Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Jan. 31, 2018 | Jun. 30, 2017 | |
Entity Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | SNAP | ||
Entity Registrant Name | Snap Inc | ||
Entity Central Index Key | 1,564,408 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Public Float | $ 11,487,095,467 | ||
Class A Common Stock | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 887,610,964 | ||
Class B Common Stock | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 122,808,708 | ||
Class C Common Stock | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 216,615,870 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets | ||
Cash and cash equivalents | $ 334,063 | $ 150,121 |
Marketable securities | 1,708,976 | 837,247 |
Accounts receivable, net of allowance | 279,473 | 162,659 |
Prepaid expenses and other current assets | 44,282 | 29,958 |
Total current assets | 2,366,794 | 1,179,985 |
Property and equipment, net | 166,762 | 100,585 |
Intangible assets, net | 166,473 | 75,982 |
Goodwill | 639,882 | 319,137 |
Other assets | 81,655 | 47,103 |
Total assets | 3,421,566 | 1,722,792 |
Current liabilities | ||
Accounts payable | 71,194 | 8,419 |
Accrued expenses and other current liabilities | 275,062 | 148,325 |
Total current liabilities | 346,256 | 156,744 |
Other liabilities | 82,983 | 47,134 |
Total liabilities | 429,239 | 203,878 |
Commitments and contingencies (Note 6) | ||
Stockholders’ equity | ||
Additional paid-in capital | 7,634,825 | 2,728,823 |
Accumulated other comprehensive income (loss) | 14,157 | (2,057) |
Accumulated deficit | (4,656,667) | (1,207,862) |
Total stockholders’ equity | 2,992,327 | 1,518,914 |
Total liabilities and stockholders’ equity | 3,421,566 | 1,722,792 |
Convertible Voting Preferred Stock, Series A, A-1, and B | ||
Stockholders’ equity | ||
Preferred stock, value | 1 | |
Convertible Non-voting Preferred Stock, Series C | ||
Stockholders’ equity | ||
Preferred stock, value | ||
Convertible Non-voting Preferred Stock, Series D, E, and F | ||
Stockholders’ equity | ||
Preferred stock, value | 2 | |
Series FP Convertible Voting Preferred Stock | ||
Stockholders’ equity | ||
Preferred stock, value | 2 | |
Class A Non-voting Common Stock | ||
Stockholders’ equity | ||
Common stock, value | 9 | $ 5 |
Class B Voting Common Stock | ||
Stockholders’ equity | ||
Common stock, value | 1 | |
Class C Voting Common Stock | ||
Stockholders’ equity | ||
Common stock, value | $ 2 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Convertible Voting Preferred Stock, Series A, A-1, and B | ||
Preferred stock par value | $ 0.00001 | $ 0.00001 |
Preferred stock authorized | 0 | 146,962,000 |
Preferred stock issued | 0 | 146,962,000 |
Preferred stock outstanding | 0 | 146,962,000 |
Preferred stock liquidation preference | $ 95,175,000 | |
Convertible Non-voting Preferred Stock, Series C | ||
Preferred stock par value | $ 0.00001 | $ 0.00001 |
Preferred stock authorized | 0 | 16,000,000 |
Preferred stock issued | 0 | 16,000,000 |
Preferred stock outstanding | 0 | 16,000,000 |
Preferred stock liquidation preference | $ 54,543,000 | |
Convertible Non-voting Preferred Stock, Series D, E, and F | ||
Preferred stock par value | $ 0.00001 | $ 0.00001 |
Preferred stock authorized | 0 | 83,851,000 |
Preferred stock issued | 0 | 83,851,000 |
Preferred stock outstanding | 0 | 83,851,000 |
Series FP Convertible Voting Preferred Stock | ||
Preferred stock par value | $ 0.00001 | $ 0.00001 |
Preferred stock authorized | 0 | 260,888,000 |
Preferred stock issued | 0 | 215,888,000 |
Preferred stock outstanding | 0 | 215,888,000 |
Class A Non-voting Common Stock | ||
Common stock par value | $ 0.00001 | $ 0.00001 |
Common stock authorized | 3,000,000,000 | 1,500,000,000 |
Common stock issued | 883,021,991 | 504,902,000 |
Common stock outstanding | 883,021,991 | 504,902,000 |
Class B Voting Common Stock | ||
Common stock par value | $ 0.00001 | $ 0.00001 |
Common stock authorized | 700,000,000 | 1,500,000,000 |
Common stock issued | 122,564,000 | 31,469,000 |
Common stock outstanding | 122,564,000 | 31,469,000 |
Class C Voting Common Stock | ||
Common stock par value | $ 0.00001 | $ 0.00001 |
Common stock authorized | 260,888,000 | 260,888,000 |
Common stock issued | 216,616,000 | 0 |
Common stock outstanding | 216,616,000 | 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Statement [Abstract] | |||
Revenue | $ 824,949 | $ 404,482 | $ 58,663 |
Costs and expenses: | |||
Cost of revenue | 717,462 | 451,660 | 182,341 |
Research and development | 1,534,863 | 183,676 | 82,235 |
Sales and marketing | 522,605 | 124,371 | 27,216 |
General and administrative | 1,535,595 | 165,160 | 148,600 |
Total costs and expenses | 4,310,525 | 924,867 | 440,392 |
Loss from operations | (3,485,576) | (520,385) | (381,729) |
Interest income | 21,096 | 4,654 | 1,399 |
Interest expense | (3,456) | (1,424) | |
Other income (expense), net | 4,528 | (4,568) | (152) |
Loss before income taxes | (3,463,408) | (521,723) | (380,482) |
Income tax benefit (expense) | 18,342 | 7,080 | 7,589 |
Net loss | $ (3,445,066) | $ (514,643) | $ (372,893) |
Net loss per share attributable to Class A, Class B, and Class C common stockholders (Note 2): | |||
Basic | $ (2.95) | $ (0.64) | $ (0.51) |
Diluted | $ (2.95) | $ (0.64) | $ (0.51) |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement Of Income And Comprehensive Income [Abstract] | |||
Net loss | $ (3,445,066) | $ (514,643) | $ (372,893) |
Other comprehensive income (loss), net of tax: | |||
Unrealized gain (loss) on marketable securities, net of tax | (1,122) | 44 | |
Foreign currency translation | 17,336 | (2,101) | |
Total other comprehensive income (loss), net of tax | 16,214 | (2,057) | |
Total comprehensive income (loss) | $ (3,428,852) | $ (516,700) | $ (372,893) |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Additional Paid-in Capital | Accumulated Deficit | Notes Receivable from Officers/Stockholders | Accumulated Other Comprehensive Income (Loss) | Convertible Voting Preferred Stock, Series A, A-1, and BPreferred Stock | Convertible Non-voting Preferred Stock, Series CPreferred Stock | Convertible Non-voting Preferred Stock, Series D, E, and FPreferred Stock | Series FP Convertible Voting Preferred StockPreferred Stock | Series FP Convertible Voting Preferred StockCommon Stock | Series FP Convertible Voting Preferred StockAdditional Paid-in Capital | Class A Non-voting Common StockCommon Stock | Class A Non-voting Common StockAdditional Paid-in Capital | Convertible Non-voting Preferred Stock Series FCommon Stock | Convertible Non-voting Preferred Stock Series FAdditional Paid-in Capital | Class B Voting Common StockCommon Stock | Class B Voting Common StockAdditional Paid-in Capital | Class C Voting Common StockCommon Stock |
Balance, beginning of period, shares at Dec. 31, 2014 | 146,962 | 16,000 | 23,351 | 217,767 | 437,363 | 30,748 | ||||||||||||
Balance, beginning of period at Dec. 31, 2014 | $ 711,978 | $ (320,326) | $ (2,500) | $ 1 | $ 2 | $ 5 | ||||||||||||
Issuance of stock, net of issuance costs | $ 1 | $ 651,305 | ||||||||||||||||
Issuance of stock, net of issuance costs. shares | 21,204 | |||||||||||||||||
Shares converted to Class A non-voting common stock and subsequently sold in connection with exercise of stock options, shares | (32) | |||||||||||||||||
Repurchase of voting stock | $ (1,000) | |||||||||||||||||
Repurchase of voting stock, shares | 156 | |||||||||||||||||
Impact of Class A stock split, shares | 21,204 | 183 | ||||||||||||||||
Shares issued in connection with exercise of stock options under stock-based compensation plans | 60 | |||||||||||||||||
Shares issued in connection with exercise of stock options under stock-based compensation plans, shares | 2 | |||||||||||||||||
Issuance of Class A non-voting common stock in connection with acquisitions | 29,270 | |||||||||||||||||
Issuance of Class A non-voting common stock in connection with acquisitions, shares | 1,903 | |||||||||||||||||
Stock-based compensation expense | 73,524 | |||||||||||||||||
Vesting of shares related to early exercise of Class A non-voting common stock options | $ 2,218 | |||||||||||||||||
Net loss | $ (372,893) | (372,893) | ||||||||||||||||
Issuance of notes receivable from officers/stockholders | (7,500) | |||||||||||||||||
Conversion of stock to voting/non-voting common stock, shares | 59 | |||||||||||||||||
Balance, end of period, shares at Dec. 31, 2015 | 916,870 | 146,962 | 16,000 | 44,555 | 217,767 | 460,655 | 30,931 | |||||||||||
Balance, end of period at Dec. 31, 2015 | $ 764,145 | 1,467,355 | (693,219) | (10,000) | $ 1 | $ 1 | $ 2 | $ 5 | ||||||||||
Issuance of stock, net of issuance costs | $ 1 | $ 1,157,146 | ||||||||||||||||
Issuance of stock, net of issuance costs. shares | 37,668 | |||||||||||||||||
Shares converted to Class A non-voting common stock and subsequently sold in connection with exercise of stock options, shares | (536) | |||||||||||||||||
Repurchase of voting stock | $ (16,180) | $ (8,013) | ||||||||||||||||
Repurchase of voting stock, shares | (252) | 388 | ||||||||||||||||
Impact of Class A stock split, shares | (252) | 37,668 | 538 | |||||||||||||||
Shares issued in connection with exercise of stock options under stock-based compensation plans | 698 | |||||||||||||||||
Issuance of Class A non-voting common stock in connection with acquisitions | 96,145 | |||||||||||||||||
Issuance of Class A non-voting common stock in connection with acquisitions, shares | 6,293 | |||||||||||||||||
Stock-based compensation expense | 31,842 | |||||||||||||||||
Vesting of shares related to early exercise of Class A non-voting common stock options | 49 | |||||||||||||||||
Net loss | (514,643) | (514,643) | ||||||||||||||||
Issuance of notes receivable from officers/stockholders | (15,000) | |||||||||||||||||
Conversion of stock to voting/non-voting common stock, shares | 686 | |||||||||||||||||
Other comprehensive income (loss) | $ (2,057) | $ (2,057) | ||||||||||||||||
Balance, end of period, shares at Dec. 31, 2016 | 999,071 | 146,962 | 16,000 | 83,851 | 215,887 | 504,902 | 31,469 | |||||||||||
Balance, end of period at Dec. 31, 2016 | $ 1,518,914 | 2,728,823 | (1,207,862) | (2,057) | $ 1 | $ 2 | $ 2 | $ 5 | ||||||||||
Exchange of Series FP voting preferred stock for Series F non-voting preferred stock, shares | 1,628 | (1,628) | ||||||||||||||||
Settlement of restricted stock units | (219) | |||||||||||||||||
Repayment of notes receivable from officers/stockholders | $ 25,000 | |||||||||||||||||
Cumulative-effect adjustment from adoption of ASU 2016-16 | (3,739) | |||||||||||||||||
Issuance of stock, net of issuance costs | 2,642,729 | $ 2 | ||||||||||||||||
Issuance of stock, net of issuance costs. shares | 160,350 | |||||||||||||||||
Shares converted to Class A non-voting common stock and subsequently sold in connection with exercise of stock options, shares | (4,923) | |||||||||||||||||
Issuance of voting/non-voting common stock for vesting of restricted stock units | $ 1 | |||||||||||||||||
Shares issued in connection with exercise of stock options under stock-based compensation plans | 11,379 | |||||||||||||||||
Class A non-voting common stock sold in connection with exercise of stock options, shares | 4,923 | |||||||||||||||||
Shares issued in connection with exercise of stock options under stock-based compensation plans, shares | 9,928 | 9,396 | ||||||||||||||||
Issuance of Class A non-voting common stock in connection with acquisitions | $ 6,406 | |||||||||||||||||
Issuance of Class A non-voting common stock in connection with acquisitions, shares | 1,854 | |||||||||||||||||
Issuance of voting/non-voting common stock for vesting of restricted stock units, shares | 40,922 | 18,906 | 3,122 | |||||||||||||||
Stock-based compensation expense | 2,639,895 | |||||||||||||||||
Net loss | (3,445,066) | (3,445,066) | ||||||||||||||||
Conversion of stock to voting/non-voting common stock, shares | (146,962) | (16,000) | (83,851) | (215,887) | 169,800 | 246,813 | 215,887 | |||||||||||
Conversion of stock to voting/non-voting common stock | $ (1) | $ (2) | $ (2) | $ 2 | $ 2 | $ 2 | ||||||||||||
Stock repurchases from employees for tax withholdings | (394,407) | |||||||||||||||||
Stock repurchases from employees for tax withholdings, shares | (16,867) | (8,390) | ||||||||||||||||
Class A non-voting common stock sold to cover taxes, shares | 7,210 | |||||||||||||||||
Shares converted to Class A non-voting common stock and subsequently sold to cover taxes, shares | (907) | (2,393) | ||||||||||||||||
Other comprehensive income (loss) | $ 16,214 | 16,214 | ||||||||||||||||
Balance, end of period, shares at Dec. 31, 2017 | 1,222,202 | 883,022 | 122,564 | 216,616 | ||||||||||||||
Balance, end of period at Dec. 31, 2017 | $ 2,992,327 | $ 7,634,825 | $ (4,656,667) | $ 14,157 | $ 9 | $ 1 | $ 2 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Cash flows from operating activities | |||
Net loss | $ (3,445,066) | $ (514,643) | $ (372,893) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation and amortization | 61,288 | 29,115 | 15,307 |
Stock-based compensation | 2,639,895 | 31,842 | 73,524 |
Deferred income taxes | (17,490) | (7,952) | (7,700) |
Excess inventory reserve and related asset impairment | 21,997 | ||
Other | (6,356) | 889 | 626 |
Change in operating assets and liabilities, net of effect of acquisitions: | |||
Accounts receivable, net of allowance | (104,357) | (118,434) | (41,905) |
Prepaid expenses and other current assets | (39,783) | (20,521) | (6,590) |
Other assets | (4,771) | (5,064) | (4,451) |
Accounts payable | 49,696 | 6,486 | (6,724) |
Accrued expenses and other current liabilities | 100,988 | (19,728) | 40,026 |
Other liabilities | 9,292 | 6,765 | 4,158 |
Net cash used in operating activities | (734,667) | (611,245) | (306,622) |
Cash flows from investing activities | |||
Purchases of property and equipment | (84,518) | (66,441) | (19,205) |
Purchases of intangible assets | (8,107) | (572) | (9,100) |
Non-marketable investments | (10,030) | (6,513) | (9,551) |
Cash paid for acquisitions, net of cash acquired | (386,011) | (104,001) | (48,730) |
Issuance of notes receivable from officers/stockholders | (15,000) | (7,500) | |
Repayment of notes receivables from officers/stockholders | 15,000 | ||
Purchases of marketable securities | (3,862,637) | (1,565,347) | |
Sales of marketable securities | 511,068 | 195,898 | |
Maturities of marketable securities | 2,483,225 | 532,690 | |
Change in restricted cash | 10,271 | (7,048) | (1,856) |
Other investing activities | (5,000) | ||
Net cash used in investing activities | (1,346,739) | (1,021,334) | (100,942) |
Cash flows from financing activities | |||
Proceeds from the exercise of stock options | 11,379 | 731 | 60 |
Stock repurchases from employees for tax withholdings | (394,156) | ||
Proceeds from issuance of Class A common stock in initial public offering, net of underwriting commissions | 2,657,797 | ||
Repurchase of Class B voting common stock and Series FP voting preferred stock | (10,593) | (1,000) | |
Proceeds from issuances of preferred stock, net of issuance costs | 1,157,147 | 651,306 | |
Borrowings from revolving credit facility | 5,000 | ||
Principal payments on revolving credit facility | (5,000) | ||
Payments of initial public offering costs | (9,672) | (5,395) | |
Net cash provided by financing activities | 2,265,348 | 1,141,890 | 650,366 |
Change in cash and cash equivalents | 183,942 | (490,689) | 242,802 |
Cash and cash equivalents, beginning of period | 150,121 | 640,810 | 398,008 |
Cash and cash equivalents, end of period | 334,063 | 150,121 | 640,810 |
Supplemental disclosures | |||
Cash paid for income taxes | 6,226 | 1,686 | 3 |
Supplemental disclosures of non-cash activities | |||
Assumed equity awards in acquisitions | 3,911 | ||
Purchase consideration liabilities related to acquisitions | 16,486 | 21,085 | |
Repurchase of Class B voting common stock and Series FP voting preferred stock in exchange for notes receivable from officers/stockholders | 13,500 | ||
Construction in progress related to financing lease obligations | 1,451 | 1,789 | 6,305 |
Net change in accounts payable and accrued expenses and other current liabilities related to property and equipment additions | 13,139 | 2,084 | 3,174 |
Deferred offering costs accrued, unpaid | 1,739 | ||
Class B Common Stock | |||
Cash flows from operating activities | |||
Net loss | $ (548,098) | (65,174) | (33,054) |
Supplemental disclosures of non-cash activities | |||
Issuance of Class B common stock related to acquisitions | $ 96,145 | $ 29,270 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 1. Summary of Significant Accounting Policies Snap Inc. is a camera company. Snap Inc. (“we,” “our,” or “us”) was formed as Future Freshman, LLC, a California limited liability company, in 2010. We changed our name to Toyopa Group, LLC in 2011, incorporated as Snapchat, Inc., a Delaware corporation, in 2012, and changed our name to Snap Inc. in 2016. Snap Inc. is headquartered in Venice, California. Our flagship product, Snapchat, is a camera application that was created to help people communicate through short videos and images called “Snaps.” Basis of Presentation Our consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). Our consolidated financial statements include the accounts of Snap Inc. and our wholly owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Our fiscal year ends on December 31. Stock Split Effected in the Form of a Stock Dividend On October 26, 2016, our board of directors approved a distribution of shares of Class A common stock as a dividend to the holders of all preferred stock and common stock outstanding on October 31, 2016. One share of Class A common stock was distributed for each share of preferred stock and common stock outstanding (the “Stock Split”). As a result of the Stock Split, each outstanding equity award was adjusted to entitle the award holder to receive one share of Class A common stock for each outstanding restricted stock award or stock option to acquire a share of either Class A common stock or Class B common stock. Share and per share amounts for Class A common stock disclosed for all prior periods have been retroactively adjusted to reflect the effects of the Stock Split. Initial Public Offering In March 2017, we completed our initial public offering (“IPO”) in which we issued and sold 160.3 million shares of Class A common stock, inclusive of the over-allotment, at an initial public offering price of $17.00 per share and excluding shares sold in the IPO by certain of our existing stockholders. We received net proceeds of $2.6 billion after deducting underwriting discounts and commissions of $68.1 million and other offering expenses of $14.7 million. On the closing of the IPO, all shares of our then-outstanding convertible preferred stock other than Series FP preferred stock automatically converted into an aggregate of 246.8 million shares of Class B common stock and all outstanding shares of Series FP preferred stock automatically converted into 215.9 million shares of Class C common stock. Following the IPO, we have three classes of authorized common stock – Class A common stock, Class B common stock, and Class C common stock. Restricted stock units (“RSUs”) granted to employees before January 1, 2017 (“Pre-2017 RSUs”) included both service-based and performance conditions to vest in the underlying common stock. The performance condition related to these awards was satisfied on the effectiveness of the registration statement for our IPO, which occurred in March 2017. On the effectiveness of the registration statement for our IPO, we recognized $1.3 billion of stock-based compensation expense for Pre-2017 RSUs. To meet the related tax withholding requirements, we withheld 12.1 million of the 26.7 million shares of common stock issued. Based on the initial public offering price of $17.00 per share, the tax withholding obligation for these vested Pre-2017 RSUs was $206.6 million. In addition, on the closing of the IPO, our Chief Executive Officer (“CEO”) received an RSU award (“CEO award”) for 37.4 million shares of Series FP preferred stock, which automatically converted into an equivalent number of shares of Class C common stock on the closing of the IPO. The CEO award represented 3.0% of all outstanding shares on the closing of the IPO, including shares sold by us in the IPO and vested stock options and RSUs, net of shares withheld to satisfy tax withholding obligations, on the closing of the IPO. The CEO award vested immediately on the closing of the IPO, and such shares will be delivered to the CEO in equal quarterly installments over three years beginning in November 2017. There is no continuing service requirement for our CEO. The stock-based compensation expense recognized related to the CEO award was $636.6 million, which is based on the vesting of 37.4 million shares of Class C common stock on the closing of the IPO, at the initial public offering price of $17.00 per share. For the year ended December 31, 2017, in accordance with terms of the CEO award, 3.1 million shares of Class C common stock were issued, and 34.3 million shares of Class C common stock are to be issued in future periods in equal quarterly installments through 2020. The future tax benefits on settlement of the above RSUs is not expected to be material as currently we have established valuation allowances to reduce our net deferred tax assets to the amount that is more likely than not to be realized. The majority of the future tax benefits that arise on settlement of the above RSUs are in jurisdictions for which our net deferred tax assets have a full valuation allowance. Use of Estimates The preparation of our consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts in the consolidated financial statements. Management’s estimates are based on historical information available as of the date of the consolidated financial statements and various other assumptions that we believe are reasonable under the circumstances. Actual results could differ from those estimates. Key estimates relate primarily to determining the fair value of assets and liabilities assumed in business combinations, evaluation of contingencies, uncertain tax positions, excess inventory reserves, and the fair value of stock-based awards. On an ongoing basis, management evaluates our estimates compared to historical experience and trends, which form the basis for making judgments about the carrying value of assets and liabilities. Concentrations of Business Risk We currently use Google cloud services for substantially all of our hosting requirements. A disruption or loss of service from this partner could seriously harm our ability to operate. Although we believe there are other qualified providers that can provide these services, a transition to a new provider could create a significant disruption to our business and negatively impact our consolidated financial statements. Concentrations of Credit Risk Financial instruments that potentially subject us to significant concentrations of credit risk consist principally of cash, cash equivalents, marketable securities, and accounts receivable. We maintain cash deposits, cash equivalent balances, and marketable securities with several financial institutions. Cash and cash equivalents may be withdrawn or redeemed on demand. We believe that the financial institutions that hold our cash and cash equivalents are financially sound and, accordingly, minimal credit risk exists with respect to these balances. We also maintain investments in U.S. government debt and agency securities that carry high credit ratings and accordingly, minimal credit risk exists with respect to these balances. We extend credit to our customers based on an evaluation of their ability to pay amounts due under contractual arrangement and generally do not obtain or require collateral. Revenue Recognition We generate substantially all of our revenues by offering various advertising products on Snapchat, including Snap Ads, which are vertical full screen video advertisements, and Sponsored Creative Tools, which include Geofilters and Lenses. Sponsored Geofilters allow users to interact with an advertiser’s brand by enabling stylized brand artwork to be overlaid on a Snap. Sponsored Lenses allow users to interact with an advertiser’s brand by enabling branded interactive experiences. Revenue from our advertising products is recognized when persuasive evidence of an arrangement exists with our customers, the services have been provided or delivered, the fees are fixed or determinable, and collectability of the related receivable is reasonably assured. The majority of advertising revenue is generated from the display of advertisements on Snapchat through contractual agreements, that are either on a fixed fee basis over a period of time or based on the number of advertising impressions delivered. Revenue related to agreements based on the number of impressions delivered is recognized when the advertisement is displayed. Revenue related to fixed fee arrangements is recognized ratably over the service