 0 | $ 3 | (3) | |||
Common shares withheld for settlement of taxes in connection with equity-based compensation (in shares) | (123) | |||||
Common shares withheld for settlement of taxes in connection with equity-based compensation | (8,147) | $ (1) | (8,146) | |||
Repurchase of treasury shares (in shares) | 80 | |||||
Repurchase of treasury shares | (4,000) | $ (4,000) | ||||
Cash dividends paid | (9,725) | (9,725) | ||||
Other comprehensive income (loss) | (111) | (111) | ||||
Net income | $ 50,013 | 50,013 | ||||
Ending balance (in shares) at Jun. 30, 2023 | 36,028 | 39,884 | ||||
Ending balance at Jun. 30, 2023 | $ 519,507 | $ 398 | $ (204,008) | $ 402,728 | $ (14,131) | $ 334,520 |
Ending balance (in shares) at Jun. 30, 2023 | 3,856 | 3,856 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net income | $ 82,856 | $ 46,017 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 38,102 | 31,575 |
Deferred taxes | (146) | (3,602) |
Non-cash equity-based compensation | 23,586 | 14,869 |
Bad debt expense | 1,025 | 620 |
Bargain purchase gain | (41,940) | 0 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 5,709 | (762) |
Prepaid expenses and other current and non-current assets | (29,834) | (1,207) |
Accounts payable and other current and non-current liabilities | (4,144) | (28,980) |
Contributor royalties payable | 1,822 | 3,713 |
Deferred revenue | 19,553 | (2,669) |
Net cash provided by operating activities | 96,589 | 59,574 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Capital expenditures | (22,870) | (20,797) |
Business combination, net of cash acquired | (53,721) | (212,096) |
Cash received related to Giphy Retention Compensation | 15,752 | 0 |
Asset acquisitions | 0 | (150) |
Acquisition of content | (5,252) | (6,999) |
Security deposit payment | (37) | (281) |
Net cash used in investing activities | (66,128) | (240,323) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Repurchase of treasury shares | (4,000) | (56,937) |
Proceeds from exercise of stock options | 3 | 568 |
Cash paid related to settlement of employee taxes related to RSU vesting | (14,545) | (21,038) |
Payment of cash dividend | (19,387) | (17,371) |
Proceeds from credit facility | 30,000 | 50,000 |
Repayment of credit facility | (50,000) | 0 |
Payment of debt issuance costs | 0 | (619) |
Net cash used in financing activities | (57,929) | (45,397) |
Effect of foreign exchange rate changes on cash | (540) | (3,825) |
Net decrease in cash and cash equivalents | (28,008) | (229,971) |
Cash and cash equivalents, beginning of period | 115,154 | 314,017 |
Cash and cash equivalents, end of period | 87,146 | 84,046 |
Supplemental Disclosure of Cash Information: | ||
Cash paid for income taxes | 6,795 | 12,700 |
Cash paid for interest | $ 429 | $ 90 |
Summary of Operations and Signi
Summary of Operations and Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Summary of Operations and Significant Accounting Policies | Summary of Operations and Significant Accounting Policies Summary of Operations Shutterstock, Inc. (the “Company” or “Shutterstock”) is a premier partner for transformative brands, digital media and marketing companies. The Company’s platform brings together users and contributors of content by providing readily-searchable content that our customers pay to license and by compensating contributors as their content is licensed. Contributors upload their content to the Company’s web properties in exchange for royalty payments based on customer download activity. Beyond content, customers also leverage the Company’s platform to assist with the entire creative process from ideation through creative execution. The Company’s key content offerings include: • Images - consisting of photographs, vectors and illustrations. Images are typically used in visual communications, such as websites, digital and print marketing materials, corporate communications, books, publications and other similar uses. • Footage - consisting of video clips, premium footage filmed by industry experts and cinema grade video effects, available in HD and 4K formats. Footage is often integrated into websites, social media, marketing campaigns and cinematic productions. • Music - consisting of high-quality music tracks and sound effects, which are often used to complement images and footage. • 3 Dimensional (“3D”) Models - consisting of 3D models, used in a variety of industries such as advertising, media and video production, gaming, retail, education, design and architecture. Basis of Presentation The unaudited condensed consolidated financial statements and accompanying notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, these financial statements do not include all information and footnotes required by GAAP for complete financial statements. The interim Consolidated Balance Sheet as of June 30, 2023, and the Consolidated Statements of Operations, Comprehensive Income and Stockholders’ Equity for the three and six months ended June 30, 2023 and 2022, and the Consolidated Statements of Cash Flows for the six months ended June 30, 2023 and 2022 are unaudited. The Consolidated Balance Sheet as of December 31, 2022, included herein, was derived from the audited financial statements as of that date, but does not include all disclosures required by GAAP. These unaudited interim financial statements have been prepared on a basis consistent with the Company’s annual financial statements and, in the opinion of management, reflect all adjustments, which include all normal recurring adjustments necessary to fairly state the Company’s financial position as of June 30, 2023, and its consolidated results of operations, comprehensive income, stockholders’ equity and cash flows for the three and six months ended June 30, 2023 and 2022. The financial data and the other financial information disclosed in the notes to the financial statements related to these periods are also unaudited. The results of operations for the six months ended June 30, 2023 are not necessarily indicative of the results to be expected for the fiscal year ending December 31, 2023 or for any other future annual or interim period. These financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto as of and for the year ended December 31, 2022 included in the Company’s Annual Report on Form 10-K, which was filed with the SEC on February 14, 2023. The unaudited consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Certain immaterial changes in presentation have been made to conform the prior period presentation to current period reporting. Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements. Actual results could differ from those estimates. Such estimates include, but are not limited to, the determination of the allowance for doubtful accounts, the volume of expected unused licenses for our subscription-based products, the assessment of recoverability of property and equipment, the fair value of acquired goodwill and intangible assets, the amount of non-cash equity-based compensation, the assessment of recoverability of deferred tax assets, the measurement of income tax and contingent non-income tax liabilities and the determination of the incremental borrowing rate used to calculate the lease liability. Cash and Cash Equivalents The Company’s cash and cash equivalents consist primarily of bank deposits. Accounts Receivable and Allowance for Doubtful Accounts The Company’s accounts receivable consists of customer obligations due under normal trade terms, carried at their face value less an allowance for doubtful accounts, if required. The Company determines its allowance for doubtful accounts and credit losses based on an evaluation of (i) the aging of its accounts receivable considering historical receivables loss rates, (ii) on a customer-by-customer basis, where appropriate, and (iii) the economic environments in which the Company operates. During the six months ended June 30, 2023, the Company recorded bad debt expense of $1.0 million. As of June 30, 2023 and December 31, 2022, the Company’s allowance for doubtful accounts was approximately $5.6 million and $5.8 million, respectively. The allowance for doubtful accounts is included as a reduction of accounts receivable on the Consolidated Balance Sheets. The Company has certain customer arrangements that contain financing elements. Interest income earned from these financing receivables is recorded on the effective interest method and is included within interest income on the Consolidated Statements of Operations. As of June 30, 2023, approximately $14.6 million of financing receivables were included in Accounts receivable on the Consolidated Balance Sheets. In addition, as of June 30, 2023 and December 31, 2022, one customer accounted for approximately 15% and 22% of the accounts receivable balance, respectively. No other customers accounted for or exceeded 10% of the accounts receivable balance at these dates. Chargeback and Sales Refund Allowance The Company establishes a chargeback allowance and sales refund reserve allowance based on factors surrounding historical credit card chargeback trends, historical sales refund trends and other information. As of June 30, 2023 and December 31, 2022, the Company’s combined allowance for chargebacks and sales refunds was $0.4 million, which was included as a component of other current liabilities on the Consolidated Balance Sheets. Revenue Recognition The majority of the Company’s revenue is earned from the license of content. Content licenses are generally purchased on a monthly or annual basis, whereby a customer pays for a predetermined quantity of content that may be downloaded over a specific period of time, or, on a transactional basis, whereby a customer pays for individual content licenses at the time of download. The Company also generates revenue from tools made available through the Company’s platform. For contracts that contain multiple performance obligations, the Company allocates the transaction price to each performance obligation based on a relative standalone selling price. The standalone selling price is determined based on the price at which the performance obligation is sold separately, or if not observable through past transactions, is estimated taking into account available information including internally approved pricing guidelines and pricing information of comparable products. The Company recognizes revenue upon the satisfaction of performance obligations. The Company recognizes revenue on both its subscription-based and transaction-based products when content is downloaded by a customer, at which time the license is provided. In addition, the Company estimates expected unused licenses for subscription-based products and recognizes the revenue associated with the unused licenses as digital content is downloaded and licenses are obtained for such content by the customer during the subscription period. The estimate of unused licenses is based on historical download activity and future changes in the estimate could impact the timing of revenue recognition of the Company’s subscription products. For revenue associated with tools available through the Company’s platform, revenue is recognized on a straight-line basis over the subscription period. The Company expenses contract acquisition costs as incurred, to the extent that the amortization period would otherwise be one year or less. Collectability is probable at the time the electronic order or contract is entered. A significant portion of the Company’s customers purchase products by making electronic payments with a credit card at the time of the transaction. Customer payments received in advance of revenue recognition are contract liabilities and are recorded as deferred revenue. Customers that do not pay in advance are invoiced and are required to make payments under standard credit terms. Collectability for customers who pay on credit terms allowing for payment beyond the date at which service commences, is based on a credit evaluation for certain new customers and transaction history with existing customers. |
