Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2023 | Aug. 01, 2023 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-40819 | |
Entity Registrant Name | Toast, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 45-4168768 | |
Entity Address, Address Line One | 401 Park Drive | |
Entity Address, City or Town | Boston, | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 02215 | |
City Area Code | 617 | |
Local Phone Number | 297-1005 | |
Title of 12(b) Security | Class A common stock, par value of $0.000001 per share | |
Trading Symbol | TOST | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Central Index Key | 0001650164 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Common Class A | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 410,843,910 | |
Common Class B | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 124,789,025 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 488 | $ 547 |
Marketable securities | 502 | 474 |
Accounts receivable, net | 115 | 77 |
Inventories, net | 107 | 110 |
Deferred costs, net | 52 | 44 |
Prepaid expenses and other current assets | 191 | 155 |
Total current assets | 1,455 | 1,407 |
Property and equipment, net | 61 | 61 |
Operating lease right-of-use assets | 25 | 77 |
Intangible assets, net | 30 | 29 |
Goodwill | 113 | 107 |
Restricted cash | 43 | 28 |
Deferred costs, non-current | 52 | 38 |
Other non-current assets | 16 | 14 |
Total non-current assets | 340 | 354 |
Total assets | 1,795 | 1,761 |
Current liabilities: | ||
Accounts payable | 42 | 30 |
Operating lease liabilities | 8 | 14 |
Deferred revenue | 41 | 39 |
Accrued expenses and other current liabilities | 493 | 413 |
Total current liabilities | 584 | 496 |
Warrants to purchase common stock | 90 | 68 |
Operating lease liabilities, non-current | 25 | 80 |
Deferred revenue, non-current | 12 | 7 |
Other long-term liabilities | 5 | 12 |
Total liabilities | 716 | 663 |
Commitments and Contingencies (Note 14) | ||
Stockholders’ Equity: | ||
Preferred stock- par value $0.000001; 100,000,000 shares authorized, no shares issued or outstanding | 0 | 0 |
Treasury stock, at cost; 225,000 shares outstanding at June 30, 2023 and December 31, 2022 | 0 | 0 |
Accumulated other comprehensive loss | (2) | (2) |
Additional paid-in capital | 2,637 | 2,477 |
Accumulated deficit | (1,556) | (1,377) |
Total stockholders’ equity | 1,079 | 1,098 |
Total liabilities and stockholders’ equity | 1,795 | 1,761 |
Class A common stock | ||
Stockholders’ Equity: | ||
Common stock | 0 | 0 |
Class B common stock | ||
Stockholders’ Equity: | ||
Common stock | $ 0 | $ 0 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2023 | Dec. 31, 2022 |
Stockholders’ Equity: | ||
Preferred stock, par value (in dollars per share) | $ 0.000001 | $ 0.000001 |
Preferred stock, authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred stock, issued (in shares) | 0 | 0 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Treasury stock (in shares) | 225,000 | 225,000 |
Class A common stock | ||
Stockholders’ Equity: | ||
Common stock, par value (in dollars per share) | $ 0.000001 | $ 0.000001 |
Common stock, authorized (in shares) | 7,000,000,000 | 7,000,000,000 |
Common stock, issued (in shares) | 376,140,827 | 353,094,009 |
Common stock, outstanding (in shares) | 376,140,827 | 353,094,009 |
Class B common stock | ||
Stockholders’ Equity: | ||
Common stock, par value (in dollars per share) | $ 0.000001 | $ 0.000001 |
Common stock, authorized (in shares) | 700,000,000 | 700,000,000 |
Common stock, issued (in shares) | 156,795,897 | 169,933,289 |
Common stock, outstanding (in shares) | 156,795,897 | 169,933,289 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Revenue: | ||||
Total revenue | $ 978 | $ 675 | $ 1,797 | $ 1,210 |
Costs of revenue: | ||||
Amortization of acquired intangible assets | 1 | 1 | 2 | 2 |
Total costs of revenue | 770 | 562 | 1,415 | 1,008 |
Gross profit | 208 | 113 | 382 | 202 |
Operating expenses: | ||||
Sales and marketing | 100 | 77 | 199 | 148 |
Research and development | 92 | 67 | 177 | 129 |
General and administrative | 96 | 68 | 179 | 125 |
Total operating expenses | 288 | 212 | 555 | 402 |
Loss from operations | (80) | (99) | (173) | (200) |
Other income (expense): | ||||
Interest income, net | 9 | 1 | 17 | 1 |
Change in fair value of warrant liability | (26) | 44 | (23) | 123 |
Other income (expense), net | 0 | 0 | 1 | (1) |
Loss before provision for income taxes | (97) | (54) | (178) | (77) |
Provision for income taxes | (1) | 0 | (1) | 0 |
Net loss | $ (98) | $ (54) | $ (179) | $ (77) |
Net loss per share attributable to common stockholders: | ||||
Basic (in dollars per share) | $ (0.19) | $ (0.11) | $ (0.34) | $ (0.15) |
Diluted (in dollars per share) | $ (0.19) | $ (0.11) | $ (0.34) | $ (0.39) |
Weighted average shares used in computing net loss per share: | ||||
Basic (in shares) | 529,226,266 | 509,532,418 | 526,677,000 | 507,420,257 |
Diluted (in shares) | 529,226,266 | 509,532,418 | 526,677,000 | 508,176,495 |
Subscription services | ||||
Revenue: | ||||
Total revenue | $ 121 | $ 76 | $ 227 | $ 139 |
Costs of revenue: | ||||
Cost of revenue | 39 | 27 | 75 | 51 |
Financial technology solutions | ||||
Revenue: | ||||
Total revenue | 808 | 562 | 1,482 | 1,000 |
Costs of revenue: | ||||
Cost of revenue | 631 | 448 | 1,155 | 796 |
Hardware | ||||
Revenue: | ||||
Total revenue | 41 | 30 | 72 | 59 |
Costs of revenue: | ||||
Cost of revenue | 67 | 61 | 123 | 113 |
Professional services | ||||
Revenue: | ||||
Total revenue | 8 | 7 | 16 | 12 |
Costs of revenue: | ||||
Cost of revenue | $ 32 | $ 25 | $ 60 | $ 46 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (98) | $ (54) | $ (179) | $ (77) |
Other comprehensive loss: | ||||
Unrealized losses on marketable securities, net of tax effect of $0 | (2) | (1) | 0 | (3) |
Cumulative translation adjustment | 0 | (1) | 0 | (1) |
Total other comprehensive loss | (2) | (2) | 0 | (4) |
Comprehensive loss | $ (100) | $ (56) | $ (179) | $ (81) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Statement of Comprehensive Income [Abstract] | ||||
Unrealized losses on marketable securities, tax | $ 0 | $ 0 | $ 0 | $ 0 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY - USD ($) $ in Millions | Total | Class A and Class B Common Stock | Treasury Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss |
Beginning balance (in shares) at Dec. 31, 2021 | 507,170,365 | |||||
Beginning balance at Dec. 31, 2021 | $ 1,091 | $ 0 | $ 0 | $ 2,194 | $ (1,102) | $ (1) |
Beginning balance (in shares) at Dec. 31, 2021 | 225,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Repurchase of common stock (in shares) | (33,475) | |||||
Issuance of common stock upon net exercise of common stock warrants (in shares) | 371,573 | |||||
Issuance of common stock upon net exercise of common stock warrants | 18 | 18 | ||||
Issuance of common stock upon exercise of common stock options (in shares) | 4,410,300 | |||||
Issuance of common stock upon exercise of common stock options | 7 | 7 | ||||
Issuance of common stock upon vesting of restricted stock units (in shares) | 1,450,869 | |||||
Stock-based compensation expense | 112 | 112 | ||||
Vesting of restricted stock | $ 2 | 2 | ||||
Issuance of common stock under employee stock purchase plan (in shares) | 0 | |||||
Issuance of common stock in connection with business combinations (in shares) | 37,179 | |||||
Issuance of common stock in connection with business combinations | $ 1 | 1 | ||||
Cumulative translation adjustment | (1) | (1) | ||||
Unrealized loss on marketable securities | (3) | (3) | ||||
Net loss | (77) | (77) | ||||
Ending balance (in shares) at Jun. 30, 2022 | 513,406,811 | |||||
Ending balance at Jun. 30, 2022 | 1,150 | $ 0 | $ 0 | 2,334 | (1,179) | (5) |
Ending balance (in shares) at Jun. 30, 2022 | 225,000 | |||||
Beginning balance (in shares) at Dec. 31, 2021 | 507,170,365 | |||||
Beginning balance at Dec. 31, 2021 | 1,091 | $ 0 | $ 0 | 2,194 | (1,102) | (1) |
Beginning balance (in shares) at Dec. 31, 2021 | 225,000 | |||||
Ending balance (in shares) at Dec. 31, 2022 | 523,027,298 | |||||
Ending balance at Dec. 31, 2022 | $ 1,098 | $ 0 | $ 0 | 2,477 | (1,377) | (2) |
Ending balance (in shares) at Dec. 31, 2022 | 225,000 | 225,000 | ||||
Beginning balance (in shares) at Mar. 31, 2022 | 510,425,065 | |||||
Beginning balance at Mar. 31, 2022 | $ 1,143 | $ 0 | $ 0 | 2,271 | (1,125) | (3) |
Beginning balance (in shares) at Mar. 31, 2022 | 225,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Repurchase of common stock (in shares) | (3,000) | |||||
Issuance of common stock upon exercise of common stock options (in shares) | 1,659,609 | |||||
Issuance of common stock upon exercise of common stock options | 3 | 3 | ||||
Issuance of common stock upon vesting of restricted stock units (in shares) | 1,325,137 | |||||
Stock-based compensation expense | 59 | 59 | ||||
Vesting of restricted stock | 1 | 1 | ||||
Cumulative translation adjustment | (1) | (1) | ||||
Unrealized loss on marketable securities | (1) | (1) | ||||
Net loss | (54) | (54) | ||||
Ending balance (in shares) at Jun. 30, 2022 | 513,406,811 | |||||
Ending balance at Jun. 30, 2022 | 1,150 | $ 0 | $ 0 | 2,334 | (1,179) | (5) |
Ending balance (in shares) at Jun. 30, 2022 | 225,000 | |||||
Beginning balance (in shares) at Dec. 31, 2022 | 523,027,298 | |||||
