Cover Page
Cover Page - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2020 | Feb. 11, 2021 | Jun. 30, 2020 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2020 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-38498 | ||
Entity Registrant Name | PLURALSIGHT, INC. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 82-3605465 | ||
Entity Address, Address Line One | 42 Future Way | ||
Entity Address, City or Town | Draper | ||
Entity Address, State or Province | UT | ||
Entity Address, Postal Zip Code | 84020 | ||
City Area Code | 801 | ||
Local Phone Number | 784-9007 | ||
Title of 12(b) Security | Class A Common Stock, $0.0001 par value per share | ||
Trading Symbol | PS | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
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 | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 1.8 | ||
Entity Central Index Key | 0001725579 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY | ||
Common Stock | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding (in share) | 148,534,713 | ||
Class A Common Stock | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding (in share) | 123,022,971 | ||
Class B Common Stock | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding (in share) | 12,003,335 | ||
Class C Common Stock | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding (in share) | 13,508,407 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Current Assets: | ||
Cash and cash equivalents | $ 134,395 | $ 90,515 |
Short-term investments | 265,220 | 332,234 |
Accounts receivable, net of allowances of $5,262 and $3,465 as of December 31, 2020 and 2019, respectively | 118,808 | 101,576 |
Deferred contract acquisition costs, net | 22,910 | 18,331 |
Prepaid expenses and other current assets | 25,033 | 14,174 |
Total current assets | 566,366 | 556,830 |
Restricted cash | 17,546 | 28,916 |
Long-term investments | 86,586 | 105,805 |
Property and equipment, net | 64,518 | 22,896 |
Right-of-use assets | 61,157 | 15,804 |
Content library, net | 28,890 | 8,958 |
Intangible assets, net | 18,488 | 22,631 |
Goodwill | 293,863 | 262,532 |
Deferred contract acquisition costs, noncurrent, net | 10,553 | 5,982 |
Other assets | 3,166 | 1,599 |
Total assets | 1,151,133 | 1,031,953 |
Current liabilities: | ||
Accounts payable | 9,697 | 10,615 |
Accrued expenses | 57,884 | 40,703 |
Accrued author fees | 12,111 | 11,694 |
Lease liabilities | 10,350 | 5,752 |
Deferred revenue | 252,423 | 215,137 |
Total current liabilities | 342,465 | 283,901 |
Deferred revenue, noncurrent | 23,863 | 19,517 |
Convertible senior notes, net | 497,305 | 470,228 |
Lease liabilities, noncurrent | 74,421 | 11,167 |
Contingent consideration liabilities | 11,050 | 0 |
Other liabilities | 259 | 980 |
Total liabilities | 949,363 | 785,793 |
Commitments and contingencies (Note 12) | ||
Stockholders’ equity: | ||
Preferred stock | 0 | 0 |
Additional paid-in capital | 752,804 | 641,128 |
Accumulated other comprehensive income | 975 | 225 |
Accumulated deficit | (586,461) | (458,381) |
Total stockholders’ equity attributable to Pluralsight, Inc. | 167,332 | 182,985 |
Non-controlling interests | 34,438 | 63,175 |
Total stockholders’ equity | 201,770 | 246,160 |
Total liabilities and stockholders’ equity | 1,151,133 | 1,031,953 |
Class A Common Stock | ||
Stockholders’ equity: | ||
Common stock | 12 | 10 |
Class B Common Stock | ||
Stockholders’ equity: | ||
Common stock | 1 | 2 |
Class C Common Stock | ||
Stockholders’ equity: | ||
Common stock | $ 1 | $ 1 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Allowance for doubtful accounts | $ 5,262 | $ 3,465 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Class A Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued (in shares) | 121,675,561 | 104,083,271 |
Common stock, shares outstanding (in shares) | 121,675,561 | 104,083,271 |
Class B Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 200,000,000 | 200,000,000 |
Common stock, shares issued (in shares) | 12,123,945 | 23,211,418 |
Common stock, shares outstanding (in shares) | 12,123,945 | 23,211,418 |
Class C Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Common stock, shares issued (in shares) | 13,400,787 | 14,269,199 |
Common stock, shares outstanding (in shares) | 13,400,787 | 14,269,199 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | ||
Income Statement [Abstract] | ||||
Revenue | $ 391,865 | $ 316,910 | $ 232,029 | |
Cost of revenue | 82,552 | 71,353 | 62,615 | |
Gross profit | 309,313 | 245,557 | 169,414 | |
Operating expenses: | ||||
Sales and marketing | 238,165 | 207,085 | 158,409 | |
Technology and content | 118,785 | 102,902 | 69,289 | |
General and administrative | 95,651 | 85,560 | 78,418 | |
Total operating expenses | 452,601 | 395,547 | 306,116 | |
Loss from operations | (143,288) | (149,990) | (136,702) | |
Other income (expense): | ||||
Interest expense | (29,322) | (23,565) | (6,826) | |
Loss on debt extinguishment | 0 | (950) | (4,085) | |
Other income, net | 8,411 | 11,749 | 1,504 | |
Loss before income taxes | (164,199) | (162,756) | (146,109) | |
Income tax benefit (expense) | 108 | (823) | (664) | |
Net loss | (164,091) | (163,579) | (146,773) | |
Less: Net loss attributable to non-controlling interests | (36,011) | (50,921) | (49,660) | |
Net loss attributable to Pluralsight, Inc. | (128,080) | (112,658) | (97,113) | |
Less: Accretion of Series A redeemable convertible preferred units | 0 | 0 | (176,275) | |
Net loss attributable to shares of Class A common stock | $ (128,080) | $ (112,658) | $ (273,388) | |
Net loss per share, basic and diluted (in dollars per share) | [1] | $ (1.15) | $ (1.19) | $ (0.72) |
Weighted average common shares used in computing basic and diluted net loss per unit (in shares) | [1] | 111,798 | 94,515 | 62,840 |
[1] | Represents net loss per share of Class A common stock and weighted-average shares of Class A common stock outstanding for the portion of the periods following the Reorganization Transactions and Pluralsight, Inc.’s initial public offering described in Note 1—Organization and Description of Business. See Note 17—Net Loss Per Share for additional details. |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Statement of Comprehensive Income [Abstract] | |||
Net loss | $ (164,091) | $ (163,579) | $ (146,773) |
Other comprehensive income (loss): | |||
Unrealized gains on investments | 633 | 333 | 0 |
Foreign currency translation gains (losses), net | 326 | 40 | (112) |
Comprehensive loss | (163,132) | (163,206) | (146,885) |
Less: Comprehensive loss attributable to non-controlling interests | (35,802) | (50,814) | (49,710) |
Comprehensive loss attributable to Pluralsight, Inc. | $ (127,330) | $ (112,392) | $ (97,175) |
Consolidated Statements of Rede
Consolidated Statements of Redeemable Convertible Preferred Units, Members’ Deficit and Stockholders' Equity - USD ($) $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | Members’ Capital | Common StockClass A Common Stock | Common StockClass B Common Stock | Common StockClass C Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | Accumulated DeficitCumulative Effect, Period of Adoption, Adjustment | Non-Controlling Interests | Non-Controlling InterestsCumulative Effect, Period of Adoption, Adjustment |
Beginning balance (in shares) at Dec. 31, 2017 | 48,447,880 | |||||||||||
Beginning balance at Dec. 31, 2017 | $ 405,766 | |||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||||||
Accretion of Series A redeemable convertible preferred units | 176,275 | |||||||||||
Effect of Reorganization Transactions | $ (582,041) | |||||||||||
Ending balance (in shares) at Dec. 31, 2018 | 0 | |||||||||||
Ending balance at Dec. 31, 2018 | $ 0 | |||||||||||
Beginning balance (in shares) at Dec. 31, 2017 | 48,407,645 | 0 | 0 | 0 | ||||||||
Beginning balance at Dec. 31, 2017 | (445,077) | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 25 | $ (445,102) | $ 0 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Foreign currency translation losses | (112) | |||||||||||
Effect of exchanges of LLC Units (in shares) | 1,107,448 | |||||||||||
Ending balance (in shares) at Dec. 31, 2018 | 0 | 65,191,907 | 57,490,881 | 14,586,173 | ||||||||
Ending balance at Dec. 31, 2018 | 208,593 | $ 19,996 | $ 0 | $ 7 | $ 6 | $ 1 | 456,899 | (41) | (355,446) | $ 9,723 | 107,167 | $ 10,273 |
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||||||
Accretion of Series A redeemable convertible preferred units | 0 | |||||||||||
Effect of Reorganization Transactions | $ 0 | |||||||||||
Ending balance (in shares) at Dec. 31, 2019 | 0 | |||||||||||
Ending balance at Dec. 31, 2019 | $ 0 | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Equity-based compensation | 91,603 | 91,603 | ||||||||||
Foreign currency translation losses | 40 | |||||||||||
Net loss | (163,579) | (112,658) | (50,921) | |||||||||
Effect of exchanges of LLC Units (in shares) | 34,892,796 | (34,157,618) | (735,178) | |||||||||
Effect of exchanges of LLC Units | 0 | $ 3 | $ (4) | 61,754 | (61,753) | |||||||
Issuance of common stock under employee stock purchase plan (in shares) | 1,299,748 | |||||||||||
Issuance of common stock under employee stock purchase plan | 17,128 | 17,128 | ||||||||||
Vesting of restricted stock units (in shares) | 2,171,529 | 418,204 | ||||||||||
Vesting of restricted stock units | 0 | |||||||||||
Exercise of common stock options (in shares) | 527,291 | |||||||||||
Exercise of common stock options | 7,700 | 7,700 | ||||||||||
Forfeiture of unvested LLC Units (in shares) | 121,845 | |||||||||||
Forfeiture of unvested LLC Units | 0 | |||||||||||
Shares withheld for tax withholding on equity awards | (1,574) | (1,574) | ||||||||||
Adjustments to non-controlling interests | 0 | (58,302) | 58,302 | |||||||||
Equity component of convertible senior notes, net of issuance costs | 137,033 | 137,033 | ||||||||||
Purchase of capped calls related to issuance of convertible senior notes | (69,432) | (69,432) | ||||||||||
Repurchases of equity component of convertible senior notes | (2,965) | (2,965) | ||||||||||
Settlement of capped calls related to repurchases of convertible senior notes | 1,284 | 1,284 | ||||||||||
Other comprehensive income | 373 | 266 | 107 | |||||||||
Ending balance (in shares) at Dec. 31, 2019 | 0 | 104,083,271 | 23,211,418 | 14,269,199 | ||||||||
Ending balance at Dec. 31, 2019 | 246,160 | $ 0 | $ 10 | $ 2 | $ 1 | 641,128 | 225 | (458,381) | 63,175 | |||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||||||
Accretion of Series A redeemable convertible preferred units | 0 | |||||||||||
Effect of Reorganization Transactions | $ 0 | |||||||||||
Ending balance (in shares) at Dec. 31, 2020 | 0 | |||||||||||
Ending balance at Dec. 31, 2020 | $ 0 | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Equity-based compensation | 98,991 | 98,991 | ||||||||||
Foreign currency translation losses | 326 | |||||||||||
Net loss | (164,091) | (128,080) | (36,011) | |||||||||
Effect of exchanges of LLC Units (in shares) | 12,373,292 | (11,087,473) | (1,285,819) | |||||||||
Effect of exchanges of LLC Units | 0 | $ 1 | $ (1) | 19,093 | (19,093) | |||||||
Issuance of common stock under employee stock purchase plan (in shares) | 1,219,233 | |||||||||||
Issuance of common stock under employee stock purchase plan | 16,550 | 16,550 | ||||||||||
Vesting of restricted stock units (in shares) | 3,214,620 | 417,407 | ||||||||||
Vesting of restricted stock units | $ 0 | $ 1 | (1) | |||||||||
Exercise of common stock options (in shares) | 701,593 | 701,593 | ||||||||||
Exercise of common stock options | $ 9,868 | 9,868 | ||||||||||
Issuance of common stock under employee 401(k) plan (in share) | 83,552 | |||||||||||
Issuance of common stock under employee 401(k) plan | 1,325 | 1,325 | ||||||||||
Shares withheld for tax withholding on equity awards | (7,992) | (7,992) | ||||||||||
Adjustments to non-controlling interests | 0 | (26,158) | 26,158 | |||||||||
Other comprehensive income | 959 | 750 | 209 | |||||||||
Ending balance (in shares) at Dec. 31, 2020 | 0 | 121,675,561 | 12,123,945 | 13,400,787 | ||||||||
Ending balance at Dec. 31, 2020 | $ 201,770 | $ 0 | $ 12 | $ 1 | $ 1 | $ 752,804 | $ 975 | $ (586,461) | $ 34,438 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Operating activities | |||
Net loss | $ (164,091) | $ (163,579) | $ (146,773) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation of property and equipment | 12,262 | 9,464 | 8,318 |
Amortization of acquired intangible assets | 6,334 | 4,479 | 8,681 |
Amortization of course creation costs | 3,427 | 2,543 | 1,993 |
Equity-based compensation | 99,853 | 90,437 | 72,492 |
Amortization of deferred contract acquisition costs | 25,894 | 23,587 | 0 |
Amortization of debt discount and issuance costs | 27,077 | 21,691 | 1,215 |
Investment discount and premium amortization, net | 770 | (2,446) | 0 |
Loss on debt extinguishment | 0 | 950 | 4,085 |
Other | (218) | 380 | 696 |
Changes in assets and liabilities, net of acquired assets and liabilities: | |||
Accounts receivable | (17,045) | (37,274) | (26,156) |
Deferred contract acquisition costs | (35,044) | (27,688) | 0 |
Prepaid expenses and other assets | (10,422) | (5,663) | (3,482) |
Right-of-use assets | 5,615 | 5,586 | 0 |
Accounts payable | (1,157) | 2,683 | 1,385 |
Accrued expenses and other liabilities | 17,903 | 5,887 | 7,973 |
Accrued author fees | 417 | 1,692 | 2,123 |
Lease liabilities | (3,545) | (6,659) | 0 |
Deferred revenue | 41,060 | 62,201 | 61,554 |
Net cash provided by (used in) operating activities | 9,090 | (11,729) | (5,896) |
Investing activities | |||
Purchases of property and equipment | (35,438) | (11,181) | (8,796) |
Purchases of content library | (7,809) | (5,326) | (3,340) |
Cash paid for acquisitions, net of cash acquired | (37,512) | (163,771) | 0 |
Purchases of investments | (491,278) | (694,246) | 0 |
Proceeds from sales of investments | 0 | 4,967 | 0 |
Proceeds from maturities of investments | 576,582 | 252,836 | 0 |
Net cash provided by (used in) investing activities | 4,545 | (616,721) | (12,136) |
Financing activities | |||
Proceeds from issuance of common stock from employee equity plans | 26,418 | 24,828 | 13,378 |
Taxes paid related to net share settlement | (7,992) | (1,574) | (16,905) |
Proceeds from issuance of convertible senior notes, net of discount and issuance costs | 0 | 616,654 | 0 |
Purchase of capped calls related to issuance of convertible senior notes | 0 | (69,432) | 0 |
Repurchases of convertible senior notes | 0 | (35,000) | 0 |
Proceeds from terminations of capped calls related to repurchases of convertible senior notes | 0 | 1,284 | 0 |
Proceeds from initial public offering, net of underwriting discounts and commissions | 0 | 0 | 332,080 |
Payments of costs related to initial public offering | 0 | 0 | (7,083) |
Borrowings of long-term debt | 0 | 0 | 20,000 |
Repayments of long-term debt | 0 | 0 | (137,710) |
Payments of debt extinguishment costs | 0 | 0 | (2,179) |
Payments of debt issuance costs | 0 | 0 | (450) |
Payments to settle equity appreciation rights | 0 | 0 | (325) |
Other | 0 | 0 | (17) |
Net cash provided by financing activities | 18,426 | 536,760 | 200,789 |
Effect of exchange rate changes on cash, cash equivalents, and restricted cash | 449 | 50 | (163) |
Net increase (decrease) in cash, cash equivalents, and restricted cash | 32,510 | (91,640) | 182,594 |
Cash, cash equivalents, and restricted cash, beginning of period | 119,431 | 211,071 | 28,477 |
Cash, cash equivalents, and restricted cash, end of period | 151,941 | 119,431 | 211,071 |
Supplemental cash flow disclosure: | |||
Cash paid for interest | 2,226 | 1,126 | 4,271 |
Cash paid for income taxes, net | 2,094 | 836 | 452 |
Supplemental disclosure of non-cash investing and financing activities: | |||
Lease liabilities arising from obtaining right-of-use assets | 70,313 | 11,700 | 0 |
Unpaid capital expenditures | 1,095 | 3,865 | 519 |
Equity-based compensation capitalized as internal-use software | 1,240 | 1,166 | 459 |
Unrealized gains on investments | 633 | 333 | 0 |
401(k) equity match | 1,325 | 0 | 0 |
Contingent consideration liabilities | 11,050 | 0 | 0 |
Conversion of redeemable convertible preferred units | 0 | 0 | 582,041 |
Redeemable convertible preferred unit accretion | 0 | 0 | 176,275 |
Issuance of warrants to purchase shares of Class A common stock | 0 | 0 | 984 |
Reconciliation of cash, cash equivalents and restricted cash as shown in the statement of cash flows: | |||