period, typically less than 30 days in duration, and such arrangements do not contain minimum impression guarantees. In determining whether an arrangement exists, we ensure that an agreement, such as an insertion order, has been fully executed. We determine collectability by performing ongoing credit evaluations and monitoring customer accounts receivable balances. Sales tax is excluded from reported revenue. We sell advertising directly to advertisers (“Snap-sold” revenue) and certain partners that provide content on Snapchat (“content partners”) also sell directly to advertisers (“partner-sold” revenue). Snap Ads may be subject to revenue sharing agreements between us and our content partners. Our Sponsored Creative Tools are only Snap-sold and are not subject to revenue sharing arrangements. Snap-sold revenue is recognized based on the gross amount that we charge the advertiser. Partner-sold revenue is recognized based on the net amount of revenue received from the content partners. For the years ended December 31, 2017, 2016, and 2015 approximately 94%, 91%, and 87% of our advertising revenue was Snap-sold and approximately 6%, 9%, and 13% of our advertising revenue was partner-sold, respectively. We report Snap-sold revenue on a gross basis predominately because we are the primary obligor responsible for fulfilling advertisement delivery, including the acceptability of the services delivered. For Snap-sold advertising, we enter into contractual arrangements directly with advertisers. We are directly responsible for the fulfillment of the contractual terms and any remedy for issues with such fulfillment. For Snap-sold revenue, we also have latitude in establishing the selling price with the advertiser, as we sell advertisements at a rate determined at our sole discretion. We report revenue related to transactions sold by our content partners on a net basis predominately because the content partner, and not Snap Inc., is the primary obligor responsible for fulfillment, including the acceptability of the services delivered. In partner-sold advertising arrangements, the content partner has a direct contractual relationship with the advertiser. There is no contractual relationship between us and the advertiser for partner-sold transactions. When a content partner sells advertisements, the content partner is responsible for fulfilling the advertisements, and accordingly, we have determined the content partner is the primary obligor. Additionally, we do not have any latitude in establishing the price with the advertiser for partner-sold advertising. The content partner may sell advertisements at a rate determined at its sole discretion. We also generate revenue from sales of our hardware product, Spectacles. Revenue from sales of Spectacles is recognized when delivered, risk of loss has transferred to the customer, and no significant obligations remain. We offer customers limited rights to return products and we record reductions to revenue for expected future product returns. For the periods presented, revenue from the sales of Spectacles was not material. Cost of Revenue Cost of revenue includes payments made by us based on revenue share arrangements with our content partners. Under these arrangements, we pay a portion of the fees we receive from the advertisers for Snap Ads that are displayed within partner content on Snapchat. Such revenue-share costs were $96.3 million, $57.8 million, and $9.6 million for the years ended December 31, 2017, 2016, and 2015, respectively. In addition, cost of revenue consists of expenses associated with hosting costs of the Snapchat mobile application and content creation, which includes personnel-related costs and advertising measurement services. In addition, cost of revenue includes inventory costs for our Spectacles hardware product and facilities and other supporting overhead costs, including depreciation and amortization. Advertising Advertising costs are expensed as incurred and were $10.9 million, $9.4 million, and $2.7 million for the years ended December 31, 2017, 2016, and 2015 respectively. Stock-based Compensation We measure and recognize compensation expense for stock-based payment awards, including stock options and RSUs granted to employees and advisors, based on the grant date fair value of the awards. Awards granted to non-employees are marked-to-market each quarter. The grant date fair value of stock options is estimated using a Black-Scholes option pricing model. The fair value of stock-based compensation for stock options is recognized on a straight-line basis, net of estimated forfeitures, over the period during which services are provided in exchange for the award. The grant date fair value of RSUs is estimated based on the fair value of our underlying common stock. Pre-2017 RSUs contained both service-based and performance conditions to vest in the underlying common stock. The service-based condition criteria is generally met 10% after the first year of service, 20% over the second year, 30% over the third year, and 40% over the fourth year. The performance condition related to these awards was satisfied on the effectiveness of the registration statement for our IPO, which occurred in March 2017. Awards which contain both service-based and performance conditions are recognized using the accelerated attribution method once the performance condition is probable of occurring. All RSUs granted after December 31, 2016 vest on the satisfaction of only a service-based condition (“Post-2017 RSUs”). The service condition is generally satisfied over four years, 10% after the first year of service, 20% over the second year, 30% over the third year, and 40% over the fourth year. In limited instances, we have issued Post-2017 RSUs with vesting periods in excess of four years. For these awards, we recognize stock-based compensation expense on a straight-line basis over the vesting period. Stock option and RSU awards issued to non-employees are accounted for at fair value. The fair value of each non-employee stock-based compensation award is re-measured each period until the earlier of the date at which the non-employee’s performance is complete or a performance commitment date is reached, which is generally the vesting date. Stock-based compensation expense for non-employee stock awards is recognized on a straight-line basis in our consolidated statements of operations. Stock-based compensation expense recognized in the Consolidated Statements of Operations for all periods presented is based on awards that are expected to vest less estimated forfeitures. We estimate the forfeiture rate of our stock-based awards based on an analysis of actual forfeitures, employee turnover, and other factors. A modification of the terms of a stock-based award is treated as an exchange of the original award for a new award with total compensation cost equal to the grant-date fair value of the original award plus the incremental value of the modification to the award. Income Taxes We are subject to income taxes in the United States and numerous foreign jurisdictions. Deferred tax assets and liabilities are determined based on differences between the financial reporting and tax basis of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the deferred tax asset or liability is expected to be realized or settled. In evaluating our ability to recover deferred tax assets, we consider all available positive and negative evidence, including historical operating results, ongoing tax planning, and forecasts of future taxable income on a jurisdiction-by-jurisdiction basis. Based on the level of historical losses, we have established a valuation allowance to reduce our net deferred tax assets to the amount that is more likely than not to be realized. We recognize a tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in our consolidated financial statements from such positions are measured based on the largest benefit that has a greater than 50% likelihood of being realized. We recognize interest and penalties associated with tax matters as part of the income tax provision and include accrued interest and penalties with the related income tax liability on our consolidated balance sheets. Currency Translation and Remeasurement The functional currency of the majority of our foreign subsidiaries is the U.S. dollar. Monetary assets and liabilities denominated in a foreign currency are remeasured into U.S. dollars at the exchange rate on the balance sheet date. Revenue and expenses are remeasured at the average exchange rates during the period. Equity transactions and other non-monetary assets are remeasured using historical exchange rates. Foreign currency transaction gains and losses are recorded in other income (expense), net on our consolidated statement of operations. For those foreign subsidiaries where the local currency is the functional currency, adjustments to translate those statements into U.S. dollars are recorded in accumulated other comprehensive income (loss) in stockholders’ equity. Cash and Cash Equivalents Cash and cash equivalents consist of highly liquid investments with original maturities of 90 days or less from the date of purchase. Restricted Cash We are required to maintain restricted cash deposits to back letters of credit for certain property leases. These funds are restricted and have been classified in other assets on our consolidated balance sheets due to the nature of restriction. At December 31, 2017 and 2016, we maintained restricted cash totaling $2.9 million and $13.2 million, respectively. Marketable Securities We hold investments in marketable securities consisting of U.S. government securities and U.S. government agency securities. We classify our marketable securities as available-for-sale investments in our current assets because they represent investments available for current operations. Our available-for-sale investments are carried at fair value with any unrealized gains and losses, net of taxes, included in accumulated other comprehensive (loss) income in stockholders’ equity. We determine gains or losses on the sale or maturities of marketable securities using the specific identification method and these gains or losses are recorded in other income (expense), net in our consolidated statements of operations. Unrealized losses are recorded in other income (expense), net when a decline in fair value is determined to be other than temporary. Inventory Prepaid expenses and other current assets include our Spectacles inventory, which consists of finished goods purchased from contract manufacturers. Inventory is stated at the lower of cost or market on a weighted-average cost basis. Inventories are written down for estimated obsolescence or excess inventory equal to the difference between the cost of inventory and estimated market value. Adjustments to reduce inventory to net realizable value are recognized in cost of revenue. Excess Inventory and Related Charges During the third quarter of 2017, based on management’s updated assessment, we recorded $39.9 million of charges related to Spectacles inventory. The charges were composed of $19.5 million of excess inventory reserves, $17.9 million of inventory purchase commitment cancellation charges, and $2.5 million of asset impairments. As of December 31, 2017, Spectacles inventory included in prepaid expenses and other current assets was not material. Non-Marketable Investments We account for non-marketable investments under the cost method when we are not able to exercise significant influence over the investee. When we exercise significant influence over, but do not control the investee, such non-marketable investments are accounted for using the equity method. Under the equity method of accounting, we record our share of the results of the investments within other income (expense), net in our consolidated statements of operations. Fair Value Measurements Certain financial instruments are required to be recorded at fair value. Other financial instruments, including cash and cash equivalents and restricted cash, are recorded at cost, which approximates fair value. Additionally, accounts receivable, accounts payable and accrued expenses approximate fair value because of the short-term nature of these financial instruments. Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable are recorded at the invoiced amount less any allowance for doubtful accounts to reserve for potentially uncollectible receivables. To determine the amount of the allowance, we make judgments about the creditworthiness of customers based on ongoing credit evaluation and historical experience. At December 31, 2017 and 2016, the allowance for doubtful accounts was immaterial. Property and Equipment Property and equipment are stated at cost, less accumulated depreciation. We compute depreciation using the straight-line method over the estimated useful lives of the assets, which is generally three years for computer hardware and software, five years for furniture and equipment, and over the shorter of lease term or useful life of the assets for leasehold improvements. Buildings are depreciated over a useful life ranging from 25 to 45 years. Maintenance and repairs are expensed as incurred. Build-to-Suit Leases We capitalize construction in progress and record a corresponding long-term liability for build-to-suit lease agreements where we are considered the owner, for accounting purposes, during the construction period. For buildings under build-to-suit lease arrangements where we have taken occupancy, which do not qualify for sales recognition under the sale-leaseback accounting guidance, we determined that we continue to be the deemed owner of these buildings. This is principally due to our significant investment in tenant improvements. As a result, the buildings are being depreciated over the shorter of their useful lives or the related lease term. At occupancy, the long-term construction obligations are considered long-term finance lease obligations and are recorded as other liabilities with amounts payable during the next 12 months recorded as accrued expenses and other current liabilities on the consolidated balance sheets. Assets capitalized under build-to-suit leases were $54.0 million and $47.7 million as of December 31, 2017 and 2016, respectively. A portion of the assets were placed into service during the year ended December 31, 2016, resulting in an immaterial amount of depreciation expense for the year ended December 31, 2016. Depreciation expense for assets capitalized under build-to-suit leases was $2.6 million for the year ended December 31, 2017. Software Development Costs Software development costs include costs to develop software to be used to meet internal needs and applications used to deliver our services. We capitalize development costs related to these software applications once the preliminary project stage is complete and it is probable that the project will be completed and the software will be used to perform the function intended. Costs capitalized for developing such software applications were not material for the periods presented. Segments Our CEO is our chief operating decision maker. Our CEO reviews financial information presented on a consolidated basis, accompanied by disaggregated information about revenue by geographic region. There are no segment managers who are held accountable by the chief operating decision maker for operations, operating results, and planning for levels or components below the consolidated unit level. We therefore have determined we have a single operating segment. Business Combinations We include the results of operations of the businesses that we acquire from the date of acquisition. We determine the fair value of the assets acquired and liabilities assumed based on their estimated fair values as of the respective date of acquisition. The excess purchase price over the fair values of identifiable assets and liabilities is recorded as goodwill. Determining the fair value of assets acquired and liabilities assumed requires management to use significant judgment and estimates including the selection of valuation methodologies, estimates of future revenue and cash flows, discount rates and selection of comparable companies. Our estimates of fair value are based on assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. During the measurement period, not to exceed one year from the date of acquisition, we may record adjustments to the assets acquired and liabilities assumed, with a corresponding offset to goodwill. At the conclusion of the measurement period, any subsequent adjustments are reflected in the consolidated statements of operations. When we issue payments or grants of equity to selling shareholders in connection with an acquisition, we evaluate whether the payments or awards are compensatory. This evaluation includes whether cash payments or stock award vesting is contingent on the continued employment of the selling stockholder beyond the acquisition date. If continued employment is required for the cash to be paid or stock awards to vest, the award is treated as compensation for post-acquisition services and is recognized as compensation expense. Transaction costs associated with business combinations are expensed as incurred, and are included in general and administrative expenses in our consolidated statements of operations. Goodwill Goodwill represents the excess of the purchase price over the fair value of net assets acquired in a business combination. We test goodwill for impairment at least annually, in the fourth quarter, or whenever events or changes in circumstances indicate that goodwill might be impaired. For all periods presented, we had a single operating segment and reporting unit structure. In testing for goodwill impairment, we first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If, after assessing the totality of events or circumstances, we determine it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then additional impairment testing is not required. However, if we conclude otherwise, we perform the first of a two-step impairment test. The first step compares the estimated fair value of a reporting unit to its book value, including goodwill. If the estimated fair value exceeds book value, goodwill is considered not to be impaired and no additional steps are necessary. However, if the fair value of the reporting unit is less than book value, then under the second step the carrying amount of the goodwill is compared to its implied fair value. There were no impairment charges in any of the periods presented. Intangible Assets Intangible assets are carried at cost and amortized on a straight-line basis over their estimated useful lives. We determine the appropriate useful life of our intangible assets by measuring the expected cash flows of acquired assets. The estimated useful lives of intangible assets are as follows: Intangible Asset Estimated Useful Life Domain names 5 Years Trademarks 1 to 5 Years Non-compete agreements 1 to 3 Years Acquired developed technology 5 to 7 Years Customer relationships 2 to 5 Years Patents 3 to 11 Years Impairment of Long-Lived Assets We evaluate recoverability of our property and equipment and intangible assets, excluding goodwill, when events or changes indicate the carrying amount of an asset may not be recoverable. Events and changes in circumstances considered in determining whether the carrying value of long-lived assets may not be recoverable include: significant changes in performance relative to expected operating results; significant changes in asset use; and significant negative industry or economic trends and changes in our business strategy. Recoverability of these assets is measured by comparison of their carrying amount to future undiscounted cash flows to be generated. If impairment is indicated based on a comparison of the assets’ carrying values and the undiscounted cash flows, the impairment loss is measured as the amount by which the carrying amount of the assets exceeds the fair value of the assets. We determined that there were no events or changes in circumstances that indicated our long-lived assets were impaired during any of the periods presented. Legal Contingencies For legal contingencies, we accrue a liability for an estimated loss if the potential loss from any claim or legal proceeding is considered probable, and the amount can be reasonably estimated. Note 6 provides additional information regarding our legal contingencies. Recent Accounting Pronouncements In January 2017, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standards Update (“ASU”) 2017-01, Business Combinations (Topic 805) Clarifying the Definition of a Business In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash, In October 2016, the FASB issued ASU 2016-16, Income Taxes (Topic 740): Intra-Entity Transfer of Assets Other than Inventory In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). Revenue Recognition, The most significant aspect of our evaluation of Topic 606 related to ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net). We adopted Topic 606 effective January 1, 2018 using the modified retrospective transition method. The adoption did not have a material impact on our consolidated financial statements. |
Net Loss per Share
Net Loss per Share | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Net Loss per Share | 2. Net Loss per Share We compute net loss per share using the two-class method required for multiple classes of common stock and participating securities. Our participating securities include any shares issued on the early exercise of stock options subject to repurchase because holders of such shares have non-forfeitable dividend rights in the event a dividend is paid on common stock. Before the IPO, our participating securities also included Series D, E, F, and FP preferred stock and Series A, A-1, B, and C convertible preferred stock. The rights, including the liquidation and dividend rights, of the Class A common stock and Class B common stock, and the Series D, E, F, and FP preferred stock were substantially identical, other than voting rights. Accordingly, the Class A common stock, Class B common stock, and the Series D, E, F, and FP preferred stock shared equally in our net losses. The holders of early exercised shares subject to repurchase and the holders of Series A, A-1, B, and C convertible preferred stock did not have a contractual obligation to share in our losses, and as a result our net losses were not allocated to these participating securities. In connection with our IPO, our Series D, E, and F preferred stock converted on a one-to-one basis into Class B common stock, and our Series FP preferred stock converted on a one-to-one basis into Class C common stock. The liquidation and dividend rights of the aforementioned preferred series are substantially identical to the rights of the common classes into which they converted. Accordingly, we have presented the Series D, E, and F preferred stock outstanding before the IPO together with the Class B common stock, and the Series FP preferred stock outstanding before the IPO together with the Class C common stock for purposes of calculating net loss per share. The prior period presentation has been adjusted to conform to our current period presentation. Also in connection with our IPO, our Series A, A-1, B, and C preferred stock converted on a one-to-one basis into Class B common stock. The shares of Class B common stock that resulted from the conversion of the Series A, A-1, B, and C preferred stock are weighted in the denominator of net loss per share for Class B common stock for the portion of the time outstanding subsequent to our IPO. Basic net loss per share is computed by dividing net loss attributable to each class of stockholders by the weighted-average number of shares of stock outstanding during the period. Vested RSUs that have not been settled, including the vested CEO award, have been included in the appropriate common share class used to calculate basic net loss per share. For the calculation of diluted net loss per share, net loss per share attributable to common stockholders for basic net loss per share is adjusted by the effect of dilutive securities, including awards under our equity compensation plans. Diluted net loss per share attributable to common stockholders is computed by dividing the resulting net loss attributable to common stockholders by the weighted-average number of fully diluted common shares outstanding. In the years ended December 31, 2017 and 2016 our potential dilutive shares relating to stock options, RSUs, and common stock subject to repurchase, and, for the 2016 periods, shares of Series A, A-1, B, and C convertible preferred stock were not included in the computation of diluted net loss per share as the effect of including these shares in the calculation would have been anti-dilutive. The numerators and denominators of the basic and diluted net loss per share computations for our common stock are calculated as follows for the years ended December 31, 2017, 2016, and 