Beginning balance at Dec. 31, 2022 | $ 1,098 | $ 0 | $ 0 | 2,477 | (1,377) | (2) |
Beginning balance (in shares) at Dec. 31, 2022 | 225,000 | 225,000 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Repurchase of common stock (in shares) | (44,440) | |||||
Issuance of common stock upon net exercise of common stock warrants (in shares) | 19,494 | |||||
Issuance of common stock upon net exercise of common stock warrants | $ 1 | 1 | ||||
Issuance of common stock upon exercise of common stock options (in shares) | 4,790,307 | 4,790,307 | ||||
Issuance of common stock upon exercise of common stock options | $ 11 | 11 | ||||
Issuance of common stock upon vesting of restricted stock units (in shares) | 4,791,017 | |||||
Stock-based compensation expense | 141 | 141 | ||||
Vesting of restricted stock | $ 2 | 2 | ||||
Issuance of common stock under employee stock purchase plan (in shares) | 287,086 | 287,086 | ||||
Issuance of common stock under employee stock purchase plan | $ 4 | 4 | ||||
Issuance of common stock in connection with business combinations (in shares) | 65,962 | |||||
Issuance of common stock in connection with business combinations | 1 | 1 | ||||
Cumulative translation adjustment | 0 | |||||
Unrealized loss on marketable securities | 0 | |||||
Net loss | (179) | (179) | ||||
Ending balance (in shares) at Jun. 30, 2023 | 532,936,724 | |||||
Ending balance at Jun. 30, 2023 | $ 1,079 | $ 0 | $ 0 | 2,637 | (1,556) | (2) |
Ending balance (in shares) at Jun. 30, 2023 | 225,000 | 225,000 | ||||
Beginning balance (in shares) at Mar. 31, 2023 | 528,568,895 | |||||
Beginning balance at Mar. 31, 2023 | $ 1,098 | $ 0 | $ 0 | 2,556 | (1,458) | 0 |
Beginning balance (in shares) at Mar. 31, 2023 | 225,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Repurchase of common stock (in shares) | (44,440) | |||||
Issuance of common stock upon net exercise of common stock warrants (in shares) | 19,494 | |||||
Issuance of common stock upon net exercise of common stock warrants | 1 | 1 | ||||
Issuance of common stock upon exercise of common stock options (in shares) | 1,999,541 | |||||
Issuance of common stock upon exercise of common stock options | 5 | 5 | ||||
Issuance of common stock upon vesting of restricted stock units (in shares) | 2,393,234 | |||||
Stock-based compensation expense | 74 | 74 | ||||
Vesting of restricted stock | 1 | 1 | ||||
Cumulative translation adjustment | 0 | |||||
Unrealized loss on marketable securities | (2) | (2) | ||||
Net loss | (98) | (98) | ||||
Ending balance (in shares) at Jun. 30, 2023 | 532,936,724 | |||||
Ending balance at Jun. 30, 2023 | $ 1,079 | $ 0 | $ 0 | $ 2,637 | $ (1,556) | $ (2) |
Ending balance (in shares) at Jun. 30, 2023 | 225,000 | 225,000 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Cash flows from operating activities: | ||
Net loss | $ (179) | $ (77) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 14 | 12 |
Stock-based compensation expense | 135 | 110 |
Amortization of deferred costs | 28 | 20 |
Change in fair value of warrant liability | 23 | (123) |
Credit loss expense | 25 | 7 |
Change in deferred income taxes | (1) | 0 |
Asset impairments | 15 | 0 |
Other | (12) | 3 |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | (42) | (15) |
Prepaid expenses and other current assets | (3) | (11) |
Deferred costs, net | (50) | (35) |
Inventories, net | 4 | (20) |
Accounts payable | 12 | (4) |
Accrued expenses and other current liabilities | 24 | 76 |
Deferred revenue | 7 | (4) |
Operating lease right-of-use assets and operating lease liabilities | 1 | 0 |
Other assets and liabilities | (6) | (7) |
Net cash used in operating activities | (5) | (68) |
Cash flows from investing activities: | ||
Cash paid for acquisition, net of cash acquired | (9) | 0 |
Capitalized software | (17) | (5) |
Purchases of property and equipment | (4) | (7) |
Purchases of marketable securities | (351) | (140) |
Proceeds from the sale of marketable securities | 13 | 32 |
Maturities of marketable securities | 315 | 78 |
Other investing activities | (1) | 0 |
Net cash used in investing activities | (54) | (42) |
Cash flows from financing activities: | ||
Change in customer funds obligations, net | 31 | 37 |
Proceeds from issuance of common stock | 15 | 7 |
Payment of contingent consideration | 0 | (2) |
Net cash provided by financing activities | 46 | 42 |
Net (decrease) increase in cash, cash equivalents, cash held on behalf of customers and restricted cash | (13) | (68) |
Cash, cash equivalents, cash held on behalf of customers and restricted cash at beginning of period | 635 | 851 |
Cash, cash equivalents, cash held on behalf of customers and restricted cash at end of period | 622 | 783 |
Reconciliation of cash, cash equivalents, cash held on behalf of customers and restricted cash | ||
Cash and cash equivalents | 488 | 697 |
Cash held on behalf of customers | 91 | 72 |
Restricted cash | 43 | 14 |
Total cash, cash equivalents, cash held on behalf of customers and restricted cash | 622 | 783 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Issuance of Class B common stock upon exercise of common stock warrants | $ 1 | $ 18 |
Description of Business, Basis
Description of Business, Basis of Presentation and Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Description of Business, Basis of Presentation and Summary of Significant Accounting Policies | Description of Business, Basis of Presentation, and Summary of Significant Accounting Policies Toast, Inc. (“we,” or “the Company”), is a cloud-based all-in-one digital technology platform purpose-built for the entire restaurant community. We provide a comprehensive platform of software as a service (SaaS) products and financial technology solutions, including integrated payment processing, restaurant-grade hardware, and a broad ecosystem of third-party partners. We serve as the restaurant operating system, connecting front of house and back of house operations across dine-in, takeout, and delivery channels. Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America, or U.S. GAAP, and the rules and regulations of the Securities and Exchange Commission, or SEC, regarding interim financial reporting. Accordingly, they do not include all of the financial information and footnotes required by U.S. GAAP for complete financial statements. The unaudited condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly our financial position, results of operations, comprehensive loss, stockholders’ equity, and cash flows for the interim periods, but are not necessarily indicative of the results of operations to be expected for the full year ending December 31, 2023 or any other future interim periods. The unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes included in our Annual Report on Form 10-K for the year ended December 31, 2022, or the 2022 Annual Report. The Condensed Consolidated Balance Sheet as of December 31, 2022 included herein was derived from the audited financial statements as of that date. Risks and Uncertainties We are subject to a number of risks and uncertainties, including global events and macroeconomic conditions such as inflation and its potential impact on consumer spending, rising interest rates, global supply chain issues, and public health concerns, which may also impact consumer behavior, the restaurant industry, and our business. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Reclassifications Certain amounts in prior period financial statements have been reclassified to conform to the current period presentation. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The following table presents information about our financial assets and liabilities that are measured at fair value on a recurring basis and indicates the level of the fair value hierarchy used to determine such fair values: Fair Value Measurement at June 30, 2023 Using Level 1 Level 2 Level 3 Total Assets: Money market funds $ 265 $ — $ — $ 265 Commercial paper — 104 — 104 Certificates of deposit — 78 — 78 Corporate bonds — 17 — 17 U.S. government agency securities — 113 — 113 Treasury securities — 134 — 134 Asset-backed securities — 56 — 56 $ 265 $ 502 $ — $ 767 Liabilities: Warrants to purchase common stock $ — $ — $ 90 $ 90 $ — $ — $ 90 $ 90 Fair Value Measurement at December 31, 2022 Using Level 1 Level 2 Level 3 Total Assets: Money market funds $ 483 $ — $ — $ 483 Commercial paper — 140 — 140 Certificates of deposit — 104 — 104 Corporate bonds — 109 — 109 U.S. government agency securities — 33 — 33 Treasury securities — 60 — 60 Asset-backed securities — 28 — 28 $ 483 $ 474 $ — $ 957 Liabilities: Warrants to purchase common stock $ — $ — $ 68 $ 68 Contingent consideration — — 4 4 $ — $ — $ 72 $ 72 During the six months ended June 30, 2023 and 2022, there were no transfers into or out of Level 3 measurements within the fair value hierarchy. Valuation of Warrants to Purchase Common Stock The fair value of the warrants was determined using the Black-Scholes option-pricing model. The following table indicates the weighted-average assumptions made in estimating the fair value as of June 30, 2023 and December 31, 2022: June 30, 2023 December 31, 2022 Risk-free interest rate 4.3 % 4.1 % Contractual term (in years) 4 4 Expected volatility 61.4 % 60.3 % Expected dividend yield — % — % Exercise price per share $ 17.16 $ 17.16 Fair Value of Liabilities The following tables provide a roll-forward of the aggregate fair value of our common stock warrant liability and contingent consideration liability for which fair value is determined using Level 3 inputs: Common Stock Warrant Contingent Balance as of December 31, 2022 $ 68 $ 4 Change in fair value 23 — Settlement (1) (4) Balance as of June 30, 2023 $ 90 $ — Common Stock Warrant Liability Contingent Consideration Liability Balance as of December 31, 2021 $ 181 $ 5 Change in fair value (123) 2 Settlement (18) (4) Balance as of June 30, 2022 $ 40 $ 3 The contingent consideration liability relates to the Company’s acquisition of xtraCHEF, Inc., or xtraCHEF, in fiscal 2021. During the six months ended June 30, 2023, we paid $2 in cash and issued 38,908 shares of our Class A common stock to settle the remaining contingent consideration liability based on the achievement of 2022 revenue targets. During the six months ended June 30, 2022, we paid $2 in cash and issued 37,179 shares of our Class B common stock to settle the portion of our contingent consideration liability based on the achievement of 2021 revenue targets. |