Cash and cash equivalents | 134,395 | 90,515 | 194,306 |
Restricted cash | 17,546 | 28,916 | 16,765 |
Total cash, cash equivalents, and restricted cash | $ 151,941 | $ 119,431 | $ 28,477 |
Organization and Description of
Organization and Description of Business | 12 Months Ended |
Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | Organization and Description of Business Organization and Description of Business Pluralsight, Inc. was incorporated as a Delaware corporation on December 4, 2017 as a holding company for the purpose of facilitating an initial public offering (“IPO”) and other related transactions in order to carry on the business of Pluralsight Holdings, LLC (“Pluralsight Holdings”) and its subsidiaries (together with Pluralsight, Inc., the “Company” or “Pluralsight”). Pluralsight Holdings is a limited liability company (“LLC”) and was organized on August 29, 2014 in the state of Delaware and is the parent company of Pluralsight, LLC, and its directly and indirectly wholly-owned subsidiaries. Pluralsight, LLC was organized on June 17, 2004 in the state of Nevada. Pluralsight operates a technology workforce development platform that provides a broad range of tools for businesses and individuals to measure and increase technology skills, including skill and role assessments, a curated library of courses, learning paths, software developer productivity metrics, and business analytics. As the sole managing member of Pluralsight Holdings, Pluralsight, Inc. operates and controls all the business operations and affairs of Pluralsight. Initial Public Offering In May 2018, Pluralsight, Inc. completed its IPO, in which it sold 23,805,000 shares of Class A common stock at a public offering price of $15.00 per share for net proceeds of $332.1 million, after deducting underwriters’ discounts and commissions, which Pluralsight, Inc. used to purchase newly-issued common limited liability company units (“LLC Units”) from Pluralsight Holdings. The Company reclassified $7.4 million of offering costs into stockholders’ equity as a reduction of the net proceeds received from the IPO. Reorganization Transactions In connection with the IPO, the Company completed the following transactions (“Reorganization Transactions”): • The limited liability company agreement of Pluralsight Holdings (“LLC Agreement”) was amended and restated to, among other things: (i) appoint Pluralsight, Inc. as its sole managing member and (ii) effectuate the conversion of all outstanding redeemable convertible preferred limited liability company units, incentive units, and Class B incentive units of Pluralsight Holdings into a single class of LLC Units. See Note 13—Stockholders’ Equity for additional details. • Certain members of Pluralsight Holdings that were corporations merged with and into Pluralsight, Inc. and certain members of Pluralsight Holdings contributed certain of their LLC Units to Pluralsight, Inc., in each case in exchange for shares of Class A common stock. • The certificate of incorporation of Pluralsight, Inc. was amended and restated to authorize three classes of common stock, Class A common stock, Class B common stock, Class C common stock, and one class of preferred stock. Class B and Class C common stock were issued on a one-for-one basis to the members of Pluralsight Holdings who retained LLC Units (“Continuing Members”). Class B and Class C common stock have voting rights but no economic rights. See Note 13—Stockholders’ Equity for additional details. As the sole managing member of Pluralsight Holdings, Pluralsight, Inc. has the sole voting interest in Pluralsight Holdings and controls all of the business operations, affairs, and management of Pluralsight Holdings. Accordingly, Pluralsight, Inc. consolidates the financial results of Pluralsight Holdings and reports the non-controlling interests of the Continuing Members’ LLC Units on its consolidated financial statements. As of December 31, 2020, Pluralsight, Inc. owned 82.9% of Pluralsight Holdings and the non-controlling interests owned the remaining 17.1% of the vested LLC Units of Pluralsight Holdings. As the Reorganization Transactions are considered transactions between entities under common control, the financial statements for periods prior to the IPO and Reorganization Transactions have been adjusted to combine the previously separate entities for presentation purposes. Prior to the Reorganization Transactions, Pluralsight, Inc. had no operations. Secondary Offering In June 2020, the Company completed a secondary offering, in which certain stockholders sold 11,711,009 shares of Class A common stock at a public offering price of $19.50 per share. Pluralsight did not receive any proceeds from the sale of shares by selling stockholders. A total of $1.3 million in costs were incurred by Pluralsight in connection with this offering. Merger Agreement On December 11, 2020, the Company entered into an Agreement and Plan of Merger (“Merger Agreement”) with affiliates of Vista Equity Partners Fund VII, L.P. (“Vista”). If the Mergers are completed, at the effective times of the Mergers: (i) each share of Class A common stock outstanding as of immediately prior to the effective time of the Pluralsight Merger (except as otherwise provided in the Merger Agreement) will be cancelled and automatically converted into the right to receive cash in an amount equal to $20.26, without interest and (ii) each common unit of Pluralsight Holdings, or Holdings units outstanding as of immediately prior to the effective time of the Holdings Merger (except as otherwise provided in the merger agreement) will be cancelled and automatically converted into the right to receive cash in an amount equal to $20.26 per share, without interest. |
Summary of Significant Accounti
Summary of Significant Accounting Policies and Recent Accounting Pronouncements | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies and Recent Accounting Pronouncements | Summary of Significant Accounting Policies and Recent Accounting Pronouncements Basis of Presentation The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). The consolidated financial statements include the accounts of Pluralsight, Inc. and its directly and indirectly wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Pluralsight, Inc. consolidates the financial results of Pluralsight Holdings as a Variable Interest Entity (“VIE”). The Company periodically evaluates entities for consolidation either through ownership of a majority voting interest, or through means other than a voting interest, in accordance with the VIE accounting model. A VIE is an entity in which the equity investors as a group, if any, lack the power through voting or similar rights to direct the activities of such entity that most significantly impact such entity’s economic performance or the equity investment at risk is insufficient to finance that entity’s activities without additional subordinated financial support. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses for the reporting period. On an ongoing basis, the Company evaluates its estimates, including, but not limited to, those related to the determination of the fair value of equity awards, the fair value of the liability and equity components of the convertible senior notes, the fair value of identified assets and liabilities acquired in business combinations, the fair value of contingent consideration liabilities, the useful lives of property and equipment, content library and intangible assets, impairment of long-lived and intangible assets, including goodwill, provisions for doubtful accounts receivable and deferred revenue, the standalone selling price (“SSP”) of performance obligations, the determination of the period of benefit for deferred contract acquisition costs, certain accrued expenses, including author fees, and the discount rate used for operating leases. These estimates and assumptions are based on the Company’s historical results and management’s future expectations. Actual results could differ from those estimates. Concentration of Credit Risk and Significant Customers The Company deposits cash with high-credit-quality financial institutions, which, at times, may exceed federally insured amounts. The Company invests its cash equivalents in highly-rated money market funds. The Company has not experienced any losses on its deposits. The Company performs ongoing credit evaluations of its customers’ financial condition and will limit the amount of credit as deemed necessary, but currently does not require collateral from customers. No customer accounted for 10% or more of the net accounts receivable balance for the years ended December 31, 2020 or 2019. For the years ended December 31, 2020, 2019, and 2018 no customer accounted for 10% or more of total revenue. Cash, Cash Equivalents, Restricted Cash and Investments The Company considers all highly-liquid investments with a maturity at the time of purchase of 90 days or less to be cash and cash equivalents. Cash consists of deposits with financial institutions. Cash equivalents and investments consist of highly liquid investments in money market funds, U.S. treasury securities, U.S. government agency securities, commercial paper, and corporate debt securities. Cash and cash equivalents that are restricted as to withdrawal or usage are presented as restricted cash on the consolidated balance sheets. The Company classifies investments as available-for-sale securities. Investments with original maturities beyond 90 days are classified as short-term or long-term investments based on the nature of the securities and their stated maturities. Investments are carried at fair value, with unrealized gains and losses, net of tax, reported in accumulated other comprehensive income within stockholders’ equity. Unrealized gains and losses are reclassified out of accumulated other comprehensive income (loss) into earnings using the specific identification method. Investments are reviewed periodically to determine whether a decline in a security’s fair value below the amortized cost basis is other-than-temporary. If the cost of an individual investment exceeds its fair value, the Company considers available quantitative and qualitative factors such as the length of time and extent to which the market value has been less than the cost, the financial condition and near-term prospects of the issuer and the Company's intent to sell, or whether it is more likely than not the Company will be required to sell the investment before recovery of the investment’s amortized cost basis. If the Company believes that a decline in fair value is determined to be other-than-temporary, the investments are written down to fair value. There were no other-than-temporary impairments recognized on investments during the periods presented. Interest income, amortization of premiums and discounts, realized gains and losses and declines in fair value judged to be other-than-temporary on available-for-sale securities are included in other income, net in the consolidated statements of operations. The Company uses the specific identification method to determine the cost in calculating realized gains and losses upon the sale of these investments. Accounts Receivable Accounts receivable balances are recorded at the invoiced amount and are non-interest-bearing. The Company records a contract asset when revenue is recognized in advance of invoicing. Contract assets that represent a right to consideration that is unconditional are presented within accounts receivable on the consolidated balance sheets. The Company maintains allowances for doubtful accounts and expected credit losses to reserve for potential uncollectible receivables, by assessing the collectability of the accounts by taking into consideration the aging of trade receivables, historical experience, and management judgment. The Company records the allowance for expected credit losses against bad debt expense through the consolidated statement of operations up to the amount of revenue recognized to date. Any incremental allowance is recorded as an offset to deferred revenue on the consolidated balance sheet. Allowances for doubtful accounts unrelated to expected credit losses are recorded as a reduction of revenue and deferred revenue. The Company writes off trade receivables against the allowance when management determines a balance is uncollectible and no longer intends to actively pursue collection of the receivable. The following is a roll-forward of the Company’s allowance for doubtful accounts (in thousands): Year Ended December 31, 2020 2019 2018 Balance, beginning of period $ 3,465 $ 2,501 $ 1,552 Provision for doubtful accounts 14,953 10,649 2,185 Accounts written-off, net of recoveries (13,156) (9,685) (1,236) Balance, end of period $ 5,262 $ 3,465 $ 2,501 Property and Equipment Property and equipment is stated at historical cost less accumulated depreciation. Repairs and maintenance costs are expensed as incurred as repairs and maintenance do not extend the useful life or improve the related assets. Depreciation and amortization, including amortization of leasehold improvements, is computed using the straight-line method over the estimated useful lives of the assets. The estimated useful life of each asset category is as follows: Estimated Useful Life Computer equipment 3-5 years Purchased software 1-5 years Internal-use software 1-3 years Furniture and fixtures 5-7 years Leasehold improvements Shorter of remaining lease term or estimated useful life The Company reviews property and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets (or asset group) may not be recoverable. An impairment loss is recognized when the total of estimated undiscounted future cash flows expected to result from the use of the asset and its eventual disposition is less than its carrying amount. Impairment, if any, would be assessed using discounted cash flows or other appropriate measures of fair value. There was no impairment of property and equipment during the years ended December 31, 2020, 2019, and 2018. When assets are retired or otherwise disposed of, the cost and accumulated depreciation and amortization are removed from their respective accounts and any loss on such retirement is reflected in operating expenses. Capitalized Software Development Costs The Company capitalizes certain development costs incurred in connection with the development of its platform and software used in operations. Costs incurred in the preliminary stages of development are expensed as incurred. Once software has reached the development stage, internal and external costs of application development are capitalized until the software is substantially complete and ready for its intended use. Capitalization ceases upon completion of all substantial testing. The Company also capitalizes costs related to specific upgrades and enhancements when it is probable the expenditures will result in additional functionality. The Company capitalized costs of $9.8 million, $8.5 million, and $5.9 million for the years ended December 31, 2020, 2019, and 2018, respectively, which were included in property and equipment. Maintenance and training costs are expensed as incurred. Leases - ASC 842 The Company enters into operating lease arrangements for real estate assets related to office space. The Company determines if an arrangement contains a lease at its inception by assessing whether there is an identified asset and whether the arrangement conveys the right to control the use of the identified asset in exchange for consideration. Operating leases are included as right-of-use assets and lease liabilities in the consolidated balance sheets. Right-of-use assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make payments arising from the lease. Right-of-use assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. Lease payments consist of the fixed payments under the arrangements. Variable costs, such as maintenance and utilities based on actual usage, are not included in the measurement of right-of-use assets and lease liabilities but are expensed when the event determining the amount of variable consideration to be paid occurs. As the implicit rate of the Company’s leases is not determinable, the Company uses an incremental borrowing rate based on the information available at the lease commencement date in