2015: Year Ended December 31, 2017 2016 2015 Class A Common (1) Class B Common (2) Class C Common (3) Class A Common Class B Common (2) Class C Common (3) Class A Common Class B Common (2) Class C Common (3) Numerator: Net loss $ (2,169,120 ) $ (548,098 ) $ (727,848 ) $ (311,523 ) $ (65,174 ) $ (137,946 ) $ (228,933 ) $ (33,054 ) $ (110,906 ) Net loss attributable to common stockholders $ (2,169,120 ) $ (548,098 ) $ (727,848 ) $ (311,523 ) $ (65,174 ) $ (137,946 ) $ (228,933 ) $ (33,054 ) $ (110,906 ) Denominator: Basic shares: Weighted-average common shares - Basic 734,203 185,520 246,362 489,019 102,309 216,543 449,516 64,901 217,767 Diluted shares: Weighted-average common shares - Diluted 734,203 185,520 246,362 489,019 102,309 216,543 449,516 64,901 217,767 Net loss per share attributable to common stockholders: Basic $ (2.95 ) $ (2.95 ) $ (2.95 ) $ (0.64 ) $ (0.64 ) $ (0.64 ) $ (0.51 ) $ (0.51 ) $ (0.51 ) Diluted $ (2.95 ) $ (2.95 ) $ (2.95 ) $ (0.64 ) $ (0.64 ) $ (0.64 ) $ (0.51 ) $ (0.51 ) $ (0.51 ) (1) Class A common stock includes the issuance of 160.3 million shares of Class A common stock issued by us in connection with our IPO. (2) Included in the Class B common stock, for all periods presented, is Series D, E, and F preferred stock, which automatically converted to Class B common stock on the closing of the IPO. Series A, A-1, B, and C preferred stock are included in Class B common stock on the automatic conversion of such shares to 163.0 million shares of Class B common stock on the closing of the IPO. (3) Included in the Class C common stock, for all periods presented, is Series FP preferred stock which automatically converted to Class C common stock on the closing of the IPO. Additionally, 37.4 million shares of Class C common stock related to the CEO award are included in Class C common stock on the closing of the IPO. The following potentially dilutive shares were excluded from the calculation of diluted net loss per share because their effect would have been anti-dilutive for the periods presented: Year Ended December 31, 2017 2016 2015 (in thousands) Convertible voting preferred stock, Series A, A-1 and B — 146,962 146,962 Convertible non-voting preferred stock, Series C — 16,000 16,000 Stock options 32,596 44,904 43,896 Unvested RSUs not subject to a performance condition 163,796 150 404 Shares subject to repurchase — 185 4,984 |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stockholders' Equity | 3. Stockholders’ Equity Common Stock As of December 31, 2017, we are authorized to issue 3,000,000,000 shares of Class A nonvoting common stock, 700,000,000 shares of Class B voting common stock, and 260,887,848 shares of Class C voting common stock, each with a par value of $0.00001 per share. Class A common stock has no voting rights, Class B common stock is entitled to one vote per share, and Class C common stock is entitled to ten votes per share. Shares of our Class B common stock are convertible into an equivalent number of shares of our Class A common stock and generally convert into shares of our Class A common stock upon transfer. Shares of our Class C common stock are convertible into an equivalent number of shares of our Class B common stock and generally convert into shares of our Class B common stock upon transfer. Any dividends paid to the holders of the Class A common stock, Class B common stock, and Class C common stock will be paid on a pro rata basis. For the year ended December 31, 2017, we did not declare any dividends. On a liquidation event, as defined in our amended and restated certificate of incorporation, any distribution to common stockholders is made on a pro rata basis to the holders of the Class A common stock, Class B common stock, and Class C common stock. As of December 31, 2017, there were 883,021,991 shares, 122,563,920 shares, and 216,615,870 shares of Class A common stock, Class B common stock, and Class C common stock, respectively, issued and outstanding. Stock-based Compensation Plans We maintain three share-based employee compensation plans: the 2017 Equity Incentive Plan (“2017 Plan”), the 2014 Equity Incentive Plan (“2014 Plan”), and the 2012 Equity Incentive Plan (“2012 Plan”, and collectively with the 2017 Plan and the 2014 Plan, the “Stock Plans”). In January 2017, our board of directors adopted the 2017 Plan, and in February 2017 our stockholders approved the 2017 Plan, effective on March 1, 2017, which serves as the successor to the 2014 Plan and 2012 Plan and provides for the grant of incentive stock options to employees, including employees of any parent or subsidiary, and for the grant of nonstatutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance stock awards, performance cash awards, and other forms of stock awards to employees, directors, and consultants, including employees and consultants of our affiliates. We do not expect to grant any additional awards under the 2014 Plan or 2012 Plan as of the effective date of the 2017 Plan, other than awards for up to 2,500,000 shares of Class A common stock to our employees and consultants in France under the 2014 Plan. Outstanding awards under the 2014 Plan and 2012 Plan continue to be subject to the terms and conditions of the 2014 Plan and 2012 Plan, respectively. Shares available for grant under the 2014 Plan and 2012 Plan, which were reserved but not issued or subject to outstanding awards under the 2014 Plan or 2012 Plan, respectively, as of the effective date of the 2017 Plan, were added to the reserves of the 2017 Plan. We initially reserved 87,270,108 shares of our Class A common stock for future issuance under the 2017 Plan. An additional number of shares of Class A common stock will be added to the 2017 Plan equal to (i) 96,993,064 shares of Class A common stock reserved for future issuance pursuant to outstanding stock options and unvested RSUs under the 2014 Plan, (ii) 37,228,865 shares of Class A common stock issuable on conversion of Class B common stock underlying stock options and unvested RSUs outstanding the 2012 Plan, (iii) 17,858,235 shares of Class A common stock that were reserved for issuance under the 2014 Plan as of the date the 2017 Plan became effective, (iv) 11,004,580 shares of Class A common stock issuable on conversion Class B common stock that were reserved for issuance under the 2012 Plan as of the date the 2017 Plan became effective, and (v) a maximum of 86,737,997 shares of Class A common stock that will be added pursuant to the following sentence. With respect to each share that returns to the 2017 Plan pursuant to (i) and (ii) of the prior sentence that was associated with an award that was outstanding under the 2014 Plan and 2012 Plan as of October 31, 2016, an additional share of Class A common stock will be added to the share reserve of the 2017 Plan, up to a maximum of 86,737,997 shares In July 2017, we acquired Placed, Inc. (“Placed”), a location-based measurement services company. See Note 4 for additional information. In connection with the Placed acquisition, we assumed certain outstanding stock options under Placed, Inc.’s 2011 Equity Incentive Plan, as amended. Additionally, we granted shares of restricted stock, which were not issued under any existing Placed equity incentive plans or the Stock Plans, and that will settle in shares of Class A common stock. 2017 Employee Stock Purchase Plan In January 2017, our board of directors adopted the 2017 Employee Stock Purchase Plan (“2017 ESPP”). Our stockholders approved the 2017 ESPP in February 2017. The 2017 ESPP became effective in connection with the IPO. A total of 16,484,690 shares of Class A common stock were initially reserved for issuance under the 2017 ESPP. No shares of our Class A common stock have been purchased under the 2017 ESPP. The number of shares of our Class A common stock reserved for issuance will automatically increase on January 1st of each calendar year, beginning on January 1, 2018 through January 1, 2027, by the lesser of (1) 1.0% of the total number of shares of our common stock outstanding on the last day of the calendar month before the date of the automatic increase, and (2) 15,000,000 shares; provided that before the date of any such increase, our board of directors may determine that such increase will be less than the amount set forth in clauses (1) and (2). Restricted Stock The following table summarizes the restricted stock activity during the year ended December 31, 2017: Class A Outstanding Restricted Stock Class B Outstanding Restricted Stock Weighted- Average Grant Date Fair Value per Restricted Stock (in thousands, except per share data) Unvested at December 31, 2016 152,114 28,581 $ 15.50 Granted (1) 66,762 — $ 16.37 Vested (45,026 ) (18,912 ) $ 15.08 Forfeited (17,845 ) (1,878 ) $ 16.59 Unvested at December 31, 2017 156,005 7,791 $ 15.89 (1) Includes 1.5 million restricted stock granted in connection with acquisitions. The total fair value of RSUs vested during the years ended December 31, 2017, 2016, and 2015 was $967.6 million, $11.8 million, and $4.4 million, respectively. Total unrecognized compensation cost related to Pre-2017 RSUs was $620.0 million as of December 31, 2017 and is expected to be recognized over a weighted-average period of 2.5 years. Total unrecognized compensation cost related to Post-2017 RSUs, including awards granted in connection with the Placed acquisition, was $809.5 million as of December 31, 2017 and is expected to be recognized over a weighted-average period of 4.2 years. For the year ended December 31, 2017, for RSUs issued to employees, we withheld 25.3 million shares of common stock by net settlement and remitted $394.2 million in cash to meet the related tax withholding requirements on behalf of our employees. Beginning in November 2017, in connection with the vesting of a majority of employee RSUs, we sold a portion of the shares that vested on behalf of employees to satisfy tax withholding and remittance obligations. We will continue to evaluate the method of settlement of RSUs that vest in the future. Stock Options The following table summarizes the stock option award activity under the Stock Plans during the year ended December 31, 2017: Class A Number of Shares Class B Number of Shares Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (1) (in thousands, except per share data) Outstanding at December 31, 2016 23,718 21,186 $ 1.13 6.97 $ 682,565 Granted and assumed (2) 7,027 — $ 13.62 — $ — Exercised (9,928 ) (9,396 ) $ 0.59 — $ — Forfeited (10 ) — $ 0.77 — $ — Outstanding at December 31, 2017 20,807 11,790 $ 4.10 4.99 $ 343,110 Exercisable at December 31, 2017 17,326 11,302 $ 4.10 4.54 $ 301,587 Vested and expected to vest at December 31, 2017 20,798 11,787 $ 4.10 4.98 $ 343,077 (1) The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying stock option awards and the assessed fair value of our common stock as of December 31, 2016 or the closing market price of our Class A common stock as of December 31, 2017. (2) Amount includes assumed options from Placed, Inc.’s 2011 Equity Incentive Plan, as amended. The weighted-average fair value of employee stock options granted and assumed during the years ended December 31, 2017 and 2016 was $5.84 and $15.10 per share, respectively which reflects the post-Stock Split per share value. Total unrecognized compensation cost related to unvested stock options was $35.7 million as of December 31, 2017 We did not grant any stock options in 2015. The total grant date fair value of stock options that vested in the years ended December 31, 2017, 2016, and 2015 was $58.6 million, $15.5 million, and $24.6 million respectively. The intrinsic value of stock options exercised in the years ended December 31, 2017, 2016, and 2015 was $276.5 million, $21.6 million, and $1.8 million, respectively. Stock-based compensation expense for stock options granted to employees and non-employees is estimated based on the option’s fair value as calculated by the Black-Scholes option pricing model. The Black-Scholes model requires various assumptions, including the fair value of our common stock, expected life, expected dividend yield and expected volatility. If any of the assumptions used in the Black-Scholes model change significantly, stock-based compensation expense may differ materially in the future from that recorded in the current period. The expected term of options represents the period that our stock-based awards are expected to be outstanding. The risk-free interest rate is based on the implied yield currently available on U.S. treasury notes with terms approximately equal to the expected life of the option. The expected dividend rate is zero as we currently have no history or expectation of declaring cash dividends on our common stock. The weighted-average assumptions used to determine the fair value of employee stock options granted and assumed during the year ended December 31, 2017 were as follows: Expected term from grant date (in years) 3.0 Risk-free interest rate 1.9 % Expected volatility 51 % Dividend yield 0 % Strike price $ 13.62 Stock-Based Compensation Expense Total stock-based compensation expense by function is as follows: Year Ended December 31, 2017 2016 2015 (in thousands) Cost of revenue $ 26,071 $ 532 $ 488 Research and development 1,154,430 21,935 10,309 Sales and marketing 236,474 3,956 3,534 General and administrative 1,222,920 5,419 59,193 Total $ 2,639,895 $ 31,842 $ 73,524 |
Business Acquisitions
Business Acquisitions | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Business Acquisitions | 4. Business Acquisitions 2017 Acquisitions Placed, Inc. In July 2017, we acquired Placed, Inc. (“Placed”), a location-based measurement services company. The purpose of the acquisition was to enhance our measurement capabilities. The total consideration was $185.9 million, of which $139.6 million represents purchase consideration and includes $135.2 million in cash paid to sellers, $3.9 million for the fair value of assumed options, and $0.5 million of liabilities due to the sellers. The remaining $46.3 million of total consideration transferred represents compensation for future employment services. The allocation of purchase price is preliminary and is subject to additional information related to the liabilities that existed as of the acquisition date. The preliminary allocation of the total purchase consideration for this acquisition is estimated as follows: Total (in thousands) Cash $ 6,919 Trademarks 2,700 Technology 22,400 Customer relationships 11,800 Goodwill 103,995 Net deferred tax liability (13,520 ) Other assets acquired and liabilities assumed, net 5,296 Total $ 139,590 The goodwill amount represents synergies related to our existing platform expected to be realized from this business combination and assembled workforce. The associated goodwill and intangible assets are not deductible for tax purposes. Zenly SAS In May 2017, we acquired Zenly SAS, a company that develops a location-based application that allows users to see where their friends are on a map. The purpose of the acquisition was to enhance the functionality of our platform. The total consideration paid was $213.3 million in cash, of which $196.1 million represents purchase consideration and includes $186.8 million in cash paid to the sellers and $9.3 million of liabilities due to the sellers. The remaining $17.2 million of total consideration transferred represents compensation for future employment services. The allocation of the total purchase consideration for this acquisition is estimated as follows: Total (in thousands) Cash $ 22,610 Technology 23,000 Goodwill 154,353 Net deferred tax liability (2,418 ) Other assets acquired and liabilities assumed, net (1,428 ) Total $ 196,117 The goodwill amount represents synergies related to our existing platform expected to be realized from this business combination and assembled workforce. The associated goodwill and intangible assets are not deductible for tax purposes. Other Acquisitions In March 2017, we acquired all outstanding shares of a company that operates a cloud hosted platform for building content online. The company was acquired to enhance the functionality of our platform. In June 2017, we acquired a component of a business from a social advertising software company that was integrated with our existing advertising platform and adds advertising tools to our advertising customers. In the fourth quarter 2017, we acquired several companies to enhance our existing platform, technology, and workforce. The total purchase consideration for these other acquisitions was $101.9 million, which included $95.3 million in cash and $6.6 million recorded in other liabilities on the consolidated balance sheets. The preliminary allocation of the total purchase consideration for the above other acquisitions is as follows: Total (in thousands) Cash $ 1,701 Technology 49,325 Customer relationships 2,100 Goodwill 48,408 Net deferred tax liability (1,976 ) Other assets acquired and liabilities assumed, net 2,382 Total $ 101,940 The goodwill amount represents synergies related to our existing platform expected to be realized from these business combinations and assembled workforce. Of the technology intangible assets, customer relationships, and goodwill in the above table, $40.1 million, $1.6 million, and $30.3 million, is deductible for tax purposes, respectively. Additional Information on 2017 Acquisitions For all acquisitions in 2017, we provided for a combined $171.1 million in the form of RSUs to certain continuing employees of the companies in exchange for future service. In addition, unaudited pro forma results of operations assuming the above acquisitions had taken place at the beginning of each period are not provided because the historical operating results of the acquired entities were not material and pro forma results would not be materially different from reported results for the periods presented. 2016 Acquisitions Bitstrips In March 2016, we acquired all outstanding shares of Bitstrips Inc. (“Bitstrips”), a web and mobile application that allows users to create a personal avatar. The total purchase consideration was $64.2 million, which includes $46.6 million in cash and $11.6 million in shares of our non-voting Class A common stock. Of the total purchase consideration, $6.0 million was recorded in accrued expenses and other current liabilities on the consolidated balance sheet. The allocation of the total purchase consideration for the acquisition of Bitstrips is as follows: Total (in thousands) Technology $ 15,700 Customer relationships 1,600 Goodwill 52,671 Net deferred tax liability (4,585 ) Other assets acquired and liabilities assumed, net (1,162 ) Total $ 64,224 The goodwill amount represents synergies related to our existing platform expected to be realized from this business combination and assembled workforce. The associated goodwill and intangible assets are not deductible for tax purposes. Other Acquisitions In August 2016, we acquired all outstanding shares of a mobile search company. The total purchase consideration was $114.5 million, which includes $21.0 million in cash and $83.0 million in shares of our non-voting Class A common stock. Of the total purchase consideration, $10.5 million was recorded in other liabilities on the consolidated balance sheet. The allocation of the total purchase consideration for the acquisition is as follows: Total (in thousands) Technology $ 19,400 Goodwill 98,826 Net deferred tax liability (7,112 ) Other assets acquired and liabilities assumed, net 3,421 Total $ 114,535 The goodwill amount represents synergies related to our existing platform expected to be realized from this business combination and assembled workforce. The associated goodwill and intangible assets are not deductible for tax purposes. In addition, in 2016, we acquired all outstanding shares of a research and development-driven computer vision software company and substantially all of the assets of various companies that specialize in the areas of software and advertising technologies. Each of the acquisitions constituted a business. The total consideration transferred for these acquisitions was $47.0 million. Of the total purchase consideration, $4.6 million was recorded in other liabilities on the consolidated balance sheet. The allocation of the total purchase consideration for the above mentioned acquisitions is as follows: Total (in thousands) Technology $ 12,300 Goodwill 35,266 Net deferred tax liability (500 ) Other assets acquired and liabilities assumed, net (97 ) Total $ 46,969 The goodwill amount represents synergies related to our existing platform expected to be realized from these business combinations and assembled workforce. Of the technology intangible assets and goodwill in the above table, $9.8 million and $30.7 million is deductible for tax purposes, respectively. Additional Information on 2016 Acquisitions In connection with the acquisitions completed during the year ended December 31, 2016, we also agreed to provide additional consideration of $255.2 million, in both stock and cash, to certain employees of the acquired entities contingent on their continued employment with us. 2015 Acquisitions Looksery In April 2015, we acquired Looksery, Inc. (“Looksery”). Looksery is a mobile video communication company that specializes in creating lenses for use within applications and was acquired to enhance the functionality of our platform. The total purchase consideration was $79.4 million. In addition to the purchase consideration, we provided for an additional $71.2 million, of which $43.6 million is in the form of restricted stock units to employees for future services. The remaining $27.6 million relates to cash payments, a portion of which was paid at the acquisition close and the remainder will be paid to employees for future services over the four years after the transaction. We also incurred $16.4 million in transaction-related costs, which are included in general and administrative expense in the consolidated statement of operations for the year ended December 31, 2015. The allocation of the total purchase consideration for the acquisition of Looksery is as follows: Total (in thousands) Technology $ 18,800 Customer relationships 2,200 Goodwill 64,433 Net deferred tax liability (7,700 ) Other assets acquired and liabilities assumed, net 1,692 Total $ 79,425 The goodwill amount represents synergies related to our existing platform expected to be realized from this business combination and assembled workforce. The associated goodwill and intangible assets are not deductible for tax purposes. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 5. Goodwill and Intangible Assets The changes in the carrying amount of goodwill for the years ended December 31, 2017 and 2016 were as follows: Goodwill (in thousands) Balance as of December 31, 2015 $ 133,944 Goodwill acquired 186,763 Foreign currency translation (1,570 ) Balance as of December 31, 2016 $ 319,137 Goodwill acquired 306,756 Foreign currency translation 13,989 Balance as of December 31, 2017 $ 639,882 Intangible assets consisted of the following: December 31, 2017 Weighted- Average Remaining Useful Life - Years Gross Carrying Amount Accumulated Amortization Net (in thousands except years) Domain names 2.1 $ 5,418 $ 3,210 $ 2,208 Trademarks 2.3 5,772 2,701 3,071 Acquired developed technology 4.7 180,396 45,435 134,961 Customer relationships 2.6 15,558 3,506 12,052 Patents 7.8 17,150 2,969 14,181 $ 224,294 $ 57,821 $ 166,473 December 31, 2016 Weighted- Average Remaining Useful Life - Years Gross Carrying Amount Accumulated Amortization Net (in thousands except years) Domain names 3.0 $ 5,000 $ 2,157 $ 2,843 Trademarks 2.6 3,072 1,829 1,243 Non-compete agreements 0.3 243 226 17 Acquired developed technology 4.1 83,137 20,569 62,568 Customer relationships 1.0 3,752 2,569 1,183 Patents 9.2 9,450 1,322 8,128 $ 104,654 $ 28,672 $ 75,982 Amortization of intangible assets for the years ended December 31, 2017, 2016, and 2015 was $31.5 million, $16.2 million, and $9.5 million, respectively. As of December 31, 2017, the estimated intangible asset amortization expense for the next five years and thereafter is as follows: Estimated Amortization (in thousands) Year ending December 31, 2018 $ 42,420 2019 38,488 2020 31,999 2021 24,967 2022 15,134 Thereafter 13,465 Total $ 166,473 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 6. Commitments and Contingencies Commitments Leases We entered into various non-cancelable lease agreements for certain of our offices with original lease periods expiring between 2017 and 2027. Certain of the arrangements have free rent periods or escalating rent payment provisions. We recognize rent expense under such arrangements on a straight-line basis. Our future minimum lease payments required under these non-cancelable operating lease obligations as of December 31, 2017, are as follows: Operating Leases (in thousands) Year ending December 31, 2018 $ 49,649 2019 59,860 2020 60,129 2021 58,552 2022 47,372 Thereafter 144,440 Total minimum lease payments $ 420,002 Operating lease expenses for the years ended December 31, 2017, 2016, and 2015 were $53.2 million, $26.9 million, and $11.3 million, respectively. We have several lease agreements where we are deemed the owner under build-to-suit lease accounting. The value of the leased property and corresponding financing obligations are included in property and equipment, net and other liabilities, respectively, on our consolidated balance sheets as of December 31, 2017. Our future minimum lease payments required under non-cancelable financing lease obligations, which exclusively relate to our build-to-suit leases, as of December 31, 2017, are as follows: Financing Leases (in thousands) Year ending December 31, 2018 $ 4,726 2019 4,796 2020 4,947 2021 5,092 2022 5,167 Thereafter 20,785 Total minimum lease payments $ 45,513 We recognize an increase in value of the asset as additional building costs are incurred during the construction period and a corresponding increase in the lease financing obligation for any construction costs to be reimbursed by the landlord. As of December 31, 2017, $16.0 million of lease financing obligations are included in other liabilities on our consolidated balance sheets. Contractual Commitments We have non-cancelable contractual agreements related to the hosting of our data storage processing, storage, and other computing services. In January 2017, we entered into the Google Cloud Platform License Agreement, which was amended in September 2017 and again in December 2017. Under the agreement, we were granted a license to access and use certain cloud services. The agreement has an initial term of five years and we are required to purchase at least $400.0 million of cloud services in each year of the agreement. For each of the first four years, up to 15% of this amount may be moved to a subsequent year. If we fail to meet the minimum purchase commitment during any year, we are required to pay the difference. In March 2016, we entered into the AWS Enterprise Agreement for the use of cloud services from Amazon Web Services, Inc. (“AWS”), which was amended in March 2016 and again in February 2017. The agreement will continue indefinitely until terminated by either party. Under the February 2017 addendum to the agreement, we committed to spend $1.0 billion between January 2017 and December 2021 on AWS services ($50.0 million in 2017, $125.0 million in 2018, $200.0 million in 2019, $275.0 million in 2020, and $350.0 million in 2021). If we fail to meet the minimum purchase commitment during any year, we are required to pay the difference. Any such payment may be applied to future use of AWS services during the addendum term, although it will not count towards meeting the future minimum purchase commitments under the addendum. We also have various other non-cancelable contractual commitments related to purchase agreements. During the third quarter of 2017, based on management’s updated assessment, we recorded $39.9 million of charges related to Spectacles inventory. The charges were primarily related to excess inventory reserves and inventory purchase commitment cancellation charges. As of December 31, 2017, there are no material hardware inventory commitments. The future minimum contractual commitment including commitments less than one year, as of December 31, 2017 for each of the next five years are as follows: Minimum Commitment (in thousands) Year ending December 31, 2018 $ 533,704 2019 604,427 2020 675,055 2021 750,000 2022 33,333 Thereafter — Total minimum lease payments $ 2,596,519 Contingencies We record a loss contingency when it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. We also disclose material contingencies when we believe a loss is not probable but reasonably possible. Accounting for contingencies requires us to use judgment related to both the likelihood of a loss and the estimate of the amount or range of loss. Many legal and tax contingencies can take years to be resolved. Pending Matters Beginning in May 2017, we, certain of our officers and directors, and the underwriters for our IPO were named as defendants in securities class actions purportedly brought on behalf of purchasers of our Class A common stock, alleging violation of securities laws in connection with our IPO. Management believes these lawsuits are without merit and intends to vigorously defend them. Based on the preliminary nature of the proceedings in this case, the outcome of this matter remains uncertain. The outcomes of our legal proceedings are inherently unpredictable, subject to significant uncertainties, and could be material to our financial condition, results of operations, and cash flows for a particular period. For the pending matter described above, it is not possible to estimate the reasonably possible loss or range of loss. We are subject to various other legal proceedings and claims in the ordinary course of business, including certain patent, trademark, and privacy matters. Although occasional adverse decisions or settlements may occur, we do not believe that the final disposition of any of our other pending matters will seriously harm our business, financial condition, results of operations, and cash flows. Settlement In September 2014, two individuals filed a lawsuit against us and our two founders in the Superior Court of California for Los Angeles County. The complaint alleged two causes of action—common-law right of publicity and statutory right of publicity—based on allegations that the defendants improperly used the plaintiffs’ images in promoting Snapchat for Android. In May 2017, the parties entered into a settlement agreement that resolved all claims among the parties. The settlement was not material. In June 2017, the parties filed a stipulation of dismissal with the court. Indemnifications In the ordinary course of business, we may provide indemnifications of varying scope and terms to customers, vendors, lessors, investors, directors, officers, employees, and other parties with respect to certain matters. Indemnification may include losses from our breach of such agreements, services we provide, or third party intellectual property infringement claims. These indemnifications may survive termination of the underlying agreement and the maximum potential amount of future indemnification payments may not be subject to a cap. We have not incurred material costs to defend lawsuits or settle claims related to these indemnifications as of December 31, 2017. We believe the fair value of these liabilities is immaterial and accordingly have no liabilities recorded for these agreements at December 31, 2017. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 7. Fair Value Measurements Assets and liabilities measured at fair value are classified into the following categories: • Level 1: Quoted market prices in active markets for identical assets or liabilities. • Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. • Level 3: Unobservable inputs reflecting the reporting entity’s own assumptions or external inputs from inactive markets. We classify our marketable securities within Level 1 because we use quoted market prices to determine their fair value. We recognize transfers between levels within the fair value hierarchy, if any, at the end of each period. There were no transfers between levels during the periods presented. We determine the fair value of our marketable securities using quoted market prices. The following table sets forth our financial assets as of December 31, 2017 and 2016 that are measured at fair value on a recurring basis during the period: Fair Value December 31, 2017 December 31, 2016 (in thousands) Cash and cash equivalents Cash $ 267,715 $ 150,121 U.S. government securities 25,861 — U.S. government agency securities 40,487 — Total cash and cash equivalents $ 334,063 $ 150,121 Marketable securities U.S. government securities $ 1,350,581 $ 505,333 U.S. government agency securities 358,395 331,914 Total marketable securities $ 1,708,976 $ 837,247 The amortized cost of U.S. government securities with maturities less than one year was $1.4 billion and $502.4 million as of December 31, 2017 and 2016, respectively. The amortized cost of U.S. government securities with maturities between one and five years was zero and $3.0 million as of December 31, 2017 and 2016, respectively. The amortized cost of U.S. government agency securities with maturities of less than a year was $358.6 million and $284.7 million as of December 31, 2017 and 2016, respectively. The amortized cost of U.S. government agency securities with maturities between one and five years was zero and $47.2 million as of December 31, 2017 and 2016, respectively. Gross unrealized gains and losses for cash equivalents and marketable securities were not material as of December 31, 2017 and 2016. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 8. Income Taxes The domestic and foreign components of pre-tax loss were as follows: Year Ended December 31, 2017 2016 2015 (in thousands) Domestic $ (3,027,580 ) $ (520,482 ) $ (380,216 ) Foreign (435,828 ) (1,241 ) (266 ) Loss before income taxes $ (3,463,408 ) $ (521,723 ) $ (380,482 ) The components of our income tax (benefit) expense were as follows: Year Ended December 31, 2017 2016 2015 (in thousands) Current: Federal $ — $ — $ — State (1,784 ) 3 3 Foreign 932 869 108 Total current income tax (benefit) expense (852 ) 872 111 Deferred: Federal (12,287 ) (6,364 ) (7,141 ) State 303 (780 ) (559 ) Foreign (5,506 ) (808 ) — Total deferred income tax (benefit) expense (17,490 ) (7,952 ) (7,700 ) Income tax (benefit) expense $ (18,342 ) $ (7,080 ) $ (7,589 ) The following is a reconciliation of the statutory federal income tax rate to our effective tax rate: Year Ended December 31, 2017 2016 2015 Tax benefit (expense) computed at the federal statutory rate 34.0 % 34.0 % 34.0 % State tax benefit (expense), net of federal benefit 3.0 1.3 2.3 Change in valuation allowance (25.4 ) (34.6 ) (31.0 ) U.S. corporate tax rate reduction (11.4 ) — — Differences between U.S. and foreign tax rates on foreign income (2.4 ) — — Stock-based compensation benefit (expense) 1.1 (0.4 ) (4.2 ) Federal research & development credit benefit 1.4 1.2 0.5 Other benefits (expenses) 0.2 (0.1 ) 0.4 Total income tax benefit (expense) 0.5 % 1.4 % 2.0 % The significant components of net deferred tax balances were as follows: Year Ended December 31, 2017 2016 (in thousands) Deferred tax assets: Accrued expenses $ 10,534 $ 10,864 Deferred revenue 2,142 1,900 Intangible assets 140,771 24,089 Stock-based compensation 396,604 21,111 Net operating losses 473,110 33,276 Tax credit carryforwards 124,078 15,854 Other 2,015 1,469 Total deferred tax assets $ 1,149,254 $ 108,563 Deferred tax liabilities: Property and equipment $ (5,883 ) $ (167 ) Total deferred tax liabilities (5,883 ) (167 ) Total net deferred tax assets before valuation allowance 1,143,371 108,396 Valuation allowance (1,144,543 ) (108,872 ) Net deferred taxes $ (1,172 ) $ (476 ) Income tax benefit was $18.3 million and $7.1 million for the years ended December 31, 2017 and 2016, respectively. The effective income tax rate was 0.5% and 1.4% for the years ended December 31, 2017 and 2016, respectively. The income tax benefits for the years ended December 31, 2017 and 2016 were primarily due to discrete tax benefits of $15.5 million and $7.1 million, respectively, as a result of partial releases of valuation allowances against net deferred tax assets related to acquisitions. The net deferred tax liabilities originating from acquisitions during the periods were considered as an available source of income to realize a portion of our deferred tax assets. On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (“Tax Act”) was signed into law making significant changes to the Internal Revenue Code. Changes include, but are not limited to, a corporate tax rate decrease to 21% effective for tax years beginning after December 31, 2017. This change in tax rate resulted in a reduction in our net U.S. deferred tax assets before valuation allowance by $396.2 million, which was fully offset by a reduction in our valuation allowance. The other provisions of the Tax Act, including the one-time transition tax on the mandatory deemed repatriation of cumulative foreign earnings, did not have a material impact on our financial statements as of December 31, 2017. In December 2017, the SEC staff issued Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Tax Cuts and Jobs Act (SAB 118), which allows us to record provisional amounts during a measurement period not to extend beyond one year of the enactment date. The impact of the change in tax rate is based on estimates of our net U.S. deferred tax assets before valuation allowance as of December 31, 2017. Additionally, potential further guidance may be forthcoming from the Financial Accounting Standards Board and the Securities and Exchange Commission, as well as regulations, interpretations and rulings from federal and state tax agencies, which could result in additional impacts. As of December 31, 2017, we had an immaterial amount of unremitted earnings related to certain foreign subsidiaries. We intend to continue to reinvest our foreign earnings indefinitely and do not expect to incur any significant taxes related to such amounts. As of December 31, 2017, we had accumulated federal and state net operating loss carry-forwards of $1.6 billion and $930.2 million, respectively. The U.S. federal and state net operating loss carry-forwards will begin to expire in 2031 and 2026, respectively. As of December 31, 2017, we had $521.7 million of U.K. net operating loss carry-forwards that can be carried over indefinitely. As of December 31, 2017, we had accumulated U.S. federal and state research tax credits of $90.1 million and $39.9 million, respectively. The U.S. federal research tax credits will begin to expire in 2032. The U.S. state research tax credits do not expire. Available net operating losses may be subject to annual limitations due to ownership change limitations provided by the Internal Revenue Code of 1986, as amended (“Code”), and similar state provisions. Under Section 382 of the Code, substantial changes in our ownership and the ownership of acquired companies may limit the amount of net operating loss carry-forwards that are available to offset taxable income. The annual limitation would not automatically result in the loss of net operating loss carry-forwards but may limit the amount available in any given future period. Additional limitations on the use of these tax attributes could occur in the event of possible disputes arising in examination from various taxing authorities. We recognize valuation allowances on deferred tax assets if it is more likely than not that some or all of the deferred tax assets will not be realized. We had valuation allowances against net deferred tax assets of $1.1 billion and $108.9 million as of December 31, 2017 and 2016, respectively. In 2017, the change in the valuation allowance was primarily attributable to a net increase in our deferred tax assets resulting from the loss from operations. Uncertain Tax Positions The following table summarizes the activity related to our gross unrecognized tax benefits during the years ended December 31, 2017 and 2016: Year Ended December 31, 2017 2016 (in thousands) Beginning balance of unrecognized tax benefits $ 243,862 $ — Additions for current year tax positions 42,209 243,862 Additions for prior year tax positions 2,158 — Reductions for prior year tax positions (568 ) — Changes due to foreign currency translation adjustments 163 — Remeasurement of uncertain tax positions due to the Tax Act (84,647 ) — Ending balance of unrecognized tax benefits (excluding interest and penalties) $ 203,177 $ 243,862 Interest and penalties associated with unrecognized tax benefits 80 — Ending balance of unrecognized tax benefits (including interest and penalties) $ 203,257 $ 243,862 The total amount of gross unrecognized tax benefits, including related interest and penalties, was $203.3 million and $243.9 million as of December 31, 2017 and 2016, respectively. Substantially all of the unrecognized tax benefit was recorded as a reduction in our gross deferred tax assets, offset by a reduction in our valuation allowance. We have net unrecognized tax benefits of $2.1 million and $3.6 million that is included in other liabilities on our consolidated balance sheet as of December 31, 2017 and 2016, respectively. Assuming there continues to be a valuation allowance against deferred tax assets in future periods when gross unrecognized tax benefits are realized, this would result in a tax benefit of $2.8 million within our provision of income taxes at such time. Our policy is to recognize interest and penalties associated with tax matters as part of the income tax provision and include accrued interest and penalties with the related income tax liability on our consolidated balance sheet. During the year ended December 31, 2017, interest expense we recorded related to uncertain tax positions was not material. Any changes to unrecognized tax benefits recorded as of December 31, 2017 that are reasonably possible to occur within the next 12 months are not expected to be material. The income taxes we pay are subject to review by taxing jurisdictions globally. Our estimate of the potential outcome of any uncertain tax position is subject to management’s assessment of relevant risks, facts, and circumstances existing at that time. We believe that our estimate has adequately provided for these matters. However, our future results may include adjustments to estimates in the period the audits are resolved, which may impact our effective tax rate. Tax years ending on or after December 31, 2012 are subject to examination by federal, state, and various foreign jurisdictions. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 12 Months Ended |
Dec. 31, 2017 | |
Accumulated Other Comprehensive Income Loss [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | 9. Accumulated Other Comprehensive Income (Loss) The table below presents the changes in accumulated other comprehensive income (loss) (“AOCI”) by component and the reclassifications out of AOCI: Changes in Accumulated Other Comprehensive Income (Loss) by Component Marketable Securities Foreign Currency Translation Total (in thousands) Balance at December 31, 2016 $ 44 $ (2,101 ) $ (2,057 ) OCI before reclassifications (1) (1,137 ) 17,336 16,199 Amounts reclassified from AOCI (2) 15 — 15 Net current period OCI (1,122 ) 17,336 16,214 Balance at December 31, 2017 $ (1,078 ) $ 15,235 $ 14,157 (1) The associated income tax effects for gains / losses on marketable securities were not material. (2) Realized gains and losses on marketable securities are reclassified from AOCI into other income (expense), net in the consolidated statements of operations. |
Geographic Information
Geographic Information | 12 Months Ended |
Dec. 31, 2017 | |
Segments Geographical Areas [Abstract] | |
Geographic Information | 10. Geographic Information Revenue by geography is based on the billing address of the advertiser. The following tables list revenue and property and equipment, net by geographic area: Year Ended December 31, 2017 2016 2015 (in thousands) Revenue: United States $ 642,971 $ 355,252 $ 56,253 Rest of the world (1) 181,978 49,230 2,410 Total revenue $ 824,949 $ 404,482 $ 58,663 (1) No individual country exceeded 10% of our total revenue for any period presented. As of December 31, 2017 2016 (in thousands) Property and equipment, net: United States $ 146,862 $ 98,254 Rest of the world (1) 19,900 2,331 Total property and equipment, net $ 166,762 $ 100,585 (1) No individual country exceeded 10% of our total property and equipment, net for any period presented. |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2017 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment, Net | 11. Property and Equipment, Net Property and equipment, net, consisted of the following: As of December 31, 2017 2016 (in thousands) Computer hardware and software $ 28,685 $ 22,606 Buildings 59,530 36,854 Leasehold improvements 52,252 13,166 Land 4,630 4,630 Furniture and equipment 49,587 20,349 Construction in progress 9,841 20,790 Total 204,525 118,395 Less: accumulated depreciation and amortization (37,763 ) (17,810 ) Property and equipment, net $ 166,762 $ 100,585 Depreciation and amortization expense on property and equipment was $29.8 million, $12.9 million, and $5.8 million for the years ended December 31, 2017, 2016, and 2015 respectively. |
Balance Sheet Components
Balance Sheet Components | 12 Months Ended |
Dec. 31, 2017 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Balance Sheet Components | 12. Balance Sheet Components Accrued expenses and other current liabilities at December 31, 2017 and 2016 consisted of the following: As of December 31, 2017 2016 (in thousands) Accrued infrastructure costs $ 96,468 $ 43,529 Accrued compensation and related expenses 37,648 23,447 Partner revenue share liability 31,878 22,821 Acquisition purchase consideration liability 28,696 6,000 Accrued professional fees 15,783 11,157 Accrued tax liability 10,339 9,252 Other 54,250 32,119 Total accrued expenses and other current liabilities $ 275,062 $ 148,325 Other liabilities at December 31, 2017 and 2016 consisted of the following: As of December 31, 2017 2016 (in thousands) Lease incentive liability $ 28,114 $ 1,541 Deferred rent 22,763 8,525 Build-to-suit financing obligations 16,033 15,140 Acquisition purchase consideration liability 10,300 15,944 Other 5,773 5,984 Total other liabilities $ 82,983 $ 47,134 |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | 13. Long-Term Debt In July 2016, we entered into a five-year senior unsecured revolving credit facility (“Credit Facility”) with lenders, some of which are affiliated with certain members of the underwriting syndicate for our IPO, that allows us to borrow up to $1.1 billion to fund working capital and general corporate-purpose expenditures. The loan bears interest at LIBOR plus 0.75%, as well as an annual commitment fee of 0.10% on the daily undrawn balance of the facility. No origination fees were incurred at the closing of the Credit Facility. Any amounts outstanding under this facility will be due and payable in July 2021. In December 2016, the amount we are permitted to borrow under the Credit Facility was increased to $1.2 billion. As of December 31, 2017, no amounts were outstanding under the Credit Facility. In February 2018, the amount we are permitted to borrow under the Credit Facility was increased to $1.25 billion. |
Non-Marketable Investments
Non-Marketable Investments | 12 Months Ended |
Dec. 31, 2017 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Non-Marketable Investments | 14. Non-Marketable Investments We held investments in privately held companies with a carrying value of $22.7 million and $11.8 million as of December 31, 2017 and 2016, respectively. Our share of gains and losses in equity method investments was a net gain of $1.0 million and net losses of $3.9 million and $0.5 million for the years ended December 31, 2017, 2016, and 2015, respectively, which is included in other income (expense), net in our consolidated statements of operations. Non-marketable investments are included within other assets on the consolidated balance sheet. Such investments are reviewed periodically for impairments. No impairments were recorded in any period presented. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2017 | |
Compensation And Retirement Disclosure [Abstract] | |
Employee Benefit Plans | 15. Employee Benefit Plans We have a defined contribution 401(k) plan (the “401(k) Plan”) for our U.S.-based employees. The 401(k) Plan is for all full-time employees who meet certain eligibility requirements. Eligible employees may contribute up to 100% of their annual compensation, but are limited to the maximum annual dollar amount allowable under the Internal Revenue Code. Beginning in 2016, we match 100% of each participant’s contribution up to a maximum of 3% of the participant’s base salary, bonus, and commissions paid during the period, and we match 50% of each participant’s contribution between 3% and 5% of the participant’s base salary, bonus, and commissions paid during the period. During the years ended December 31, 2017, and 2016, we recognized expense of $12.4 million and $4.2 million, respectively, related to matching contributions. For the year ended December 31, 2015, we did not make any matching contributions. |
Summary of Significant Accoun23
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation Our consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). Our consolidated financial statements include the accounts of Snap Inc. and our wholly owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Our fiscal year ends on December 31. |