Marketable Securities
Marketable Securities | 6 Months Ended |
Jun. 30, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
Marketable Securities | Marketable Securities The amortized cost, gross unrealized holding losses and fair value of marketable securities, excluding accrued interest receivable, consisted of the following: June 30, 2023 Amortized Cost Gross Unrealized Losses Fair Value Commercial paper $ 104 $ — $ 104 Certificates of deposit 78 — 78 Corporate bonds 17 — 17 U.S. government agency securities 113 — 113 Treasury securities 136 (2) 134 Asset-backed securities 56 — 56 Total $ 504 $ (2) $ 502 December 31, 2022 Amortized Cost Gross Unrealized Losses Fair Value Commercial paper $ 140 $ — $ 140 Certificates of deposit 104 — 104 Corporate bonds 110 (1) 109 U.S. government agency securities 33 — 33 Treasury securities 61 (1) 60 Asset-backed securities 28 — 28 Total $ 476 $ (2) $ 474 The fair values of marketable securities by contractual maturities at June 30, 2023: June 30, Due within 1 year $ 337 Due after 1 year through 5 years 163 Due after 5 years through 10 years 2 Total marketable securities $ 502 We review marketable securities for impairment during each reporting period to determine if any of the securities have experienced an other-than-temporary decline in fair value. There were no impairment losses or expected credit losses related to our marketable securities during the three and six months ended June 30, 2023 and 2022. |
Loan Servicing Activities and A
Loan Servicing Activities and Acquired Loans Receivable, Net | 6 Months Ended |
Jun. 30, 2023 | |
Guarantees and Product Warranties [Abstract] | |
Loan Servicing Activities and Acquired Loans Receivable, Net | Loan Servicing Activities and Acquired Loans Receivable, Net We service loans originated by our bank partner and assume liability for loan defaults on a limited basis based on a specified percentage of the total loans originated, which are measured on a quarterly basis. If the merchant’s payments are delayed for a defined period of time, the loan is considered delinquent and we are required to purchase the loan from our bank partner. The loan purchase, net of expected recoveries, reduces our potential liability with respect to the quarterly cohort of loans from which the defaulted loan originated. This obligation represents a financial guarantee with a contingent aspect related to our contingent obligation to purchase defaulted loans, and a non-contingent aspect related to our obligation to perform under the guarantee. We recognize a liability for both these elements which are included in accrued expenses and other current liabilities on our Condensed Consolidated Balance Sheets. Changes in the contingent liability for expected credit losses for the three and six months ended June 30, 2023 and 2022 were as follows: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Beginning balance $ 19 $ 3 $ 14 $ 2 Credit loss expense 10 3 22 5 Reductions due to loan purchase (7) (1) (14) (2) Ending balance $ 22 $ 5 $ 22 $ 5 The balance of the non-contingent stand-ready liability was $11 and $6, respectively, as of June 30, 2023 and December 31, 2022. |
Lessee Arrangements
Lessee Arrangements | 6 Months Ended |
Jun. 30, 2023 | |
Leases [Abstract] | |
Lessee Arrangements | Lessee Arrangements During the three months ended June 30, 2023, we entered into an agreement to terminate the lease for a portion of our corporate headquarters in Boston, MA, and modify the remaining lease term to end on December 31, 2024. As a result, we agreed to pay a net fee of $11. We recorded a net charge of $12 within general and administrative expenses on our Condensed Consolidated Statement of Operations, inclusive of a loss on impairment of certain property plant and equipment associated with the terminated portion of the lease. The components of lease expense were as follows for the three and six months ended June 30, 2023 and 2022: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Operating lease expense $ 4 $ 7 $ 8 $ 11 Variable lease expense — 1 1 2 Total $ 4 $ 8 $ 9 $ 13 The following table summarizes supplemental cash flow information related to cash paid for amounts included in the measurement of lease liabilities during the six months ended June 30, 2023 and 2022: Six Months Ended June 30, 2023 2022 Operating cash flows for operating leases $ (11) $ (13) Supplemental non-cash amounts of increases in lease liabilities from obtaining right-of-use assets/ (decreases) of lease liabilities from lease terminations and modifications (55) 3 Total $ (66) $ (10) |
Debt
Debt | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Debt | Debt Revolving Line of Credit On March 2, 2023, we entered into an amendment to our revolving credit facility agreement, as amended, the 2021 Facility, to replace the London Interbank Offered Rate, or LIBOR, with the Secured Overnight Financing Rate, or SOFR. Under the terms of the amendment, interest on loans will be determined based on loan type and accrue at an annual rate, as defined in the agreement, of 1.50% per annum; or 0.5% per annum plus the highest of: (i) the Prime Rate, (ii) the Federal Reserve Bank of New York Rate plus 0.5%, or (iii) the Adjusted SOFR based upon loan duration plus 1.00%. The 2021 Facility is subject to a minimum liquidity covenant of $250. As of June 30, 2023 and December 31, 2022, no amounts were drawn or outstanding under the 2021 Facility which had $330 available as of each period end. |
Business Combinations
Business Combinations | 6 Months Ended |
Jun. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Combinations | Business Combinations Delphi Display Systems, Inc. On February 14, 2023, we acquired 100% of the outstanding capital stock of Delphi Display Systems, Inc., or Delphi, a provider of digital display solutions and drive-thru technology, for a total purchase price of $10, to extend our growing suite of products benefiting quick-service restaurants and enterprise brands. We have not finalized the purchase price allocation. The purchase price was preliminarily allocated to goodwill, intangible assets and other net assets of $6, $3 and $1, respectively. Intangible assets consisted of $2 of developed technology and $1 of customer relationships, each with estimated useful lives of 5 years. Goodwill is not deductible for tax purposes, and primarily attributable to synergies expected to arise after the acquisition. The operating results of Delphi have been reflected in our results of operations from the date of the acquisition, but were not material to our consolidated financial statements. |
Other Balance Sheet Information
Other Balance Sheet Information | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Other Balance Sheet Information | Other Balance Sheet Information Accounts receivable, net consisted of the following: June 30, December 31, Accounts receivable $ 72 $ 45 Unbilled receivables 53 44 Less: Allowance for credit losses (10) (12) Accounts receivable, net $ 115 $ 77 Our allowance for credit losses was comprised of the following: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Beginning balance $ (9) $ (4) $ (12) $ (4) Additions (3) (2) (3) (3) Write offs 2 1 5 2 Ending balance $ (10) $ (5) $ (10) $ (5) Prepaid expenses and other current assets consisted of the following: June 30, December 31, Cash held on behalf of customers $ 91 $ 60 Prepaid expenses 24 27 Deposits for inventory purchases 13 20 Other current assets 63 48 $ 191 $ 155 Accrued expenses and current liabilities consisted of the following: June 30, December 31, Accrued transaction-based costs $ 220 $ 181 Accrued payroll and bonus 58 59 Customer funds obligation 91 60 Accrued expenses 48 45 Accrued commissions 20 15 Contingent liability for expected credit losses 22 14 Other liabilities 34 39 $ 493 $ 413 |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 6 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customers | Revenue from Contracts with Customers The following table summarizes the activity in deferred revenue: Six Months Ended June 30, 2023 2022 Deferred revenue, beginning of year $ 46 $ 56 Deferred revenue, end of period 53 52 Revenue recognized in the period from amounts included in deferred revenue at the beginning of