determining the present value of lease payments. Lease expense is recognized on a straight-line basis over the lease term. The Company generally uses the non-cancellable lease term when recognizing the right-of-use assets and lease liabilities unless it is reasonably certain that a renewal option or termination option will be exercised. The Company accounts for lease components and non-lease components as a single lease component. Leases with a term of twelve months or less are not recognized on the consolidated balance sheets. The Company recognizes lease expense for these leases on a straight-line basis over the term of the lease. Leases - ASC 840 The Company applied the provisions of ASC 840 for the years ended December 31, 2018 and 2017. The Company categorizes leases at their inception as either operating or capital leases. On certain of the Company’s lease agreements, the Company may receive tenant improvement allowances, rent holidays, and other incentives. Rent expense is recorded on a straight-line basis over the term of the lease and is included in operating expenses. The difference between rent expense recognized and amounts paid under the lease agreement is recorded as deferred rent and is included in other liabilities on the consolidated balance sheets. For build-to-suit lease arrangements, the Company evaluates the extent of its financial and operational involvement during the construction period to determine whether it is considered the owner of the construction project for accounting purposes. When the Company is considered the owner of a construction project under lease accounting guidance, the Company records the fair value of the building as the building is constructed with a corresponding facility financing obligation. Improvements to the facility during the construction project are capitalized. Lessor-afforded incentives are classified as deemed landlord financing proceeds and are included in the facility financing obligation. During the construction period, the Company estimates and records ground rent expense based on the estimated fair value of the land and an estimated incremental borrowing rate. At the end of the construction period, the Company evaluates whether it remains the owner of the building based on its ongoing involvement in the leased property. If deemed the owner of the facility following construction completion, the Company allocates rent payments to ground rent expense, reductions of the facility financing obligation, and interest expense recognized on the outstanding obligation. To the extent gross future payments do not equal the recorded liability, the liability is settled upon return of the facility to the lessor. Content Library, Intangible Assets, and Goodwill The content library assets have been acquired from the Company’s network of independent authors (course creation costs) and through various business combinations. The Company amortizes the content library and other intangible assets acquired from authors or in business combinations on a straight-line basis over their estimated useful lives, which is generally five years. Regularly, the Company assesses potential impairment of its long-lived assets, which include the content library and intangible assets. The Company performs an impairment review whenever events or changes in circumstances indicate that the carrying value may not be recoverable. Factors the Company considers important that could trigger an impairment review include, but are not limited to, significant under-performance relative to historical or projected future results of operations, significant changes in the manner of its use of acquired assets or its overall business strategy, and significant industry or economic trends. When the Company determines that the carrying value of a long-lived asset (or asset group) may not be recoverable based upon the existence of one or more of the above indicators, the Company determines the recoverability by comparing the carrying amount of the asset to the net future undiscounted cash flows that the asset is expected to generate and recognizes an impairment charge equal to the amount by which the carrying amount exceeds the fair value of the asset. Goodwill represents the excess of the purchase price in a business combination over the fair value of net tangible and intangible assets acquired. The Company tests goodwill for impairment annually as of October 1, or whenever events or changes in circumstances indicate that goodwill may be impaired. The Company initially assesses 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 its sole reporting unit is less than its carrying amount. If, after assessing the totality of events or circumstances, the Company determines it is more-likely-than-not that the fair value of the reporting unit is less than its carrying amount, then the Company performs a quantitative analysis by comparing the book value of net assets to the fair value of the reporting unit. If the fair value is determined to be less than the book value, an impairment charge is recorded. In assessing the qualitative factors, the Company considers the impact of certain key factors including macroeconomic conditions, industry and market considerations, management turnover, changes in regulation, litigation matters, changes in enterprise value and overall financial performance. As a result of its most recent annual qualitative assessment, the Company concluded that the fair value of the Company’s sole reporting unit is greater than its carrying amount. There were no impairments of goodwill or intangible assets, including the content library, during the years ended December 31, 2020, 2019, and 2018. Business Combinations The Company includes the results of operations of the businesses that it acquires as of the respective dates of acquisition. The Company allocates the fair value of the purchase price of its acquisitions to the assets acquired and liabilities assumed based on their estimated fair values. The excess of the fair value of the purchase price over the fair values of these identifiable assets and liabilities is recorded as goodwill. The determination of the value and useful lives of the intangible assets acquired involves certain judgments and estimates. These judgments can include, but are not limited to, the cash flows that an asset is expected to generate in the future and the appropriate weighted average cost of capital. Contingent Consideration Liabilities The Company’s acquisition consideration in business combinations may include an estimate for contingent consideration that will be paid if certain earn-out performance targets are met. The resulting contingent consideration liabilities are categorized as Level 3 fair value measurements because the Company estimates projections during the earn-out period utilizing unobservable inputs, including various potential pay-out scenarios. Changes to the unobservable inputs could have a material impact on the Company’s consolidated financial statements. The Company values the expected contingent consideration and the corresponding liabilities using the Monte Carlo method based on estimates of potential pay-out scenarios. Probabilities are applied to each potential scenario and the resulting values are discounted using a rate that considers weighted average cost of capital as well as a specific risk premium associated with the riskiness of the earn-out itself, and the related projections. Changes to the contingent consideration liabilities are reflected as part of general and administrative expense in the consolidated statements of operations. Revenue Recognition - ASC 606 The Company derives a substantial majority of its revenue from subscription services (which include support services) by providing customers access to its platform. The Company implemented the provisions of Accounting Standards Update, or ASU, 2014-09 (referred to collectively as "ASC 606") effective January 1, 2019 using the modified retrospective transition method as discussed below under the section " Recent Accounting Pronouncements. " Following the adoption of ASC 606, the Company recognizes revenue when control of these services is transferred to its customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for the services. Sales and other taxes collected from customers to be remitted to government authorities are excluded from revenue. The Company accounts for revenue contracts with customers by applying the following steps: • identification of the contract, or contracts, with a customer; • identification of the performance obligations in a contract; • determination of the transaction price; • allocation of the transaction price to the performance obligations in the contract; and • recognition of revenue when, or as, performance obligations are satisfied. The Company’s subscription arrangements generally do not provide customers with the right to take possession of the software supporting the platform and, as a result, are accounted for as service arrangements. Access to the Company’s platform represents a series of distinct services as the Company continually provides access to, and fulfills its obligation to, the end customer over the subscription term. The series of distinct services represents a single performance obligation that is satisfied over time. Accordingly, the fixed consideration related to subscription revenue is generally recognized on a straight-line basis over the contract term, beginning on the date that the service is made available to the customer. The Company’s subscription contracts typically vary from one month to three years and are generally noncancellable and nonrefundable. Subscriptions that allow the customer to take software on-premise without significant penalty are treated as time-based licenses. These arrangements generally include access to the software over the license term, access to unspecified future product updates, maintenance, and support. Revenue for on-premise software subscriptions is recognized at a point in time when the software is made available to the customer. Revenue for access to unspecified future products, maintenance and support included with on-premise software subscriptions is recognized ratably over the contract term beginning on the date that the software is made available to the customer. The Company also derives revenue from providing professional services, which generally consist of consulting, integration, or other services, such as instructor-led training and content creation. These services are distinct from subscription services. Revenue from professional services is generally recognized as services are performed. Some contracts with customers contain multiple performance obligations. For these contracts, the Company accounts for individual performance obligations separately, if they are distinct. The transaction price is allocated to the separate performance obligations on a relative standalone selling price basis. The Company determines standalone selling prices considering market conditions and based on overall pricing objectives such as observable standalone selling prices, and other factors, including the value of contracts, types of services sold, customer demographics, and the number and types of users within such contracts. Revenue Recognition - ASC 605 The Company applied the provisions of prior revenue recognition standard ASC 605, Revenue Recognition (“ASC 605”) to revenue recognized during the year ended December 31, 2018. A comparison of the results under ASC 606 and ASC 605 for the year ended December 31, 2019 is presented in Note 3—Revenue. The Company commences revenue recognition when all of the following conditions are met: (i) persuasive evidence of an arrangement exists; (ii) services are provided to the customer; (iii) the amount of fees to be paid by the customer are fixed or determinable; and (iv) collection is reasonably assured. The Company’s subscription arrangements do not provide customers with the right to take possession of the software supporting the platform and, as a result, are accounted for as service arrangements. Revenue for subscription fees are recognized ratably over the subscription term, which typically varies from one month to three years, and begins on the date access to the platform is made available to the customer. Professional services are generally billed on a fixed-fee basis and are recognized as services are completed, provided the other revenue recognition criteria are met. The Company’s arrangements are generally noncancellable and nonrefundable. Taxes collected from customers are excluded from revenue. For arrangements with multiple deliverables, the Company evaluates whether the individual deliverables qualify as separate units of accounting. In order to treat deliverables in a multiple-element arrangement as separate units of accounting, the deliverables must have standalone value upon delivery and, in situations in which a general right of return exists for the delivered item, delivery or performance of the undelivered item is considered probable and substantially within the control of the Company. The Company’s professional services have standalone value because the Company has routinely sold these services separately. The Company’s subscription services have standalone value as the Company routinely sells subscriptions separately. Customers have no general rights of return for delivered items. If the deliverables have stand-alone value upon delivery, the Company accounts for each deliverable separately, and revenue is recognized for the respective deliverables as they are delivered based on the relative selling price, which the Company determines by using the best estimate of selling price, as neither vendor-specific objective evidence nor third-party evidence is available. The Company has determined its best estimate of selling price for its deliverables based on customer size, the size and volume of its transactions, overarching pricing objectives and strategies, market and industry conditions, product-specific factors, historical sales of the deliverables, and discounting practices. Deferred Revenue The Company records contract liabilities to deferred revenue when cash payments are received or billings are due in advance of revenue recognition from subscription services described above, including amounts billed to customers in accordance with the terms of the underlying contracts where the service period has not yet commenced but will commence in the near future. Deferred revenue is recognized when, or as, performance obligations are satisfied. Amounts anticipated to be recognized within one year of the balance sheet date are recorded as deferred revenue, current; the remaining portion is recorded as non-current deferred revenue. Cost of Revenue Cost of revenue includes certain direct costs associated with delivering the Company’s platform and includes costs for author fees, amortization of the Company’s content library, hosting and delivery fees, merchant processing fees, depreciation of capitalized software development costs for internal-use software, employee-related costs, including equity-based compensation expense associated with the Company’s customer support organization, and third-party transcription costs. Technology and Content Technology costs consist principally of research and development activities including personnel costs, consulting services, and other costs associated with product development efforts. Content costs consist principally of personnel costs and other activities associated with content acquisition, course production, and curriculum direction. Technology and content costs are expensed as incurred, except for certain costs relating to the development of internal-use software, including software used to upgrade and enhance the Company’s platform and applications supporting its business, which are capitalized and amortized over the estimated useful lives of one Deferred Contract Acquisition Costs In connection with the adoption of ASC 606, the Company capitalized the incremental costs of obtaining customer contracts for the years ended December 31, 2020 and 2019. For the year ended December 31, 2018, incremental costs of obtaining customer contracts were expensed as incurred. The Company capitalizes sales commissions, and associated fringe costs, such as payroll taxes, paid to direct sales personnel and