Stock Split Effected in the Form of a Stock Dividend | Stock Split Effected in the Form of a Stock Dividend On October 26, 2016, our board of directors approved a distribution of shares of Class A common stock as a dividend to the holders of all preferred stock and common stock outstanding on October 31, 2016. One share of Class A common stock was distributed for each share of preferred stock and common stock outstanding (the “Stock Split”). As a result of the Stock Split, each outstanding equity award was adjusted to entitle the award holder to receive one share of Class A common stock for each outstanding restricted stock award or stock option to acquire a share of either Class A common stock or Class B common stock. Share and per share amounts for Class A common stock disclosed for all prior periods have been retroactively adjusted to reflect the effects of the Stock Split. |
Initial Public Offering | Initial Public Offering In March 2017, we completed our initial public offering (“IPO”) in which we issued and sold 160.3 million shares of Class A common stock, inclusive of the over-allotment, at an initial public offering price of $17.00 per share and excluding shares sold in the IPO by certain of our existing stockholders. We received net proceeds of $2.6 billion after deducting underwriting discounts and commissions of $68.1 million and other offering expenses of $14.7 million. On the closing of the IPO, all shares of our then-outstanding convertible preferred stock other than Series FP preferred stock automatically converted into an aggregate of 246.8 million shares of Class B common stock and all outstanding shares of Series FP preferred stock automatically converted into 215.9 million shares of Class C common stock. Following the IPO, we have three classes of authorized common stock – Class A common stock, Class B common stock, and Class C common stock. Restricted stock units (“RSUs”) granted to employees before January 1, 2017 (“Pre-2017 RSUs”) included both service-based and performance conditions to vest in the underlying common stock. The performance condition related to these awards was satisfied on the effectiveness of the registration statement for our IPO, which occurred in March 2017. On the effectiveness of the registration statement for our IPO, we recognized $1.3 billion of stock-based compensation expense for Pre-2017 RSUs. To meet the related tax withholding requirements, we withheld 12.1 million of the 26.7 million shares of common stock issued. Based on the initial public offering price of $17.00 per share, the tax withholding obligation for these vested Pre-2017 RSUs was $206.6 million. In addition, on the closing of the IPO, our Chief Executive Officer (“CEO”) received an RSU award (“CEO award”) for 37.4 million shares of Series FP preferred stock, which automatically converted into an equivalent number of shares of Class C common stock on the closing of the IPO. The CEO award represented 3.0% of all outstanding shares on the closing of the IPO, including shares sold by us in the IPO and vested stock options and RSUs, net of shares withheld to satisfy tax withholding obligations, on the closing of the IPO. The CEO award vested immediately on the closing of the IPO, and such shares will be delivered to the CEO in equal quarterly installments over three years beginning in November 2017. There is no continuing service requirement for our CEO. The stock-based compensation expense recognized related to the CEO award was $636.6 million, which is based on the vesting of 37.4 million shares of Class C common stock on the closing of the IPO, at the initial public offering price of $17.00 per share. For the year ended December 31, 2017, in accordance with terms of the CEO award, 3.1 million shares of Class C common stock were issued, and 34.3 million shares of Class C common stock are to be issued in future periods in equal quarterly installments through 2020. The future tax benefits on settlement of the above RSUs is not expected to be material as currently we have established valuation allowances to reduce our net deferred tax assets to the amount that is more likely than not to be realized. The majority of the future tax benefits that arise on settlement of the above RSUs are in jurisdictions for which our net deferred tax assets have a full valuation allowance. |
Use of Estimates | Use of Estimates The preparation of our consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts in the consolidated financial statements. Management’s estimates are based on historical information available as of the date of the consolidated financial statements and various other assumptions that we believe are reasonable under the circumstances. Actual results could differ from those estimates. Key estimates relate primarily to determining the fair value of assets and liabilities assumed in business combinations, evaluation of contingencies, uncertain tax positions, excess inventory reserves, and the fair value of stock-based awards. On an ongoing basis, management evaluates our estimates compared to historical experience and trends, which form the basis for making judgments about the carrying value of assets and liabilities. |
Concentrations of Business Risk | Concentrations of Business Risk We currently use Google cloud services for substantially all of our hosting requirements. A disruption or loss of service from this partner could seriously harm our ability to operate. Although we believe there are other qualified providers that can provide these services, a transition to a new provider could create a significant disruption to our business and negatively impact our consolidated financial statements. |
Concentrations of Credit Risk | Concentrations of Credit Risk Financial instruments that potentially subject us to significant concentrations of credit risk consist principally of cash, cash equivalents, marketable securities, and accounts receivable. We maintain cash deposits, cash equivalent balances, and marketable securities with several financial institutions. Cash and cash equivalents may be withdrawn or redeemed on demand. We believe that the financial institutions that hold our cash and cash equivalents are financially sound and, accordingly, minimal credit risk exists with respect to these balances. We also maintain investments in U.S. government debt and agency securities that carry high credit ratings and accordingly, minimal credit risk exists with respect to these balances. We extend credit to our customers based on an evaluation of their ability to pay amounts due under contractual arrangement and generally do not obtain or require collateral. |
Revenue Recognition | Revenue Recognition We generate substantially all of our revenues by offering various advertising products on Snapchat, including Snap Ads, which are vertical full screen video advertisements, and Sponsored Creative Tools, which include Geofilters and Lenses. Sponsored Geofilters allow users to interact with an advertiser’s brand by enabling stylized brand artwork to be overlaid on a Snap. Sponsored Lenses allow users to interact with an advertiser’s brand by enabling branded interactive experiences. Revenue from our advertising products is recognized when persuasive evidence of an arrangement exists with our customers, the services have been provided or delivered, the fees are fixed or determinable, and collectability of the related receivable is reasonably assured. The majority of advertising revenue is generated from the display of advertisements on Snapchat through contractual agreements, that are either on a fixed fee basis over a period of time or based on the number of advertising impressions delivered. Revenue related to agreements based on the number of impressions delivered is recognized when the advertisement is displayed. Revenue related to fixed fee arrangements is recognized ratably over the service period, typically less than 30 days in duration, and such arrangements do not contain minimum impression guarantees. In determining whether an arrangement exists, we ensure that an agreement, such as an insertion order, has been fully executed. We determine collectability by performing ongoing credit evaluations and monitoring customer accounts receivable balances. Sales tax is excluded from reported revenue. We sell advertising directly to advertisers (“Snap-sold” revenue) and certain partners that provide content on Snapchat (“content partners”) also sell directly to advertisers (“partner-sold” revenue). Snap Ads may be subject to revenue sharing agreements between us and our content partners. Our Sponsored Creative Tools are only Snap-sold and are not subject to revenue sharing arrangements. Snap-sold revenue is recognized based on the gross amount that we charge the advertiser. Partner-sold revenue is recognized based on the net amount of revenue received from the content partners. For the years ended December 31, 2017, 2016, and 2015 approximately 94%, 91%, and 87% of our advertising revenue was Snap-sold and approximately 6%, 9%, and 13% of our advertising revenue was partner-sold, respectively. We report Snap-sold revenue on a gross basis predominately because we are the primary obligor responsible for fulfilling advertisement delivery, including the acceptability of the services delivered. For Snap-sold advertising, we enter into contractual arrangements directly with advertisers. We are directly responsible for the fulfillment of the contractual terms and any remedy for issues with such fulfillment. For Snap-sold revenue, we also have latitude in establishing the selling price with the advertiser, as we sell advertisements at a rate determined at our sole discretion. We report revenue related to transactions sold by our content partners on a net basis predominately because the content partner, and not Snap Inc., is the primary obligor responsible for fulfillment, including the acceptability of the services delivered. In partner-sold advertising arrangements, the content partner has a direct contractual relationship with the advertiser. There is no contractual relationship between us and the advertiser for partner-sold transactions. When a content partner sells advertisements, the content partner is responsible for fulfilling the advertisements, and accordingly, we have determined the content partner is the primary obligor. Additionally, we do not have any latitude in establishing the price with the advertiser for partner-sold advertising. The content partner may sell advertisements at a rate determined at its sole discretion. We also generate revenue from sales of our hardware product, Spectacles. Revenue from sales of Spectacles is recognized when delivered, risk of loss has transferred to the customer, and no significant obligations remain. We offer customers limited rights to return products and we record reductions to revenue for expected future product returns. For the periods presented, revenue from the sales of Spectacles was not material. |
Cost of Revenue | Cost of Revenue Cost of revenue includes payments made by us based on revenue share arrangements with our content partners. Under these arrangements, we pay a portion of the fees we receive from the advertisers for Snap Ads that are displayed within partner content on Snapchat. Such revenue-share costs were $96.3 million, $57.8 million, and $9.6 million for the years ended December 31, 2017, 2016, and 2015, respectively. In addition, cost of revenue consists of expenses associated with hosting costs of the Snapchat mobile application and content creation, which includes personnel-related costs and advertising measurement services. In addition, cost of revenue includes inventory costs for our Spectacles hardware product and facilities and other supporting overhead costs, including depreciation and amortization. |
Advertising | Advertising Advertising costs are expensed as incurred and were $10.9 million, $9.4 million, and $2.7 million for the years ended December 31, 2017, 2016, and 2015 respectively. |
Stock-based Compensation | Stock-based Compensation We measure and recognize compensation expense for stock-based payment awards, including stock options and RSUs granted to employees and advisors, based on the grant date fair value of the awards. Awards granted to non-employees are marked-to-market each quarter. The grant date fair value of stock options is estimated using a Black-Scholes option pricing model. The fair value of stock-based compensation for stock options is recognized on a straight-line basis, net of estimated forfeitures, over the period during which services are provided in exchange for the award. The grant date fair value of RSUs is estimated based on the fair value of our underlying common stock. Pre-2017 RSUs contained both service-based and performance conditions to vest in the underlying common stock. The service-based condition criteria is generally met 10% after the first year of service, 20% over the second year, 30% over the third year, and 40% over the fourth year. The performance condition related to these awards was satisfied on the effectiveness of the registration statement for our IPO, which occurred in March 2017. Awards which contain both service-based and performance conditions are recognized using the accelerated attribution method once the performance condition is probable of occurring. All RSUs granted after December 31, 2016 vest on the satisfaction of only a service-based condition (“Post-2017 RSUs”). The service condition is generally satisfied over four years, 10% after the first year of service, 20% over the second year, 30% over the third year, and 40% over the fourth year. In limited instances, we have issued Post-2017 RSUs with vesting periods in excess of four years. For these awards, we recognize stock-based compensation expense on a straight-line basis over the vesting period. Stock option and RSU awards issued to non-employees are accounted for at fair value. The fair value of each non-employee stock-based compensation award is re-measured each period until the earlier of the date at which the non-employee’s performance is complete or a performance commitment date is reached, which is generally the vesting date. Stock-based compensation expense for non-employee stock awards is recognized on a straight-line basis in our consolidated statements of operations. Stock-based compensation expense recognized in the Consolidated Statements of Operations for all periods presented is based on awards that are expected to vest less estimated forfeitures. We estimate the forfeiture rate of our stock-based awards based on an analysis of actual forfeitures, employee turnover, and other factors. A modification of the terms of a stock-based award is treated as an exchange of the original award for a new award with total compensation cost equal to the grant-date fair value of the original award plus the incremental value of the modification to the award. |
Income Taxes | Income Taxes We are subject to income taxes in the United States and numerous foreign jurisdictions. Deferred tax assets and liabilities are determined based on differences between the financial reporting and tax basis of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the deferred tax asset or liability is expected to be realized or settled. In evaluating our ability to recover deferred tax assets, we consider all available positive and negative evidence, including historical operating results, ongoing tax planning, and forecasts of future taxable income on a jurisdiction-by-jurisdiction basis. Based on the level of historical losses, we have established a valuation allowance to reduce our net deferred tax assets to the amount that is more likely than not to be realized. We recognize a tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in our consolidated financial statements from such positions are measured based on the largest benefit that has a greater than 50% likelihood of being realized. We recognize interest and penalties associated with tax matters as part of the income tax provision and include accrued interest and penalties with the related income tax liability on our consolidated balance sheets. |
Currency Translation and Remeasurement | Currency Translation and Remeasurement The functional currency of the majority of our foreign subsidiaries is the U.S. dollar. Monetary assets and liabilities denominated in a foreign currency are remeasured into U.S. dollars at the exchange rate on the balance sheet date. Revenue and expenses are remeasured at the average exchange rates during the period. Equity transactions and other non-monetary assets are remeasured using historical exchange rates. Foreign currency transaction gains and losses are recorded in other income (expense), net on our consolidated statement of operations. For those foreign subsidiaries where the local currency is the functional currency, adjustments to translate those statements into U.S. dollars are recorded in accumulated other comprehensive income (loss) in stockholders’ equity. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents consist of highly liquid investments with original maturities of 90 days or less from the date of purchase. |
Restricted Cash | Restricted Cash We are required to maintain restricted cash deposits to back letters of credit for certain property leases. These funds are restricted and have been classified in other assets on our consolidated balance sheets due to the nature of restriction. At December 31, 2017 and 2016, we maintained restricted cash totaling $2.9 million and $13.2 million, respectively. |
Marketable Securities | Marketable Securities We hold investments in marketable securities consisting of U.S. government securities and U.S. government agency securities. We classify our marketable securities as available-for-sale investments in our current assets because they represent investments available for current operations. Our available-for-sale investments are carried at fair value with any unrealized gains and losses, net of taxes, included in accumulated other comprehensive (loss) income in stockholders’ equity. We determine gains or losses on the sale or maturities of marketable securities using the specific identification method and these gains or losses are recorded in other income (expense), net in our consolidated statements of operations. Unrealized losses are recorded in other income (expense), net when a decline in fair value is determined to be other than temporary. |
Inventory | Inventory Prepaid expenses and other current assets include our Spectacles inventory, which consists of finished goods purchased from contract manufacturers. Inventory is stated at the lower of cost or market on a weighted-average cost basis. Inventories are written down for estimated obsolescence or excess inventory equal to the difference between the cost of inventory and estimated market value. Adjustments to reduce inventory to net realizable value are recognized in cost of revenue. |
Excess Inventory and Related Charges | Excess Inventory and Related Charges During the third quarter of 2017, based on management’s updated assessment, we recorded $39.9 million of charges related to Spectacles inventory. The charges were composed of $19.5 million of excess inventory reserves, $17.9 million of inventory purchase commitment cancellation charges, and $2.5 million of asset impairments. As of December 31, 2017, Spectacles inventory included in prepaid expenses and other current assets was not material. |
Non-Marketable Investments | Non-Marketable Investments We account for non-marketable investments under the cost method when we are not able to exercise significant influence over the investee. When we exercise significant influence over, but do not control the investee, such non-marketable investments are accounted for using the equity method. Under the equity method of accounting, we record our share of the results of the investments within other income (expense), net in our consolidated statements of operations. |
Fair Value Measurements | Fair Value Measurements Certain financial instruments are required to be recorded at fair value. Other financial instruments, including cash and cash equivalents and restricted cash, are recorded at cost, which approximates fair value. Additionally, accounts receivable, accounts payable and accrued expenses approximate fair value because of the short-term nature of these financial instruments. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable are recorded at the invoiced amount less any allowance for doubtful accounts to reserve for potentially uncollectible receivables. To determine the amount of the allowance, we make judgments about the creditworthiness of customers based on ongoing credit evaluation and historical experience. At December 31, 2017 and 2016, the allowance for doubtful accounts was immaterial. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost, less accumulated depreciation. We compute depreciation using the straight-line method over the estimated useful lives of the assets, which is generally three years for computer hardware and software, five years for furniture and equipment, and over the shorter of lease term or useful life of the assets for leasehold improvements. Buildings are depreciated over a useful life ranging from 25 to 45 years. Maintenance and repairs are expensed as incurred. |
Build-to-Suit Leases | Build-to-Suit Leases We capitalize construction in progress and record a corresponding long-term liability for build-to-suit lease agreements where we are considered the owner, for accounting purposes, during the construction period. For buildings under build-to-suit lease arrangements where we have taken occupancy, which do not qualify for sales recognition under the sale-leaseback accounting guidance, we determined that we continue to be the deemed owner of these buildings. This is principally due to our significant investment in tenant improvements. As a result, the buildings are being depreciated over the shorter of their useful lives or the related lease term. At occupancy, the long-term construction obligations are considered long-term finance lease obligations and are recorded as other liabilities with amounts payable during the next 12 months recorded as accrued expenses and other current liabilities on the consolidated balance sheets. Assets capitalized under build-to-suit leases were $54.0 million and $47.7 million as of December 31, 2017 and 2016, respectively. A portion of the assets were placed into service during the year ended December 31, 2016, resulting in an immaterial amount of depreciation expense for the year ended December 31, 2016. Depreciation expense for assets capitalized under build-to-suit leases was $2.6 million for the year ended December 31, 2017. |
Software Development Costs | Software Development Costs Software development costs include costs to develop software to be used to meet internal needs and applications used to deliver our services. We capitalize development costs related to these software applications once the preliminary project stage is complete and it is probable that the project will be completed and the software will be used to perform the function intended. Costs capitalized for developing such software applications were not material for the periods presented. |
Segments | Segments Our CEO is our chief operating decision maker. Our CEO reviews financial information presented on a consolidated basis, accompanied by disaggregated information about revenue by geographic region. There are no segment managers who are held accountable by the chief operating decision maker for operations, operating results, and planning for levels or components below the consolidated unit level. We therefore have determined we have a single operating segment. |
Business Combinations | Business Combinations We include the results of operations of the businesses that we acquire from the date of acquisition. We determine the fair value of the assets acquired and liabilities assumed based on their estimated fair values as of the respective date of acquisition. The excess purchase price over the fair values of identifiable assets and liabilities is recorded as goodwill. Determining the fair value of assets acquired and liabilities assumed requires management to use significant judgment and estimates including the selection of valuation methodologies, estimates of future revenue and cash flows, discount rates and selection of comparable companies. Our estimates of fair value are based on assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. During the measurement period, not to exceed one year from the date of acquisition, we may record adjustments to the assets acquired and liabilities assumed, with a corresponding offset to goodwill. At the conclusion of the measurement period, any subsequent adjustments are reflected in the consolidated statements of operations. When we issue payments or grants of equity to selling shareholders in connection with an acquisition, we evaluate whether the payments or awards are compensatory. This evaluation includes whether cash payments or stock award vesting is contingent on the continued employment of the selling stockholder beyond the acquisition date. If continued employment is required for the cash to be paid or stock awards to vest, the award is treated as compensation for post-acquisition services and is recognized as compensation expense. Transaction costs associated with business combinations are expensed as incurred, and are included in general and administrative expenses in our consolidated statements of operations. |