Fair Value Measurements and Lon
Fair Value Measurements and Long-term Investments | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements and Long-term Investments | Fair Value Measurements and Long-term Investments Fair Value Measurements The Company had no assets or liabilities requiring fair value hierarchy disclosures as of June 30, 2023 or December 31, 2022, except as noted below. Other Fair Value Measurements The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses approximate fair value because of the short-term nature of these instruments. Debt consists of principal amounts outstanding under our credit facility, which approximates fair value as underlying interest rates are reset regularly based on current market rates and is classified as Level 2. The Company’s non-financial assets, which include long-lived assets, intangible assets and goodwill, are not required to be measured at fair value on a recurring basis. However, if the Company is required to evaluate a non-financial asset for impairment, whether due to certain triggering events or because annual impairment testing is required, a resulting asset impairment would require that the non-financial asset be recorded at fair value. Long-term Investments As of June 30, 2023 and December 31, 2022, the Company’s long-term investments were in equity securities with no readily determinable fair value, totaled $20.0 million, and were reported within other assets on the Consolidated Balance Sheets. The Company uses the measurement alternative for these equity investments and their carrying value is reported at cost, adjusted for impairments or any observable price changes in ordinary transactions with identical or similar investments. |
Acquisitions
Acquisitions | 6 Months Ended |
Jun. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions | Acquisitions Giphy, Inc. On May 22, 2023, the Company entered into a Stock Purchase Agreement with Meta Platforms, Inc. (“Meta”) dated May 22, 2023 (the “Purchase Agreement”). On June 23, 2023, the Company completed its acquisition of all of the outstanding shares of Giphy, Inc. (“Giphy”) from Meta. The consideration payable by the Company pursuant to the Purchase Agreement is $53 million in net cash, in addition to cash acquired, assumed debt and other working capital adjustments. The consideration was paid with existing cash on hand. Giphy is a New York-based company that operates a collection of GIFs and stickers that supplies casual conversational content. The Company believes its acquisition of Giphy extends Shutterstock’s audience touchpoints beyond primarily professional marketing and advertising use cases and expands into casual conversations. In January 2023, the United Kingdom Competition and Markets Authority (the “CMA”) issued its final order requiring Meta to divest its ownership of Giphy, which Meta acquired in 2020. In connection with the closing of the acquisition, whose terms were preapproved by the CMA, the Company and Meta entered into a transitional services agreement (the “TSA”) pursuant to which Meta is responsible for certain costs related to retention of Giphy employees, including (i) recurring salary, bonus, and benefits through August 2024, which would be $35.6 million if all employees are retained through August 2024, and (ii) nonrecurring items, totaling $87.9 million, comprised of one-time employment inducement bonuses and the cash value of unvested Meta equity awards (the “Giphy Retention Compensation”). The Giphy Retention Compensation will be paid to the individuals for being employees of the Company subsequent to the completion of the acquisition. Accordingly, it was determined that the payments by the Company are for future service requirements and will be reflected as operating expenses, less any amounts earned by the employees prior to the acquisition, in the Company’s Statements of Operations as incurred. The Giphy Retention Compensation is reflected as a reduction of the purchase price and has been funded into an escrow account. The Giphy purchase price will result in net cash to be received by the Company, is as follows: Purchase Price Purchase price $ 53,000 Cash acquired and other working capital adjustments 4,750 Cash paid on closing $ 57,750 Fair value of Giphy Retention Compensation contingent consideration 1 (98,723) Fair value of consideration attributable to pre-combination service 2 34,972 Net purchase price $ (6,001) 1 - This amount consists of $123.5 million of Giphy Retention Compensation, adjusted for $18.9 million of income tax obligations associated with the receipt of the Giphy Retention Compensation and $5.9 million for the time value of money. 2 - Relates to the cash value of replaced unvested Meta equity awards attributable to pre-combination services. Upon closing of the acquisition, the Company also entered into an agreement with Meta whereby the Company will provide Meta with Giphy content through API services for a period of two years. The Company allocated and deferred $30 million of the business combination proceeds to this agreement, which will be recognized as revenue as services are provided. The identifiable intangible assets, which include developed technology and the trade name have weighted average useful lives of approximately 4.0 years and 15.0 years, respectively. The fair value of the developed technology was determined using the cost to recreate method, and the fair value of the trade name was determined using the relief-from-royalty method. The Giphy transaction was accounted for using the acquisition method and, accordingly, the results of the acquired business has been included in the Company’s results of operations from the acquisition date. The fair value of consideration transferred in this business combination has been allocated to the intangible and tangible assets acquired and liabilities assumed at the acquisition date, with the excess of the fair value of the net assets acquired over the net consideration received recorded as a bargain purchase gain. The identifiable intangible assets of these acquisitions are being amortized on a straight-line basis. The aggregate purchase price for this acquisition has been allocated to the assets acquired and liabilities assumed as follows (in thousands): Assets acquired and liabilities assumed: Giphy 1 Cash and cash equivalents $ 4,030 Prepaid expenses and other current assets 1,416 Right of use assets 1,243 Intangible assets: Trade name 21,000 Developed technology 21,500 Intangible assets 42,500 Other assets 1,647 Total assets acquired $ 50,836 Accounts payable, accrued expenses and other liabilities (4,949) Deferred tax liability (8,858) Lease liability (1,090) Total liabilities assumed (14,897) Net assets acquired $ 35,939 Net purchase price (6,001) Bargain purchase gain $ 41,940 1 - The measurement and allocation of the purchase price is preliminary and will be finalized within the allowable measurement period once the Company finalizes its assessment of fair value of intangible assets, income tax balances and other assets acquired and liabilities assumed. The Company recognized a non-taxable bargain purchase gain of $41.9 million, representing the excess of the fair value of the net assets acquired in addition to the net consideration to be received from Meta. The bargain purchase gain is the result of the CMA’s regulatory order requiring Meta’s divestiture of Giphy and the Giphy Retention Compensation payments. In connection with the acquisition, the Company incurred approximately $3.0 million of transaction costs, which is included in general and administrative expenses on the Consolidated Statements of Operations. As of June 30, 2023, Shutterstock’s receivable of $101.9 million, is against an escrow fully funded by Meta. $71.7 million and $30.2 million are included within Prepaid expenses and other current assets and Other assets, respectively, on the Consolidated Balance Sheet. 2022 Acquisitions Pond5, Inc. On May 11, 2022, the Company completed its acquisition of all of the outstanding shares of Pond5, for approximately $218.0 million. The total purchase price was paid with existing cash on hand as well as a $50 million drawdown on the Company’s revolving credit facility. In connection with the acquisition, the Company incurred approximately $4.0 million of transaction costs, which is included in general and administrative expenses on the Consolidated Statements of Operations. Pond5 is a New York based company that operates a video-first content marketplace for royalty-free and editorial video. The Company believes its acquisition of this video-first content marketplace provides expanded offerings across footage, image and music. The identifiable intangible assets, which include customer relationships, developed technology and trade names have weighted average useful lives of approximately 14.2 years, 5 years and 10 years, respectively. The goodwill arising from the transaction is primarily attributable to expected operational synergies and is not deductible for income tax purposes. Splash News On May 28, 2022, the Company completed its acquisition of all of the outstanding shares of Splash News, for approximately $6.3 million. The total purchase price was paid with existing cash on hand. In connection with the acquisition, the Company incurred approximately $0.3 million of transaction costs, which is included in general and administrative expenses on the Consolidated Statements of Operations. Splash News is a United Kingdom based entertainment news network and is a source for image and video content across celebrity, red carpet and live events. The Company believes this acquisition expands Shutterstock Editorial’s Newsroom offering for access to premium exclusive content. The