other incremental costs of obtaining contracts with customers, provided the Company expects to recover those costs. These costs are recorded as deferred contract acquisition costs on the consolidated balance sheets. The Company determines whether costs should be deferred based on its sales compensation plans, if the commissions are in fact incremental and would not have occurred absent the customer contract. Sales commissions for renewal of a subscription contract are not considered commensurate with the commissions paid for the acquisition of the initial subscription contract given the substantive difference in commission rates between new and renewal contracts. Commissions paid upon the initial acquisition of a contract are amortized over an estimated period of benefit of four years while commissions paid related to renewal contracts are amortized over an estimated average contract term of approximately 18 months. Amortization is recognized on a straight-line basis commensurate with the pattern of revenue recognition. The period of benefit for commissions paid for the acquisition of initial subscription contracts is determined by taking into consideration the initial estimated customer life and the technological life of the Company's platform and related significant features. The Company determines the period of benefit for renewal subscription contracts by considering the average contractual term for renewal contracts. Amortization of deferred contract acquisition costs is included within sales and marketing expense in the consolidated statements of operations. The Company periodically reviews these deferred costs to determine whether events or changes in circumstances have occurred that could impact the period of benefit of these deferred contract acquisition costs. There were no material impairment losses recorded during the periods presented. Advertising Costs Advertising costs are expensed as incurred. The Company recorded advertising costs of $18.8 million, $17.0 million, and $12.4 million, for the years ended December 31, 2020, 2019, and 2018, respectively. Equity-Based Compensation The Company incurs equity-based compensation expense primarily from restricted stock units (“RSUs”), stock options, purchase rights issued under the Employee Stock Purchase Plan (“ESPP”), and unvested LLC Units of Pluralsight Holdings. Equity awards to employees are measured and recognized in the consolidated financial statements based on the fair value of the award on the grant date. For awards subject to service conditions only, the fair value of the award on the grant date is expensed on a straight-line basis over the requisite service period of the award. For awards subject to both service and performance conditions, the Company records expense when the performance condition becomes probable. Expense is recognized using the accelerated attribution method (on a tranche-by-tranche basis) for awards with a graded vesting schedule that are subject to both service and performance conditions. The Company records forfeitures related to equity-based compensation for its awards based on actual forfeitures as they occur. The grant date fair value of RSUs is determined using the market closing price of Pluralsight, Inc.’s Class A common stock on the date of grant. RSUs granted prior to the IPO vest upon the satisfaction of both a service condition and a liquidity condition. The liquidity condition was satisfied by the IPO, following the expiration of the lock-up period, which occurred in November 2018. Awards granted subsequent to the IPO are not subject to the liquidity condition. Prior to the IPO, the Company had not recorded any equity-based compensation expense associated with the RSUs as the liquidity condition was not deemed probable. Following the completion of the IPO, the Company recorded a cumulative adjustment to equity-based compensation expense totaling $17.1 million. The remaining unrecognized equity-based compensation expense related to RSUs granted prior to the IPO will be recognized over the remaining requisite service period, using the accelerated attribution method. RSUs granted subsequent to the IPO subject to service conditions only will be recognized over the remaining requisite service period, using the straight-line method. Equity-based compensation expense for Class A common stock options granted to employees is recognized based on the fair value of the awards granted, determined using the Black-Scholes option pricing model. Equity-based compensation expense is recognized as expense on a straight-line basis over the requisite service period. Equity-based compensation expense related to purchase rights issued under the ESPP is based on the Black-Scholes option pricing model fair value of the estimated number of awards as of the beginning of the offering period. Equity-based compensation expense is recognized following the straight-line attribution meth |
Revenue
Revenue | 12 Months Ended |
Dec. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Disaggregation of Revenue Subscription revenue accounted for approximately 96% and 97% of the Company's revenue for the years ended December 31, 2020 and 2019, respectively. Revenue by geographic region, based on the physical location of the customer, was as follows (dollars in thousands): Year Ended December 31, Growth Rate 2020 2019 2018 2020 2019 Amount % Amount % Amount % % United States $ 240,990 61 % $ 198,815 63 % $ 148,439 64 % 21 % 34 % Europe, Middle East and Africa (1) 111,848 29 % 86,192 27 % 61,509 27 % 30 % 40 % Other foreign locations 39,027 10 % 31,903 10 % 22,081 9 % 22 % 44 % Total revenue $ 391,865 100 % $ 316,910 100 % $ 232,029 100 % ________________________ (1) Revenue from the United Kingdom represented 12%, 11%, and 10% of revenue for the year ended December 31, 2020, 2019 and 2018, respectively. No other foreign country accounted for 10% or more of revenue during the year ended December 31, 2020, 2019 and 2018. Revenue by type of customer, was as follows (dollars in thousands): Year Ended December 31, 2020 2019 Business customers $ 343,783 $ 271,819 Individual customers 48,082 45,091 Total revenue $ 391,865 $ 316,910 Contract Balances Contract assets represent amounts for which the Company has recognized revenue, pursuant to the Company’s revenue recognition policy, for contracts that have not yet been invoiced to customers where there is a remaining performance obligation, typically for multi-year arrangements. Total contract assets were $3.5 million and $0.8 million as of December 31, 2020 and 2019, respectively. The change in contract assets reflects the difference in timing between the satisfaction of remaining performance obligations and the Company’s contractual right to bill its customers. In connection with the acquisition of DevelopIntelligence, the Company acquired contract assets of $0.2 million, which are presented within accounts receivable and deferred revenue of $0.7 million. Deferred revenue consists of contract liabilities and includes payments received in advance of performance under the contract. Such amounts are generally recognized as revenue over the contractual period. The Company recognized revenue that was included in the corresponding deferred revenue balance at the beginning of the period of $214.6 million and $156.7 million for the years ended December 31, 2020 and 2019, respectively. Remaining Performance Obligations Remaining performance obligations represents contracted revenue that has not yet been recognized and includes deferred revenue and unbilled amounts that will be recognized as revenue in future periods. As of December 31, 2020, the aggregate amount of the transaction price allocated to remaining performance obligations was $391.1 million. The Company expects to recognize 71% of the transaction price over the next 12 months. Costs to Obtain a Contract The following table summarizes the activity of the deferred contract acquisition costs (in thousands): Year Ended December 31, 2020 2019 Beginning Balance $ 24,313 $ 20,212 Capitalization of contract acquisition costs 35,044 27,688 Amortization of deferred contract acquisition costs (25,894) (23,587) Ending Balance $ 33,463 $ 24,313 |
Cash Equivalents and Investment
Cash Equivalents and Investments | 12 Months Ended |
Dec. 31, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
Cash Equivalents and Investments | Cash Equivalents and Investments Cash equivalents, short-term investments, and long-term investments consisted of the following (in thousands): As of December 31, 2020 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Cash equivalents Money market funds $ 111,216 $ — $ — $ 111,216 Short-term investments Commercial paper $ 11,989 $ — $ — $ 11,989 U.S. treasury securities 89,980 5 — 89,985 Corporate notes and obligations 148,465 726 (21) 149,170 Foreign government obligations 13,131 1 — 13,132 Certificates of deposit 944 — — 944 Total short-term investments $ 264,509 $ 732 $ (21) $ 265,220 Restricted cash equivalents Money market funds $ 16,950 $ — $ — $ 16,950 Long-term investments Corporate notes and obligations $ 86,332 $ 362 $ (108) $ 86,586 Total cash equivalents and investments $ 479,007 $ 1,094 $ (129) $ 479,972 As of December 31, 2019 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Cash equivalents Money market funds $ 62,085 $ — $ — $ 62,085 Commercial paper 4,991 — — 4,991 Total cash equivalents $ 67,076 $ — $ — $ 67,076 Short-term investments Commercial paper $ 33,627 $ — $ — $ 33,627 U.S. treasury securities 149,353 53 — 149,406 Corporate notes and obligations 148,993 215 (7) 149,201 Total short-term investments $ 331,973 $ 268 $ (7) $ 332,234 Restricted cash equivalents Money market funds $ 28,371 $ — $ — $ 28,371 Long-term investments Corporate notes and obligations $ 78,353 $ 121 $ (46) $ 78,428 U.S. agency obligations 26,436 1 (4) 26,433 Certificates of deposit 944 — — 944 Total long-term investments $ 105,733 $ 122 $ (50) $ 105,805 Total cash equivalents and investments $ 533,153 $ 390 $ (57) $ 533,486 The amortized cost and fair value of the Company's investments based on their stated maturities consisted of the following as of December 31, 2020 (in thousands): Amortized Cost Fair Value Due within one year $ 264,509 $ 265,220 Due between one and two years 86,332 86,586 Total investments $ 350,841 $ 351,806 The Company reviews the individual securities that have unrealized losses in its investment portfolio on a regular basis to evaluate whether or not any declines in fair value are the result of credit losses. The Company evaluates, among other factors, whether it has the intention to sell any of these investments and whether it is more likely than not that it will be required to sell any of them before recovery of the amortized cost basis. Based on this evaluation, the Company determined that the unrealized losses were primarily related to investments in corporate notes and obligations, and were due to increases in credit spreads and temporary declines in liquidity for the asset class that were not specific to the underlying issuer of the investments. The Company does not intend to sell the investments with unrealized losses and it is not more likely than not that the Company will be required to sell its investments before the recovery of the amortized cost basis. As a result of this evaluation, no credit losses were recorded for investments as of December 31, 2020. The investments with unrealized loss positions have been in an unrealized loss position for less than 12 months. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value MeasurementsThe Company measures and records certain financial assets at fair value on a recurring basis. Fair value is based on the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Company’s financial instruments that are measured at fair value on a recurring basis consist of money market funds. The following three levels of inputs are used to measure the fair value of financial instruments: 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 that are not corroborated by market data. The fair value of the Company’s financial instruments was as follows (in thousands): As of December 31, 2020 Level 1 Level 2 Level 3 Total Cash equivalents Money market funds $ 111,216 $ — $ — $ 111,216 Short-term investments Commercial paper $ — $ 11,989 $ — $ 11,989 U.S. treasury securities — 89,985 — 89,985 Corporate notes and obligations — 149,170 — 149,170 Foreign government obligations 13,132 13,132 Certificates of deposit — 944 — 944 Total short-term investments $ — $ 265,220 $ — $ 265,220 Restricted cash Money market funds $ 16,950 $ — $ — $ 16,950 Long-term investments Corporate notes and obligations $ — $ 86,586 $ — $ 86,586 Contingent consideration liabilities Contingent consideration liabilities $ — $ — $ 11,050 $ 11,050 As of December 31, 2019 Level 1 Level 2 Level 3 Total Cash equivalents Money market funds $ 62,085 $ — $ — $ 62,085 Commercial paper — 4,991 — 4,991 Total cash equivalents $ 62,085 $ 4,991 $ — $ 67,076 Short-term investments Commercial paper $ — $ 33,627 $ — $ 33,627 U.S. treasury securities — 149,406 — 149,406 Corporate notes and obligations — 149,201 — 149,201 Total short-term investments $ — $ 332,234 $ — $ 332,234 Restricted cash Money market funds $ 28,371 $ — $ — $ 28,371 Long-term investments Corporate notes and obligations $ — $ 78,428 $ — $ 78,428 U.S. agency obligations — 26,433 — 26,433 Certificates of deposit — 944 — 944 Total long-term investments $ — $ 105,805 $ — $ 105,805 Convertible Senior Notes As of December 31, 2020, the estimated fair value of the Company's convertible senior notes, with aggregate principal totaling $593.5 million, was $585.5 million. The Company estimates the fair value based on quoted market prices in an inactive market on the last trading day of the reporting period (Level 2). These convertible senior notes are recorded at face value less unamortized debt discount and transaction costs on the Company's consolidated balance sheet. Refer to Note 10—Convertible Senior Notes and Other Long-Term Debt for further information. Contingent Consideration Liabilities The DevelopIntelligence acquisition consideration includes an estimate for certain revenue-based earn-out performance targets during an earn-out period that ends on December 31, 2021. The resulting contingent consideration liability is categorized as a Level 3 fair value measurement. Contingent consideration liabilities are measured to fair value on a recurring basis using significant unobservable inputs. The changes in the estimated fair value of the contingent consideration liabilities were not material during the year ended December 31, 2020. Fair Value of Other Financial Instruments The carrying amounts of the Company’s accounts receivable, accounts payable, accrued expenses, and other liabilities approximate their fair values due to the short maturities of these assets and liabilities. |
Balance Sheet Components
Balance Sheet Components | 12 Months Ended |
Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Balance Sheet Components | Balance Sheet Components Prepaid expenses and other current assets Prepaid expenses and other current assets consisted of the following (in thousands): As of December 31, 2020 2019 Prepaid expenses $ 22,780 $ 11,469 Other current assets 2,253 2,705 Prepaid expenses and other current assets $ 25,033 $ 14,174 Accrued expenses Accrued expenses consisted of the following (in thousands): As of December 31, 2020 2019 Accrued compensation $ 38,980 $ 23,310 Accrued income and other taxes payable 8,539 7,116 Accrued other current liabilities 10,365 10,277 Accrued expenses $ 57,884 $ 40,703 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment, net consisted of the following (in thousands): As of December 31, 2020 2019 Computer equipment $ 9,101 $ 9,047 Software 584 2,047 Capitalized internal-use software costs 27,185 23,021 Furniture and fixtures 8,781 5,826 Leasehold improvements 39,692 9,871 Construction in progress 1,729 4,427 Total property and equipment 87,072 54,239 Less: Accumulated depreciation (22,554) (31,343) Property and equipment, net $ 64,518 $ 22,896 Depreciation expense for property and equipment totaled $12.3 million, $9.5 million, and $8.3 million for the years ended December 31, 2020, 2019, and 2018, respectively. |
Business Combinations
Business Combinations | 12 Months Ended |
Dec. 31, 2020 | |