Goodwill | Goodwill Goodwill represents the excess of the purchase price over the fair value of net assets acquired in a business combination. We test goodwill for impairment at least annually, in the fourth quarter, or whenever events or changes in circumstances indicate that goodwill might be impaired. For all periods presented, we had a single operating segment and reporting unit structure. In testing for goodwill impairment, we first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If, after assessing the totality of events or circumstances, we determine it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then additional impairment testing is not required. However, if we conclude otherwise, we perform the first of a two-step impairment test. The first step compares the estimated fair value of a reporting unit to its book value, including goodwill. If the estimated fair value exceeds book value, goodwill is considered not to be impaired and no additional steps are necessary. However, if the fair value of the reporting unit is less than book value, then under the second step the carrying amount of the goodwill is compared to its implied fair value. There were no impairment charges in any of the periods presented. |
Intangible Assets | Intangible Assets Intangible assets are carried at cost and amortized on a straight-line basis over their estimated useful lives. We determine the appropriate useful life of our intangible assets by measuring the expected cash flows of acquired assets. The estimated useful lives of intangible assets are as follows: Intangible Asset Estimated Useful Life Domain names 5 Years Trademarks 1 to 5 Years Non-compete agreements 1 to 3 Years Acquired developed technology 5 to 7 Years Customer relationships 2 to 5 Years Patents 3 to 11 Years |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets We evaluate recoverability of our property and equipment and intangible assets, excluding goodwill, when events or changes indicate the carrying amount of an asset may not be recoverable. Events and changes in circumstances considered in determining whether the carrying value of long-lived assets may not be recoverable include: significant changes in performance relative to expected operating results; significant changes in asset use; and significant negative industry or economic trends and changes in our business strategy. Recoverability of these assets is measured by comparison of their carrying amount to future undiscounted cash flows to be generated. If impairment is indicated based on a comparison of the assets’ carrying values and the undiscounted cash flows, the impairment loss is measured as the amount by which the carrying amount of the assets exceeds the fair value of the assets. We determined that there were no events or changes in circumstances that indicated our long-lived assets were impaired during any of the periods presented. |
Legal Contingencies | Legal Contingencies For legal contingencies, we accrue a liability for an estimated loss if the potential loss from any claim or legal proceeding is considered probable, and the amount can be reasonably estimated. Note 6 provides additional information regarding our legal contingencies. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In January 2017, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standards Update (“ASU”) 2017-01, Business Combinations (Topic 805) Clarifying the Definition of a Business In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash, In October 2016, the FASB issued ASU 2016-16, Income Taxes (Topic 740): Intra-Entity Transfer of Assets Other than Inventory In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). Revenue Recognition, The most significant aspect of our evaluation of Topic 606 related to ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net). We adopted Topic 606 effective January 1, 2018 using the modified retrospective transition method. The adoption did not have a material impact on our consolidated financial statements. |
Summary of Significant Accoun24
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Estimated Useful Lives of Intangible Assets | The estimated useful lives of intangible assets are as follows: Intangible Asset Estimated Useful Life Domain names 5 Years Trademarks 1 to 5 Years Non-compete agreements 1 to 3 Years Acquired developed technology 5 to 7 Years Customer relationships 2 to 5 Years Patents 3 to 11 Years |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Numerators and Denominators of Basic and Diluted Net Loss per Share Computations for Common Stock | The numerators and denominators of the basic and diluted net loss per share computations for our common stock are calculated as follows for the years ended December 31, 2017, 2016, and 2015: Year Ended December 31, 2017 2016 2015 Class A Common (1) Class B Common (2) Class C Common (3) Class A Common Class B Common (2) Class C Common (3) Class A Common Class B Common (2) Class C Common (3) Numerator: Net loss $ (2,169,120 ) $ (548,098 ) $ (727,848 ) $ (311,523 ) $ (65,174 ) $ (137,946 ) $ (228,933 ) $ (33,054 ) $ (110,906 ) Net loss attributable to common stockholders $ (2,169,120 ) $ (548,098 ) $ (727,848 ) $ (311,523 ) $ (65,174 ) $ (137,946 ) $ (228,933 ) $ (33,054 ) $ (110,906 ) Denominator: Basic shares: Weighted-average common shares - Basic 734,203 185,520 246,362 489,019 102,309 216,543 449,516 64,901 217,767 Diluted shares: Weighted-average common shares - Diluted 734,203 185,520 246,362 489,019 102,309 216,543 449,516 64,901 217,767 Net loss per share attributable to common stockholders: Basic $ (2.95 ) $ (2.95 ) $ (2.95 ) $ (0.64 ) $ (0.64 ) $ (0.64 ) $ (0.51 ) $ (0.51 ) $ (0.51 ) Diluted $ (2.95 ) $ (2.95 ) $ (2.95 ) $ (0.64 ) $ (0.64 ) $ (0.64 ) $ (0.51 ) $ (0.51 ) $ (0.51 ) (1) Class A common stock includes the issuance of 160.3 million shares of Class A common stock issued by us in connection with our IPO. (2) Included in the Class B common stock, for all periods presented, is Series D, E, and F preferred stock, which automatically converted to Class B common stock on the closing of the IPO. Series A, A-1, B, and C preferred stock are included in Class B common stock on the automatic conversion of such shares to 163.0 million shares of Class B common stock on the closing of the IPO. (3) Included in the Class C common stock, for all periods presented, is Series FP preferred stock which automatically converted to Class C common stock on the closing of the IPO. Additionally, 37.4 million shares of Class C common stock related to the CEO award are included in Class C common stock on the closing of the IPO. |
Schedule of Potentially Dilutive Shares Excluded from Calculation of Diluted Net Loss per Share | The following potentially dilutive shares were excluded from the calculation of diluted net loss per share because their effect would have been anti-dilutive for the periods presented: Year Ended December 31, 2017 2016 2015 (in thousands) Convertible voting preferred stock, Series A, A-1 and B — 146,962 146,962 Convertible non-voting preferred stock, Series C — 16,000 16,000 Stock options 32,596 44,904 43,896 Unvested RSUs not subject to a performance condition 163,796 150 404 Shares subject to repurchase — 185 4,984 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Restricted Stock Activity | The following table summarizes the restricted stock activity during the year ended December 31, 2017: Class A Outstanding Restricted Stock Class B Outstanding Restricted Stock Weighted- Average Grant Date Fair Value per Restricted Stock (in thousands, except per share data) Unvested at December 31, 2016 152,114 28,581 $ 15.50 Granted (1) 66,762 — $ 16.37 Vested (45,026 ) (18,912 ) $ 15.08 Forfeited (17,845 ) (1,878 ) $ 16.59 Unvested at December 31, 2017 156,005 7,791 $ 15.89 (1) Includes 1.5 million restricted stock granted in connection with acquisitions. |
Summary of Stock Option Award Activity | The following table summarizes the stock option award activity under the Stock Plans during the year ended December 31, 2017: Class A Number of Shares Class B Number of Shares Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (1) (in thousands, except per share data) Outstanding at December 31, 2016 23,718 21,186 $ 1.13 6.97 $ 682,565 Granted and assumed (2) 7,027 — $ 13.62 — $ — Exercised (9,928 ) (9,396 ) $ 0.59 — $ — Forfeited (10 ) — $ 0.77 — $ — Outstanding at December 31, 2017 20,807 11,790 $ 4.10 4.99 $ 343,110 Exercisable at December 31, 2017 17,326 11,302 $ 4.10 4.54 $ 301,587 Vested and expected to vest at December 31, 2017 20,798 11,787 $ 4.10 4.98 $ 343,077 (1) The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying stock option awards and the assessed fair value of our common stock as of December 31, 2016 or the closing market price of our Class A common stock as of December 31, 2017. (2) Amount includes assumed options from Placed, Inc.’s 2011 Equity Incentive Plan, as amended. |
Summary of Weighted-Average Assumptions Used To Determine Fair Value of Employee Stock Options Granted | The weighted-average assumptions used to determine the fair value of employee stock options granted and assumed during the year ended December 31, 2017 were as follows: Expected term from grant date (in years) 3.0 Risk-free interest rate 1.9 % Expected volatility 51 % Dividend yield 0 % Strike price $ 13.62 |
Summary of Total Stock-based Compensation Expense | Total stock-based compensation expense by function is as follows: Year Ended December 31, 2017 2016 2015 (in thousands) Cost of revenue $ 26,071 $ 532 $ 488 Research and development 1,154,430 21,935 10,309 Sales and marketing 236,474 3,956 3,534 General and administrative 1,222,920 5,419 59,193 Total $ 2,639,895 $ 31,842 $ 73,524 |
Business Acquisitions (Tables)
Business Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Placed, Inc. | |
Business Acquisition [Line Items] | |
Summary of Total Purchase Consideration Allocation | The preliminary allocation of the total purchase consideration for this acquisition is estimated as follows: Total (in thousands) Cash $ 6,919 Trademarks 2,700 Technology 22,400 Customer relationships 11,800 Goodwill 103,995 Net deferred tax liability (13,520 ) Other assets acquired and liabilities assumed, net 5,296 Total $ 139,590 |
Zenly SAS | |
Business Acquisition [Line Items] | |
Summary of Total Purchase Consideration Allocation | The allocation of the total purchase consideration for this acquisition is estimated as follows: Total (in thousands) Cash $ 22,610 Technology 23,000 Goodwill 154,353 Net deferred tax liability (2,418 ) Other assets acquired and liabilities assumed, net (1,428 ) Total $ 196,117 |
Other Acquisitions | |
Business Acquisition [Line Items] | |
Summary of Total Purchase Consideration Allocation | The preliminary allocation of the total purchase consideration for the above other acquisitions is as follows: Total (in thousands) Cash $ 1,701 Technology 49,325 Customer relationships 2,100 Goodwill 48,408 Net deferred tax liability (1,976 ) Other assets acquired and liabilities assumed, net 2,382 Total $ 101,940 |
Bitstrips Inc. | |
Business Acquisition [Line Items] | |
Summary of Total Purchase Consideration Allocation | The allocation of the total purchase consideration for the acquisition of Bitstrips is as follows: Total (in thousands) Technology $ 15,700 Customer relationships 1,600 Goodwill 52,671 Net deferred tax liability (4,585 ) Other assets acquired and liabilities assumed, net (1,162 ) Total $ 64,224 |
Mobile Search Company | |
Business Acquisition [Line Items] | |
Summary of Total Purchase Consideration Allocation | The allocation of the total purchase consideration for the acquisition is as follows: Total (in thousands) Technology $ 19,400 Goodwill 98,826 Net deferred tax liability (7,112 ) Other assets acquired and liabilities assumed, net 3,421 Total $ 114,535 |
Computer Vision Software Company | |
Business Acquisition [Line Items] | |
Summary of Total Purchase Consideration Allocation | The allocation of the total purchase consideration for the above mentioned acquisitions is as follows: Total (in thousands) Technology $ 12,300 Goodwill 35,266 Net deferred tax liability (500 ) Other assets acquired and liabilities assumed, net (97 ) Total $ 46,969 |
Looksery, Inc. | |
Business Acquisition [Line Items] | |
Summary of Total Purchase Consideration Allocation | The allocation of the total purchase consideration for the acquisition of Looksery is as follows: Total (in thousands) Technology $ 18,800 Customer relationships 2,200 Goodwill 64,433 Net deferred tax liability (7,700 ) Other assets acquired and liabilities assumed, net 1,692 Total $ 79,425 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Changes in Carrying Amount of Goodwill | The changes in the carrying amount of goodwill for the years ended December 31, 2017 and 2016 were as follows: Goodwill (in thousands) Balance as of December 31, 2015 $ 133,944 Goodwill acquired 186,763 Foreign currency translation (1,570 ) Balance as of December 31, 2016 $ 319,137 Goodwill acquired 306,756 Foreign currency translation 13,989 Balance as of December 31, 2017 $ 639,882 |
Schedule of Intangible Assets | Intangible assets consisted of the following: December 31, 2017 Weighted- Average Remaining Useful Life - Years Gross Carrying Amount Accumulated Amortization Net (in thousands except years) Domain names 2.1 $ 5,418 $ 3,210 $ 2,208 Trademarks 2.3 5,772 2,701 3,071 Acquired developed technology 4.7 180,396 45,435 134,961 Customer relationships 2.6 15,558 3,506 12,052 Patents 7.8 17,150 2,969 14,181 $ 224,294 $ 57,821 $ 166,473 December 31, 2016 Weighted- Average Remaining Useful Life - Years Gross Carrying Amount Accumulated Amortization Net (in thousands except years) Domain names 3.0 $ 5,000 $ 2,157 $ 2,843 Trademarks 2.6 3,072 1,829 1,243 Non-compete agreements 0.3 243 226 17 Acquired developed technology 4.1 83,137 20,569 62,568 Customer relationships 1.0 3,752 2,569 1,183 Patents 9.2 9,450 1,322 8,128 $ 104,654 $ 28,672 $ 75,982 |
Schedule of Estimated Intangible Asset Amortization Expense | As of December 31, 2017, the estimated intangible asset amortization expense for the next five years and thereafter is as follows: Estimated Amortization (in thousands) Year ending December 31, 2018 $ 42,420 2019 38,488 2020 31,999 2021 24,967 2022 15,134 Thereafter 13,465 Total $ 166,473 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Lease Payments for Operating Leases | Our future minimum lease payments required under these non-cancelable operating lease obligations as of December 31, 2017, are as follows: Operating Leases (in thousands) Year ending December 31, 2018 $ 49,649 2019 59,860 2020 60,129 2021 58,552 2022 47,372 Thereafter 144,440 Total minimum lease payments $ 420,002 |
Schedule of Future Minimum Payments for Financing Leases | Our future minimum lease payments required under non-cancelable financing lease obligations, which exclusively relate to our build-to-suit leases, as of December 31, 2017, are as follows: Financing Leases (in thousands) Year ending December 31, 2018 $ 4,726 2019 4,796 2020 4,947 2021 5,092 2022 5,167 Thereafter 20,785 Total minimum lease payments $ 45,513 |
Schedule of Future Minimum Contractual Commitment | The future minimum contractual commitment including commitments less than one year, as of December 31, 2017 for each of the next five years are as follows: Minimum Commitment (in thousands) Year ending December 31, 2018 $ 533,704 2019 604,427 2020 675,055 2021 750,000 2022 33,333 Thereafter — Total minimum lease payments $ 2,596,519 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Summary of Financial Assets Measured at Fair Value on Recurring Basis | The following table sets forth our financial assets as of December 31, 2017 and 2016 that are measured at fair value on a recurring basis during the period: Fair Value December 31, 2017 December 31, 2016 (in thousands) Cash and cash equivalents Cash $ 267,715 $ 150,121 U.S. government securities 25,861 — U.S. government agency securities 40,487 — Total cash and cash equivalents $ 334,063 $ 150,121 Marketable securities U.S. government securities $ 1,350,581 $ 505,333 U.S. government agency securities 358,395 331,914 Total marketable securities $ 1,708,976 $ 837,247 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Schedule of Domestic and Foreign Components of Pre-Tax Loss | The domestic and foreign components of pre-tax loss were as follows: Year Ended December 31, 2017 2016 2015 (in thousands) Domestic $ (3,027,580 ) $ (520,482 ) $ (380,216 ) Foreign (435,828 ) (1,241 ) (266 ) Loss before income taxes $ (3,463,408 ) $ (521,723 ) $ (380,482 ) |
Schedule of Components of Income Tax (Benefit) Expense | The components of our income tax (benefit) expense were as follows: Year Ended December 31, 2017 2016 2015 (in thousands) Current: Federal $ — $ — $ — State (1,784 ) 3 3 Foreign 932 869 108 Total current income tax (benefit) expense (852 ) 872 111 Deferred: Federal (12,287 ) (6,364 ) (7,141 ) State 303 (780 ) (559 ) Foreign (5,506 ) (808 ) — Total deferred income tax (benefit) expense (17,490 ) (7,952 ) (7,700 ) Income tax (benefit) expense $ (18,342 ) $ (7,080 ) $ (7,589 ) |
Summary of Reconciliation of Statutory Federal Income Tax Rate | The following is a reconciliation of the statutory federal income tax rate to our effective tax rate: Year Ended December 31, 2017 2016 2015 Tax benefit (expense) computed at the federal statutory rate 34.0 % 34.0 % 34.0 % State tax benefit (expense), net of federal benefit 3.0 1.3 2.3 Change in valuation allowance (25.4 ) (34.6 ) (31.0 ) U.S. corporate tax rate reduction (11.4 ) — — Differences between U.S. and foreign tax rates on foreign income (2.4 ) — — Stock-based compensation benefit (expense) 1.1 (0.4 ) (4.2 ) Federal research & development credit benefit 1.4 1.2 0.5 Other benefits (expenses) 0.2 (0.1 ) 0.4 Total income tax benefit (expense) 0.5 % 1.4 % 2.0 % |
Summary of Significant Components of Net Deferred Tax Balances | The significant components of net deferred tax balances were as follows: Year Ended December 31, 2017 2016 (in thousands) Deferred tax assets: Accrued expenses $ 10,534 $ 10,864 Deferred revenue 2,142 1,900 Intangible assets 140,771 24,089 Stock-based compensation 396,604 21,111 Net operating losses 473,110 33,276 Tax credit carryforwards 124,078 15,854 Other 2,015 1,469 Total deferred tax assets $ 1,149,254 $ 108,563 Deferred tax liabilities: Property and equipment $ (5,883 ) $ (167 ) Total deferred tax liabilities (5,883 ) (167 ) Total net deferred tax assets before valuation allowance 1,143,371 108,396 Valuation allowance (1,144,543 ) (108,872 ) Net deferred taxes $ (1,172 ) $ (476 ) |
Summary of Activity Related to Gross Unrecognized Tax Benefits | The following table summarizes the activity related to our gross unrecognized tax benefits during the years ended December 31, 2017 and 2016: Year Ended December 31, 2017 2016 (in thousands) Beginning balance of unrecognized tax benefits $ 243,862 $ — Additions for current year tax positions 42,209 243,862 Additions for prior year tax positions 2,158 — Reductions for prior year tax positions (568 ) — Changes due to foreign currency translation adjustments 163 — Remeasurement of uncertain tax positions due to the Tax Act (84,647 ) — Ending balance of unrecognized tax benefits (excluding interest and penalties) $ 203,177 $ 243,862 Interest and penalties associated with unrecognized tax benefits 80 — Ending balance of unrecognized tax benefits (including interest and penalties) $ 203,257 $ 243,862 |
Accumulated Other Comprehensi32
Accumulated Other Comprehensive Income (Loss) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accumulated Other Comprehensive Income Loss [Abstract] | |
Schedule of Changes in Accumulated Other Comprehensive Income (Loss) | The table below presents the changes in accumulated other comprehensive income (loss) (“AOCI”) by component and the reclassifications out of AOCI: Changes in Accumulated Other Comprehensive Income (Loss) by Component Marketable Securities Foreign Currency Translation Total (in thousands) Balance at December 31, 2016 $ 44 $ (2,101 ) $ (2,057 ) OCI before reclassifications (1) (1,137 ) 17,336 16,199 Amounts reclassified from AOCI (2) 15 — 15 Net current period OCI (1,122 ) 17,336 16,214 Balance at December 31, 2017 $ (1,078 ) $ 15,235 $ 14,157 (1) The associated income tax effects for gains / losses on marketable securities were not material. (2) Realized gains and losses on marketable securities are reclassified from AOCI into other income (expense), net in the consolidated statements of operations. |
Geographic Information (Tables)
Geographic Information (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Segments Geographical Areas [Abstract] | |
Revenue and Property and Equipment, Net by Geographic Area | Revenue by geography is based on the billing address of the advertiser. The following tables list revenue and property and equipment, net by geographic area: Year Ended December 31, 2017 2016 2015 (in thousands) Revenue: United States $ 642,971 $ 355,252 $ 56,253 Rest of the world (1) 181,978 49,230 2,410 Total revenue $ 824,949 $ 404,482 $ 58,663 (1) No individual country exceeded 10% of our total revenue for any period presented. As of December 31, 2017 2016 (in thousands) Property and equipment, net: United States $ 146,862 $ 98,254 Rest of the world (1) 19,900 2,331 Total property and equipment, net $ 166,762 $ 100,585 (1) No individual country exceeded 10% of our total property and equipment, net for any period presented. |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Property Plant And Equipment [Abstract] | |
Summary of Property and Equipment, Net | Property and equipment, net, consisted of the following: As of December 31, 2017 2016 (in thousands) Computer hardware and software $ 28,685 $ 22,606 Buildings 59,530 36,854 Leasehold improvements 52,252 13,166 Land 4,630 4,630 Furniture and equipment 49,587 20,349 Construction in progress 9,841 20,790 Total 204,525 118,395 Less: accumulated depreciation and amortization (37,763 ) (17,810 ) Property and equipment, net $ 166,762 $ 100,585 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Schedule of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities at December 31, 2017 and 2016 consisted of the following: As of December 31, 2017 2016 (in thousands) Accrued infrastructure costs $ 96,468 $ 43,529 Accrued compensation and related expenses 37,648 23,447 Partner revenue share liability 31,878 22,821 Acquisition purchase consideration liability 28,696 6,000 Accrued professional fees 15,783 11,157 Accrued tax liability 10,339 9,252 Other 54,250 32,119 Total accrued expenses and other current liabilities $ 275,062 $ 148,325 |
Schedule of Other liabilities | Other liabilities at December 31, 2017 and 2016 consisted of the following: As of December 31, 2017 2016 (in thousands) Lease incentive liability $ 28,114 $ 1,541 Deferred rent 22,763 8,525 Build-to-suit financing obligations 16,033 15,140 Acquisition purchase consideration liability 10,300 15,944 Other 5,773 5,984 Total other liabilities $ 82,983 $ 47,134 |
Summary of Significant Accoun36
Summary of Significant Accounting Policies - Additional Information (Details) | Oct. 26, 2016 | Mar. 31, 2017USD ($)$ / sharesshares | Sep. 30, 2017USD ($) | Mar. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) |
Summary Of Significant Accounting Policies [Line Items] | |||||||
Net proceeds from initial public offering | $ 2,657,797,000 | ||||||
Stock-based compensation expense | 2,639,895,000 | $ 31,842,000 | $ 73,524,000 | ||||
Tax withholding obligation | 394,156,000 | ||||||
Advertising revenue-share cost | 96,300,000 | 57,800,000 | 9,600,000 | ||||
Advertising cost | $ 10,900,000 | 9,400,000 | $ 2,700,000 | ||||
Percentage of tax benefits likelihood of being realized | greater than 50% | ||||||
Highly liquid investments with original maturities | 90 days or less | ||||||
Restricted cash | $ 2,900,000 | $ 13,200,000 | |||||
Charges related to inventory | $ 39,900,000 | ||||||
Asset Impairment Charges | 2,500,000 | ||||||
Number of operating segment | 1 | 1 | 1 | ||||
Number of reporting unit | 1 | 1 | 1 | ||||
Goodwill impairment charges | $ 0 | $ 0 | $ 0 | ||||
Build-to-suit Leases | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Assets capitalized | 54,000,000 | $ 47,700,000 | |||||
Leases assets depreciation expense | $ 2,600,000 | ||||||
Computer Hardware and Software | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Property and equipment estimated useful life | 3 years | ||||||
Furniture and Equipment | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Property and equipment estimated useful life | 5 years | ||||||
Purchase Commitment | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Charges related to inventory | 17,900,000 | ||||||