identifiable intangible asset, developed technology, has a useful life of approximately 4 years. The goodwill arising from the transaction is primarily attributable to expected operational synergies and is not deductible for income tax purposes. The Pond5 and Splash News transactions were accounted for using the acquisition method and, accordingly, the results of the acquired businesses have been included in the Company’s results of operations from the respective acquisition dates. The fair value of consideration transferred in these business combinations has been allocated to the intangible and tangible assets acquired and liabilities assumed at the acquisition date, with the remaining unallocated amount recorded as goodwill. The identifiable intangible assets of these acquisitions are being amortized on a straight-line basis. The fair value of the customer relationships was determined using a variation of the income approach known as the multiple-period excess earnings method. The fair value of the trade name was determined using the relief-from-royalty method, and the fair value of the developed technology was determined using the relief-from-royalty and the cost to recreate methods. The aggregate purchase price for these acquisitions has been allocated to the assets acquired and liabilities assumed as follows (in thousands): Assets acquired and liabilities assumed: Pond5 1 Splash News Total Cash and cash equivalents $ 11,675 $ 180 $ 11,855 Accounts receivable 1,273 500 $ 1,773 Other assets 1,102 525 1,627 Right of use asset 1,674 — 1,674 Intangible assets: Customer relationships 34,900 — 34,900 Trade name 5,300 — 5,300 Developed technology 27,600 1,263 28,863 Intangible assets 67,800 1,263 69,063 Goodwill 158,957 5,565 164,522 Total assets acquired $ 242,481 $ 8,033 $ 250,514 — Accounts payable, accrued expenses and other liabilities (9,304) (1,528) (10,832) Contributor royalties payable (3,039) (3,039) Deferred revenue (3,705) — (3,705) Deferred tax liability (6,381) (189) (6,570) Lease liability (2,038) — (2,038) Total liabilities assumed (24,467) (1,717) (26,184) Net assets acquired $ 218,014 $ 6,316 $ 224,330 ____________________________________________________ 1 During the three months ended September 30, 2022, the Company updated its preliminary allocation of the Pond5 purchase price to the assets acquired and liabilities assumed. This resulted in a (i) $4.0 million increase to goodwill, (ii) a $4.1 million decrease to intangible assets, including a $7.0 million decrease to the value of customer relationships, partially offset by a $2.3 million increase to the value of the developed technology, and (iii) other immaterial adjustments. Pro-Forma Financial Information (unaudited) The following unaudited pro forma consolidated financial information (in thousands) reflects the results of operations of the Company for the three and six months ended June 30, 2023 and 2022, respectively, as if the Giphy acquisition had been completed on January 1, 2022 and as if the Pond5 and Splash News acquisitions had been completed on January 1, 2021, after giving effect to certain purchase accounting adjustments, primarily related to bargain purchase gain, Giphy Retention Compensation - non-recurring, intangible assets and transaction costs. These pro forma results have been prepared for comparative purposes only and are based on estimates and assumptions that have been made solely for purposes of developing such pro forma information and are not necessarily indicative of what the Company’s operating results would have been, had the acquisitions actually taken place at the beginning of the previous annual period. Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Revenue As Reported $ 208,840 $ 206,872 $ 424,120 $ 406,004 Pro Forma 213,840 218,452 434,120 436,287 Income before income taxes As Reported $ 51,381 $ 22,713 $ 92,795 $ 55,389 Pro Forma 15,511 9,318 42,137 48,686 |
Property and Equipment
Property and Equipment | 6 Months Ended |
Jun. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment is summarized as follows (in thousands): As of June 30, 2023 As of December 31, 2022 Computer equipment and software $ 284,099 $ 261,067 Furniture and fixtures 10,637 10,328 Leasehold improvements 18,921 18,635 Property and equipment 313,657 290,030 Less accumulated depreciation (254,223) (235,482) Property and equipment, net $ 59,434 $ 54,548 Depreciation expense related to property and equipment was $9.1 million and $8.3 million for the three months ended June 30, 2023 and 2022, respectively, and $18.2 million and $16.3 million for the six months ended June 30, 2023 and 2022, respectively. Cost of revenues included depreciation expense of $8.7 million and $7.5 million for the three months ended June 30, 2023 and 2022, respectively, and $17.3 million and $14.7 million for the six months ended June 30, 2023 and 2022, respectively. General and administrative expense included depreciation expense of $0.4 million and $0.8 million for the three months ended June 30, 2023 and 2022, respectively, and $0.9 million and $1.6 million for the six months ended June 30, 2023 and 2022, respectively. Capitalized Internal-Use Software The Company capitalized costs related to the development of internal-use software of $11.3 million and $10.6 million for the three months ended June 30, 2023 and 2022, respectively, and $21.6 million and $20.1 million for the six months ended June 30, 2023 and 2022, respectively. Capitalized amounts are included as a component of property and equipment under computer equipment and software on the Consolidated Balance Sheets. The portion of total depreciation expense related to capitalized internal-use software was $8.4 million and $7.2 million for the three months ended June 30, 2023 and 2022, respectively, and $16.8 million and $14.0 million for the six months ended June 30, 2023 and 2022, respectively. Depreciation expense related to capitalized internal-use software is included in cost of revenue in the Consolidated Statements of Operations. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill The Company’s goodwill balance is attributable to its Content reporting unit and is tested for impairment annually on October 1 or upon a triggering event. No triggering events were identified during the six months ended June 30, 2023. The following table summarizes the changes in the Company’s goodwill balance during the six months ended June 30, 2023 (in thousands): Goodwill Balance as of December 31, 2022 $ 381,920 Foreign currency translation adjustment 1,125 Balance as of June 30, 2023 $ 383,045 Intangible Assets Intangible assets consisted of the following as of June 30, 2023 and December 31, 2022 (in thousands): As of June 30, 2023 As of December 31, 2022 Gross Accumulated Net Weighted Gross Accumulated Net Amortizing intangible assets: Customer relationships $ 89,952 $ (23,262) $ 66,690 12 $ 88,996 $ (19,168) $ 69,828 Trade name 37,864 (8,014) 29,850 12 16,588 (7,209) 9,379 Developed technology 117,561 (47,945) 69,616 4 94,872 (35,288) 59,584 Contributor content 59,747 (23,916) 35,831 8 54,284 (20,098) 34,186 Patents 259 (156) 103 18 259 (149) 110 Total $ 305,383 $ (103,293) $ 202,090 $ 254,999 $ (81,912) $ 173,087 Amortization expense was $10.1 million and $8.2 million for the three months ended June 30, 2023 and 2022, respectively, and $19.9 million and $15.3 million for the six months ended June 30, 2023 and 2022, respectively. Cost of revenue included amortization expense of $9.4 million and $7.6 million for the three months ended June 30, 2023 and 2022, respectively, and $18.6 million and $14.2 million for the six months ended June 30, 2023 and 2022, respectively. General and administrative expense included amortization expense of $0.7 million and $0.6 million for the three months ended June 30, 2023 and 2022, respectively, and $1.3 million and $1.1 million for the six months ended June 30, 2023 and 2022, respectively. The Company determined that there was no indication of impairment of the intangible assets for any period presented. Estimated amortization expense is: $23.2 million for the remaining six months of 2023, $39.6 million in 2024, $29.1 million in 2025, $26.8 million in 2026, $17.9 million in 2027, $12.6 million in 2028 and $53.0 million thereafter. |
Accrued Expenses
Accrued Expenses | 6 Months Ended |
Jun. 30, 2023 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Accrued Expenses Accrued expenses consisted of the following (in thousands): As of June 30, 2023 As of December 31, 2022 Compensation $ 58,246 $ 40,314 Non-income taxes 22,411 24,390 Website hosting and marketing fees 8,507 6,608 Other expenses 23,067 18,075 Total accrued expenses $ 112,231 $ 89,387 |
Debt
Debt | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Debt | Debt On May 6, 2022, the Company entered into a five-year $100 million unsecured revolving loan facility (the “Credit Facility”) with Bank of America, N.A., as Administrative Agent and other lenders. The Credit Facility includes a letter of credit sub-facility and a swingline facility and it also permits, subject to the satisfaction of certain conditions, up to $100 million of additional revolving loan commitments with the consent of the Administrative Agent. At the Company’s option, revolving loans accrue interest at a per annum rate based on either (i) the base rate plus a margin ranging from 0.125% to 0.500%, determined based on the Company’s consolidated leverage ratio or (ii) the Term Secured Overnight Financing Rate (“SOFR”) (for interest periods of 1, 3 or 6 months) plus a margin ranging from 1.125% to 1.5%, determined based on the Company’s consolidated leverage ratio. The Company is also required to pay an unused commitment fee ranging from 0.150% to 0.225%, determined based on the Company’s consolidated leverage ratio. In connection with the execution of this agreement, the Company paid debt issuance costs of approximately $0.6 million. As of June 30, 2023 and December 31, 2022, the Company had $30 million and $50 million, respectively, of outstanding borrowings under the Credit Facility. As of June 30, 2023, the Company had a remaining borrowing capacity of $68 million, net of standby letters of credit. For the three and six months ended June 30, 2023, the Company recognized interest expense of $0.5 million and $0.7 million, respectively. |
Stockholders_ Equity and Equity
Stockholders’ Equity and Equity-Based Compensation | 6 Months Ended |