period $ 40 $ 35 As of June 30, 2023, approximately $579 of revenue is expected to be recognized from remaining performance obligations for customer contracts. We expect to recognize revenue of approximately $535 from these remaining performance obligations over the next 24 months, with the balance recognized thereafter. The following tables summarize the activity in deferred contract acquisition costs and the classification of deferred costs: Six Months Ended June 30, 2023 2022 Beginning balance $ 82 $ 55 Capitalization of sales commissions costs 50 35 Amortization of sales commissions costs (28) (20) Ending balance $ 104 $ 70 |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Stock-based compensation expense recognized for the three and six months ended June 30, 2023 and 2022, is as follows: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Costs of revenue $ 11 $ 8 $ 20 $ 16 Sales and marketing 15 13 28 25 Research and development 25 18 46 34 General and administrative 21 19 41 35 Total Stock based compensation $ 72 $ 58 $ 135 $ 110 Stock-based compensation expense of $3 and $6, respectively, was capitalized as software development costs during the three and six months ended June 30, 2023. Stock-based compensation expense of $1 and $2, respectively, was capitalized as software development costs during each of the three and six months ended June 30, 2022. Stock Options The fair value of each option grant was estimated on its grant date using the Black-Scholes option-pricing model. The following table indicates the weighted-average assumptions made in estimating the fair value for the six months ended June 30, 2023 and 2022: Six Months Ended June 30, 2023 2022 Risk-free interest rate 3.90 % 2.16 % Expected term (in years) 6.08 6.06 Expected volatility 56.19 % 51.41 % Expected dividend yield — % — % Weighted-average fair value of common stock $ 18.01 $ 17.76 Weighted-average grant date fair value $ 10.24 $ 9.02 The following is a summary of stock option activity under our stock option plans for the six months ended June 30, 2023: (in millions, except share and per share amounts) Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (1) Outstanding as of December 31, 2022 53,728,512 $ 5.98 6.94 $ 655 Granted 3,147,911 18.01 Exercised (4,790,307) 2.33 Forfeited (433,118) 11.00 Outstanding as of June 30, 2023 51,652,998 $ 7.01 6.77 $ 806 Options vested and expected to vest as of June 30, 2023 49,280,264 $ 6.72 6.68 $ 783 Options exercisable as of June 30, 2023 44,051,781 $ 5.11 6.34 $ 767 (1 ) The aggregate intrinsic value was determined as the difference between the closing price of the Class A common stock on the last trading day of June 2023, or the date of exercise, as appropriate, and the exercise price, multiplied by the number of in-the-money options that would have been received by the option holders had all option holders exercised their in-the-money options at period end. The weighted average grant date fair value of options granted during the three months ended June 30, 2023 was $13.16. There were no options granted during the three months ended June 30, 2022. The aggregate intrinsic values of options exercised was $36 and $86, respectively, during the three and six months ended June 30, 2023 and $25 and $81, respectively, during the three and six months ended June 30, 2022. As of June 30, 2023, total unrecognized stock-based compensation expense related to the option awards was $105 and is expected to be recognized over the remaining weighted-average service period of 2.94 years. Restricted Stock Units The following table summarizes RSU activity during the six months ended June 30, 2023 : RSU Weighted Average Grant Date Fair Value Unvested balance as of December 31, 2022 31,242,263 $ 22.11 Granted 12,483,091 $ 18.43 Vested (4,806,043) $ 21.93 Forfeited (1,452,993) $ 22.09 Unvested balance as of June 30, 2023 37,466,318 $ 20.90 The weighted average grant-date fair value of RSUs granted during the three months ended June 30, 2023 and 2022 was $20.95 and $15.88, respectively. The weighted average grant-date fair value of RSUs granted during the six months ended June 30, 2022 was 18.59. The fair value of RSUs vested during the three months ended June 30, 2023 and 2022 was $45 and $26, respectively. The fair value of RSUs vested during the six months ended June 30, 2023 and 2022 was $93 and $29, respectively. As of June 30, 2023, total unrecognized stock-based compensation expense related to the RSUs was $561 and is expected to be recognized over the remaining weighted-average service period of 3.14 years. As of June 30, 2023, we had 67,430,636 shares of Class A common stock available for future issuance under our 2021 Plan. 2021 Employee Stock Purchase Plan In 2021, our Board adopted, and our stockholders approved, the 2021 Employee Stock Purchase Plan ("ESPP") which became effective on September 23, 2021. As of June 30, 2023, 21,653,080 shares of our Class A common stock were authorized for issuance to participating employees who are allowed to purchase shares of Class A common stock at a price equal to 85% of its fair market value at the beginning or the end of the offering period, whichever is lower. During the six months ended June 30, 2023, 287,086 shares were purchased under the ESPP at $15.65 per share, resulting in cash proceeds of $4. No shares were purchased under the ESPP during the six months ended June 30, 2022. Restricted Stock As of June 30, 2023 and December 31, 2022, we have issued 1,817,462 and 2,703,538 shares of Class A and B common stock subject to restrictions, respectively. As of June 30, 2023, this included 452,180 shares of Class A common stock and Class B common stock issued upon the early exercise of stock options and 1,365,282 shares of restricted Class A common stock issued to certain members of management of Delphi and Sling, Inc. as part of their consideration in connection with the acquisitions. As of December 31, 2022, this included 1,365,310 shares of Class A common stock and Class B common stock issued upon the early exercise of stock options and 1,338,228 shares of restricted Class A common stock issued to certain members of management of Sling, Inc. as part of their consideration in connection with the acquisition in 2022. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Our effective income tax rate was (0.8)% and (0.5)% for the three months ended June 30, 2023 and 2022 , respectively, and was (0.5)% and (0.7)% for the six months ended June 30, 2023 and 2022, respectively. The effective tax rate for each period differs from the statutory rate primarily as a result of having a full valuation allowance maintained against our U.S. deferred tax assets. The provision for income taxes was $1 and $0 for both the three and six months ended June 30, 2023 and June 30, 2022, respectively. The change in the provision for income taxes for the six months ended June 30, 2023 compared to the six months ended June 30, 2022 is due to the tax expense recorded on the earnings of our profitable foreign subsidiaries, and also included a non-recurring benefit of $1 for the release of the valuation allowance as a result of the acquisition of Delphi. The release is due to taxable temporary differences resulting from the Delphi acquisition being available as a source of income to realize certain pre-existing Toast, Inc. deferred tax assets. |
Net Loss Per Share Attributable
Net Loss Per Share Attributable to Common Stockholders | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share Attributable to Common Stockholders | Net Loss Per Share Attributable to Common Stockholders Basic net loss per share is determined by dividing net loss by the weighted average shares outstanding for the period. We analyze the potential dilutive effect of stock options, unvested restricted stock, RSUs, our ESPP, and warrants to purchase common stock, during periods we generate net income, or when income is recognized related to changes in fair value of warrant liabilities. During the three and six months ended June 30, 2023, we recorded a loss on fair value remeasurement of warrants to purchase common stock which are excluded from the computation of diluted net loss per share due to their anti-dilutive impact. During the three and six months ended June 30, 2022, we recorded a gain on fair value remeasurement of warrants to purchase common stock. For the six months ended June 30, 2022, this was added back to the numerator to adjust net loss for the dilutive impact of the warrants with a corresponding adjustment to the denominator for the incremental dilutive shares using the treasury stock method. For the three months ended June 30, 2022, the exercise price for the warrants exceeded the average trading price of our Class A common stock, therefore, no adjustment was made to the numerator or denominator due to their anti-dilutive impact. The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders for the three and six months ended June 30, 2023 and 2022: (in millions, except share and per share amounts) Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Numerator: Net loss, basic $ (98) $ (54) $ (179) $ (77) Gain on change in fair value of warrant liability — — — 123 Net loss, diluted $ (98) $ (54) $ (179) $ (200) Denominator: Weighted average shares of common stock outstanding—basic 529,226,266 509,532,418 526,677,000 