Business Combinations [Abstract] | |
Business Combinations | Business Combinations Acquisition of DevelopIntelligence LLC On October 9, 2020, the Company completed the acquisition of DevelopIntelligence LLC (“DevelopIntelligence”), a provider of strategic skills consulting and virtual instructor-led training for IT, software development, and engineering teams. Under the terms of the agreement the Company acquired all of the outstanding stock of DevelopIntelligence for total consideration of approximately $48.9 million, which is composed of net cash consideration of $37.5 million, a liability of $0.4 million for consideration that was withheld to cover general representations and warranties, and contingent consideration based on the achievement of certain revenue targets for the years ended December 31, 2020 and 2021, with an initial fair value of $11.1 million. The acquisition consideration is subject to certain working capital adjustments. The Company accounted for the transaction as a business combination using the acquisition method of accounting. The Company allocated the purchase price to the tangible and identifiable intangible assets acquired and liabilities assumed based on their respective estimated fair values on the acquisition date. The excess of the purchase consideration over the fair value of the net tangible and identifiable intangible assets acquired was recorded as goodwill. The acquisition is treated as an asset acquisition for tax purposes, and as a result goodwill is tax deductible. The goodwill is attributable to DevelopIntelligence’s assembled workforce and synergies acquired. The preliminary allocation of the consideration transferred is based on a preliminary valuation and is subject to potential adjustments. Balances subject to adjustment primarily include the potential impact of net working capital adjustments on the acquisition consideration. During the measurement period, we may record adjustments to the provisional amounts recognized in our initial accounting for the acquisition. We expect the allocation of the consideration transferred to be final within the measurement period (up to one year from the acquisition date). There were no measurement period adjustments recorded during the year ended December 31, 2020. The following table summarizes the acquisition date fair values of assets acquired and liabilities assumed at the date of acquisition, net of cash acquired (in thousands): Fair Value Accounts receivable 1,983 Other assets 23 Right-of-use assets 338 Goodwill 31,330 Intangible assets 17,940 Lease liabilities (338) Deferred revenue (744) Other liabilities assumed (1,590) Total fair value of net assets acquired $ 48,942 The useful lives, primarily based on the period of benefit to the Company, and fair values of the identifiable intangible assets at acquisition date were as follows: Fair Value of Intangible Assets Acquired Useful Lives Content and instructor network $ 16,400 6 years Customer relationships 1,400 5 years Trademark 140 1 year Total fair value of intangible assets acquired $ 17,940 The fair value of the content and instructor network acquired in the acquisition was determined using the excess earnings model, the customer relationships acquired was determined using a distributor model, and the trademark acquired was determined using the relief from royalty method. These models utilize certain unobservable inputs, including discounted cash flows, historical and projected financial information, customer attrition rates, and technology obsolescence rates, classified as Level 3 measurements as defined by Fair Value Measurement (Topic 820). The Company engaged third-party valuation specialists to assist in management's analysis of the fair value of the acquired intangibles. All estimates, key assumptions, and forecasts were reviewed by the Company. While the Company chose to utilize a third-party valuation specialist for assistance, the fair value analysis and related valuations reflect the conclusions of management and not those of any third party. During the year ended December 31, 2020, the Company incurred acquisition costs of $0.4 million. These costs include legal and accounting fees, and other costs directly related to the acquisition and are classified within general and administrative expenses in the Company's consolidated statements of operations. Acquisition of GitPrime, Inc On May 9, 2019, the Company completed the acquisition of GitPrime, Inc. ("GitPrime"), a leading provider of software developer productivity software. Under the terms of the agreement, the Company acquired all of the outstanding stock of GitPrime for approximately $163.8 million in cash, excluding cash acquired and including working capital adjustments. The Company accounted for the transaction as a business combination using the acquisition method of accounting. The Company allocated the purchase price to the tangible and identifiable intangible assets acquired and liabilities assumed based on their respective estimated fair values on the acquisition date. The excess of the purchase consideration over the fair value of the net tangible and identifiable intangible assets acquired was recorded as goodwill. The goodwill is attributable to GitPrime's assembled workforce and synergies acquired, and is not deductible for income tax purposes. The following table summarizes the acquisition date fair values of assets acquired and liabilities assumed at the date of acquisition (in thousands): Fair Value Cash and cash equivalents $ 5,290 Accounts receivable 1,798 Other assets acquired 207 Property and equipment 223 Right-of-use assets 549 Goodwill 139,413 Intangible assets 24,800 Lease liabilities (549) Deferred revenue (1,367) Other liabilities assumed (1,303) Total fair value of net assets acquired $ 169,061 The useful lives, primarily based on the period of benefit to the Company, and fair values of the identifiable intangible assets at acquisition date were as follows: Fair Value of Intangible Assets Acquired Useful Lives Technology $ 24,000 5 years Customer relationships 800 4 years Total fair value of intangible assets acquired $ 24,800 The fair value of the technology acquired in the acquisition was determined using the excess earnings model and the customer relationships acquired was determined using a distributor model. These models utilize certain unobservable inputs, including discounted cash flows, historical and projected financial information, customer attrition rates, and technology obsolescence rates, classified as Level 3 measurements as defined by Fair Value Measurement (Topic 820). The Company engaged third-party valuation specialists to assist in management's analysis of the fair value of the acquired intangibles. All estimates, key assumptions, and forecasts were reviewed by the Company. While the Company chose to utilize a third-party valuation specialist for assistance, the fair value analysis and related valuations reflect the conclusions of management and not those of any third party. The preliminary amount of consideration transferred is subject to change during the measurement period (up to one year from the acquisition date) as the Company finalizes the calculation of tax assets and liabilities that existed on the acquisition date. The Company expects the allocation of the consideration transferred to be final within the measurement period. During the year ended December 31, 2019, the Company recorded a $0.1 million reduction in consideration transferred due to working capital adjustments agreed upon, and paid by, the selling stockholders. In addition, the Company recorded deferred tax liabilities of $0.9 million during the measurement period with a corresponding entry to goodwill. During the year ended December 31, 2019, the Company incurred acquisition costs of $0.8 million. These costs include legal and accounting fees, and other costs directly related to the acquisition and are classified within general and administrative expenses in the Company's consolidated statements of operations. Unaudited Pro Forma Information The consolidated statements of operations include the results of DevelopIntelligence and GitPrime from the acquisition dates. During the year ended December 31, 2020, the consolidated statements of operations includes revenue from DevelopIntelligence of approximately $2.9 million. During the year ended December 31, 2019, the consolidated statements of operations includes revenue from GitPrime of approximately $5.7 million. Due to the continued integration of the combined businesses, the information needed to determine earnings of DevelopIntelligence and GitPrime included in the consolidated statements of operations was unavailable. The following unaudited pro forma information has been prepared for illustrative purposes only and assumes the acquisition of DevelopIntelligence occurred on January 1, 2019 and the acquisition of GitPrime occurred on January 1, 2018. It includes pro forma adjustments related to the amortization of acquired intangible assets, equity-based compensation expense, adjustments for ASC 606, and fair value adjustments for deferred revenue. The unaudited pro forma results have been prepared based on estimates and assumptions, which management believes are reasonable, however, the results are not necessarily indicative of the consolidated results of operations had the acquisitions of DevelopIntelligence and GitPrime occurred on January 1, 2019 and 2018, respectively, or of future results of operations (in thousands, except per share amounts): Year Ended December 31, 2020 2019 2018 (unaudited) Revenue $ 401,133 $ 330,710 $ 234,882 Net loss (163,488) (167,673) (163,145) Net loss per share, basic and diluted $ (1.14) $ (1.22) $ (0.81) |
Intangible Assets
Intangible Assets | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible Assets Intangible assets are summarized as follows (dollars in thousands): As of December 31, 2020 Weighted Average Gross Accumulated Net Book Content library: Acquired content library 5.8 $ 49,235 $ 33,438 $ 15,797 Course creation costs 3.8 24,727 11,634 13,093 Total $ 73,962 $ 45,072 $ 28,890 Intangible assets: Technology 3.3 $ 28,500 $ 11,966 $ 16,534 Trademarks 0.8 260 152 108 Noncompetition agreements — 320 320 — Customer relationships 4.1 4,950 3,143 1,807 Domain names Indefinite 39 — 39 Total $ 34,069 $ 15,581 $ 18,488 As of December 31, 2019 Weighted Average Gross Accumulated Net Book Content library: Acquired content library 1.6 $ 32,835 $ 32,780 $ 55 Course creation costs 3.8 17,717 8,814 8,903 Total $ 50,552 $ 41,594 $ 8,958 Intangible assets: Technology 4.2 $ 28,500 $ 6,585 $ 21,915 Trademarks — 162 162 — Noncompetition agreements — 390 390 — Customer relationships — 3,550 2,879 671 Database — 40 40 — Domain names Indefinite 45 — 45 Total $ 32,687 $ 10,056 $ 22,631 Intangible assets are amortized using the straight-line method over the estimated useful lives. Amortization expense of acquired intangible assets was $6.3 million, $4.5 million, and $8.7 million for the years ended December 31, 2020, 2019, and 2018, respectively. Amortization expense of course creation costs was $3.4 million, $2.5 million, and $2.0 million for the years ended December 31, 2020, 2019, and 2018, respectively. Based on the recorded intangible assets at December 31, 2020, estimated amortization expense is expected to be as follows (in thousands): Year Ending December 31, Amortization 2021 $ 12,427 2022 11,462 2023 10,803 2024 6,826 2025 3,713 Thereafter 2,108 Total $ 47,339 |
Convertible Senior Notes and Ot
Convertible Senior Notes and Other Long-Term Debt | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Convertible Senior Notes and Other Long-Term Debt | Convertible Senior Notes and Other Long-Term Debt Convertible Senior Notes In March 2019, Pluralsight, Inc. issued $633.5 million aggregate principal amount of 0.375% convertible senior notes due in 2024 (the "Notes"), which includes the initial purchasers’ exercise in full of their option to purchase an additional $83.5 million principal amount of the Notes, in a private placement to qualified institutional buyers exempt from registration under the Securities Act. The net proceeds from the issuance of the Notes were $616.7 million after deducting the initial purchasers’ discounts and estimated issuance costs. The Notes are governed by an indenture (the “Indenture”) between the Company, as the issuer, and U.S. Bank National Association, as trustee. The Notes are Pluralsight, Inc.'s senior unsecured obligations and rank senior in right of payment to any of its indebtedness that is expressly subordinated in right of payment to the Notes; equal in right of payment to any of the Company's unsecured indebtedness then existing and future liabilities that are not so subordinated; effectively junior in right of payment to any of the Company's secured indebtedness, to the extent of the value of the assets securing such indebtedness; and structurally junior to all indebtedness and other liabilities (including trade payables) of its subsidiaries. The Indenture does not contain any financial covenants or restrictions on the payments of dividends, the incurrence of indebtedness, or the issuance or repurchase of securities by the Company or any of its subsidiaries. The Notes mature on March 1, 2024 unless earlier repurchased or converted. Interest is payable semi-annually in arrears on March 1 and September 1 of each year. The Notes have an initial conversion rate of 25.8023 shares of the Company's Class A common stock per $1,000 principal amount of Notes, which is equivalent to an initial conversion price of approximately $38.76 per share of its Class A common stock and is subject to adjustment if certain events occur. Following certain corporate events that occur prior to the maturity date, the Company will increase the conversion rate for a holder who elects to convert its Notes in connection with such corporate event. Additionally, upon the occurrence of a corporate event that constitutes a “fundamental change” per the Indenture, holders of the Notes may require the Company to repurchase for cash all or a portion of their Notes at a purchase price equal to 100% of the principal amount of the Notes plus accrued and unpaid interest. Holders of the Notes may convert all or any portion of their Notes at any time prior to the close of business on December 1, 2023, in integral multiples of $1,000 principal amount, only under the following circumstances: • During any calendar quarter commencing after the calendar quarter ended on June 30, 2019 (and only during such calendar quarter), if the last reported sale price of the Company's Class A common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; • During the five business day period after any five consecutive trading day period (the “measurement period”) in which the trading price as defined in the Indenture per $1,000 principal amount of Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the Company's Class A common stock and the conversion rate on each such trading day; or • Upon the occurrence of specified corporate events described in the Indenture. On or after December 1, 2023, until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their Notes at the conversion rate at any time irrespective of the foregoing conditions. Upon conversion, holders will receive cash, shares of the Company's Class A common stock or a combination of cash and shares of Class A common stock, at the Company's election. During the year ended December 31, 2020, the conditions allowing holders of the Notes to convert were not met. The Notes are therefore not currently convertible or otherwise redeemable and are classified as long-term debt. In December 2020, the Company entered into a Merger Agreement to be acquired by entities affiliated with Vista. If the Merger Agreement is approved by the Company’s shareholders, the notes will be subject to repurchase at the holder’s option, for a cash amount equal to the principal amount outstanding, plus accrued interest. The Company accounts for the Notes as separate liability and equity components. The Company determined the carrying amount of the liability component as the present value of its cash flows using a discount rate of approximately 5.5% based on comparable debt transactions for similar companies. The estimated interest rate was applied to the Notes, which resulted in a fair value of the liability