Jun. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stockholders’ Equity and Equity-Based Compensation | Stockholders’ Equity and Equity-Based Compensation Stockholders’ Equity Common Stock The Company issued approximately 194,000 and 130,000 shares of common stock during the three months ended June 30, 2023 and 2022, respectively, related to the exercise of stock options and the vesting of Restricted Stock Units. Treasury Stock In October 2015, the Company’s Board of Directors approved a share repurchase program (the “2015 Share Repurchase Program”), authorizing the Company to repurchase up to $100 million of its common stock. In February 2017, the Company’s Board of Directors approved an increase to the share repurchase program, authorizing the Company to repurchase up to an additional $100 million of its outstanding common stock. As of December 31, 2022, the Company had fully utilized its authorization for repurchases under the 2015 Share Repurchase Program. In June 2023, the Company’s Board of Directors approved a share repurchase program (the “2023 Share Repurchase Program”), authorizing the Company to purchase up to $100 million of its common stock. The Company expects to fund future repurchases, if any, through a combination of cash on hand, cash generated by operations and future financing transactions, if appropriate. Accordingly, the share repurchase program is subject to the Company having available cash to fund repurchases. Under the share repurchase program, management is authorized to purchase shares of the Company’s common stock from time to time through open market purchases or privately negotiated transactions at prevailing prices as permitted by securities laws and other legal requirements, and subject to market conditions and other factors. During the three and six months ended June 30, 2023, the Company repurchased approximately 80,400 shares of its common stock at an average cost of $49.78 under the 2023 Share Repurchase Program. During the three and six months ended June 30, 2022, the Company repurchased approximately 286,700 and 708,700 shares of its common stock at an average cost of $63.95 and $79.87, respectively, under the 2015 Share Repurchase Program. Dividends The Company declared and paid cash dividends of $0.27 and $0.54 per share of common stock, or $9.7 million and $19.4 million during the three and six months ended June 30, 2023, respectively, and $0.24 and $0.48 per share of common stock, or $8.7 million and $17.4 million, during the three and six months ended June 30, 2022, respectively. On July 17, 2023, the Company’s Board of Directors declared a quarterly cash dividend of $0.27 per share of outstanding common stock payable on September 14, 2023 to stockholders of record at the close of business on August 31, 2023. Future declarations of dividends are subject to the final determination of the Board of Directors, and will depend on, among other things, the Company’s future financial condition, results of operations, capital requirements, capital expenditure requirements, contractual restrictions, anticipated cash needs, business prospects, provisions of applicable law and other factors the Board of Directors may deem relevant. Equity-Based Compensation The Company recognizes stock-based compensation expense for all equity-based compensation awards, including employee Restricted Stock Units and Performance-based Restricted Stock Units (“PRSUs” and, collectively with Restricted Stock Units, “RSUs”) and stock options, based on the fair value of each award on the grant date. Awards granted prior to June 1, 2022 were granted under the Company’s Amended and Restated 2012 Omnibus Equity Incentive Plan (the “2012 Plan”). At the Annual Meeting held on June 2, 2022, the Company’s stockholders approved the 2022 Omnibus Equity Incentive Plan (the “2022 Plan”). Awards granted subsequent to June 2, 2022 were granted under the 2022 Plan. The following table summarizes non-cash equity-based compensation expense, net of forfeitures, by financial statement line item included in the accompanying Consolidated Statements of Operations for the three and six months ended June 30, 2023 and 2022 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Cost of revenue $ 306 $ 156 $ 490 $ 234 Sales and marketing 2,487 1,629 3,091 2,557 Product development 4,221 2,557 6,669 4,338 General and administrative 7,929 2,701 13,336 7,740 Total $ 14,943 $ 7,043 $ 23,586 $ 14,869 For the three and six months ended June 30, 2023 and 2022, substantially all of the Company’s non-cash equity-based compensation expense related to RSUs. Stock Option Awards During the six months ended June 30, 2023, no options to purchase shares of its common stock were granted. As of June 30, 2023, there were approximately 303,000 options vested and exercisable with a weighted average exercise price of $34.54. Restricted Stock Unit Awards During the six months ended June 30, 2023, the Company had RSU grants, net of forfeitures, of approximately 965,000. As of June 30, 2023, there are approximately 2,225,000 non-vested RSUs outstanding with a weighted average grant-date fair value of $69.87. As of June 30, 2023, the total unrecognized non-cash equity-based compensation expense related to the non-vested RSUs was approximately $116.5 million, which is expected to be recognized through 2027. |
Revenue
Revenue | 6 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue The Company distributes its products through two primary channels: E-commerce: The majority of the Company’s customers license content directly through the Company’s self-service web properties. E-commerce customers have the flexibility to purchase subscription-based plans that are paid on a monthly or annual basis. Customer are also able to license content on a transactional basis. These customers generally license content under the Company’s standard or enhanced licenses, with additional licensing options available to meet customers’ individual needs. E-commerce customers typically pay the full amount of the purchase price in advance or at the time of license, generally with a credit card. Enterprise: The Company also has a base of customers with unique content, licensing and workflow needs. These customers benefit from communication with dedicated sales professionals, service and research teams which provide a number of tailored enhancements to their creative workflows including non-standard licensing rights, multi-seat access, ability to pay on credit terms, multi-brand licensing packages, increased indemnification protection and content licensed for use-cases outside of those available on the e-commerce platform. The Company’s revenues by distribution channel for the three and six months ended June 30, 2023 and 2022 are as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 E-commerce $ 111,903 $ 127,388 $ 231,657 $ 254,458 Enterprise 96,937 79,484 192,463 151,546 Total Revenue $ 208,840 $ 206,872 $ 424,120 $ 406,004 |
Other Income _ (Expense), net
Other Income / (Expense), net | 6 Months Ended |
Jun. 30, 2023 | |
Other Nonoperating Income (Expense) [Abstract] | |
Other Income / (Expense), net | Other Income / (Expense), net The following table presents a summary of the Company’s other income and expense activity included in the accompanying Consolidated Statements of Operations for the three and six months ended June 30, 2023 and 2022 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Foreign currency gain $ 551 $ (2,495) $ 1,662 $ (1,761) Interest expense (493) (205) (724) (205) Interest income and other 668 39 833 63 Total other income / (expense) $ 726 $ (2,661) $ 1,771 $ (1,903) |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company’s effective tax rates yielded a net expense of 2.7% and 14.4% for the three months ended June 30, 2023 and 2022, respectively, and a net expense of 10.7% and 16.9% for the six months ended June 30, 2023 and 2022, respectively. During the three months ended June 30, 2023, the net effect of discrete items decreased the effective tax rate by 13.6%. For the six months ended June 30, 2023, the net effect of discrete items decreased the effective tax rate by 7.1%. The discrete items for the three and six months ended June 30, 2023, primarily relate to the non-taxable bargain purchase gain associated with the acquisition of Giphy. Excluding discrete items, the Company’s effective tax rate would have been 16.3% and 17.8% for the three and six months ended June 30, 2023, respectively. During the three months ended June 30, 2022, the net effect of discrete items decreased the effective tax rate by 4.9%. For the six months ended June 30, 2022, the net effect of discrete items decreased the effective tax rate by 2.2%. The discrete items for the three and six ended June 30, 2022, primarily relate to windfall tax benefits associated with equity-based compensation. Excluding discrete items, the Company’s effective tax rate would have been 19.3% and 19.1% for the three and six months ended June 30, 2022, respectively. The Company has computed the provision for income taxes based on the estimated annual effective tax rate excluding a loss jurisdiction with no tax benefit and the application of discrete items, if any, in the applicable period. During the three and six months ended June 30, 2023 and 2022, uncertain tax positions recorded by the Company were not significant. To the extent the remaining uncertain tax positions are ultimately recognized, the Company’s effective tax rate may be impacted in future periods. The Company recognizes interest expense and tax penalties related to unrecognized tax benefits in income tax expense in the Consolidated Statements of Operations. The Company’s accrual for interest and penalties related to unrecognized tax benefits was not significant for the three and six months ended June 30, 2023 and 2022. During the six months ended June 30, 2023 and 2022, the Company paid net cash taxes of $6.8 million and $12.7 million, respectively. |
Net Income Per Share
Net Income Per Share | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | Net Income Per Share Basic net income per share is computed using the weighted average number of shares of common stock outstanding for the period, excluding unvested RSUs and stock options. Diluted net income per share is based upon the weighted average shares of common stock outstanding for the period plus dilutive potential shares of common stock, including unvested RSUs and stock options using the treasury stock method. The following table sets forth the computation of basic and diluted net income per share for the three and six months ended June 30, 2023 and 2022 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Net income $ 50,013 $ 19,445 $ 82,856 $ 46,017 Shares used to compute basic net income per share 36,047 36,123 35,952 36,213 Dilutive potential common shares Stock options 119 169 136 201 Unvested restricted stock awards 240 286 402 476 Shares used to compute diluted net income per share 36,406 36,578 36,490 36,890 Basic net income per share $ 1.39 $ 0.54 $ 2.31 $ 1.27 Diluted net income per share $ 1.37 $ 0.53 $ 2.27 $ 1.25 Dilutive shares included in the calculation 1,112 836 1,400 1,121 Anti-dilutive shares excluded from the calculation 1,041 590 611 325 |
Geographic Information
Geographic Information | 6 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