507,420,257 Effect of dilutive securities: Warrants to purchase Class B common stock — — — 756,238 Weighted average shares of common stock outstanding—diluted 529,226,266 509,532,418 526,677,000 508,176,495 Net loss per share, basic $ (0.19) $ (0.11) $ (0.34) $ (0.15) Net loss per share, diluted $ (0.19) $ (0.11) $ (0.34) $ (0.39) We excluded the following potential shares of common stock from the computation of diluted net loss per share because including them would have an anti-dilutive effect for the three and six months ended June 30, 2023 and 2022: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Options to purchase Class A common stock and Class B common stock 51,652,998 56,687,498 51,652,998 56,687,498 Unvested restricted stock 1,817,462 2,624,790 1,817,462 2,624,790 Unvested restricted stock units 37,466,318 26,198,339 37,466,318 26,198,339 Warrants to purchase Class B common stock 6,790,080 6,902,633 6,790,080 — Employee Stock Purchase Plan 289,219 — 289,219 — 98,016,077 92,413,260 98,016,077 85,510,627 |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information We have significant operations in the United States, Ireland, and India. We did not generate material revenue in any country other than the United States during the three and six months ended June 30, 2023 and 2022. The following table sets forth the breakdown of long-lived assets based on geography: June 30, December 31, United States $ 71 $ 122 Ireland 9 10 India 5 5 Other 1 1 Total long-lived assets $ 86 $ 138 Tangible long-lived assets consist of property and equipment and operating lease right-of-use assets. Long-lived assets are based upon the country in which the asset is located. |
Commitment and Contingencies
Commitment and Contingencies | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Purchase Commitments We have non-cancelable purchase obligations with hardware suppliers and cloud service providers. As of June 30, 2023, there were no material changes outside the ordinary course of business to our commitments, as disclosed in our Annual Report on Form 10-K for the year ended December 31, 2022. Legal Proceedings From time to time, we may be involved in legal actions arising in the ordinary course of business. Each of these matters is subject to various uncertainties, and it is possible that some of these matters may be resolved unfavorably. We establish accruals for losses that management deems to be probable and subject to a reasonable estimate. We do not expect any claims with a reasonably possible adverse outcome to have a material impact. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Pay vs Performance Disclosure | ||||
Net loss | $ (98) | $ (54) | $ (179) | $ (77) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 30, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Description of Business, Basi_2
Description of Business, Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America, or U.S. GAAP, and the rules and regulations of the Securities and Exchange Commission, or SEC, regarding interim financial reporting. Accordingly, they do not include all of the financial information and footnotes required by U.S. GAAP for complete financial statements. The unaudited condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly our financial position, results of operations, comprehensive loss, stockholders’ equity, and cash flows for the interim periods, but are not necessarily indicative of the results of operations to be expected for the full year ending December 31, 2023 or any other future interim periods. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. |
Reclassifications | Reclassifications Certain amounts in prior period financial statements have been reclassified to conform to the current period presentation. |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured on Recurring Basis | The following table presents information about our financial assets and liabilities that are measured at fair value on a recurring basis and indicates the level of the fair value hierarchy used to determine such fair values: Fair Value Measurement at June 30, 2023 Using Level 1 Level 2 Level 3 Total Assets: Money market funds $ 265 $ — $ — $ 265 Commercial paper — 104 — 104 Certificates of deposit — 78 — 78 Corporate bonds — 17 — 17 U.S. government agency securities — 113 — 113 Treasury securities — 134 — 134 Asset-backed securities — 56 — 56 $ 265 $ 502 $ — $ 767 Liabilities: Warrants to purchase common stock $ — $ — $ 90 $ 90 $ — $ — $ 90 $ 90 Fair Value Measurement at December 31, 2022 Using Level 1 Level 2 Level 3 Total Assets: Money market funds $ 483 $ — $ — $ 483 Commercial paper — 140 — 140 Certificates of deposit — 104 — 104 Corporate bonds — 109 — 109 U.S. government agency securities — 33 — 33 Treasury securities — 60 — 60 Asset-backed securities — 28 — 28 $ 483 $ 474 $ — $ 957 Liabilities: Warrants to purchase common stock $ — $ — $ 68 $ 68 Contingent consideration — — 4 4 $ — $ — $ 72 $ 72 |
Schedule of Measurement Inputs and Valuation Techniques | The following table indicates the weighted-average assumptions made in estimating the fair value as of June 30, 2023 and December 31, 2022: June 30, 2023 December 31, 2022 Risk-free interest rate 4.3 % 4.1 % Contractual term (in years) 4 4 Expected volatility 61.4 % 60.3 % Expected dividend yield — % — % Exercise price per share $ 17.16 $ 17.16 |
Schedule of Liabilities Measured on Recurring and Nonrecurring Basis | The following tables provide a roll-forward of the aggregate fair value of our common stock warrant liability and contingent consideration liability for which fair value is determined using Level 3 inputs: Common Stock Warrant Contingent Balance as of December 31, 2022 $ 68 $ 4 Change in fair value 23 — Settlement (1) (4) Balance as of June 30, 2023 $ 90 $ — Common Stock Warrant Liability Contingent Consideration Liability Balance as of December 31, 2021 $ 181 $ 5 Change in fair value (123) 2 Settlement (18) (4) Balance as of June 30, 2022 $ 40 $ 3 |
Marketable Securities (Tables)
Marketable Securities (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Debt Securities Available-for-sale | The amortized cost, gross unrealized holding losses and fair value of marketable securities, excluding accrued interest receivable, consisted of the following: June 30, 2023 Amortized Cost Gross Unrealized Losses Fair Value Commercial paper $ 104 $ — $ 104 Certificates of deposit 78 — 78 Corporate bonds 17 — 17 U.S. government agency securities 113 — 113 Treasury securities 136 (2) 134 Asset-backed securities 56 — 56 Total $ 504 $ (2) $ 502 December 31, 2022 Amortized Cost Gross Unrealized Losses Fair Value Commercial paper $ 140 $ — $ 140 Certificates of deposit 104 — 104 Corporate bonds 110 (1) 109 U.S. government agency securities 33 — 33 Treasury securities 61 (1) 60 Asset-backed securities 28 — 28 Total $ 476 $ (2) $ 474 The fair values of marketable securities by contractual maturities at June 30, 2023: June 30, Due within 1 year $ 337 Due after 1 year through 5 years 163 Due after 5 years through 10 years 2 Total marketable securities $ 502 |
Loan Servicing Activities and_2
Loan Servicing Activities and Acquired Loans Receivable, Net (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Guarantees and Product Warranties [Abstract] | |
Schedule of Off-Balance Sheet Credit Loss Liability | Changes in the contingent liability for expected credit losses for the three and six months ended June 30, 2023 and 2022 were as follows: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Beginning balance $ 19 $ 3 $ 14 $ 2 Credit loss expense 10 3 22 5 Reductions due to loan purchase (7) (1) (14) (2) Ending balance $ 22 $ 5 $ 22 $ 5 |
Lessee Arrangements (Tables)
Lessee Arrangements (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Leases [Abstract] | |
Schedule of Lease Cost | The components of lease expense were as follows for the three and six months ended June 30, 2023 and 2022: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Operating lease expense $ 4 $ 7 $ 8 $ 11 Variable lease expense — 1 1 2 Total $ 4 $ 8 $ 9 $ 13 The following table summarizes supplemental cash flow information related to cash paid for amounts included in the measurement of lease liabilities during the six months ended June 30, 2023 and 2022: Six Months Ended June 30, 2023 2022 Operating cash flows for operating leases $ (11) $ (13) Supplemental non-cash amounts of increases in lease liabilities from obtaining right-of-use assets/ (decreases) of lease liabilities from lease terminations and modifications (55) 3 Total $ (66) $ (10) |
Other Balance Sheet Informati_2
Other Balance Sheet Information (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Accounts Receivable | Accounts receivable, net consisted of the following: June 30, December 31, Accounts receivable $ 72 $ 45 Unbilled receivables 53 44 Less: Allowance for credit losses (10) (12) Accounts receivable, net $ 115 $ 77 |
Schedule of Accounts Receivable Allowance for Credit Loss | Our allowance for credit losses was comprised of the following: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Beginning balance $ (9) $ (4) $ (12) $ (4) Additions (3) (2) (3) (3) Write offs 2 1 5 2 Ending balance $ (10) $ (5) $ (10) $ (5) |