component of $492.7 million upon issuance, calculated as the present value of future contractual payments based on the $633.5 million aggregate principal amount. The excess of the principal amount of the liability component over its carrying amount, or the debt discount, is amortized to interest expense over the term of the Notes using the effective interest method. The $140.8 million difference between the gross proceeds received from issuance of the Notes of $633.5 million and the estimated fair value of the liability component represents the equity component, or the conversion option, of the Notes and was recorded in additional paid-in capital. The equity component is not remeasured as long as it continues to meet the conditions for equity classification. The Company allocated issuance costs related to the issuance of the Notes to the liability and equity components using the same proportions as the initial carrying value of the Notes. Issuance costs attributable to the liability component were $13.1 million and are being amortized to interest expense using the effective interest method over the term of the Notes. Issuance costs attributable to the equity components were $3.7 million and are netted with the equity component of the Notes in stockholders’ equity on the consolidated balance sheets. Repurchases of Convertible Senior Notes In September 2019, Pluralsight, Inc. repurchased a total of $40.0 million in aggregate principal of its Notes for approximately $35.0 million in cash (the "Repurchase"). The Company first allocated the cash paid to repurchase the Notes to the liability component based on the estimated fair value of that component immediately prior to the extinguishment. The Company estimated the fair value of the liability component to be $32.0 million, using an estimated discount rate of approximately 5.5% based on comparable debt transactions for similar companies. The difference between the fair value of the liability component and the carrying value of the repurchased Notes resulted in a loss on debt extinguishment of $1.0 million. The remaining consideration of approximately $3.0 million was allocated to the reacquisition of the equity component and recorded as a reduction of stockholders' equity. The net carrying value of the liability component of the Notes was as follows (in thousands): As of December 31, 2020 2019 Principal $ 593,500 $ 593,500 Less: Unamortized debt discount (88,004) (112,776) Less: Unamortized issuance costs (8,191) (10,496) Net carrying amount $ 497,305 $ 470,228 The net carrying value of the equity component of the Notes was as follows (in thousands): As of December 31, 2020 2019 Proceeds allocated to the conversion option (debt discount) $ 140,776 $ 140,776 Less: Issuance costs (3,743) (3,743) Less: Reacquisition of conversion option related to the repurchases of convertible senior notes (2,965) (2,965) Net carrying amount $ 134,068 $ 134,068 The interest expense recognized related to the Notes was as follows (in thousands): As of December 31, 2020 2019 Contractual interest expense $ 2,226 $ 1,867 Amortization of debt issuance costs and discount 27,077 21,691 Total $ 29,303 $ 23,558 Capped Calls In connection with the offering of the Notes, the Company entered into capped call transactions ("Capped Calls") with certain counterparties. The Capped Calls each have an initial strike price of approximately $38.76 per share, subject to certain adjustments, which corresponds to the initial conversion price of the Notes. The Capped Calls have initial cap prices of $58.50 per share, subject to certain adjustments. The Capped Calls cover, subject to anti-dilution adjustments, 16,345,757 shares of the Company's Class A common stock. The Capped Calls are generally intended to reduce or offset the potential dilution from shares of Class A common stock issued upon any conversion of the Notes with such reduction or offset, as the case may be, subject to a cap based on the cap price. As the Capped Call transactions are considered indexed to the Company's own stock and are considered equity classified, they are recorded in stockholders’ equity and are not accounted for as derivatives. The cost of $69.4 million incurred in connection with the Capped Calls was recorded as a reduction to additional paid-in capital on the consolidated balance sheets. In connection with the repurchase of the convertible senior notes, the Company terminated a portion of its existing Capped Calls that cover 1,032,092 shares of the Company's Class A common stock, which corresponds to the number of shares underlying the principal amount of Notes that were repurchased. The Company received proceeds of $1.3 million in connection with the portion of the Capped Calls that were terminated. Intercompany Convertible Promissory Note with Pluralsight Holdings In connection with the issuance of the Notes, Pluralsight, Inc. entered into an intercompany convertible promissory note with Pluralsight Holdings, whereby Pluralsight, Inc. provided the net proceeds from the issuance of the Notes to Pluralsight Holdings. The terms of the convertible promissory note mirror the terms of the Notes issued by Pluralsight, Inc. The intent of the convertible promissory note is to maintain the parity of shares of Class A common stock with LLC Units as required by the LLC Agreement in order to preserve the Company's legal structure. This note was amended in September 2019 in connection with the Repurchase. All effects of the convertible promissory note on the consolidated financial statements have been eliminated in consolidation. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Leases | Leases The Company leases office space under non-cancellable operating leases with lease terms expiring between 2020 and 2035. These leases require monthly lease payments that may be subject to annual increases throughout the lease term. Certain of these leases also include renewal options at the election of the Company to renew or extend the lease for an additional three The Company performed evaluations of its contracts and determined that each of its identified leases are operating leases. The components of operating lease expense were as follows (in thousands): Year Ended December 31, 2020 2019 2018 Operating lease expense $ 10,358 $ 6,512 $ 4,795 Variable lease expense 1,774 346 — Short-term lease expense 675 705 — Total lease expense $ 12,807 $ 7,563 $ 4,795 Variable lease expense consists of the Company’s proportionate share of operating expenses, property taxes, and insurance and is classified as lease expense due to the Company’s election to not separate lease and non-lease components. Cash paid for amounts included in the measurement of operating lease liabilities for the years ended December 31, 2020 and 2019 was $6.8 million and $6.0 million, respectively, and was included in net cash used in operating activities in the consolidated statements of cash flows. Lease liabilities arising from obtaining right-of-use assets for the years ended December 31, 2020 and 2019 were $70.3 million and $11.7 million, respectively. As of December 31, 2020, the maturities of the Company's operating lease liabilities were as follows (in thousands): Year Ending December 31, 2021 $ 12,184 2022 12,106 2023 11,444 2024 10,702 2025 8,595 Thereafter 91,581 Total lease payments 146,612 Less: Imputed interest (61,841) Lease liabilities $ 84,771 As of December 31, 2020, the weighted average remaining lease term is 13.0 years and the weighted average discount rate used to determine operating lease liabilities was 8.2%. The Company has various sublease agreements with third parties. These subleases have remaining lease terms of between one In August 2018, the Company entered into a non-cancellable lease agreement to rent office space for the Company’s headquarters in Draper, Utah for a period of 15 years. In May 2020, certain construction milestones were met and as a result the lease agreement was amended to establish the rent commencement date and define the basic rent for the lease beginning in July 2020. At the lease commencement date, the Company classified the lease as an operating lease and recorded a lease liability of $70.3 million with a corresponding right-of-use asset and an increase to property and equipment for tenant improvements that were deemed lease incentives. The lease liability was measured using an estimated incremental borrowing rate derived from comparable market data. The lease agreement provides the Company with three extension periods of five years each. The Company did not include these extension periods in the lease term as the extension options are not reasonably certain to be exercised. In connection with the lease agreement, the Company is required to maintain a deposit of $16.0 million with a financial institution for the benefit of the landlord to secure the Company’s obligations under the lease. The deposit is recorded within restricted cash on the consolidated balance sheets. The lease agreement provides for both a partial and full release of the deposit funds to the Company, provided the Company meets certain liquidity and other financial conditions. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Letters of Credit As of December 31, 2020 and 2019, the Company had a total of $2.2 million and $2.1 million, respectively, in letters of credit outstanding with a financial institution. These outstanding letters of credit were issued for purposes of securing certain of the Company’s obligations under facility leases. The letters of credit were collateralized by $0.6 million and $1.3 million of the Company’s cash, as of December 31, 2020 and 2019, respectively, which is reflected as restricted cash on the consolidated balance sheets. Other Commitments The Company has also entered into certain non-cancellable agreements primarily related to cloud infrastructure and software subscriptions in the ordinary course of business. As of December 31, 2020 and 2019, the Company had non-cancellable purchase obligations outstanding with a term of 12 months or longer of $30.0 million and $19.8 million, respectively. Legal Proceedings Federal Securities Class Action: In August 2019, a class action complaint was filed by a stockholder of the Company in the U.S. District Court for the Southern District of New York against the Company, and certain of the Company’s officers alleging violation of securities laws and seeking unspecified damages. In October 2019, the action was transferred to the U.S. District Court for the District of Utah and in March 2020, a lead plaintiff was appointed. An amended complaint was filed in June 2020. The amended complaint names us as defendants, along with certain of the Company’s officers, members of the Board of Directors, and Morgan Stanley & Co. LLC and J.P. Morgan Securities LLC, the lead underwriters from the Company’s March 2019 common stock offering. The Company filed a motion to dismiss the amended complaint on August 14, 2020. The motion to dismiss has been fully-briefed. The Court has not yet scheduled a hearing on the motion. The Company believes this suit is without merit and intends to defend it vigorously. The Company is unable to estimate a range of loss, if any, that could result were there to be an adverse final decision. If an unfavorable outcome were to occur, it is possible that the impact could be material to the Company’s results of operations in the period(s) in which any such outcome becomes probable and estimable. Shareholder Derivative Lawsuit: In March 2020, a derivative lawsuit was filed by a shareholder in the United States District Court for the District of Delaware as an outgrowth of the aforementioned class action. It includes as defendants certain of the Company’s officers and the Board of Directors, alleging violations of fiduciary duties to the Company. The Company is named as a nominal defendant. On May 18, 2020, the Court entered a stipulated order that stays the derivative lawsuit until the class action is dismissed with prejudice, the defendants’ motion to dismiss the class action complaint is denied, or the defendants file an answer to the class action complaint. Delaware Court of Chancery Lawsuit: On January 19, 2021, a purported Pluralsight stockholder filed a putative class action lawsuit in the Delaware Court of Chancery against Pluralsight, the members of the Pluralsight Board, and certain entities affiliated with Vista. The complaint generally alleges, among other things, that the members of the Pluralsight Board breached their fiduciary duties in approving the Mergers and in connection with disclosures related to the Mergers. The complaint further alleges that the members of the Pluralsight Board violated Section 203 of the Delaware General Corporation Law, that Mr. Skonnard, as an alleged controlling stockholder of Pluralsight, breached his fiduciary duties to Pluralsight and its stockholders, and that certain entities affiliated with Vista aided and abetted those alleged breaches of fiduciary duty. The complaint seeks, among other things, an order enjoining the stockholder vote on, and consummation of, the Mergers; awarding an unspecified amount of damages; and awarding costs, including attorneys’ fees and expenses. Pluralsight and the Pluralsight Board believe that the allegations in the complaint lack merit and will vigorously defend against them. The Company is involved in other legal proceedings from time to time arising in the normal course of business. The Company is unable to estimate a range of loss, if any, that could result were there to be an adverse final decision. Management believes that the outcome of these proceedings will not have a material impact on the Company’s financial condition, results of operations, or liquidity. Warranties and Indemnification The performance of the Company’s cloud-based technology skills platform is typically warranted to perform in a manner consistent with general industry standards that are reasonably applicable. The Company’s contractual arrangements generally include certain provisions for indemnifying customers against liabilities if its products or services infringe a third-party’s intellectual property rights. In addition, the Company has some contractual arrangements with provisions for indemnifying customers against liabilities in the case of breaches of the Company’s platform or the other systems or networks used in the Company’s business, including those of vendors, contractors, or others with which the Company has strategic relationships. To date, the Company has not incurred any material costs as a result of such obligations and has not accrued any material liabilities related to such obligations in the accompanying consolidated financial statements. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2020 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Amendment and Restatement of Certificate of Incorporation In connection with the Reorganization Transactions, the certificate of incorporation of Pluralsight, Inc. was amended and restated to, among other things, provide for the (i) authorization of 1,000,000,000 shares of Class A common stock with a par value of $0.0001 per share; (ii) authorization of 200,000,000 shares of Class B common stock with a par value of $0.0001 per share; (iii) authorization of 50,000,000 shares of Class C common stock with a par value of $0.0001 per share; (iv) authorization of 100,000,000 shares of undesignated preferred stock with a par value of $0.0001 per share that may be issued from time to time; and (v) establishment of a classified board of directors, divided into three classes, each of whose members will serve for staggered three-year terms. Holders of Class A and Class B common stock are entitled to one vote per share and holders of Class C common stock are entitled to ten votes per share. Except as otherwise required by applicable law, holders of Class A common stock, Class B common stock, and Class C common stock vote together as a single class on all matters on which stockholders generally are entitled to vote. Holders of Class B and Class C common stock are not entitled to receive dividends and will not be entitled to receive any distributions upon the liquidation, dissolution or winding up of the Company. Shares of Class B and Class C common stock may only be issued to the extent necessary to maintain the one-to-one ratio between the number of LLC Units held by the Continuing Members and the number of Class B or Class C common shares held by the Continuing Members. Shares of Class B and Class C common stock are transferable only together with an equal number of LLC Units. Subject to certain limitations and exceptions, Continuing Members may exchange or redeem LLC Units and shares of Class B or Class C common stock, as applicable, for, at the option of Pluralsight, Inc., cash or shares of Class A common stock, on a one-for-one basis. Pluralsight, Inc. must at all times maintain a ratio of one LLC Unit for each share of Class A common stock issued, and Pluralsight Holdings must at all times maintain a one-to-one ratio between the number of shares of Class B or Class C common stock owned by the Continuing Members and the number of LLC Units owned by the Continuing Members. Recapitalization of Pluralsight Holdings In connection with the Reorganization Transactions and the amendment and restatement of the LLC Agreement, all membership interests in Pluralsight Holdings were converted into a single-class of common LLC Units and certain holders of LLC Units elected to exchange LLC Units for Class A common stock of Pluralsight, Inc. The following is a summary of the shares converted or exchanged in connection with the Reorganization Transactions: • 48,407,645 common units of Pluralsight Holdings outstanding prior to the Reorganization Transactions were converted on a one-for-one basis into LLC Units. • 48,447,880 redeemable convertible preferred units of Pluralsight Holdings outstanding prior to the Reorganization Transactions were converted on a one-for-one basis into LLC Units. • 15,783,689 incentive units of Pluralsight Holdings outstanding prior to the Reorganization Transactions were converted into 12,667,778 LLC Units after giving effect to the threshold price and catch-up price per unit. • 3,000,000 Class B incentive units of Pluralsight Holdings outstanding prior to the Reorganization Transactions were converted into 1,747,067 LLC Units after giving effect to the threshold price and catch-up price per unit. In connection with the recapitalization, a total of 39,110,660 LLC Units were exchanged for shares of Class A common stock of Pluralsight, Inc. In addition, the Company issued 58,111,572 shares of Class B common stock and 14,048,138 shares of Class C common stock to the Continuing Members on a one-for-one basis to the corresponding LLC Units held by the Continuing Members. The amended and restated LLC Agreement requires that Pluralsight Holdings at all times maintain (i) a one-to-one ratio between the number of outstanding shares of Class A common stock of Pluralsight, Inc. and the number of LLC Units and (ii) a one-to-one ratio between the number of shares of Class B or Class C common stock owned by the Continuing Members and the number of LLC Units held by the Continuing Members. Rescission Transactions In September 2018, the Company entered into agreements of rescission (“Rescission Transactions”) with certain stockholders of the Company (the “Rescinding Holders”) holding an aggregate of 605,390 shares of Class A common stock, pursuant to which the Company agreed to rescind the individuals' prior exchange of unvested LLC Units of Pluralsight Holdings for unvested shares of Class A common stock in connection with the Reorganization Transactions. As a result of the Rescission Transactions, a total of 605,390 LLC Units of Pluralsight Holdings and a corresponding 455,217 shares of Class B common stock and 150,173 shares of Class C common stock were issued to Rescinding Holders. In addition, the issuance of 605,390 shares of Class A common stock was rescinded. The LLC Units and corresponding shares of Class B and Class C common stock, where applicable, are subject to the same vesting conditions that existed prior to the Rescission Transactions, and the Rescinding Holders are eligible to participate in the TRA. All Rescinding Holders are employees of the Company, including employees and officers who are related parties to the Company. Redeemable Convertible Preferred Units Conversion As described in Note 1—Organization and Description of Business, in connection with the Reorganization Transactions, the LLC Agreement of Pluralsight Holdings was amended and restated to, among other things, effectuate the conversion of 48,447,880 redeemable convertible preferred units into LLC Units of Pluralsight Holdings. Prior to the Reorganization Transactions, Series A redeemable convertible preferred units were redeemable at the option of the holder at an amount equal to the greater of the original issuance price or the aggregate fair value of the Series A redeemable convertible preferred units. Accordingly, prior to the Reorganization Transactions, the Series A redeemable convertible preferred units were accreted to the fair value on the date of conversion of the IPO price of $15.00 per share, or $412.5 million. As the redeemable convertible preferred units were converted into common LLC Units of Pluralsight Holdings, and are no longer redeemable at the option of the holder, the Company reclassified the carrying value of the redeemable convertible preferred units of $582.0 million on the date of the Reorganization Transactions to stockholders’ equity. Initial Public Offering In May 2018, Pluralsight, Inc. completed an IPO of 23,805,000 shares of Class A common stock at a public offering price of $15.00 per share. Pluralsight, Inc. received proceeds of $332.1 million, net of underwriting discounts and commissions, which Pluralsight, Inc. used to purchase newly-issued LLC Units of Pluralsight Holdings at a price per unit equal to the IPO price per share. Secondary Offering In March 2019, the Company completed a secondary offering, in which certain stockholders sold 15,592,234 shares of Class A common stock at a public offering price of $29.25 per share. Pluralsight did not receive any proceeds from the sale of shares by selling stockholders. A total of $0.9 million in costs were incurred by Pluralsight in connection with this offering. In connection with the secondary offering, the Company issued $633.5 million aggregate principal amount of 0.375% convertible senior notes due in 2024 in a private placement to qualified institutional buyers exempt from registration under the Securities Act. See Note 10—Convertible Senior Notes and Other Long-Term Debt for additional details. In June 2020, the Company completed a secondary offering, in which certain stockholders sold 11,711,009 shares of Class A common stock at a public offering price of $19.50 per share. Pluralsight did not receive any proceeds from the sale of shares by selling stockholders. A total of $1.3 million in costs were incurred by Pluralsight in connection with this offering. Exchanges of LLC Units During the years ended December 31, 2020, 2019, and 2018, certain Continuing Members exchanged 12,373,292, 34,892,796 and 1,107,448 LLC Units of Pluralsight Holdings, respectively, along with their corresponding shares of Class B or Class C common stock for an equal number of shares of Class A common stock. Simultaneously, and in connection with these exchanges, the Company cancelled the exchanged shares of Class B or Class C common stock, where applicable. Warrants to Purchase Shares of Class A Common Stock In connection with the first amendment of the Guggenheim Credit Agreement, the Company issued warrants to the lenders to purchase 424,242 shares of Class A common stock of Pluralsight, Inc. at an exercise price of $8.25 per share. See Note 10—Convertible Senior Notes and Other Long-Term Debt for additional details. The warrants were measured at the fair value on the date of issuance, which was determined to be $1.0 million using a Black-Scholes option pricing model and a probability-weighted expected return methodology. As the warrants are exercisable for shares of the Company’s Class A common stock, the Company recorded the warrants within stockholders’ equity. The warrants were cashless-exercised in October 2018 resulting in the issuance of 267,918 shares of Class A common stock. |
Non-Controlling Interests
Non-Controlling Interests | 12 Months Ended |
Dec. 31, 2020 | |
Noncontrolling Interest [Abstract] | |
Non-Controlling Interests | Non-Controlling Interests In connection with the Reorganization Transactions, Pluralsight, Inc. became the sole managing member of Pluralsight Holdings and as a result consolidates the results of operations of Pluralsight Holdings. The non-controlling interests balance represents the LLC Units of Pluralsight Holdings held by Continuing Members, based on the portion of LLC Units owned by Continuing Members. Following the Reorganization Transactions, the adjustments to the non-controlling interests were primarily related to equity-based compensation, the settlement of equity-based awards, and the issuance of a convertible promissory note with Pluralsight Holdings in connection with the convertible senior notes as discussed in Note 10—Convertible Senior Notes and Other Long-Term Debt. Income or loss is attributed to the non-controlling interests based on the weighted-average ownership percentages of LLC Units outstanding during the period, excluding LLC Units that are subject to time-based vesting requirements. As of December 31, 2020, the non-controlling interests of Pluralsight Holdings owned 17.1% of the outstanding LLC Units, with the remaining 82.9% owned by Pluralsight, Inc. The ownership of the LLC Units is summarized as follows: December 31, 2020 December 31, 2019 Units Ownership % Units Ownership % Pluralsight, Inc.'s ownership of LLC Units 121,675,561 82.9 % 104,083,271 74.3 % LLC Units owned by the Continuing Members (1) 25,041,790 17.1 % 35,936,804 25.7 % 146,717,351 100.0 % 140,020,075 100.0 % ________________________ |
Equity-Based Compensation
Equity-Based Compensation | 12 Months Ended |
Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Equity-Based Compensation | Equity-Based Compensation Equity Incentive Plans In June 2017, Pluralsight Holdings adopted the 2017 Equity Incentive Plan (“2017 Plan”) and issued RSUs to employees. In May 2018, Pluralsight, Inc. adopted the 2018 Equity Incentive Plan (“2018 Plan”). The 2018 Plan provides for the grant of nonstatutory stock options, restricted stock, RSUs, stock appreciation rights, performance units, and performance shares to employees, directors, and consultants of the Company. The number of shares available for issuance under the 2018 Plan also includes an annual increase on the first day of each fiscal year beginning in 2019, equal to the lesser of: (i) 14,900,000 shares, (ii) 5.0% of the outstanding shares of capital stock as of the last day of the immediately preceding fiscal year, or (iii) a lower number of shares determined by the 2018 Plan’s administrator. As of December 31, 2020 a total of 20,085,254 shares of Class A common stock were available for issuance under the 2018 Plan. Stock Options In connection with the IPO, the Company granted to employees stock options under the 2018 Plan to purchase shares of Class A common stock at an exercise price equal to the IPO price of $15.00 per share. The stock options vested ratably in equal six-month periods over a period of two years from the IPO date. In connection with the GitPrime acquisition, the stock options granted to GitPrime employees under GitPrime’s 2015 and 2018 Equity Incentive Plans were replaced with options to purchase shares of the Company's Class A common stock, subject to appropriate adjustments to the number of shares issuable pursuant to such options and the exercise price of such options as provided in the Merger Agreement. The options are subject to time-based vesting conditions and continue to vest over the remaining vesting period of the original award ranging from two The following table summarizes the stock option activity for the year ended December 31, 2020: Stock Options Outstanding Weighted- Weighted- Aggregate Intrinsic Value Outstanding as of December 31, 2019 4,361,718 $ 14.55 Granted — — Exercised (701,593) 14.06 Forfeited or cancelled (21,413) 6.01 Outstanding as of December 31, 2020 3,638,712 $ 14.70 7.4 $ 22.8 Vested and exercisable as of December 31, 2020 3,588,259 $ 14.88 7.4 $ 21.8 The total intrinsic value of options exercised during the years ended December 31, 2020 and 2019 was $4.1 million and $7.9 million, respectively. The total unrecognized equity-based compensation costs related to the stock options was $1.5 million, which is expected to be recognized over a weighted-average period of 1.3 years. The grant date fair value of the stock options was determined using the Black Scholes model with the following assumptions: 2019 Dividend yield None Volatility 59.00% Risk-free interest rate 2.25% Expected term (years) 4.5—5.9 Weighted-average grant date fair value per share $31.26 RSUs The Company has granted RSUs to employees under the 2018 Plan and previously under the 2017 Plan. RSUs represent the right to receive shares of Pluralsight Inc.’s Class A common stock at a specified future date. Restricted share units of Pluralsight Holdings under the 2017 Plan are subject to both a service condition and a liquidity condition, whereas RSUs under the 2018 Plan are generally subject to service conditions only. The service conditions are generally satisfied over four years, whereby 25% of the share units satisfy this condition on the first anniversary of the grant date and then ratably on a quarterly basis thereafter through the end of the vesting period. The liquidity condition for RSUs granted under the 2017 Plan was satisfied upon the expiration of the lock-up period following the IPO. Prior to the IPO, the Company had not recorded any equity-based compensation expense associated with the RSUs as the liquidity condition was not deemed probable. Following the completion of the IPO, the Company recorded a cumulative adjustment to equity-based compensation expense totaling $17.1 million. The remaining unrecognized equity-based compensation expense related to RSUs subject to both a service and liquidity condition is recognized over the remaining requisite service period, using the accelerated attribution method. RSUs issued following the IPO are primarily subject to service conditions only and are recognized over the remaining requisite service period using the straight-line attribution method. Under the 2017 Plan, all restricted share units granted were initially restricted share units of Pluralsight Holdings. In connection with the IPO, all restricted share units were converted into RSUs of Pluralsight, Inc., except for restricted share units of Pluralsight Holdings that convey the right to receive LLC Units and corresponding shares of Class C common stock of Pluralsight, Inc. upon vesting. The activity for RSUs of Pluralsight, Inc. and restricted share units of Pluralsight Holdings for the year ended December 31, 2020 was as follows: Number of Weighted-Average RSUs of Pluralsight, Inc.: Balance at December 31, 2019 7,672,038 $ 22.71 Granted 7,124,757 19.00 Forfeited or cancelled (1,398,579) 21.54 Vested (3,336,839) 22.49 Balance at December 31, 2020 10,061,377 $ 20.32 Restricted Share Units of Pluralsight Holdings: Balance at December 31, 2019 1,312,500 $ 8.24 Vested (750,000) 8.24 Balance at December 31, 2020 562,500 $ 8.24 The total fair value of RSUs, including the restricted share units of Pluralsight Holdings, vested during the years ended December 31, 2020 and 2019 was $81.2 million and $29.2 million, respectively. The weighted-average grant date fair value per share of RSUs and restricted share units was $19.00, $28.48, $12.52, for the years ended December 31, 2020, 2019, and 2018, respectively. As of December 31, 2020, the total unrecognized equity-based compensation cost related to the RSUs, including the restricted share units of Pluralsight Holdings, was $172.2 million, which is expected to be recognized over a weighted-average period of 2.6 years. 