Geographic Information | Geographic Information The following table presents the Company’s revenue based on customer location (in thousands): Three Months Ended June 30, Six Months Ended 2023 2022 2023 2022 North America $ 96,202 $ 85,896 $ 195,342 $ 165,839 Europe 58,413 62,931 117,447 125,484 Rest of the world 54,225 58,045 111,331 114,681 Total revenue $ 208,840 $ 206,872 $ 424,120 $ 406,004 The United States, included in North America in the above table, accounted for 43% and 38% of consolidated revenue for the six months ended June 30, 2023 and 2022, respectively. No other country accounts for more than 10% of the Company’s revenue in any period presented. The Company’s long-lived tangible assets were located as follows (in thousands): As of June 30, As of December 31, 2023 2022 North America $ 43,931 $ 42,266 Europe 15,435 12,079 Rest of the world 68 203 Total long-lived tangible assets $ 59,434 $ 54,548 The United States, included in North America in the above table, accounted for 70% and 73% of total long-lived tangible assets as of June 30, 2023 and December 31, 2022, respectively. Ireland, included in Europe in the above table, accounted for 20% and 17% of total long-lived tangible assets as of June 30, 2023 and December 31, 2022, respectively. No other country accounts for more than 10% of the Company’s long-lived tangible assets in any period presented. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies As of June 30, 2023, the Company had total non-lease obligations in the amount of approximately $78.1 million, which consisted primarily of minimum royalty guarantees and unconditional purchase obligations related to contracts for infrastructure and other business services. As of June 30, 2023, the Company’s non-lease obligations for the remainder of 2023 and for the years ending December 31, 2024, 2025, 2026, 2027 and 2028 were approximately $30.6 million, $35.0 million, $10.6 million, $1.3 million, $0.4 million and $0.2 million, respectively. Legal Matters From time to time, the Company may become party to litigation in the ordinary course of business, including direct claims brought by or against the Company with respect to intellectual property, contracts, employment and other matters, as well as claims brought against the Company’s customers for whom the Company has a contractual indemnification obligation. The Company assesses the likelihood of any adverse judgments or outcomes with respect to these matters and determines loss contingency assessments on a gross basis after assessing the probability of incurrence of a loss and whether a loss is reasonably estimable. In addition, the Company considers other relevant factors that could impact its ability to reasonably estimate a loss. A determination of the amount of reserves required, if any, for these contingencies is made after analyzing each matter. The Company reviews reserves, if any, at least quarterly and may change the amount of any such reserve in the future due to new developments or changes in strategy in handling these matters. Although the results of litigation and threats of litigation, investigations and claims cannot be predicted with certainty, the Company currently believes that the final outcome of these matters will not have a material adverse effect on its business, consolidated financial position, results of operations, or cash flows. Regardless of the outcome, litigation can have an adverse impact on the Company because of defense and settlement costs, diversion of management resources and other factors. The Company currently has no material active litigation matters and, accordingly, no material reserves related to litigation. Indemnification and Employment Agreements In the ordinary course of business, the Company enters into contractual arrangements under which it agrees to provide indemnification of varying scope and terms to customers with respect to certain matters, including, but not limited to, losses arising out of the breach of the Company’s intellectual property warranties for damages to the customer directly attributable to the Company’s breach. The Company is not responsible for any damages, costs, or losses to the extent such damages, costs or losses arise as a result of any modifications made by the customer, or the context in which content is used. The standard maximum aggregate obligation and liability to any one customer for any single claim is generally limited to ten thousand dollars but can range to $250,000, with certain exceptions for which our indemnification obligation are uncapped. As of June 30, 2023, the Company had recorded no material liabilities related to indemnification obligations for loss contingencies. Additionally, the Company believes that it has the appropriate insurance coverage in place to adequately cover such indemnification obligations, if necessary. Pursuant to the Company’s charter documents and separate written indemnification agreements, the Company has certain indemnification obligations to its executive officers, certain employees and directors, as well as certain former officers and directors. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Pay vs Performance Disclosure | ||||
Net income | $ 50,013 | $ 19,445 | $ 82,856 | $ 46,017 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 30, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Summary of Operations and Sig_2
Summary of Operations and Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of PresentationThe unaudited condensed consolidated financial statements and accompanying notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, these financial statements do not include all information and footnotes required by GAAP for complete financial statements. |
Unaudited Interim Financial Statements | The interim Consolidated Balance Sheet as of June 30, 2023, and the Consolidated Statements of Operations, Comprehensive Income and Stockholders’ Equity for the three and six months ended June 30, 2023 and 2022, and the Consolidated Statements of Cash Flows for the six months ended June 30, 2023 and 2022 are unaudited. The Consolidated Balance Sheet as of December 31, 2022, included herein, was derived from the audited financial statements as of that date, but does not include all disclosures required by GAAP. These unaudited interim financial statements have been prepared on a basis consistent with the Company’s annual financial statements and, in the opinion of management, reflect all adjustments, which include all normal recurring adjustments necessary to fairly state the Company’s financial position as of June 30, 2023, and its consolidated results of operations, comprehensive income, stockholders’ equity and cash flows for the three and six months ended June 30, 2023 and 2022. The financial data and the other financial information disclosed in the notes to the financial statements related to these periods are also unaudited. The results of operations for the six months ended June 30, 2023 are not necessarily indicative of the results to be expected for the fiscal year ending December 31, 2023 or for any other future annual or interim period.These financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto as of and for the year ended December 31, 2022 included in the Company’s Annual Report on Form 10-K, which was filed with the SEC on February 14, 2023. The unaudited consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Certain immaterial changes in presentation have been made to conform the prior period presentation to current period reporting. |
Use of Estimates | Use of EstimatesThe preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements. Actual results could differ from those estimates. Such estimates include, but are not limited to, the determination of the allowance for doubtful accounts, the volume of expected unused licenses for our subscription-based products, the assessment of recoverability of property and equipment, the fair value of acquired goodwill and intangible assets, the amount of non-cash equity-based compensation, the assessment of recoverability of deferred tax assets, the measurement of income tax and contingent non-income tax liabilities and the determination of the incremental borrowing rate used to calculate the lease liability. |
Cash and Cash Equivalents | Cash and Cash EquivalentsThe Company’s cash and cash equivalents consist primarily of bank deposits. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful AccountsThe Company’s accounts receivable consists of customer obligations due under normal trade terms, carried at their face value less an allowance for doubtful accounts, if required. The Company determines its allowance for doubtful accounts and credit losses based on an evaluation of (i) the aging of its accounts receivable considering historical receivables loss rates, (ii) on a customer-by-customer basis, where appropriate, and (iii) the economic environments in which the Company operates. |
Chargeback and Sales Refund Allowance and Revenue Recognition | Chargeback and Sales Refund Allowance The Company establishes a chargeback allowance and sales refund reserve allowance based on factors surrounding historical credit card chargeback trends, historical sales refund trends and other information. As of June 30, 2023 and December 31, 2022, the Company’s combined allowance for chargebacks and sales refunds was $0.4 million, which was included as a component of other current liabilities on the Consolidated Balance Sheets. Revenue Recognition The majority of the Company’s revenue is earned from the license of content. Content licenses are generally purchased on a monthly or annual basis, whereby a customer pays for a predetermined quantity of content that may be downloaded over a specific period of time, or, on a transactional basis, whereby a customer pays for individual content licenses at the time of download. The Company also generates revenue from tools made available through the Company’s platform. For contracts that contain multiple performance obligations, the Company allocates the transaction price to each performance obligation based on a relative standalone selling price. The standalone selling price is determined based on the price at which the performance obligation is sold separately, or if not observable through past transactions, is estimated taking into account available information including internally approved pricing guidelines and pricing information of comparable products. The Company recognizes revenue upon the satisfaction of performance obligations. The Company recognizes revenue on both its subscription-based and transaction-based products when content is downloaded by a customer, at which time the license is provided. In addition, the Company estimates expected unused licenses for subscription-based products and recognizes the revenue associated with the unused licenses as digital content is downloaded and licenses