Schedule of Prepaid and Other Current Assets | Prepaid expenses and other current assets consisted of the following: June 30, December 31, Cash held on behalf of customers $ 91 $ 60 Prepaid expenses 24 27 Deposits for inventory purchases 13 20 Other current assets 63 48 $ 191 $ 155 |
Schedule of Accounts Payable and Accrued Liabilities | Accrued expenses and current liabilities consisted of the following: June 30, December 31, Accrued transaction-based costs $ 220 $ 181 Accrued payroll and bonus 58 59 Customer funds obligation 91 60 Accrued expenses 48 45 Accrued commissions 20 15 Contingent liability for expected credit losses 22 14 Other liabilities 34 39 $ 493 $ 413 |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Contract Asset Contract Liability and Receivable | The following table summarizes the activity in deferred revenue: Six Months Ended June 30, 2023 2022 Deferred revenue, beginning of year $ 46 $ 56 Deferred revenue, end of period 53 52 Revenue recognized in the period from amounts included in deferred revenue at the beginning of period $ 40 $ 35 |
Schedule of Capitalized Contract Cost | The following tables summarize the activity in deferred contract acquisition costs and the classification of deferred costs: Six Months Ended June 30, 2023 2022 Beginning balance $ 82 $ 55 Capitalization of sales commissions costs 50 35 Amortization of sales commissions costs (28) (20) Ending balance $ 104 $ 70 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Share-based Compensation Expense | Stock-based compensation expense recognized for the three and six months ended June 30, 2023 and 2022, is as follows: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Costs of revenue $ 11 $ 8 $ 20 $ 16 Sales and marketing 15 13 28 25 Research and development 25 18 46 34 General and administrative 21 19 41 35 Total Stock based compensation $ 72 $ 58 $ 135 $ 110 |
Schedule of Stock Options Valuation Assumptions | The following table indicates the weighted-average assumptions made in estimating the fair value for the six months ended June 30, 2023 and 2022: Six Months Ended June 30, 2023 2022 Risk-free interest rate 3.90 % 2.16 % Expected term (in years) 6.08 6.06 Expected volatility 56.19 % 51.41 % Expected dividend yield — % — % Weighted-average fair value of common stock $ 18.01 $ 17.76 Weighted-average grant date fair value $ 10.24 $ 9.02 |
Schedule of Stock Option Activity | The following is a summary of stock option activity under our stock option plans for the six months ended June 30, 2023: (in millions, except share and per share amounts) Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (1) Outstanding as of December 31, 2022 53,728,512 $ 5.98 6.94 $ 655 Granted 3,147,911 18.01 Exercised (4,790,307) 2.33 Forfeited (433,118) 11.00 Outstanding as of June 30, 2023 51,652,998 $ 7.01 6.77 $ 806 Options vested and expected to vest as of June 30, 2023 49,280,264 $ 6.72 6.68 $ 783 Options exercisable as of June 30, 2023 44,051,781 $ 5.11 6.34 $ 767 (1 ) The aggregate intrinsic value was determined as the difference between the closing price of the Class A common stock on the last trading day of June 2023, or the date of exercise, as appropriate, and the exercise price, multiplied by the number of in-the-money options that would have been received by the option holders had all option holders exercised their in-the-money options at period end. |
Schedule of Restricted Stock Unit Activity | The following table summarizes RSU activity during the six months ended June 30, 2023 : RSU Weighted Average Grant Date Fair Value Unvested balance as of December 31, 2022 31,242,263 $ 22.11 Granted 12,483,091 $ 18.43 Vested (4,806,043) $ 21.93 Forfeited (1,452,993) $ 22.09 Unvested balance as of June 30, 2023 37,466,318 $ 20.90 |
Net Loss Per Share Attributab_2
Net Loss Per Share Attributable to Common Stockholders (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share Basic and Diluted | The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders for the three and six months ended June 30, 2023 and 2022: (in millions, except share and per share amounts) Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Numerator: Net loss, basic $ (98) $ (54) $ (179) $ (77) Gain on change in fair value of warrant liability — — — 123 Net loss, diluted $ (98) $ (54) $ (179) $ (200) Denominator: Weighted average shares of common stock outstanding—basic 529,226,266 509,532,418 526,677,000 507,420,257 Effect of dilutive securities: Warrants to purchase Class B common stock — — — 756,238 Weighted average shares of common stock outstanding—diluted 529,226,266 509,532,418 526,677,000 508,176,495 Net loss per share, basic $ (0.19) $ (0.11) $ (0.34) $ (0.15) Net loss per share, diluted $ (0.19) $ (0.11) $ (0.34) $ (0.39) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | We excluded the following potential shares of common stock from the computation of diluted net loss per share because including them would have an anti-dilutive effect for the three and six months ended June 30, 2023 and 2022: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Options to purchase Class A common stock and Class B common stock 51,652,998 56,687,498 51,652,998 56,687,498 Unvested restricted stock 1,817,462 2,624,790 1,817,462 2,624,790 Unvested restricted stock units 37,466,318 26,198,339 37,466,318 26,198,339 Warrants to purchase Class B common stock 6,790,080 6,902,633 6,790,080 — Employee Stock Purchase Plan 289,219 — 289,219 — 98,016,077 92,413,260 98,016,077 85,510,627 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Long-lived Assets by Geographic Areas | The following table sets forth the breakdown of long-lived assets based on geography: June 30, December 31, United States $ 71 $ 122 Ireland 9 10 India 5 5 Other 1 1 Total long-lived assets $ 86 $ 138 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Schedule of Assets and Liabilities Measured on Recurring Basis (Details) - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrants to purchase common stock | $ 90 | $ 68 |
Fair Value, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 767 | 957 |
Warrants to purchase common stock | 90 | 68 |
Contingent consideration | 4 | |
Total liabilities | 90 | 72 |
Fair Value, Recurring | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 265 | 483 |
Fair Value, Recurring | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 104 | 140 |
Fair Value, Recurring | Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 78 | 104 |
Fair Value, Recurring | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 17 | 109 |
Fair Value, Recurring | U.S. government agency securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 113 | 33 |
Fair Value, Recurring | Treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 134 | 60 |
Fair Value, Recurring | Asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 56 | 28 |
Fair Value, Recurring | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 265 | 483 |
Warrants to purchase common stock | 0 | 0 |
Contingent consideration | 0 | |
Total liabilities | 0 | 0 |
Fair Value, Recurring | Level 1 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 265 | 483 |
Fair Value, Recurring | Level 1 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 0 | 0 |
Fair Value, Recurring | Level 1 | Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 0 | 0 |
Fair Value, Recurring | Level 1 | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 0 | 0 |
Fair Value, Recurring | Level 1 | U.S. government agency securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 0 | 0 |
Fair Value, Recurring | Level 1 | Treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 0 | 0 |
Fair Value, Recurring | Level 1 | Asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 0 | 0 |
Fair Value, Recurring | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 502 | 474 |
Warrants to purchase common stock | 0 | 0 |
Contingent consideration | 0 | |
Total liabilities | 0 | 0 |
Fair Value, Recurring | Level 2 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 0 | 0 |
Fair Value, Recurring | Level 2 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 104 | 140 |
Fair Value, Recurring | Level 2 | Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 78 | 104 |
Fair Value, Recurring | Level 2 | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 17 | 109 |
Fair Value, Recurring | Level 2 | U.S. government agency securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 113 | 33 |
Fair Value, Recurring | Level 2 | Treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 134 | 60 |
Fair Value, Recurring | Level 2 | Asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 56 | 28 |
Fair Value, Recurring | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 0 | 0 |
Warrants to purchase common stock | 90 | 68 |
Contingent consideration | 4 | |
Total liabilities | 90 | 72 |
Fair Value, Recurring | Level 3 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 0 | 0 |
Fair Value, Recurring | Level 3 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 0 | 0 |
Fair Value, Recurring | Level 3 | Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 0 | 0 |
Fair Value, Recurring | Level 3 | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 0 | 0 |
Fair Value, Recurring | Level 3 | U.S. government agency securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 0 | 0 |
Fair Value, Recurring | Level 3 | Treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 0 | 0 |