Inventory Valuation Reserve | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Charges related to inventory | $ 19,500,000 | ||||||
Snap Sold | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Advertising revenue percentage | 94.00% | 91.00% | 87.00% | ||||
Partner Sold | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Advertising revenue percentage | 6.00% | 9.00% | 13.00% | ||||
Maximum | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Revenue recognition period | 30 days | ||||||
Business combination measurement period | 1 year | ||||||
Maximum | Buildings | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Property and equipment estimated useful life | 45 years | ||||||
Minimum | Buildings | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Property and equipment estimated useful life | 25 years | ||||||
Pre-2017 RSUs | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Initial public offering price per share | $ / shares | $ 17 | ||||||
Shares withheld for payroll taxes | shares | 12,100,000 | 25,300,000 | |||||
Common stock issued | shares | 26,700,000 | ||||||
Tax withholding obligation | $ 206,600,000 | $ 394,200,000 | |||||
Pre-2017 RSUs | First Year | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Award vesting percentage | 10.00% | ||||||
Pre-2017 RSUs | Second Year | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Award vesting percentage | 20.00% | ||||||
Pre-2017 RSUs | Third Year | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Award vesting percentage | 30.00% | ||||||
Pre-2017 RSUs | Fourth Year | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Award vesting percentage | 40.00% | ||||||
Post-2017 RSUs | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Service condition satisfied, years | 4 years | ||||||
Post-2017 RSUs | First Year | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Award vesting percentage | 10.00% | ||||||
Post-2017 RSUs | Second Year | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Award vesting percentage | 20.00% | ||||||
Post-2017 RSUs | Third Year | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Award vesting percentage | 30.00% | ||||||
Post-2017 RSUs | Fourth Year | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Award vesting percentage | 40.00% | ||||||
IPO | Pre-2017 RSUs | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Stock-based compensation expense | $ 1,300,000,000 | ||||||
Class A Common Stock | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Stock split ratio | 1 | ||||||
Stock split description | One share of Class A common stock was distributed for each share of preferred stock and common stock outstanding (the “Stock Split”). | ||||||
Share based compensation arrangement by share based payment award vesting | shares | 45,026,000 | ||||||
Class A Common Stock | IPO | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Common stock, shares issued and sold | shares | 160,300,000 | 160,300,000 | |||||
Initial public offering price per share | $ / shares | $ 17 | $ 17 | |||||
Net proceeds from initial public offering | $ 2,600,000,000 | ||||||
Underwriting discounts and commissions | 68,100,000 | ||||||
Other stock offering expenses | $ 14,700,000 | ||||||
Class B Common Stock | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Common stock issued | shares | 122,563,920 | ||||||
Share based compensation arrangement by share based payment award vesting | shares | 18,912,000 | ||||||
Class B Common Stock | IPO | Convertible Preferred Stock Other Than Series FP Preferred Stock | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Conversion of convertible preferred stock into common stock | shares | 246,800,000 | ||||||
Class C Common Stock | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Common stock issued | shares | 216,615,870 | ||||||
Class C Common Stock | IPO | CEO | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Common stock issued | shares | 3,100,000 | ||||||
Shares to be issued in future periods | shares | 34,300,000 | ||||||
Class C Common Stock | IPO | CEO Award | CEO | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Initial public offering price per share | $ / shares | $ 17 | ||||||
Stock-based compensation expense | $ 636,600,000 | ||||||
Percentage of outstanding shares | 3.00% | ||||||
Share based compensation arrangement by share based payment award vesting | shares | 37,400,000 | ||||||
Vested awards, distribution period | 3 years | ||||||
Vested awards, distribution description | The CEO award vested immediately on the closing of the IPO, and such shares will be delivered to the CEO in equal quarterly installments over three years beginning in November 2017. | ||||||
Class C Common Stock | IPO | Series FP Preferred Stock | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Stock split ratio | 1 | ||||||
Conversion of convertible preferred stock into common stock | shares | 215,900,000 | ||||||
Class C Common Stock | IPO | Series FP Preferred Stock | CEO Award | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Conversion of convertible preferred stock into common stock | shares | 37,400,000 | ||||||
Class C Common Stock | IPO | Series FP Preferred Stock | CEO Award | CEO | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Conversion of convertible preferred stock into common stock | shares | 37,400,000 |
Summary of Significant Accoun37
Summary of Significant Accounting Policies - Summary of Estimated Useful Lives of Intangible Assets (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Domain Names | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated Useful Life | 5 years |
Trademarks | Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated Useful Life | 1 year |
Trademarks | Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated Useful Life | 5 years |
Non-compete Agreements | Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated Useful Life | 1 year |
Non-compete Agreements | Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated Useful Life | 3 years |
Acquired Developed Technology | Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated Useful Life | 5 years |
Acquired Developed Technology | Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated Useful Life | 7 years |
Customer Relationships | Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated Useful Life | 2 years |
Customer Relationships | Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated Useful Life | 5 years |
Patents | Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated Useful Life | 3 years |
Patents | Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated Useful Life | 11 years |
Net Loss per Share - Additional
Net Loss per Share - Additional Information (Details) - IPO | 12 Months Ended |
Dec. 31, 2017 | |
Series D, E, and F Preferred Stock | Class B Common Stock | |
Earnings Per Share [Line Items] | |
Conversion ratio | 1 |
Series FP Preferred Stock | Class C Common Stock | |
Earnings Per Share [Line Items] | |
Conversion ratio | 1 |
Series A, A-1, B, and C Preferred Stock | Class B Common Stock | |
Earnings Per Share [Line Items] | |
Conversion ratio | 1 |
Net Loss per Share - Numerators
Net Loss per Share - Numerators and Denominators of Basic and Diluted Net Loss per Share Computations for Common Stock (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Numerator: | |||
Net loss | $ (3,445,066) | $ (514,643) | $ (372,893) |
Net loss per share attributable to common stockholders: | |||
Basic | $ (2.95) | $ (0.64) | $ (0.51) |
Diluted | $ (2.95) | $ (0.64) | $ (0.51) |
Class A Common Stock | |||
Numerator: | |||
Net loss | $ (2,169,120) | $ (311,523) | $ (228,933) |
Net loss attributable to common stockholders | $ (2,169,120) | $ (311,523) | $ (228,933) |
Basic shares: | |||
Weighted-average common shares - Basic | 734,203 | 489,019 | 449,516 |
Diluted shares: | |||
Weighted-average common shares - Diluted | 734,203 | 489,019 | 449,516 |
Net loss per share attributable to common stockholders: | |||
Basic | $ (2.95) | $ (0.64) | $ (0.51) |
Diluted | $ (2.95) | $ (0.64) | $ (0.51) |
Class B Common Stock | |||
Numerator: | |||
Net loss | $ (548,098) | $ (65,174) | $ (33,054) |
Net loss attributable to common stockholders | $ (548,098) | $ (65,174) | $ (33,054) |
Basic shares: | |||
Weighted-average common shares - Basic | 185,520 | 102,309 | 64,901 |
Diluted shares: | |||
Weighted-average common shares - Diluted | 185,520 | 102,309 | 64,901 |
Net loss per share attributable to common stockholders: | |||
Basic | $ (2.95) | $ (0.64) | $ (0.51) |
Diluted | $ (2.95) | $ (0.64) | $ (0.51) |
Class C Common Stock | |||
Numerator: | |||
Net loss | $ (727,848) | $ (137,946) | $ (110,906) |
Net loss attributable to common stockholders | $ (727,848) | $ (137,946) | $ (110,906) |
Basic shares: | |||
Weighted-average common shares - Basic | 246,362 | 216,543 | 217,767 |
Diluted shares: | |||
Weighted-average common shares - Diluted | 246,362 | 216,543 | 217,767 |
Net loss per share attributable to common stockholders: | |||
Basic | $ (2.95) | $ (0.64) | $ (0.51) |
Diluted | $ (2.95) | $ (0.64) | $ (0.51) |
Net Loss per Share - Numerato40
Net Loss per Share - Numerators and Denominators of Basic and Diluted Net Loss per Share Computations for Common Stock (Parenthetical) (Details) - IPO - shares shares in Millions | 1 Months Ended | 12 Months Ended |
Mar. 31, 2017 | Dec. 31, 2017 | |
Class A Common Stock | ||
Earnings Per Share [Line Items] | ||
Common stock, shares issued | 160.3 | 160.3 |
Class B Common Stock | Series A, A-1, B, and C Preferred Stock | ||
Earnings Per Share [Line Items] | ||
Conversion of convertible preferred stock into common stock | 163 | |
Class C Common Stock | Series FP Preferred Stock | ||
Earnings Per Share [Line Items] | ||
Conversion of convertible preferred stock into common stock | 215.9 | |
Class C Common Stock | Series FP Preferred Stock | CEO Award | ||
Earnings Per Share [Line Items] | ||
Conversion of convertible preferred stock into common stock | 37.4 |
Net Loss per Share - Schedule o
Net Loss per Share - Schedule of Potentially Dilutive Shares Excluded from Calculation of Diluted Net Loss per Share (Details) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Convertible Voting Preferred Stock, Series A, A-1, and B | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Anti-dilutive securities excluded from calculation of diluted net loss per share | 146,962 | 146,962 | |
Convertible Non-voting Preferred Stock, Series C | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Anti-dilutive securities excluded from calculation of diluted net loss per share | 16,000 | 16,000 | |
Stock Options | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Anti-dilutive securities excluded from calculation of diluted net loss per share | 32,596 | 44,904 | 43,896 |
Unvested RSUs Not Subject to a Performance Condition | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Anti-dilutive securities excluded from calculation of diluted net loss per share | 163,796 | 150 | 404 |
Shares Subject to Repurchase | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Anti-dilutive securities excluded from calculation of diluted net loss per share | 185 | 4,984 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2017USD ($)shares | Dec. 31, 2017USD ($)Plan$ / sharesshares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of share-based employee compensation plans | Plan | 3 | |||
Tax withholding obligation | $ | $ 394,156,000 | |||
Weighted-average fair value of employee stock options | $ / shares | $ 5.84 | $ 15.10 | ||
Unrecognized compensation cost related to stock options granted and assumed | $ | $ 35,700,000 | |||
Options granted during period | 0 | |||
Fair values of options vested | $ | 58,600,000 | $ 15,500,000 | $ 24,600,000 | |
Intrinsic values of stock options exercised | $ | $ 276,500,000 | 21,600,000 | 1,800,000 | |
Expected dividend rate | 0.00% | |||
Maximum | 2017 Equity Incentive Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Percentage of capital stock outstanding | 5.00% | |||
Shares reserved for issuance, automatic increase date | Jan. 1, 2027 | |||
Minimum | 2017 Equity Incentive Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Shares reserved for issuance, automatic increase date | Jan. 1, 2018 | |||
Stock Options | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Weighted average recognition period | 2 years 3 months 18 days | |||
Expected dividend rate | 0.00% | |||
Stock Options | Maximum | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Maximum term for stock options from the grant date | 10 years | |||
RSUs | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Fair value of RSUs vested | $ | $ 967,600,000 | $ 11,800,000 | $ 4,400,000 | |
Pre-2017 RSUs | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Common stock issued | 26,700,000 | |||
Unrecognized compensation cost | $ | $ 620,000,000 | |||
Weighted average recognition period | 2 years 6 months | |||
Shares withheld for payroll taxes | 12,100,000 | 25,300,000 | ||
Tax withholding obligation | $ | $ 206,600,000 | $ 394,200,000 | ||
Post-2017 RSUs | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Unrecognized compensation cost | $ | $ 809,500,000 | |||
Weighted average recognition period | 4 years 2 months 12 days | |||
Class A Non-voting Common Stock | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Common stock authorized to issue | 3,000,000,000 | 1,500,000,000 | ||
Common stock par value | $ / shares | $ 0.00001 | $ 0.00001 | ||
Common stock voting rights | no voting rights | |||
Common stock dividends declared | $ / shares | $ 0 | |||
Common stock issued | 883,021,991 | 504,902,000 | ||
Common stock outstanding | 883,021,991 | 504,902,000 | ||
Class B Common Stock | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Common stock authorized to issue | 700,000,000 | |||
Common stock par value | $ / shares | $ 0.00001 | |||
Common stock voting rights | one vote | |||
Common stock dividends declared | $ / shares | $ 0 | |||
Common stock issued | 122,563,920 | |||
Common stock outstanding | 122,563,920 | |||
Class C Common Stock | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Common stock authorized to issue | 260,887,848 | |||
Common stock par value | $ / shares | $ 0.00001 | |||
Common stock voting rights | ten votes | |||
Common stock dividends declared | $ / shares | $ 0 | |||
Common stock issued | 216,615,870 | |||
Common stock outstanding | 216,615,870 | |||
Class A Common Stock | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Awards granted to employees and consultants | 66,762,000 | |||
Class A Common Stock | 2017 Equity Incentive Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Common stock reserved for future issuance | 87,270,108 | |||
Class A Common Stock | 2014 Equity Incentive Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Common stock reserved for future issuance | 17,858,235 | |||
Class A Common Stock | 2012 Equity Incentive Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Common stock reserved for future issuance | 11,004,580 | |||
Class A Common Stock | 2017 Employee Stock Purchase Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Common stock reserved for future issuance | 16,484,690 | |||
Number of shares purchased under plan | 0 | |||
Class A Common Stock | Maximum | 2017 Equity Incentive Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Additional common stock reserved for future issuance | 86,737,997 | |||
Class A Common Stock | Maximum | 2017 Employee Stock Purchase Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Shares reserved for issuance, automatic increase date | Jan. 1, 2027 | |||
Percentage of number of shares, common stock outstanding | 1.00% | |||
Increase in number of shares reserved for issuance | 15,000,000 | |||
Class A Common Stock | Minimum | 2017 Employee Stock Purchase Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Shares reserved for issuance, automatic increase date | Jan. 1, 2018 | |||
Class A Common Stock | 2014 Equity Incentive Plan | Maximum | France | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Awards granted to employees and consultants | 2,500,000 | |||
Class A Common Stock | Stock Options And Unvested RSUs | 2014 Equity Incentive Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Common stock reserved for future issuance | 96,993,064 | |||
Class A Common Stock | Stock Options And Unvested RSUs | 2012 Equity Incentive Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Common stock reserved for future issuance | 37,228,865 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Restricted Stock Activity (Details) shares in Thousands | 12 Months Ended |
Dec. 31, 2017$ / sharesshares | |
Restricted Stock | |
Weighted Average Grant Date Fair Value per Restricted Stock | |
Weighted Average Grant Date Fair Value per Restricted Stock, Unvested Beginning Balance | $ / shares | $ 15.50 |
Weighted Average Grant Date Fair Value per Restricted Stock, Granted | $ / shares | 16.37 |
Weighted Average Grant Date Fair Value per Restricted Stock, Vested | $ / shares | 15.08 |
Weighted Average Grant Date Fair Value per Restricted Stock, Forfeited | $ / shares | 16.59 |
Weighted Average Grant Date Fair Value per Restricted Stock, Unvested Ending Balance | $ / shares | $ 15.89 |
Class A Common Stock | |
Outstanding Restricted Stock | |
Outstanding Restricted Stock, Unvested Beginning Balance | 152,114 |
Outstanding Restricted Stock, Granted | 66,762 |
Outstanding Restricted Stock, Vested | (45,026) |
Outstanding Restricted Stock, Forfeited | (17,845) |
Outstanding Restricted Stock, Unvested Ending Balance | 156,005 |
Class B Common Stock | |
Outstanding Restricted Stock | |
Outstanding Restricted Stock, Unvested Beginning Balance | 28,581 |
Outstanding Restricted Stock, Vested | (18,912) |
Outstanding Restricted Stock, Forfeited | (1,878) |
Outstanding Restricted Stock, Unvested Ending Balance | 7,791 |
Stockholders' Equity - Summar44
Stockholders' Equity - Summary of Restricted Stock Activity (Parenthetical) (Details) - Class A Common Stock shares in Thousands | 12 Months Ended |
Dec. 31, 2017shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Outstanding Restricted Stock, Granted | 66,762 |
Restricted Stock | Placed, Inc. | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Outstanding Restricted Stock, Granted | 1,500 |
Stockholders' Equity - Summar45
Stockholders' Equity - Summary of Stock Option Award Activity (Details) - Stock Options - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Weighted Average Exercise Price | ||
Weighted Average Exercise Price, Beginning balance | $ 1.13 | |
Weighted Average Exercise Price, Granted and assumed | 13.62 | |
Weighted Average Exercise Price, Exercised | 0.59 | |
Weighted Average Exercise Price, Forfeited | 0.77 | |
Weighted Average Exercise Price, Ending balance | 4.10 | $ 1.13 |
Weighted Average Exercise Price, Exercisable | 4.10 | |
Weighted Average Exercise Price, Vested and expected to vest | $ 4.10 | |
Weighted Average Remaining Contractual Term | ||
Weighted Average Remaining Contractual Term (in years) | 4 years 11 months 26 days | 6 years 11 months 19 days |
Weighted Average Remaining Contractual Term (in years), Exercisable | 4 years 6 months 14 days | |
Weighted Average Remaining Contractual Term (in years), Vested and expected to vest | 4 years 11 months 23 days | |
Aggregate Intrinsic Value | ||
Aggregate Intrinsic Value | $ 343,110 | $ 682,565 |
Aggregate Intrinsic Value, Exercisable | 301,587 | |
Aggregate Intrinsic Value, Vested and expected to vest | $ 343,077 | |
Class A Common Stock | ||
Number of Shares | ||
Number of Shares, Beginning balance | 23,718 | |
Number of Shares, Granted and assumed | 7,027 | |
Number of Shares, Exercised | (9,928) | |
Number of Shares, Forfeited | (10) | |
Number of Shares, Ending balance | 20,807 | 23,718 |
Number of Shares, Exercisable | 17,326 | |
Number of Shares, Vested and expected to vest | 20,798 | |
Class B Common Stock | ||
Number of Shares | ||
Number of Shares, Beginning balance | 21,186 | |
Number of Shares, Exercised | (9,396) | |
Number of Shares, Ending balance | 11,790 | 21,186 |
Number of Shares, Exercisable | 11,302 | |
Number of Shares, Vested and expected to vest | 11,787 |
Stockholders' Equity - Summar46
Stockholders' Equity - Summary of Weighted-Average Assumptions Used To Determine Fair Value of Employee Stock Options Granted (Details) | 12 Months Ended |
Dec. 31, 2017$ / shares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Expected term from grant date (in years) | 3 years |
Risk-free interest rate | 1.90% |
Expected volatility | 51.00% |
Expected dividend rate | 0.00% |
Strike price | $ 13.62 |
Stockholders' Equity - Summar47
Stockholders' Equity - Summary of Total Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total | $ 2,639,895 | $ 31,842 | $ 73,524 |
Cost of Revenue | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total | 26,071 | 532 | 488 |
Research and Development | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total | 1,154,430 | 21,935 | 10,309 |
Sales and Marketing | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total | 236,474 | 3,956 | 3,534 |
General and Administrative | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total | $ 1,222,920 | $ 5,419 | $ 59,193 |
Business Acquisitions - Additio
Business Acquisitions - Additional Information (Details) - USD ($) $ in Millions | 1 Months Ended | 6 Months Ended | 12 Months Ended | ||||||
Jul. 31, 2017 | May 31, 2017 | Aug. 31, 2016 | Mar. 31, 2016 | Apr. 30, 2015 | Jun. 30, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2017 | |
Business Acquisition [Line Items] | |||||||||
Goodwill deductible for tax purposes | $ 30.3 | ||||||||
RSUs to certain continuing employees in exchange for future service | $ 171.1 | ||||||||
Additional purchase consideration payment in stock and cash | $ 255.2 | ||||||||
Customer Relationships | |||||||||
Business Acquisition [Line Items] | |||||||||
Intangible assets deductible for tax purposes | 1.6 | ||||||||
Acquired Developed Technology | |||||||||
Business Acquisition [Line Items] | |||||||||
Intangible assets deductible for tax purposes | 40.1 | ||||||||
Placed, Inc. | |||||||||
Business Acquisition [Line Items] | |||||||||
Total consideration including compensation paid in cash | $ 185.9 | ||||||||
Total purchase consideration | 139.6 | ||||||||
Business acquisition, purchase price cash consideration | 135.2 | ||||||||
Business acquisition, fair value of assumed options | 3.9 | ||||||||
Purchase consideration, liabilities assumed | 0.5 | ||||||||
Business acquisition, compensation transferred for future employment service | $ 46.3 | ||||||||
Zenly SAS | |||||||||
Business Acquisition [Line Items] | |||||||||
Total consideration including compensation paid in cash | $ 213.3 | ||||||||
Total purchase consideration | 196.1 | ||||||||
Business acquisition, purchase price cash consideration | 186.8 | ||||||||
Purchase consideration, liabilities assumed | 9.3 | ||||||||
Business acquisition, compensation transferred for future employment service | $ 17.2 | ||||||||
Other Acquisitions | |||||||||
Business Acquisition [Line Items] | |||||||||
Total purchase consideration | 101.9 | ||||||||
Business acquisition, purchase price cash consideration | 95.3 | ||||||||
Other Acquisitions | Other Liabilities | |||||||||
Business Acquisition [Line Items] | |||||||||
Purchase consideration, liabilities assumed | $ 6.6 | ||||||||
Bitstrips Inc. | |||||||||
Business Acquisition [Line Items] | |||||||||
Total purchase consideration | $ 64.2 | ||||||||
Business acquisition, purchase price cash consideration | 46.6 | ||||||||
Bitstrips Inc. | Non-Voting Class A Common Stock | |||||||||
Business Acquisition [Line Items] | |||||||||
Business acquisition, fair value of assumed options | 11.6 | ||||||||
Bitstrips Inc. | Accrued Expenses and Other Current Liabilities | |||||||||
Business Acquisition [Line Items] | |||||||||
Purchase consideration, liabilities assumed | $ 6 | ||||||||
Mobile Search Company | |||||||||
Business Acquisition [Line Items] | |||||||||
Total purchase consideration | $ 114.5 | ||||||||
Business acquisition, purchase price cash consideration | 21 | ||||||||
Mobile Search Company | Non-Voting Class A Common Stock | |||||||||
Business Acquisition [Line Items] | |||||||||
Business acquisition, fair value of assumed options | 83 | ||||||||
Mobile Search Company | Other Liabilities | |||||||||
Business Acquisition [Line Items] | |||||||||
Purchase consideration, liabilities assumed | $ 10.5 | ||||||||
Computer Vision Software Company | |||||||||
Business Acquisition [Line Items] | |||||||||
Total purchase consideration | 47 | ||||||||
Goodwill deductible for tax purposes | 30.7 | ||||||||
Computer Vision Software Company | Acquired Developed Technology | |||||||||
Business Acquisition [Line Items] | |||||||||
Intangible assets deductible for tax purposes | 9.8 | ||||||||
Computer Vision Software Company | Other Liabilities | |||||||||
Business Acquisition [Line Items] | |||||||||
Purchase consideration, liabilities assumed | $ 4.6 | ||||||||
Looksery, Inc. | |||||||||
Business Acquisition [Line Items] | |||||||||
Total purchase consideration | $ 79.4 | ||||||||