are obtained for such content by the customer during the subscription period. The estimate of unused licenses is based on historical download activity and future changes in the estimate could impact the timing of revenue recognition of the Company’s subscription products. For revenue associated with tools available through the Company’s platform, revenue is recognized on a straight-line basis over the subscription period. The Company expenses contract acquisition costs as incurred, to the extent that the amortization period would otherwise be one year or less. Collectability is probable at the time the electronic order or contract is entered. A significant portion of the Company’s customers purchase products by making electronic payments with a credit card at the time of the transaction. Customer payments received in advance of revenue recognition are contract liabilities and are recorded as deferred revenue. Customers that do not pay in advance are invoiced and are required to make payments under standard credit terms. Collectability for customers who pay on credit terms allowing for payment beyond the date at which service commences, is based on a credit evaluation for certain new customers and transaction history with existing customers. |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Business Acquisitions by Acquisition, Contingent Consideration | The Giphy purchase price will result in net cash to be received by the Company, is as follows: Purchase Price Purchase price $ 53,000 Cash acquired and other working capital adjustments 4,750 Cash paid on closing $ 57,750 Fair value of Giphy Retention Compensation contingent consideration 1 (98,723) Fair value of consideration attributable to pre-combination service 2 34,972 Net purchase price $ (6,001) 1 - This amount consists of $123.5 million of Giphy Retention Compensation, adjusted for $18.9 million of income tax obligations associated with the receipt of the Giphy Retention Compensation and $5.9 million for the time value of money. 2 - Relates to the cash value of replaced unvested Meta equity awards attributable to pre-combination services. |
Schedule of Aggregate Purchase Price Allocation to Assets Acquired and Liabilities Assumed | The aggregate purchase price for this acquisition has been allocated to the assets acquired and liabilities assumed as follows (in thousands): Assets acquired and liabilities assumed: Giphy 1 Cash and cash equivalents $ 4,030 Prepaid expenses and other current assets 1,416 Right of use assets 1,243 Intangible assets: Trade name 21,000 Developed technology 21,500 Intangible assets 42,500 Other assets 1,647 Total assets acquired $ 50,836 Accounts payable, accrued expenses and other liabilities (4,949) Deferred tax liability (8,858) Lease liability (1,090) Total liabilities assumed (14,897) Net assets acquired $ 35,939 Net purchase price (6,001) Bargain purchase gain $ 41,940 The aggregate purchase price for these acquisitions has been allocated to the assets acquired and liabilities assumed as follows (in thousands): Assets acquired and liabilities assumed: Pond5 1 Splash News Total Cash and cash equivalents $ 11,675 $ 180 $ 11,855 Accounts receivable 1,273 500 $ 1,773 Other assets 1,102 525 1,627 Right of use asset 1,674 — 1,674 Intangible assets: Customer relationships 34,900 — 34,900 Trade name 5,300 — 5,300 Developed technology 27,600 1,263 28,863 Intangible assets 67,800 1,263 69,063 Goodwill 158,957 5,565 164,522 Total assets acquired $ 242,481 $ 8,033 $ 250,514 — Accounts payable, accrued expenses and other liabilities (9,304) (1,528) (10,832) Contributor royalties payable (3,039) (3,039) Deferred revenue (3,705) — (3,705) Deferred tax liability (6,381) (189) (6,570) Lease liability (2,038) — (2,038) Total liabilities assumed (24,467) (1,717) (26,184) Net assets acquired $ 218,014 $ 6,316 $ 224,330 ____________________________________________________ |
Business Acquisition, Pro Forma Information | These pro forma results have been prepared for comparative purposes only and are based on estimates and assumptions that have been made solely for purposes of developing such pro forma information and are not necessarily indicative of what the Company’s operating results would have been, had the acquisitions actually taken place at the beginning of the previous annual period. Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Revenue As Reported $ 208,840 $ 206,872 $ 424,120 $ 406,004 Pro Forma 213,840 218,452 434,120 436,287 Income before income taxes As Reported $ 51,381 $ 22,713 $ 92,795 $ 55,389 Pro Forma 15,511 9,318 42,137 48,686 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property and Equipment | Property and equipment is summarized as follows (in thousands): As of June 30, 2023 As of December 31, 2022 Computer equipment and software $ 284,099 $ 261,067 Furniture and fixtures 10,637 10,328 Leasehold improvements 18,921 18,635 Property and equipment 313,657 290,030 Less accumulated depreciation (254,223) (235,482) Property and equipment, net $ 59,434 $ 54,548 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in Goodwill | The following table summarizes the changes in the Company’s goodwill balance during the six months ended June 30, 2023 (in thousands): Goodwill Balance as of December 31, 2022 $ 381,920 Foreign currency translation adjustment 1,125 Balance as of June 30, 2023 $ 383,045 |
Schedule of Intangible Assets | Intangible assets consisted of the following as of June 30, 2023 and December 31, 2022 (in thousands): As of June 30, 2023 As of December 31, 2022 Gross Accumulated Net Weighted Gross Accumulated Net Amortizing intangible assets: Customer relationships $ 89,952 $ (23,262) $ 66,690 12 $ 88,996 $ (19,168) $ 69,828 Trade name 37,864 (8,014) 29,850 12 16,588 (7,209) 9,379 Developed technology 117,561 (47,945) 69,616 4 94,872 (35,288) 59,584 Contributor content 59,747 (23,916) 35,831 8 54,284 (20,098) 34,186 Patents 259 (156) 103 18 259 (149) 110 Total $ 305,383 $ (103,293) $ 202,090 $ 254,999 $ (81,912) $ 173,087 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses | Accrued expenses consisted of the following (in thousands): As of June 30, 2023 As of December 31, 2022 Compensation $ 58,246 $ 40,314 Non-income taxes 22,411 24,390 Website hosting and marketing fees 8,507 6,608 Other expenses 23,067 18,075 Total accrued expenses $ 112,231 $ 89,387 |
Stockholders_ Equity and Equi_2
Stockholders’ Equity and Equity-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of Non-cash Equity-based Compensation Expense Included in the Company's Statement of Operations | The following table summarizes non-cash equity-based compensation expense, net of forfeitures, by financial statement line item included in the accompanying Consolidated Statements of Operations for the three and six months ended June 30, 2023 and 2022 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Cost of revenue $ 306 $ 156 $ 490 $ 234 Sales and marketing 2,487 1,629 3,091 2,557 Product development 4,221 2,557 6,669 4,338 General and administrative 7,929 2,701 13,336 7,740 Total $ 14,943 $ 7,043 $ 23,586 $ 14,869 |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The Company’s revenues by distribution channel for the three and six months ended June 30, 2023 and 2022 are as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 E-commerce $ 111,903 $ 127,388 $ 231,657 $ 254,458 Enterprise 96,937 79,484 192,463 151,546 Total Revenue $ 208,840 $ 206,872 $ 424,120 $ 406,004 |
Other Income _ (Expense), net (
Other Income / (Expense), net (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Other Nonoperating Income (Expense) [Abstract] | |
Summary of the Company's Other (Expense) Income, Net Activity | The following table presents a summary of the Company’s other income and expense activity included in the accompanying Consolidated Statements of Operations for the three and six months ended June 30, 2023 and 2022 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Foreign currency gain $ 551 $ (2,495) $ 1,662 $ (1,761) Interest expense (493) (205) (724) (205) Interest income and other 668 39 833 63 Total other income / (expense) $ 726 $ (2,661) $ 1,771 $ (1,903) |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Weighted Average Number of Shares | The following table sets forth the computation of basic and diluted net income per share for the three and six months ended June 30, 2023 and 2022 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Net income $ 50,013 $ 19,445 $ 82,856 $ 46,017 Shares used to compute basic net income per share 36,047 36,123 35,952 36,213 Dilutive potential common shares Stock options 119 169 136 201 Unvested restricted stock awards 240 286 402 476 Shares used to compute diluted net income per share 36,406 36,578 36,490 36,890 Basic net income per share $ 1.39 $ 0.54 $ 2.31 $ 1.27 Diluted net income per share $ 1.37 $ 0.53 $ 2.27 $ 1.25 Dilutive shares included in the calculation 1,112 836 1,400 1,121 Anti-dilutive shares excluded from the calculation 1,041 590 611 325 |
Geographic Information (Tables)
Geographic Information (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Geographic Revenue | The following table presents the Company’s revenue based on customer location (in thousands): Three Months Ended June 30, Six Months Ended 2023 2022 2023 2022 North America $ 96,202 $ 85,896 $ 195,342 $ 165,839 Europe 58,413 62,931 117,447 125,484 Rest of the world 54,225 58,045 111,331 114,681 Total revenue $ 208,840 $ 206,872 $ 424,120 $ 406,004 |
Schedule of Long-lived Tangible Assets | The Company’s long-lived tangible assets were located as follows (in thousands): As of June 30, As of December 31, 2023 2022 North America $ 43,931 $ 42,266 Europe 15,435 12,079 Rest of the world 68 203 Total long-lived tangible assets $ 59,434 $ 54,548 |
Summary of Operations and Sig_3
Summary of Operations and Significant Accounting Policies - Allowance for Doubtful Accounts and Chargeback and Sales Refund Allowance (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Concentration Risk [Line Items] | |||
Bad debt expense | $ 1,025 | $ 620 | |
Allowance for doubtful accounts | 5,641 | $ 5,830 | |
Financing Receivable, after Allowance for Credit Loss | 14,600 | ||
Chargeback and sales refund allowances | $ 400 | $ 400 | |
Accounts Receivable | Customer Concentration Risk | Customer One | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 15% | 22% |
Fair Value Measurements and Oth
Fair Value Measurements and Other Long-term Investments (Details) - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Fair Value Disclosures [Abstract] | ||
Long-term investments | $ 20 | $ 20 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 23, 2023 | May 28, 2022 | May 11, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Business Acquisition [Line Items] | |||||||
Net cash to acquire business | $ 53,721 | $ 212,096 | |||||
Bargain purchase gain | $ 41,940 | $ 0 | 41,940 | $ 0 | |||