Fair Value, Recurring | Level 3 | Asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | $ 0 | $ 0 |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Weighted Average Assumptions (Details) - Level 3 | Jun. 30, 2023 | Dec. 31, 2022 |
Risk-free interest rate | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrants, measurement inputs | 0.043 | 0.041 |
Contractual term (in years) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrants, measurement inputs | 4 | 4 |
Expected volatility | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrants, measurement inputs | 0.614 | 0.603 |
Expected dividend yield | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrants, measurement inputs | 0 | 0 |
Exercise price per share | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrants, measurement inputs | 17.16 | 17.16 |
Fair Value of Financial Instr_5
Fair Value of Financial Instruments - Rollforward of Level 3 Inputs (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Common Stock Warrant Liability | Common Stock Warrants | ||
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward] | ||
Beginning balance | $ 68 | $ 181 |
Change in fair value | 23 | (123) |
Settlement | (1) | (18) |
Ending balance | 90 | 40 |
Contingent Consideration Liability | ||
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward] | ||
Beginning balance | 4 | 5 |
Change in fair value | 0 | 2 |
Settlement | (4) | (4) |
Ending balance | $ 0 | $ 3 |
Fair Value of Financial Instr_6
Fair Value of Financial Instruments - Narrative (Details) - Level 3 - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Common Class A | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash issued to settle contingent consideration | $ 2 | |
Stock issued for settlement of contingent consideration (in shares) | 38,908 | |
Common Class B | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash issued to settle contingent consideration | $ 2 | |
Stock issued for settlement of contingent consideration (in shares) | 37,179 |
Marketable Securities - Schedul
Marketable Securities - Schedule of Available-for-Sale Securities (Details) - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | $ 504 | $ 476 |
Gross Unrealized Losses | (2) | (2) |
Fair Value | 502 | 474 |
Commercial paper | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 104 | 140 |
Gross Unrealized Losses | 0 | 0 |
Fair Value | 104 | 140 |
Certificates of deposit | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 78 | 104 |
Gross Unrealized Losses | 0 | 0 |
Fair Value | 78 | 104 |
Corporate bonds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 17 | 110 |
Gross Unrealized Losses | 0 | (1) |
Fair Value | 17 | 109 |
U.S. government agency securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 113 | 33 |
Gross Unrealized Losses | 0 | 0 |
Fair Value | 113 | 33 |
Treasury securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 136 | 61 |
Gross Unrealized Losses | (2) | (1) |
Fair Value | 134 | 60 |
Asset-backed securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 56 | 28 |
Gross Unrealized Losses | 0 | 0 |
Fair Value | $ 56 | $ 28 |
Marketable Securities - Sched_2
Marketable Securities - Scheduled Maturities of Available-for-Sale Securities (Details) - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Investments, Debt and Equity Securities [Abstract] | ||
Due within 1 year | $ 337 | |
Due after 1 year through 5 years | 163 | |
Due after 5 years through 10 years | 2 | |
Total marketable securities | $ 502 | $ 474 |
Loan Servicing Activities and_3
Loan Servicing Activities and Acquired Loans Receivable, Net - Rollforward of Credit Losses (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Off-Balance Sheet, Credit Loss, Liability [Roll Forward] | ||||
Beginning balance | $ 19 | $ 3 | $ 14 | $ 2 |
Credit loss expense | 10 | 3 | 22 | 5 |
Reductions due to loan purchase | (7) | (1) | (14) | (2) |
Ending balance | $ 22 | $ 5 | $ 22 | $ 5 |
Loan Servicing Activities and_4
Loan Servicing Activities and Acquired Loans Receivable, Net - Narrative (Details) - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Non-contingent Stand-ready Liability | ||
Guarantor Obligations [Line Items] | ||
Guarantee liability | $ 11 | $ 6 |
Lessee Arrangements - Narrative
Lessee Arrangements - Narrative (Details) $ in Millions | 3 Months Ended |
Jun. 30, 2023 USD ($) | |
Lessee, Lease, Description [Line Items] | |
Operating lease, termination fee | $ 11 |
General and administrative | |
Lessee, Lease, Description [Line Items] | |
Operating lease, termination fee | $ 12 |
Lessee Arrangements - Schedule
Lessee Arrangements - Schedule of Components of Lease Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Leases [Abstract] | ||||
Operating lease expense | $ 4 | $ 7 | $ 8 | $ 11 |
Variable lease expense | 0 | 1 | 1 | 2 |
Total | $ 4 | $ 8 | $ 9 | $ 13 |
Lessee Arrangements - Schedul_2
Lessee Arrangements - Schedule of Supplemental Cash Flow Information (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Leases [Abstract] | ||
Operating cash flows for operating leases | $ (11) | $ (13) |
Supplemental non-cash amounts of increases in lease liabilities from obtaining right-of-use assets/ (decreases) of lease liabilities from lease terminations and modifications | (55) | 3 |
Total | $ (66) | $ (10) |
Debt (Details)
Debt (Details) - Revolving Credit Facility - 2021 Credit Facility - Line of Credit - USD ($) | Mar. 02, 2023 | Jun. 30, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | |||
Minimum liquidity amount | $ 250,000,000 | ||
Long term debt, amount available | $ 0 | $ 0 | |
Maximum borrowing capacity | $ 330,000,000 | ||
London Interbank Offered Rate (LIBOR) | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate (as a percent) | 1.50% | ||
Prime Rate | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate (as a percent) | 0.50% | ||
Federal Reserve Bank of New York Rate | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate (as a percent) | 0.50% | ||
Adjusted SOFR Rate | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate (as a percent) | 1% |
Business Combinations (Details)
Business Combinations (Details) - USD ($) $ in Millions | Feb. 14, 2023 | Jun. 30, 2023 | Dec. 31, 2022 |
Business Acquisition [Line Items] | |||
Goodwill | $ 113 | $ 107 | |
Delphi Display Systems, Inc | |||
Business Acquisition [Line Items] | |||
Voting interest acquired (as a percent) | 100% | ||
Consideration transferred | $ 10 | ||
Goodwill | 6 | ||
Intangible assets | 3 | ||
Other assets | 1 | ||
Delphi Display Systems, Inc | Developed Technology | |||
Business Acquisition [Line Items] | |||
Intangible assets | $ 2 | ||
Finite lived intangibles acquired, weighted average useful life (in years) | 5 years | ||
Delphi Display Systems, Inc | Customer Relationships | |||
Business Acquisition [Line Items] | |||
Intangible assets | $ 1 | ||
Finite lived intangibles acquired, weighted average useful life (in years) | 5 years |
Other Balance Sheet Informati_3
Other Balance Sheet Information - Schedule of Accounts Receivable (Details) - USD ($) $ in Millions | Jun. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||||
Accounts receivable | $ 72 | $ 45 | ||||
Unbilled receivables | 53 | 44 | ||||
Less: Allowance for credit losses | (10) | $ (9) | (12) | $ (5) | $ (4) | $ (4) |
Accounts receivable, net | $ 115 | $ 77 |
Other Balance Sheet Informati_4
Other Balance Sheet Information - Schedule of Allowance For Credit Losses (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||||
Beginning balance | $ (9) | $ (4) | $ (12) | $ (4) |
Additions | (3) | (2) | (3) | (3) |
Write offs | 2 | 1 | 5 | 2 |
Ending balance | $ (10) | $ (5) | $ (10) | $ (5) |
Other Balance Sheet Informati_5
Other Balance Sheet Information - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 | Jun. 30, 2022 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Cash held on behalf of customers | $ 91 | $ 60 | $ 72 |
Prepaid expenses | 24 | 27 | |
Deposits for inventory purchases | 13 | 20 | |
Other current assets | 63 | 48 | |
Prepaid expenses and other current assets | $ 191 | $ 155 |
Other Balance Sheet Informati_6
Other Balance Sheet Information - Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accrued transaction-based costs | $ 220 | $ 181 |
Accrued payroll and bonus | 58 | 59 |
Customer funds obligation | 91 | 60 |
Accrued expenses | 48 | 45 |
Accrued commissions | 20 | 15 |
Contingent liability for expected credit losses | 22 | 14 |
Other liabilities | 34 | 39 |
Accrued expenses and other current liabilities | $ 493 | $ 413 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers - Summary of Activity of Deferred Revenue (Details) - USD ($) $ in Millions | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | ||||
Deferred revenue | $ 53 | $ 52 | $ 46 | $ 56 |
Revenue recognized in the period from amounts included in deferred revenue at the beginning of period | $ 40 | $ 35 |
Revenue from Contracts with C_4
Revenue from Contracts with Customers - Narrative (Details) $ in Millions | Jun. 30, 2023 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, amount | $ 579 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, amount | $ 535 |
Remaining performance obligation, period (in months) | 24 months |
Revenue from Contracts with C_5
Revenue from Contracts with Customers - Summary of Capitalized Costs (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Increase (Decrease) in Capitalized Contract Costs [Roll Forward] | ||