Business acquisition, purchase price cash consideration | 27.6 | ||||||||
RSUs to certain continuing employees in exchange for future service | 43.6 | ||||||||
Additional purchase consideration payment in stock and cash | $ 71.2 | ||||||||
Looksery, Inc. | General and Administrative | |||||||||
Business Acquisition [Line Items] | |||||||||
Business acquisition, transaction-related costs | $ 16.4 |
Business Acquisitions - Summary
Business Acquisitions - Summary of Total Purchase Consideration Allocation (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Jul. 31, 2017 | Jun. 30, 2017 | May 31, 2017 | Dec. 31, 2016 | Aug. 31, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Apr. 30, 2015 |
Business Acquisition [Line Items] | |||||||||
Goodwill | $ 639,882 | $ 319,137 | $ 133,944 | ||||||
Placed, Inc. | |||||||||
Business Acquisition [Line Items] | |||||||||
Cash | $ 6,919 | ||||||||
Goodwill | 103,995 | ||||||||
Net deferred tax liability | (13,520) | ||||||||
Other assets acquired and liabilities assumed, net | 5,296 | ||||||||
Total | 139,590 | ||||||||
Placed, Inc. | Trademarks | |||||||||
Business Acquisition [Line Items] | |||||||||
Finite lived intangible assets | 2,700 | ||||||||
Placed, Inc. | Customer Relationships | |||||||||
Business Acquisition [Line Items] | |||||||||
Finite lived intangible assets | 11,800 | ||||||||
Placed, Inc. | Acquired Developed Technology | |||||||||
Business Acquisition [Line Items] | |||||||||
Finite lived intangible assets | $ 22,400 | ||||||||
Zenly SAS | |||||||||
Business Acquisition [Line Items] | |||||||||
Cash | $ 22,610 | ||||||||
Goodwill | 154,353 | ||||||||
Net deferred tax liability | (2,418) | ||||||||
Other assets acquired and liabilities assumed, net | (1,428) | ||||||||
Total | 196,117 | ||||||||
Zenly SAS | Acquired Developed Technology | |||||||||
Business Acquisition [Line Items] | |||||||||
Finite lived intangible assets | $ 23,000 | ||||||||
Other Acquisitions | |||||||||
Business Acquisition [Line Items] | |||||||||
Cash | $ 1,701 | ||||||||
Goodwill | 48,408 | ||||||||
Net deferred tax liability | (1,976) | ||||||||
Other assets acquired and liabilities assumed, net | 2,382 | ||||||||
Total | 101,940 | ||||||||
Other Acquisitions | Customer Relationships | |||||||||
Business Acquisition [Line Items] | |||||||||
Finite lived intangible assets | 2,100 | ||||||||
Other Acquisitions | Acquired Developed Technology | |||||||||
Business Acquisition [Line Items] | |||||||||
Finite lived intangible assets | $ 49,325 | ||||||||
Bitstrips Inc. | |||||||||
Business Acquisition [Line Items] | |||||||||
Goodwill | $ 52,671 | ||||||||
Net deferred tax liability | (4,585) | ||||||||
Other assets acquired and liabilities assumed, net | (1,162) | ||||||||
Total | 64,224 | ||||||||
Bitstrips Inc. | Customer Relationships | |||||||||
Business Acquisition [Line Items] | |||||||||
Finite lived intangible assets | 1,600 | ||||||||
Bitstrips Inc. | Acquired Developed Technology | |||||||||
Business Acquisition [Line Items] | |||||||||
Finite lived intangible assets | $ 15,700 | ||||||||
Mobile Search Company | |||||||||
Business Acquisition [Line Items] | |||||||||
Goodwill | $ 98,826 | ||||||||
Net deferred tax liability | (7,112) | ||||||||
Other assets acquired and liabilities assumed, net | 3,421 | ||||||||
Total | 114,535 | ||||||||
Mobile Search Company | Acquired Developed Technology | |||||||||
Business Acquisition [Line Items] | |||||||||
Finite lived intangible assets | $ 19,400 | ||||||||
Computer Vision Software Company | |||||||||
Business Acquisition [Line Items] | |||||||||
Goodwill | 35,266 | ||||||||
Net deferred tax liability | (500) | ||||||||
Other assets acquired and liabilities assumed, net | (97) | ||||||||
Total | 46,969 | ||||||||
Computer Vision Software Company | Acquired Developed Technology | |||||||||
Business Acquisition [Line Items] | |||||||||
Finite lived intangible assets | $ 12,300 | ||||||||
Looksery, Inc. | |||||||||
Business Acquisition [Line Items] | |||||||||
Goodwill | $ 64,433 | ||||||||
Net deferred tax liability | (7,700) | ||||||||
Other assets acquired and liabilities assumed, net | 1,692 | ||||||||
Total | 79,425 | ||||||||
Looksery, Inc. | Customer Relationships | |||||||||
Business Acquisition [Line Items] | |||||||||
Finite lived intangible assets | 2,200 | ||||||||
Looksery, Inc. | Acquired Developed Technology | |||||||||
Business Acquisition [Line Items] | |||||||||
Finite lived intangible assets | $ 18,800 |
Goodwill and Intangible Asset50
Goodwill and Intangible Assets - Changes in Carrying Amount of Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Goodwill, beginning balance | $ 319,137 | $ 133,944 |
Goodwill acquired | 306,756 | 186,763 |
Foreign currency translation | 13,989 | (1,570) |
Goodwill, ending balance | $ 639,882 | $ 319,137 |
Goodwill and Intangible Asset51
Goodwill and Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 224,294 | $ 104,654 |
Accumulated Amortization | 57,821 | 28,672 |
Net | $ 166,473 | $ 75,982 |
Domain Names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- Average Remaining Useful Life - Years | 2 years 1 month 6 days | 3 years |
Gross Carrying Amount | $ 5,418 | $ 5,000 |
Accumulated Amortization | 3,210 | 2,157 |
Net | $ 2,208 | $ 2,843 |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- Average Remaining Useful Life - Years | 2 years 3 months 19 days | 2 years 7 months 6 days |
Gross Carrying Amount | $ 5,772 | $ 3,072 |
Accumulated Amortization | 2,701 | 1,829 |
Net | $ 3,071 | $ 1,243 |
Non-compete Agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- Average Remaining Useful Life - Years | 3 months 19 days | |
Gross Carrying Amount | $ 243 | |
Accumulated Amortization | 226 | |
Net | $ 17 | |
Acquired Developed Technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- Average Remaining Useful Life - Years | 4 years 8 months 12 days | 4 years 1 month 6 days |
Gross Carrying Amount | $ 180,396 | $ 83,137 |
Accumulated Amortization | 45,435 | 20,569 |
Net | $ 134,961 | $ 62,568 |
Customer Relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- Average Remaining Useful Life - Years | 2 years 7 months 6 days | 1 year |
Gross Carrying Amount | $ 15,558 | $ 3,752 |
Accumulated Amortization | 3,506 | 2,569 |
Net | $ 12,052 | $ 1,183 |
Patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- Average Remaining Useful Life - Years | 7 years 9 months 18 days | 9 years 2 months 12 days |
Gross Carrying Amount | $ 17,150 | $ 9,450 |
Accumulated Amortization | 2,969 | 1,322 |
Net | $ 14,181 | $ 8,128 |
Goodwill and Intangible Asset52
Goodwill and Intangible Assets - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |||
Amortization of intangible assets | $ 31.5 | $ 16.2 | $ 9.5 |
Goodwill and Intangible Asset53
Goodwill and Intangible Assets - Schedule of Estimated Intangible Asset Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Finite Lived Intangible Assets Future Amortization Expense Current And Five Succeeding Fiscal Years [Abstract] | ||
2,018 | $ 42,420 | |
2,019 | 38,488 | |
2,020 | 31,999 | |
2,021 | 24,967 | |
2,022 | 15,134 | |
Thereafter | 13,465 | |
Net | $ 166,473 | $ 75,982 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Jan. 31, 2017 | Sep. 30, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Feb. 28, 2017 | |
Loss Contingencies [Line Items] | ||||||
Operating lease expense | $ 53,200,000 | $ 26,900,000 | $ 11,300,000 | |||
Lease financing obligations included in other liabilities | 16,000,000 | |||||
Charges related to inventory | $ 39,900,000 | |||||
Contractual Obligation | 2,596,519,000 | |||||
Indemnification Agreement | ||||||
Loss Contingencies [Line Items] | ||||||
Liabilities recorded | $ 0 | |||||
Google Cloud Platform License Agreement | ||||||
Loss Contingencies [Line Items] | ||||||
Purchase commitment, description | The agreement has an initial term of five years and we are required to purchase at least $400.0 million of cloud services in each year of the agreement. For each of the first four years, up to 15% of this amount may be moved to a subsequent year. If we fail to meet the minimum purchase commitment during any year, we are required to pay the difference. | |||||
Initial term of agreement | 5 years | |||||
Minimum amount of services to be purchased in each year | $ 400,000,000 | |||||
Initial period required to purchase minimum amount of services | 4 years | |||||
Google Cloud Platform License Agreement | Maximum | ||||||
Loss Contingencies [Line Items] | ||||||
Purchase commitment, percentage of minimum purchase requirement that can be moved to subsequent year | 15.00% | |||||
AWS Enterprise Agreement, Cloud Services | ||||||
Loss Contingencies [Line Items] | ||||||
Purchase commitment, description | In March 2016, we entered into the AWS Enterprise Agreement for the use of cloud services from Amazon Web Services, Inc. (“AWS”), which was amended in March 2016 and again in February 2017. The agreement will continue indefinitely until terminated by either party. Under the February 2017 addendum to the agreement, we committed to spend $1.0 billion between January 2017 and December 2021 on AWS services ($50.0 million in 2017, $125.0 million in 2018, $200.0 million in 2019, $275.0 million in 2020, and $350.0 million in 2021). If we fail to meet the minimum purchase commitment during any year, we are required to pay the difference. Any such payment may be applied to future use of AWS services during the addendum term, although it will not count towards meeting the future minimum purchase commitments under the addendum. | |||||
Minimum purchase commitment to spend between January 2017 and December 2021 | $ 1,000,000,000 | |||||
Minimum purchase commitment, due in 2017 | 50,000,000 | |||||
Minimum purchase commitment, due in 2018 | 125,000,000 | |||||
Minimum purchase commitment, due in 2019 | 200,000,000 | |||||
Minimum purchase commitment, due in 2020 | 275,000,000 | |||||
Minimum purchase commitment, due in 2021 | $ 350,000,000 | |||||
Hardware Inventory | ||||||
Loss Contingencies [Line Items] | ||||||
Contractual Obligation | $ 0 |
Commitments and Contingencies55
Commitments and Contingencies - Schedule of Future Minimum Lease Payments for Operating Leases (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Commitments And Contingencies Disclosure [Abstract] | |
2,018 | $ 49,649 |
2,019 | 59,860 |
2,020 | 60,129 |
2,021 | 58,552 |
2,022 | 47,372 |
Thereafter | 144,440 |
Total minimum lease payments | $ 420,002 |
Commitments and Contingencies56
Commitments and Contingencies - Schedule of Future Minimum Lease Payments for Financing Leases (Details) - Build-to-suit Leases $ in Thousands | Dec. 31, 2017USD ($) |
Commitments And Contingencies Disclosure [Line Items] | |
2,018 | $ 4,726 |
2,019 | 4,796 |
2,020 | 4,947 |
2,021 | 5,092 |
2,022 | 5,167 |
Thereafter | 20,785 |
Total minimum lease payments | $ 45,513 |
Commitments and Contingencies57
Commitments and Contingencies - Schedule of Future Minimum Contractual Commitment (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Commitments And Contingencies Disclosure [Abstract] | |
2,018 | $ 533,704 |
2,019 | 604,427 |
2,020 | 675,055 |
2,021 | 750,000 |
2,022 | 33,333 |
Total minimum lease payments | $ 2,596,519 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Financial Assets Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Marketable securities | $ 1,708,976 | $ 837,247 |
Fair Value, Measurements, Recurring | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 334,063 | 150,121 |
Marketable securities | 1,708,976 | 837,247 |
Fair Value, Measurements, Recurring | Cash | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 267,715 | 150,121 |
Fair Value, Measurements, Recurring | U.S. Government Securities | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 25,861 | 0 |
Marketable securities | 1,350,581 | 505,333 |
Fair Value, Measurements, Recurring | U.S. Government Agency Securities | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 40,487 | 0 |
Marketable securities | $ 358,395 | $ 331,914 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
U.S. Government Securities | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amortized cost with maturities less than one year | $ 1,400,000,000 | $ 502,400,000 |
Amortized cost with maturities between one and five years | 0 | 3,000,000 |
U.S. Government Agency Securities | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amortized cost with maturities less than one year | 358,600,000 | 284,700,000 |
Amortized cost with maturities between one and five years | $ 0 | $ 47,200,000 |
Income Taxes - Schedule of Dome
Income Taxes - Schedule of Domestic and Foreign Components of Pre-Tax Loss (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ (3,027,580) | $ (520,482) | $ (380,216) |
Foreign | (435,828) | (1,241) | (266) |
Loss before income taxes | $ (3,463,408) | $ (521,723) | $ (380,482) |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Income Tax (Benefit) Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Current: | |||
State | $ (1,784) | $ 3 | $ 3 |
Foreign | 932 | 869 | 108 |
Total current income tax (benefit) expense | (852) | 872 | 111 |
Deferred: | |||
Federal | (12,287) | (6,364) | (7,141) |
State | 303 | (780) | (559) |
Foreign | (5,506) | (808) | |
Total deferred income tax (benefit) expense | (17,490) | (7,952) | (7,700) |
Income tax (benefit) expense | $ (18,342) | $ (7,080) | $ (7,589) |
Income Taxes - Summary of Recon
Income Taxes - Summary of Reconciliation of Statutory Federal Income Tax Rate (Details) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Effective Income Tax Rate Continuing Operations Tax Rate Reconciliation [Abstract] | |||
Tax benefit (expense) computed at the federal statutory rate | 34.00% | 34.00% | 34.00% |
State tax benefit (expense), net of federal benefit | 3.00% | 1.30% | 2.30% |
Change in valuation allowance | (25.40%) | (34.60%) | (31.00%) |
U.S. corporate tax rate reduction | (11.40%) | ||
Differences between U.S. and foreign tax rates on foreign income | (2.40%) | ||
Stock-based compensation benefit (expense) | 1.10% | (0.40%) | (4.20%) |
Federal research & development credit benefit | 1.40% | 1.20% | 0.50% |
Other benefits (expenses) | 0.20% | (0.10%) | 0.40% |
Total income tax benefit (expense) | 0.50% | 1.40% | 2.00% |
Income Taxes - Summary of Signi
Income Taxes - Summary of Significant Components of Net Deferred Tax Balances (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Deferred tax assets: | ||
Accrued expenses | $ 10,534 | $ 10,864 |
Deferred revenue | 2,142 | 1,900 |
Intangible assets | 140,771 | 24,089 |
Stock-based compensation | 396,604 | 21,111 |
Net operating losses | 473,110 | 33,276 |
Tax credit carryforwards | 124,078 | 15,854 |
Other | 2,015 | 1,469 |
Total deferred tax assets | 1,149,254 | 108,563 |
Deferred tax liabilities: | ||
Property and equipment | (5,883) | (167) |
Total deferred tax liabilities | (5,883) | (167) |
Total net deferred tax assets before valuation allowance | 1,143,371 | 108,396 |
Valuation allowance | (1,144,543) | (108,872) |
Net deferred taxes | $ (1,172) | $ (476) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Taxes [Line Items] | ||||
Income tax benefit | $ 18,342,000 | $ 7,080,000 | $ 7,589,000 | |
Effective income tax rate | 0.50% | 1.40% | 2.00% | |
Income tax benefits due to discrete tax benefits | $ 15,500,000 | $ 7,100,000 | ||
Corporate income tax rate | 34.00% | 34.00% | 34.00% | |
U.S. federal net operating loss carry-forwards beginning of expiration year | 2,031 | |||
U.S. state net operating loss carry-forwards beginning of expiration year | 2,026 | |||
U.S. Federal research tax credits beginning of expiration year | 2,032 | |||
Deferred tax assets, valuation allowance | $ 1,144,543,000 | $ 108,872,000 | ||
Gross unrecognized tax benefits, including related interest and penalties | 203,257,000 | 243,862,000 | ||
Net unrecognized tax benefits | 203,177,000 | 243,862,000 | ||
Amount of tax benefit when gross unrecognized tax benefits realized | 2,800,000 | |||
Reasonably possible unrecognized tax benefits within the next 12 months | 0 | |||
Other Liabilities | ||||
Income Taxes [Line Items] | ||||
Net unrecognized tax benefits | 2,100,000 | $ 3,600,000 | ||
Federal | ||||
Income Taxes [Line Items] | ||||
Reduction in net deferred tax assets | 396,200,000 | |||
Reduction in valuation allowance | 396,200,000 | |||
Net operating loss carry-forwards | 1,600,000,000 | |||
Federal | Research | ||||
Income Taxes [Line Items] | ||||
Accumulated research tax credits | 90,100,000 | |||
Federal | Forecast | ||||
Income Taxes [Line Items] | ||||
Corporate income tax rate | 21.00% | |||
State | ||||
Income Taxes [Line Items] | ||||
Net operating loss carry-forwards | 930,200,000 | |||
State | Research | ||||
Income Taxes [Line Items] | ||||
Accumulated research tax credits | 39,900,000 | |||
U.K. | ||||
Income Taxes [Line Items] | ||||
Net operating loss carry-forwards | $ 521,700,000 |
Income Taxes - Summary of Activ
Income Taxes - Summary of Activity Related to Gross Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Uncertainties [Abstract] | ||
Beginning balance of unrecognized tax benefits | $ 243,862 | |
Additions for current year tax positions | 42,209 | $ 243,862 |
Additions for prior year tax positions | 2,158 | |
Reductions for prior year tax positions | (568) | |
Changes due to foreign currency translation adjustments | 163 | |
Remeasurement of uncertain tax positions due to the Tax Act | (84,647) | |
Ending balance of unrecognized tax benefits (excluding interest and penalties) | 203,177 | 243,862 |
Interest and penalties associated with unrecognized tax benefits | 80 | |
Ending balance of unrecognized tax benefits (including interest and penalties) | $ 203,257 | $ 243,862 |
Accumulated Other Comprehensi66
Accumulated Other Comprehensive Income (Loss) - Schedules of Changes in Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Balance, beginning of period | $ 1,518,914 | $ 764,145 |
Total other comprehensive income (loss), net of tax | 16,214 | (2,057) |
Balance, end of period | 2,992,327 | 1,518,914 |
Marketable Securities | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Balance, beginning of period | 44 | |
OCI before reclassifications | (1,137) | |
Amounts reclassified from AOCI | (15) | |
Total other comprehensive income (loss), net of tax | (1,122) | |
Balance, end of period | (1,078) | 44 |
Foreign Currency Translation | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Balance, beginning of period | (2,101) | |
OCI before reclassifications | 17,336 | |
Total other comprehensive income (loss), net of tax | 17,336 | |
Balance, end of period | 15,235 | (2,101) |
Accumulated Other Comprehensive Income (Loss) | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Balance, beginning of period | (2,057) | |
OCI before reclassifications | 16,199 | |
Amounts reclassified from AOCI | (15) | |
Total other comprehensive income (loss), net of tax | 16,214 | (2,057) |
Balance, end of period | $ 14,157 | $ (2,057) |
Geographic Information - Revenu
Geographic Information - Revenue by Geographic Area (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenue: | |||
Total revenue | $ 824,949 | $ 404,482 | $ 58,663 |
United States | |||
Revenue: | |||
Total revenue | 642,971 | 355,252 | 56,253 |
Rest of the World | |||
Revenue: | |||
Total revenue | $ 181,978 | $ 49,230 | $ 2,410 |
Geographic Information - Reve68
Geographic Information - Revenue by Geographic Area (Parenthetical) (Details) - Country | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Geographic Concentrations | Revenue | Rest of the World | |||
Revenues From External Customers And Long Lived Assets [Line Items] | |||
Number of individual country exceeded 10% of total revenue | 0 | 0 | 0 |
Geographic Information - Proper
Geographic Information - Property and Equipment, Net by Geographic Area (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Property and equipment, net: | ||
Total property and equipment, net | $ 166,762 | $ 100,585 |
United States | ||
Property and equipment, net: | ||
Total property and equipment, net | 146,862 | 98,254 |
Rest of the World | ||
Property and equipment, net: | ||
Total property and equipment, net | $ 19,900 | $ 2,331 |
Geographic Information - Prop70
Geographic Information - Property and Equipment, Net by Geographic Area (Parenthetical) (Details) - Country | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Geographic Concentrations | Property and Equipment Net | Rest of the World | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Number of individual country exceeded 10% of total property and equipment | 0 | 0 |
Property and Equipment, Net - S
Property and Equipment, Net - Summary of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 204,525 | $ 118,395 |
Less: accumulated depreciation and amortization | (37,763) | (17,810) |
Property and equipment, net | 166,762 | 100,585 |
Computer Hardware and Software | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 28,685 | 22,606 |
Buildings | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 59,530 | 36,854 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 52,252 | 13,166 |
Land | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 4,630 | 4,630 |
Furniture and Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 49,587 | 20,349 |
Construction in Progress | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 9,841 | $ 20,790 |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Property Plant And Equipment [Line Items] | |||
Depreciation and amortization | $ 61,288 | $ 29,115 | $ 15,307 |
Property and Equipment | |||
Property Plant And Equipment [Line Items] | |||
Depreciation and amortization | $ 29,800 | $ 12,900 | $ 5,800 |
Balance Sheet Components - Sche
Balance Sheet Components - Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Accounts Payable And Accrued Liabilities Current [Abstract] | ||
Accrued infrastructure costs | $ 96,468 | $ 43,529 |
Accrued compensation and related expenses | 37,648 | 23,447 |
Partner revenue share liability | 31,878 | 22,821 |
Acquisition purchase consideration liability | 28,696 | 6,000 |
Accrued professional fees | 15,783 | 11,157 |
Accrued tax liability | 10,339 | 9,252 |
Other | 54,250 | 32,119 |
Total accrued expenses and other current liabilities | $ 275,062 | $ 148,325 |
Balance Sheet Components - Sc74
Balance Sheet Components - Schedule of Other liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Other Liabilities Noncurrent [Abstract] | ||
Lease incentive liability | $ 28,114 | $ 1,541 |
Deferred rent | 22,763 | 8,525 |
Build-to-suit financing obligations | 16,033 | 15,140 |
Acquisition purchase consideration liability | 10,300 | 15,944 |
Other | 5,773 | 5,984 |
Total other liabilities | $ 82,983 | $ 47,134 |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Details) - Five-Year Senior Unsecured Revolving Credit Facility - USD ($) | 1 Months Ended | |||
Jul. 31, 2016 | Feb. 21, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Line Of Credit Facility [Line Items] | ||||
Credit facility expiration period | 5 years | |||
Maximum borrowing capacity | $ 1,100,000,000 | $ 1,200,000,000 | ||
Annual commitment fee | 0.10% | |||
Origination fees | $ 0 | |||
Credit facility expiration date | 2021-07 | |||
Amounts outstanding under the credit facility | $ 0 | |||
Subsequent Event | ||||
Line Of Credit Facility [Line Items] | ||||
Maximum borrowing capacity | $ 1,250,000,000 | |||
LIBOR | ||||
Line Of Credit Facility [Line Items] | ||||
Basis spread on variable interest rate (percentage) | 0.75% |
Non-Marketable Investments - Ad
Non-Marketable Investments - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Equity Method Investments And Joint Ventures [Abstract] | |||
Carrying value of investment in privately-held companies | $ 22,700,000 | $ 11,800,000 | |
Equity method investment, realized gain (loss) | 1,000,000 | $ (3,900,000) | $ (500,000) |
Impairment on investment | $ 0 |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Details) - USD ($) $ in Millions | Jan. 01, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Defined Benefit Plan Disclosure [Line Items] | ||||
Benefit plan, maximum annual contributions per employee, percent | 100.00% | |||
Expense recognized related to matching contributions | $ 12.4 | $ 4.2 | $ 0 | |
100% Participants Contribution | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Benefit plan, employer matching contribution percentage | 100.00% | |||
50% Participants Contribution | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Benefit plan, employer matching contribution percentage | 50.00% | |||
Maximum | 100% Participants Contribution | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Benefit plan, employer matching contribution, percent of employees' base salary | 3.00% | |||
Maximum | 50% Participants Contribution | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Benefit plan, employer matching contribution, percent of employees' base salary | 5.00% | |||
Minimum | 50% Participants Contribution | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Benefit plan, employer matching contribution, percent of employees' base salary | 3.00% |