Giphy, Inc. | |||||||
Business Acquisition [Line Items] | |||||||
Net cash to acquire business | $ 53,000 | ||||||
Nonrecurring benefits receivable | $ 123,500 | ||||||
Period of services provided | 2 years | ||||||
Revenue to be recognized | $ 30,000 | ||||||
Bargain purchase gain | 41,940 | ||||||
Transaction costs | 3,000 | ||||||
Contingent consideration, asset | 101,900 | 101,900 | |||||
Contingent consideration, asset, current | 71,700 | 71,700 | |||||
Contingent consideration, asset, noncurrent | $ 30,200 | $ 30,200 | |||||
Cash paid on closing | 57,750 | ||||||
Giphy, Inc. | Mandated Payments Consideration - Recurring | |||||||
Business Acquisition [Line Items] | |||||||
Nonrecurring benefits receivable | 35,600 | ||||||
Giphy, Inc. | Mandated Payments Consideration - Nonrecurring | |||||||
Business Acquisition [Line Items] | |||||||
Nonrecurring benefits receivable | $ 87,900 | ||||||
Giphy, Inc. | Developed technology | |||||||
Business Acquisition [Line Items] | |||||||
Estimated useful life | 4 years | ||||||
Giphy, Inc. | Trade name | |||||||
Business Acquisition [Line Items] | |||||||
Estimated useful life | 15 years | ||||||
Pond5, Inc. | |||||||
Business Acquisition [Line Items] | |||||||
Transaction costs | $ 4,000 | ||||||
Net purchase price | 218,000 | ||||||
Debt incurred to pay for acquisition | $ 50,000 | ||||||
Pond5, Inc. | Customer relationships | |||||||
Business Acquisition [Line Items] | |||||||
Estimated useful life | 14 years 2 months 12 days | ||||||
Pond5, Inc. | Developed technology | |||||||
Business Acquisition [Line Items] | |||||||
Estimated useful life | 5 years | ||||||
Pond5, Inc. | Trade name | |||||||
Business Acquisition [Line Items] | |||||||
Estimated useful life | 10 years | ||||||
Splash News | |||||||
Business Acquisition [Line Items] | |||||||
Transaction costs | $ 300 | ||||||
Cash paid on closing | $ 6,300 | ||||||
Splash News | Developed technology | |||||||
Business Acquisition [Line Items] | |||||||
Estimated useful life | 4 years |
Acquisitions - Schedule of Busi
Acquisitions - Schedule of Business Acquisitions by Acquisition, Contingent Consideration (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 23, 2023 | Jun. 30, 2023 | Jun. 30, 2022 | |
Asset Acquisition, Contingent Consideration [Line Items] | |||
Net cash to acquire business | $ 53,721 | $ 212,096 | |
Giphy, Inc. | |||
Asset Acquisition, Contingent Consideration [Line Items] | |||
Net cash to acquire business | $ 53,000 | ||
Cash acquired and other working capital adjustments | 4,750 | ||
Cash paid on closing | 57,750 | ||
Net purchase price | 6,001 | ||
Nonrecurring benefits receivable | 123,500 | ||
Income tax obligation | 18,900 | ||
Time value of money | (5,900) | ||
Other Deferred Consideration | Giphy, Inc. | |||
Asset Acquisition, Contingent Consideration [Line Items] | |||
Fair value of CMA Directed Compensation contingent consideration | (98,723) | ||
Precombination Service Consideration | Giphy, Inc. | |||
Asset Acquisition, Contingent Consideration [Line Items] | |||
Fair value of CMA Directed Compensation contingent consideration | $ 34,972 |
Acquisitions - Schedule of Aggr
Acquisitions - Schedule of Aggregate Purchase Price Allocation to Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||||
Jun. 23, 2023 | Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | May 28, 2022 | May 11, 2022 | |
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||||||
Goodwill | $ 383,045 | $ 383,045 | $ 381,920 | |||||
Bargain purchase gain | 41,940 | $ 0 | 41,940 | $ 0 | ||||
Giphy, Inc. | ||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||||||
Cash and cash equivalents | $ 4,030 | |||||||
Prepaid expenses and other current assets | 1,416 | |||||||
Right of use asset | 1,243 | |||||||
Intangible assets: | 42,500 | |||||||
Other assets | 1,647 | |||||||
Total assets acquired | 50,836 | |||||||
Accounts payable, accrued expenses and other liabilities | (4,949) | |||||||
Deferred tax liability | (8,858) | |||||||
Lease liability | (1,090) | |||||||
Total liabilities assumed | (14,897) | |||||||
Net assets acquired | 35,939 | |||||||
Net purchase price | 6,001 | |||||||
Bargain purchase gain | 41,940 | |||||||
Giphy, Inc. | Trade name | ||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||||||
Intangible assets: | 21,000 | |||||||
Giphy, Inc. | Developed technology | ||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||||||
Intangible assets: | $ 21,500 | |||||||
Pond5, Inc. and Splash News | ||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||||||
Cash and cash equivalents | 11,855 | 11,855 | ||||||
Accounts receivable | 1,773 | 1,773 | ||||||
Other assets | 1,627 | 1,627 | ||||||
Right of use asset | 1,674 | 1,674 | ||||||
Intangible assets: | 69,063 | 69,063 | ||||||
Goodwill | 164,522 | 164,522 | ||||||
Total assets acquired | 250,514 | 250,514 | ||||||
Accounts payable, accrued expenses and other liabilities | (10,832) | (10,832) | ||||||
Contributor royalties payable | (3,039) | (3,039) | ||||||
Deferred revenue | (3,705) | (3,705) | ||||||
Deferred tax liability | (6,570) | (6,570) | ||||||
Lease liability | (2,038) | (2,038) | ||||||
Total liabilities assumed | (26,184) | (26,184) | ||||||
Net assets acquired | 224,330 | 224,330 | ||||||
Pond5, Inc. and Splash News | Customer relationships | ||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||||||
Intangible assets: | 34,900 | 34,900 | ||||||
Pond5, Inc. and Splash News | Trade name | ||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||||||
Intangible assets: | 5,300 | 5,300 | ||||||
Pond5, Inc. and Splash News | Developed technology | ||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||||||
Intangible assets: | 28,863 | $ 28,863 | ||||||
Pond5, Inc. | ||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||||||
Cash and cash equivalents | $ 11,675 | |||||||
Accounts receivable | 1,273 | |||||||
Other assets | 1,102 | |||||||
Right of use asset | 1,674 | |||||||
Intangible assets: | 67,800 | |||||||
Goodwill | 158,957 | |||||||
Total assets acquired | 242,481 | |||||||
Accounts payable, accrued expenses and other liabilities | (9,304) | |||||||
Contributor royalties payable | (3,039) | |||||||
Deferred revenue | (3,705) | |||||||
Deferred tax liability | (6,381) | |||||||
Lease liability | (2,038) | |||||||
Total liabilities assumed | (24,467) | |||||||
Net assets acquired | 218,014 | |||||||
Change in goodwill | 4,000 | |||||||
Intangible assets adjustment | (4,100) | |||||||
Pond5, Inc. | Customer relationships | ||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||||||
Intangible assets: | 34,900 | |||||||
Intangible assets adjustment | (7,000) | |||||||
Pond5, Inc. | Trade name | ||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||||||
Intangible assets: | 5,300 | |||||||
Pond5, Inc. | Developed technology | ||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||||||
Intangible assets: | $ 27,600 | |||||||
Intangible assets adjustment | $ 2,300 | |||||||
Splash News | ||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||||||
Cash and cash equivalents | $ 180 | |||||||
Accounts receivable | 500 | |||||||
Other assets | 525 | |||||||
Right of use asset | 0 | |||||||
Intangible assets: | 1,263 | |||||||
Goodwill | 5,565 | |||||||
Total assets acquired | 8,033 | |||||||
Accounts payable, accrued expenses and other liabilities | (1,528) | |||||||
Contributor royalties payable | ||||||||
Deferred revenue | 0 | |||||||
Deferred tax liability | (189) | |||||||
Lease liability | 0 | |||||||
Total liabilities assumed | (1,717) | |||||||
Net assets acquired | 6,316 | |||||||
Splash News | Customer relationships | ||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||||||
Intangible assets: | 0 | |||||||
Splash News | Trade name | ||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||||||
Intangible assets: | 0 | |||||||
Splash News | Developed technology | ||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||||||
Intangible assets: | $ 1,263 |
Acquisitions - Business Acquisi
Acquisitions - Business Acquisition, Pro Forma Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Revenue | ||||
As Reported | $ 208,840 | $ 206,872 | $ 424,120 | $ 406,004 |
Pro Forma | 213,840 | 218,452 | 434,120 | 436,287 |
Income before income taxes | ||||
As Reported | 51,381 | 22,713 | 92,795 | 55,389 |
Pro Forma | $ 15,511 | $ 9,318 | $ 42,137 | $ 48,686 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Property and Equipment | ||
Property and equipment | $ 313,657 | $ 290,030 |
Less accumulated depreciation | (254,223) | (235,482) |
Property and equipment, net | 59,434 | 54,548 |
Computer equipment and software | ||
Property and Equipment | ||
Property and equipment | 284,099 | 261,067 |
Furniture and fixtures | ||
Property and Equipment | ||
Property and equipment | 10,637 | 10,328 |
Leasehold improvements | ||
Property and Equipment | ||
Property and equipment | $ 18,921 | $ 18,635 |
Property and Equipment - Narrat
Property and Equipment - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Property and Equipment | |||||
Capitalized amount | $ 11.3 | $ 10.6 | $ 21.6 | $ 20.1 | |
Amortization expense | 8.4 | 7.2 | 16.8 | 14 | |
Internal use software | 54.9 | 54.9 | $ 50.1 | ||
Cost of revenue | |||||
Property and Equipment | |||||
Depreciation | 8.7 | 7.5 | 17.3 | 14.7 | |
Selling, General and Administrative Expenses | |||||
Property and Equipment | |||||
Depreciation | 0.4 | 0.8 | 0.9 | 1.6 | |
Property And Equipment | |||||
Property and Equipment | |||||
Depreciation | $ 9.1 | $ 8.3 | $ 18.2 | $ 16.3 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Changes in Goodwill (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2023 USD ($) | |
Changes in goodwill | |
Balance at the beginning of the period | $ 381,920 |
Foreign currency translation adjustment | 1,125 |
Balance at the end of the period | $ 383,045 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Amortizing intangible assets | ||
Gross Carrying Amount | $ 305,383 | $ 254,999 |
Accumulated Amortization | (103,293) | (81,912) |
Net Carrying Amount | 202,090 | 173,087 |
Customer relationships | ||
Amortizing intangible assets | ||
Gross Carrying Amount | 89,952 | 88,996 |
Accumulated Amortization | (23,262) | (19,168) |
Net Carrying Amount | $ 66,690 | 69,828 |
Weighted Average Life (Years) | 12 years | |
Trade name | ||
Amortizing intangible assets | ||
Gross Carrying Amount | $ 37,864 | 16,588 |
Accumulated Amortization | (8,014) | (7,209) |
Net Carrying Amount | $ 29,850 | 9,379 |
Weighted Average Life (Years) | 12 years | |
Developed technology | ||
Amortizing intangible assets | ||
Gross Carrying Amount | $ 117,561 | 94,872 |
Accumulated Amortization | (47,945) | (35,288) |
Net Carrying Amount | $ 69,616 | 59,584 |
Weighted Average Life (Years) | 4 years | |
Contributor content | ||
Amortizing intangible assets | ||
Gross Carrying Amount | $ 59,747 | 54,284 |
Accumulated Amortization | (23,916) | (20,098) |