Beginning balance | $ 82 | $ 55 |
Capitalization of sales commissions costs | 50 | 35 |
Amortization of sales commissions costs | (28) | (20) |
Ending balance | $ 104 | $ 70 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Stock-based Compensation (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total Stock based compensation | $ 72 | $ 58 | $ 135 | $ 110 |
Costs of revenue | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total Stock based compensation | 11 | 8 | 20 | 16 |
Sales and marketing | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total Stock based compensation | 15 | 13 | 28 | 25 |
Research and development | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total Stock based compensation | 25 | 18 | 46 | 34 |
General and administrative | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total Stock based compensation | $ 21 | $ 19 | $ 41 | $ 35 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation included in capitalized software | $ 3 | $ 1 | $ 6 | $ 2 | |
Weighted average fair value per share of options granted (in dollars per share) | $ 13.16 | ||||
Granted (in shares) | 0 | 3,147,911 | |||
Aggregate intrinsic value of options exercised | $ 36 | $ 25 | $ 86 | $ 81 | |
Unrecognized stock-based compensation expense related to options | $ 105 | $ 105 | |||
Expected period for recognition (in years) | 2 years 11 months 8 days | ||||
Issuance of common stock under employee stock purchase plan (in shares) | 287,086 | 0 | |||
Issuance of common stock under employee stock purchase plan | $ 4 | ||||
Shares exercised (in shares) | 4,790,307 | ||||
Class A and Class B Common Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Issuance of common stock under employee stock purchase plan (in shares) | 287,086 | ||||
Restricted stock issued (in shares) | 2,393,234 | 1,325,137 | 4,791,017 | 1,450,869 | |
Shares exercised (in shares) | 1,999,541 | 1,659,609 | 4,790,307 | 4,410,300 | |
Issuance of common stock in connection with business combinations (in shares) | 65,962 | 37,179 | |||
Common Class A | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common stock reserved for issuance (in shares) | 67,430,636 | 67,430,636 | |||
RSU | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted average fair value per share of options granted (in dollars per share) | $ 20.95 | $ 15.88 | $ 18.59 | ||
Expected period for recognition (in years) | 3 years 1 month 20 days | ||||
Fair value of RSUs vested | $ 45 | $ 26 | $ 93 | $ 29 | |
Total unrecognized stock-based compensation expense related to RSUs | $ 561 | $ 561 | |||
Shares exercised (in shares) | 452,180 | 1,365,310 | |||
RSU | Class A and Class B Common Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Restricted stock issued (in shares) | 1,817,462 | 2,703,538 | |||
RSU | Common Class A | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Issuance of common stock in connection with business combinations (in shares) | 1,365,282 | 1,338,228 | |||
Employee Stock Purchase Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted average fair value per share of options granted (in dollars per share) | $ 15.65 | ||||
Share based compensation arrangement by share based payment award, discount from market price (as percent) | 85% | ||||
Employee Stock Purchase Plan | Common Class A | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common stock reserved for issuance (in shares) | 21,653,080 | 21,653,080 |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of Weighted Average Assumptions (Details) - $ / shares | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2023 | Jun. 30, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted average fair value per share of options granted (in dollars per share) | $ 13.16 | ||
Option | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 3.90% | 2.16% | |
Expected term (in years) | 6 years 29 days | 6 years 21 days | |
Expected volatility | 56.19% | 51.41% | |
Expected dividend yield | 0% | 0% | |
Weighted-average fair value of common stock (in dollars per share) | $ 18.01 | $ 18.01 | $ 17.76 |
Weighted average fair value per share of options granted (in dollars per share) | $ 10.24 | $ 9.02 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | |
Number of Shares | |||
Beginning balance (in shares) | 53,728,512 | ||
Granted (in shares) | 0 | 3,147,911 | |
Exercised (in shares) | (4,790,307) | ||
Forfeited (in shares) | (433,118) | ||
Ending balance (in shares) | 51,652,998 | 51,652,998 | 53,728,512 |
Options vested and expected to vest (in shares) | 49,280,264 | 49,280,264 | |
Options exercisable (in shares) | 44,051,781 | 44,051,781 | |
Weighted Average Exercise Price | |||
Beginning balance (in dollars per share) | $ 5.98 | ||
Granted (in dollars per share) | 18.01 | ||
Exercised (in dollars per share) | 2.33 | ||
Forfeited (in dollars per share) | 11 | ||
Ending balance (in dollars per share) | $ 7.01 | 7.01 | $ 5.98 |
Options vested and expected to vest, Weighted average exercise price (in dollars per share) | 6.72 | 6.72 | |
Options exercisable, Weighted average exercise price per share (in dollars per share) | $ 5.11 | $ 5.11 | |
Weighted Average Remaining Contractual Term (Years) | |||
Options outstanding (in years) | 6 years 9 months 7 days | 6 years 11 months 8 days | |
Options vested and expected to vest | 6 years 8 months 4 days | ||
Options exercisable (in years) | 6 years 4 months 2 days | ||
Aggregate Intrinsic Value | |||
Options outstanding | $ 806 | $ 806 | $ 655 |
Options vested and expected to vest | 783 | 783 | |
Options exercisable | $ 767 | $ 767 |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of RSU Activity (Details) - RSU | 6 Months Ended |
Jun. 30, 2023 $ / shares shares | |
RSU | |
Beginning balance (in shares) | shares | 31,242,263 |
Granted (in shares) | shares | 12,483,091 |
Vested (in shares) | shares | (4,806,043) |
Forfeited (in shares) | shares | (1,452,993) |
Ending balance (in shares) | shares | 37,466,318 |
Weighted Average Grant Date Fair Value | |
Beginning balance (in dollars per share) | $ / shares | $ 22.11 |
Granted (in dollars per share) | $ / shares | 18.43 |
Vested (in dollars per share) | $ / shares | 21.93 |
Forfeited (in dollars per share) | $ / shares | 22.09 |
Ending balance (in dollars per share) | $ / shares | $ 20.90 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | ||||
Effective income tax rate (as a percent) | (0.80%) | (0.50%) | (0.50%) | (0.70%) |
Provision for income taxes | $ 1 | $ 0 | $ 1 | $ 0 |
Non-recurring income tax benefit | $ 1 |
Net Loss Per Share Attributab_3
Net Loss Per Share Attributable to Common Stockholders - Schedule of Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Numerator: | ||||
Net loss, basic | $ (98) | $ (54) | $ (179) | $ (77) |
Gain on change in fair value of warrant liability | 0 | 0 | 0 | 123 |
Net loss, diluted | $ (98) | $ (54) | $ (179) | $ (200) |
Denominator: | ||||
Weighted average shares of common stock outstanding - basic (in shares) | 529,226,266 | 509,532,418 | 526,677,000 | 507,420,257 |
Effect of dilutive securities: | ||||
Warrants to purchase Class B common stock (in shares) | 0 | 0 | 0 | 756,238 |
Weighted average shares of common stock outstanding - diluted (in shares) | 529,226,266 | 509,532,418 | 526,677,000 | 508,176,495 |
Net loss per share, basic (in dollars per share) | $ (0.19) | $ (0.11) | $ (0.34) | $ (0.15) |
Net loss per share, diluted (in dollars per share) | $ (0.19) | $ (0.11) | $ (0.34) | $ (0.39) |
Net Loss Per Share Attributab_4
Net Loss Per Share Attributable to Common Stockholders - Schedule of Antidilutive Shares (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive shares excluded from computation of earnings per share (in shares) | 98,016,077 | 92,413,260 | 98,016,077 | 85,510,627 |
Options to purchase Class A common stock and Class B common stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive shares excluded from computation of earnings per share (in shares) | 51,652,998 | 56,687,498 | 51,652,998 | 56,687,498 |
Unvested restricted stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive shares excluded from computation of earnings per share (in shares) | 1,817,462 | 2,624,790 | 1,817,462 | 2,624,790 |
Unvested restricted stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive shares excluded from computation of earnings per share (in shares) | 37,466,318 | 26,198,339 | 37,466,318 | 26,198,339 |
Common Stock Warrant Liability | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive shares excluded from computation of earnings per share (in shares) | 6,790,080 | 6,902,633 | 6,790,080 | 0 |
Employee Stock Purchase Plan | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive shares excluded from computation of earnings per share (in shares) | 289,219 | 0 | 289,219 | 0 |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Segment Reporting Information [Line Items] | ||
Total long-lived assets | $ 86 | $ 138 |
United States | ||
Segment Reporting Information [Line Items] | ||
Total long-lived assets | 71 | 122 |
Ireland | ||
Segment Reporting Information [Line Items] | ||
Total long-lived assets | 9 | 10 |
India | ||
Segment Reporting Information [Line Items] | ||
Total long-lived assets | 5 | 5 |
Other | ||
Segment Reporting Information [Line Items] | ||
Total long-lived assets | $ 1 | $ 1 |