Net Carrying Amount | $ 35,831 | 34,186 |
Weighted Average Life (Years) | 8 years | |
Patents | ||
Amortizing intangible assets | ||
Gross Carrying Amount | $ 259 | 259 |
Accumulated Amortization | (156) | (149) |
Net Carrying Amount | $ 103 | $ 110 |
Weighted Average Life (Years) | 18 years |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Amortizing intangible assets | ||||
Amortization expense | $ 10.1 | $ 8.2 | $ 19.9 | $ 15.3 |
Remainder of 2023 | 23.2 | 23.2 | ||
2024 | 39.6 | 39.6 | ||
2025 | 29.1 | 29.1 | ||
2026 | 26.8 | 26.8 | ||
2027 | 17.9 | 17.9 | ||
2028 | 12.6 | 12.6 | ||
Thereafter | 53 | 53 | ||
Cost of revenue | ||||
Amortizing intangible assets | ||||
Amortization expense | 9.4 | 7.6 | 18.6 | 14.2 |
Selling, General and Administrative Expenses | ||||
Amortizing intangible assets | ||||
Amortization expense | $ 0.7 | $ 0.6 | $ 1.3 | $ 1.1 |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Payables and Accruals [Abstract] | ||
Compensation | $ 58,246 | $ 40,314 |
Non-income taxes | 22,411 | 24,390 |
Website hosting and marketing fees | 8,507 | 6,608 |
Other expenses | 23,067 | 18,075 |
Total accrued expenses | $ 112,231 | $ 89,387 |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
May 06, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Line of Credit Facility [Line Items] | ||||||
Payment of debt issuance costs | $ 0 | $ 619,000 | ||||
Proceeds from credit facility | 30,000,000 | 50,000,000 | ||||
Interest expense | $ 493,000 | $ 205,000 | 724,000 | $ 205,000 | ||
Revolving Credit Facility | Line of Credit | ||||||
Line of Credit Facility [Line Items] | ||||||
Line of credit, term | 5 years | |||||
Maximum borrowing capacity | $ 100,000,000 | |||||
Available additional revolving loan commitments | 100,000,000 | |||||
Payment of debt issuance costs | $ 600,000 | |||||
Line of credit | 30,000,000 | 30,000,000 | $ 50,000,000 | |||
Remaining borrowing capacity | 68,000,000 | 68,000,000 | ||||
Interest expense | $ 500,000 | $ 700,000 | ||||
Revolving Credit Facility | Line of Credit | Minimum | ||||||
Line of Credit Facility [Line Items] | ||||||
Commitment fee percentage | 0.15% | |||||
Revolving Credit Facility | Line of Credit | Minimum | Base Rate | ||||||
Line of Credit Facility [Line Items] | ||||||
Variable rate, basis spread | 0.125% | |||||
Revolving Credit Facility | Line of Credit | Minimum | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | ||||||
Line of Credit Facility [Line Items] | ||||||
Variable rate, basis spread | 1.125% | |||||
Revolving Credit Facility | Line of Credit | Maximum | ||||||
Line of Credit Facility [Line Items] | ||||||
Commitment fee percentage | 0.225% | |||||
Revolving Credit Facility | Line of Credit | Maximum | Base Rate | ||||||
Line of Credit Facility [Line Items] | ||||||
Variable rate, basis spread | 0.50% | |||||
Revolving Credit Facility | Line of Credit | Maximum | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | ||||||
Line of Credit Facility [Line Items] | ||||||
Variable rate, basis spread | 1.50% |
Stockholders_ Equity and Equi_3
Stockholders’ Equity and Equity-Based Compensation - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||||
Jul. 17, 2023 | Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Feb. 28, 2017 | Oct. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares issued (in shares) | 194,000 | 130,000 | |||||
Payment of cash dividend (in dollars per share) | $ 0.27 | $ 0.24 | $ 0.54 | $ 0.48 | |||
Cash dividend paid | $ 9,700,000 | $ 8,700,000 | $ 19,400,000 | $ 17,400,000 | |||
Value of shares withheld | $ 14,545,000 | $ 21,038,000 | |||||
Subsequent Event | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Quarterly cash dividend, declared (in usd per share) | $ 0.27 | ||||||
Common Stock | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Authorized purchase amount (up to) | $ 100,000,000 | ||||||
Repurchase program, additional amount authorized | $ 100,000,000 | ||||||
Repurchase of treasury shares (in shares) | 80,400 | 286,700 | 80,400 | 708,700 | |||
Shares repurchased, average per share cost (in dollars per share) | $ 49.78 | $ 63.95 | $ 49.78 | $ 79.87 | |||
Employee Stock Option | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Options granted (in shares) | 0 | ||||||
Options vested and exercisable (in shares) | 303,000 | 303,000 | |||||
Options vested and exercisable, weighted average exercise price (in dollars per share) | $ 34.54 | $ 34.54 | |||||
Restricted Stock Units (RSUs) | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of shares granted (in shares) | 965,000 | ||||||
Nonvested shares outstanding (in shares) | 2,225,000 | 2,225,000 | |||||
Weighted average grant-date fair value (in usd per share) | $ 69.87 | $ 69.87 | |||||
Unrecognized non-cash equity-based compensation charge | $ 116,500,000 | $ 116,500,000 | |||||
Value of shares withheld | $ 12,300,000 | $ 21,000,000 |
Stockholders_ Equity and Equi_4
Stockholders’ Equity and Equity-Based Compensation - Summary of Non-cash Equity-based Compensation Expense Included in the Company's Statement of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Non-cash equity-based compensation expense | ||||
Non-cash equity-based compensation | $ 14,943 | $ 7,043 | $ 23,586 | $ 14,869 |
Cost of revenue | ||||
Non-cash equity-based compensation expense | ||||
Non-cash equity-based compensation | 306 | 156 | 490 | 234 |
Sales and marketing | ||||
Non-cash equity-based compensation expense | ||||
Non-cash equity-based compensation | 2,487 | 1,629 | 3,091 | 2,557 |
Product development | ||||
Non-cash equity-based compensation expense | ||||
Non-cash equity-based compensation | 4,221 | 2,557 | 6,669 | 4,338 |
General and administrative | ||||
Non-cash equity-based compensation expense | ||||
Non-cash equity-based compensation | $ 7,929 | $ 2,701 | $ 13,336 | $ 7,740 |
Revenue (Details)
Revenue (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 USD ($) channel | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) channel | Jun. 30, 2022 USD ($) | |
Segment Reporting Information [Line Items] | ||||
Number of primary channels for content offerings | channel | 2 | 2 | ||
Total revenue | $ 208,840 | $ 206,872 | $ 424,120 | $ 406,004 |
Disposal group deferred revenue | 126,500 | |||
Revenue, remaining performance obligation, amount | $ 74,500 | $ 74,500 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-07-01 | ||||
Segment Reporting Information [Line Items] | ||||
Period of performance obligation recognition | 5 years | 5 years | ||
E-commerce | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | $ 111,903 | 127,388 | $ 231,657 | 254,458 |
Enterprise | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | $ 96,937 | $ 79,484 | $ 192,463 | $ 151,546 |
Other Income _ (Expense), net_2
Other Income / (Expense), net (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Other Nonoperating Income (Expense) [Abstract] | ||||
Foreign currency gain | $ 551 | $ (2,495) | $ 1,662 | $ (1,761) |
Interest expense | (493) | (205) | (724) | (205) |
Interest income and other | 668 | 39 | 833 | 63 |
Total other income / (expense) | $ 726 | $ (2,661) | $ 1,771 | $ (1,903) |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | ||||
Effective tax rate, expense | 2.70% | 14.40% | 10.70% | 16.90% |
Effective tax rate decrease due to windfall tax benefits associated with equity-based compensation | 13.60% | 4.90% | 7.10% | 2.20% |
Effective tax rate, excluding discrete items | 16.30% | 19.30% | 17.80% | 19.10% |
Cash paid (refunded) for income taxes | $ 6,795 | $ 12,700 |
Net Income Per Share (Details)
Net Income Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Earnings Per Share [Abstract] | ||||
Net income | $ 50,013 | $ 19,445 | $ 82,856 | $ 46,017 |
Shares used to compute basic net income per share (in shares) | 36,047 | 36,123 | 35,952 | 36,213 |
Dilutive potential common shares | ||||
Stock options (in shares) | 119 | 169 | 136 | 201 |
Unvested restricted stock awards (in shares) | 240 | 286 | 402 | 476 |
Shares used to compute diluted net income per share (in shares) | 36,406 | 36,578 | 36,490 | 36,890 |
Basic net income per share (in dollars per share) | $ 1.39 | $ 0.54 | $ 2.31 | $ 1.27 |
Diluted net income per share (in dollars per share) | $ 1.37 | $ 0.53 | $ 2.27 | $ 1.25 |
Dilutive securities included in the calculation (in shares) | 1,112 | 836 | 1,400 | 1,121 |
Anti-dilutive securities excluded from the calculation (in shares) | 1,041 | 590 | 611 | 325 |
Geographic Financial Informatio
Geographic Financial Information - Revenue from External Customers by Geographic Areas (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Segment Reporting Information [Line Items] | ||||
Total revenue | $ 208,840 | $ 206,872 | $ 424,120 | $ 406,004 |
North America | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 96,202 | 85,896 | 195,342 | 165,839 |
Europe | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 58,413 | 62,931 | 117,447 | 125,484 |
Rest of the world | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | $ 54,225 | $ 58,045 | $ 111,331 | $ 114,681 |
United States | Revenue benchmark | Geographic concentration | ||||
Segment Reporting Information [Line Items] | ||||
Concentration risk percentage | 43% | 38% |
Geographic Financial Informat_2
Geographic Financial Information - Long-lived Assets by Geographic Areas (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Dec. 31, 2022 | |
Geographic revenue based on customer location and long-lived tangible assets | ||
Total long-lived tangible assets | $ 59,434 | $ 54,548 |
North America | ||
Geographic revenue based on customer location and long-lived tangible assets | ||
Total long-lived tangible assets | 43,931 | 42,266 |
Europe | ||
Geographic revenue based on customer location and long-lived tangible assets | ||
Total long-lived tangible assets | 15,435 | 12,079 |
Rest of the world | ||
Geographic revenue based on customer location and long-lived tangible assets | ||
Total long-lived tangible assets | $ 68 | $ 203 |
United States | Total long-lived tangible assets | Geographic concentration | ||
Geographic revenue based on customer location and long-lived tangible assets | ||
Concentration risk percentage | 70% | 73% |
IRELAND | Total long-lived tangible assets | Geographic concentration | ||
Geographic revenue based on customer location and long-lived tangible assets | ||
Concentration risk percentage | 20% | 17% |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) | Jun. 30, 2023 USD ($) |
Other Commitments [Line Items] | |
Other obligations | $ 78,100,000 |
Maturity of unconditional purchase obligations | |
Remainder of 2023 | 30,600,000 |
2024 | 35,000,000 |
2025 | 10,600,000 |
2026 | 1,300,000 |
2027 | 400,000 |
2028 | 200,000 |
Indemnifications | |
Maximum aggregate obligation and liability for customer | 250,000 |
Indemnification Agreement | |
Indemnifications | |
Maximum possible loss per customer | $ 10,000 |