401(k) Equity Match In May 2020, the Compensation Committee of the Board of Directors of Pluralsight, Inc. approved the issuance of Class A common shares to pay the Company’s 401(k) matching contributions to employees during the year ended December 31, 2020. The Company's matching contribution is equal to 50% of eligible wages contributed up to a maximum of 6%. As of December 31, 2020, the Company had recorded a matching liability of $1.0 million that is expected to be settled in shares of Class A common stock. Employee Stock Purchase Plan In May 2018, Pluralsight Inc.’s board of directors adopted the ESPP. A total of 2,970,000 shares of Class A common stock were initially reserved for issuance under the ESPP. The number of shares of Class A common stock available for issuance under the ESPP will be increased on the first day of each fiscal year beginning in 2019 equal to the lesser of: (i) 2,970,000 shares of Class A common stock, (ii) 1.5% of the outstanding shares of all classes of common stock of the Company on the last day of the immediately preceding fiscal year, or (iii) an amount determined by the plan administrator. As of December 31, 2020 a total of 3,797,146 shares of Class A common stock were available for issuance under the ESPP. The ESPP generally provides for consecutive overlapping 24-month offering periods comprised of four six-month purchase periods. The offering periods are scheduled to start on the first trading day on or after May 31 and November 30 of each year. The ESPP permits participants to elect to purchase shares of Class A common stock through fixed contributions from eligible compensation paid during each purchase period during an offering period, provided that this fixed contribution amount will not exceed $12,500. A participant may purchase a maximum of 5,000 shares during each purchase period. Amounts deducted and accumulated by the participant will be used to purchase shares of Class A common stock at the end of each purchase period. The purchase price of the shares will be 85% of the lower of the fair market value of Class A common stock on the first trading day of each offering period or on the purchase date, except for the first offering period, during which the purchase price of the shares will be 85% of the lower of (i) the IPO price or (ii) the fair market value of common stock on the purchase date. If the fair market value of the common stock on any purchase date within an offering period is lower than the stock price as of the beginning of the offering period, the offering period will immediately reset after the purchase of shares on such purchase date and participants will automatically be re-enrolled in a new offering period. Participants may end their participation at any time during an offering period and will be paid their accrued contributions that have not yet been used to purchase shares of common stock. Participation ends automatically upon termination of employment. As of December 31, 2020, a total of 2,365,664 shares were issuable to employees based on contribution elections made under the ESPP. As of December 31, 2020, total unrecognized equity-based compensation costs was $18.4 million, which is expected to be recognized over a weighted-average period of 1.3 years. ESPP employee payroll contributions accrued at December 31, 2020 totaled $1.4 million and are included within accrued expenses in the consolidated balance sheets. Employee payroll contributions ultimately used to purchase shares under the ESPP will be reclassified to stockholders' equity at the end of the purchase period. The fair value of the purchase right for the ESPP is estimated on the date of grant using the Black-Scholes model with the following assumptions for the year ended December 31, 2020: Year Ended December 31, 2020 2019 Dividend yield None None Volatility 64.87%—73.42% 59.00%—67.45% Risk-free interest rate 0.09%—0.18% 1.60%—2.35% Expected term (years) 0.5—2.0 0.5—2.0 Incentive Unit Plan The Company granted incentive units of Pluralsight Holdings to certain employees and directors prior to its IPO pursuant to the Incentive Unit Plan (“2013 Plan”). In connection with the Reorganization Transactions and the IPO, the 2013 Plan was terminated and all outstanding incentive units were converted into LLC Units of Pluralsight Holdings. In addition, certain holders elected to exchange LLC Units for shares of Class A common stock of Pluralsight, Inc. Shares of Class A common stock and LLC Units issued as a result of the exchange or conversion of unvested incentive units remain subject to the same time-based vesting requirements that existed prior to the Reorganization Transactions, and as such the Company continues to record equity-based compensation expense for unvested awards. The activity of unvested LLC Units during the year ended December 31, 2020 was as follows: Unvested Units Weighted- Unvested LLC Units outstanding—December 31, 2019 1,543,813 $ 8.72 Forfeited or cancelled — — Vested (1,060,871) 8.64 Unvested LLC Units outstanding—December 31, 2020 482,942 $ 8.90 As of December 31, 2020, total unrecognized equity-based compensation related to all unvested Class A common shares and unvested LLC Units was $3.1 million, which is expected to be recognized over a weighted- average period of 0.5 years. The total fair value of Class A common shares and LLC Units vested during the years ended December 31, 2020, 2019, and 2018 was $19.1 million, $40.3 million and $34.5 million, respectively. In August 2019, the Company entered into a Separation Agreement with its former Chief Revenue Officer. Under the agreement, the Company accelerated the vesting of 130,924 LLC Units. The acceleration was deemed a modification, which resulted in an increase to equity-based compensation expense of $2.1 million during the year ended December 31, 2019. Equity-Based Compensation Expense Equity-based compensation expense was classified as follows in the accompanying consolidated statements of operations (in thousands): Year Ended December 31, 2020 2019 2018 Cost of revenue $ 1,213 $ 548 $ 205 Sales and marketing 41,168 30,677 19,096 Technology and content 26,222 21,430 12,038 General and administrative 31,250 37,782 41,153 Total equity-based compensation $ 99,853 $ 90,437 $ 72,492 Equity-based compensation costs capitalized as internal-use software was $1.2 million, $1.2 million, and $0.5 million for the years ended December 31, 2020, 2019 and 2018, respectively. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Provision for Income Taxes Loss before income taxes was as follows (in thousands): Year Ended December 31, 2020 2019 2018 Domestic $ (166,485) $ (165,074) $ (147,717) Foreign 2,286 2,318 1,608 Total $ (164,199) $ (162,756) $ (146,109) Income tax (benefit) expense consisted of the following components (in thousands): Year Ended December 31, 2020 2019 2018 Current: State $ 26 $ 10 $ 26 Foreign 936 895 890 Total current tax expense 962 905 916 Deferred: State (912) — — Foreign (158) (82) (252) Total deferred tax benefit (1,070) (82) (252) Income tax (benefit) expense $ (108) $ 823 $ 664 The following reconciles the differences between the federal statutory income tax rate in effect in each year to the Company’s effective tax rate: Year Ended December 31, 2020 2019 2018 Statutory federal tax rate 21.0 % 21.0 % 21.0 % State tax, net of federal tax effect 3.2 2.5 0.9 Change in valuation allowance (28.2) (19.8) (10.7) Change in partnership investment 5.9 — — Loss attributable to non-controlling interests (3.5) (5.3) (10.9) Effect of income tax rate change 2.6 1.2 — Non-deductible expenses (1.2) — — Research and development credit 0.5 0.7 0.2 Foreign taxes (0.2) (0.2) (0.1) Other — (0.6) (0.9) Effective tax rate 0.1 % (0.5) % (0.5) % Deferred Tax Assets and Liabilities Deferred income taxes reflect the net effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets and liabilities were as follows (in thousands): As of December 31, 2020 2019 Deferred tax assets: Partnership outside basis difference $ 336,576 $ 275,856 Net operating loss carryforwards 102,996 60,973 Promissory note 10,604 13,200 Research and development credits 2,958 2,601 Interest expense carryforward 3,156 2,569 Operating leases 1,021 1,223 Compensation and benefits 1,144 451 Other 323 576 Less: Valuation allowance (441,736) (337,787) Total deferred tax assets 17,042 19,662 Deferred tax liabilities: Promissory note (10,751) (13,304) Content library and intangible assets (3,594) (5,595) Operating leases (1,027) (1,223) Other (537) — Total deferred tax liabilities (15,909) (20,122) Net deferred tax assets (liabilities) $ 1,133 $ (460) The Company evaluates its ability to realize net deferred tax assets by considering all available positive and negative evidence including past results of operations, forecasted earnings, tax planning strategies, and all sources of future taxable income. A full valuation allowance was maintained on its domestic deferred tax assets as of December 31, 2020 and 2019, primarily due to historical losses. The valuation allowance increased by $103.9 million, $279.8 million and $54.9 million for the years ended December 31, 2020, 2019 and 2018 due to the exchange transactions described below and increases in other deferred tax assets such as net operating losses (“NOLs”). As of December 31, 2020, the Company had federal NOLs of $416.2 million, and state NOLs of $200.4 million for use on future tax returns. The NOLs begin to expire in 2030 if not utilized. Federal NOLs generated in tax years beginning after December 31, 2017 do not expire. As of December 31, 2020, the Company had federal research and development tax credit carryforwards of $2.3 million and state research and development tax credit carryforwards of $1.6 million, which begin to expire in 2032 if not utilized. Sections 382 and 383 of the Code, and similar state tax laws, may impose substantial restrictions on the utilization of the net operating loss and credit carryforward attributes in the event of an ownership change. Accordingly, the Company’s ability to utilize these carryforwards may be limited as a result of such ownership change. Such a limitation could result in the expiration of carryforwards before they are utilized. Tax Receivable Agreement and Reorganization Transactions As a result of the Reorganization Transactions, Pluralsight, Inc. became the sole managing member of Pluralsight Holdings, which is treated as a partnership for U.S. federal and most applicable state and local income tax purposes. As a partnership, Pluralsight Holdings is not subject to U.S. federal and certain state and local income taxes. Any taxable income or loss generated by Pluralsight Holdings is passed through to and included in the taxable income or loss of its members, including Pluralsight, Inc. following the Reorganization Transactions, on a pro rata basis, except as otherwise provided under Section 704 of the Code. In connection with, and subsequent to, the Reorganization Transactions, members of Pluralsight Holdings exchanged LLC Units for shares of Class A common stock of Pluralsight, Inc. As a result of these exchanges, the Company acquired certain tax attributes held by the members. Additionally, the Company could obtain future increases in its tax basis of the assets of Pluralsight Holdings when LLC Units are redeemed or exchanged by the Continuing Members. This increase in tax basis may have the effect of reducing the amounts paid in the future to various tax authorities. The increase in tax basis may also decrease gains (or increase losses) on future dispositions of certain capital assets to the extent tax basis is allocated to those capital assets. On the date of the IPO, the Company entered into a Tax Receivable Agreement (“TRA”) with Continuing Members that provides for a payment to the Continuing Members of 85% of the amount of tax benefits, if any, that Pluralsight, Inc. realizes, or is deemed to realize as a result of redemptions or exchanges of LLC Units. The TRA provides that if (i) certain mergers or other forms of business combinations or changes of control occur or a plan of liquidation or sale of substantially all assets occurs; (ii) there is a material breach of any material obligations under the TRA; or (iii) the Company elects an early termination of the TRA, the TRA will terminate and the obligations under the TRA will accelerate and become due and payable, based on certain assumptions, including the assumption that the Company has sufficient taxable income to fully utilize all potential future tax benefits that are subject to the TRA and that any LLC Units that have not been exchanged are deemed exchanged for the fair market value of the Company’s Class A common stock at the time of termination. During the years ended December 31, 2020, 2019 and 2018, Continuing Members exchanged 12,373,292, 34,892,796, and 1,107,448 LLC Units for shares of Class A common stock, respectively, which resulted in an increase in the Company’s tax basis in its investment in Pluralsight Holdings. During the years ended December 31, 2020, 2019 and 2018, the Company recorded an increase to its deferred tax assets of $60.8 million, $243.9 million, and $5.2 million, respectively, associated with the basis difference in its investment in Pluralsight Holdings related to these unit exchanges, offset by an increase in the valuation allowance. The Company has concluded that, based on applicable accounting standards, it is more-likely-than-not that its deferred tax assets subject to the TRA will not be realized; therefore, the Company has not recorded a TRA liability related to the tax savings it may realize from the utilization of deferred tax assets arising from the exchanges that have occurred through December 31, 2020. The total unrecorded TRA liability as of December 31, 2020 is approximately $345.1 million. On December 11, 2020, in connection with the execution into the Merger Agreement, Pluralsight and Pluralsight Holdings entered into an amendment to the TRA (the “TRA Amendment”). The TRA Amendment establishes that the parties to the TRA will be entitled to receive an aggregate amount of $127.0 million in connection with the closing of the Merger in full satisfaction of Pluralsight’s payment obligation under the TRA in connection with a change of control of Pluralsight, regardless of the realizability or utilization of the deferred tax assets underlying the TRA. As this payment is subject to the closing of the Merger, a TRA liability is not recorded as of December 31, 2020. Uncertain Tax Positions The Company accounts for uncertainty in income taxes using a two-step process. The Company first determines whether it is more likely than not that a tax position will be sustained upon examination by the tax authority, including resolutions of any related appeals or litigation processes, based on technical merit. If a tax position meets the more-likely-than-not recognition threshold, it is then measured to determine the amount of benefit to recognize in the financial statements. The tax position recognized is the largest amount of benefit that is greater than 50% likely of being realized upon ultimate settlement. The following summarizes activity related to unrecognized tax benefits (in thousands): Year Ended December 31, 2020 2019 2018 Unrecognized benefit—beginning of the year $ 1,963 $ 1,277 $ 853 Gross increases—current period positions 85 686 424 Unrecognized benefit—end of period $ 2,048 $ 1,963 $ 1,277 Included in the balance of unrecognized tax benefits as of December 31, 2020 are $1.1 million of tax benefits that, if recognized, would affect the effective tax rate. The Company’s policy is to record interest and penalties related to unrecognized tax benefits as a component of interest expense where applicable. As of December 31, 2020, the Company had not accrued any interest related to unrecognized tax benefits. The Company believes it is reasonably possible that foreign tax positions related to $1.1 million in unrecognized tax benefits may be resolved within the coming year, which could result in a decrease of up to $1.1 million in unrecognized tax benefits in the coming year. The Company files tax returns in the United States and in various foreign and state jurisdictions. Other than in one non-U.S. jurisdiction, the Company is not currently under audit by any taxing jurisdiction and with limited exception, the Company is no longer subject to income tax audits by federal, state, and foreign taxing authorities for years prior to 2014. |
Net Loss Per Share
Net Loss Per Share | 12 Months Ended |
Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share The following table presents the calculation of basic and diluted net loss per share for the period following the Reorganization Transactions (in thousands, except per share amounts): As of December 31, 2020 2019 Numerator: Net loss $ (164,091) $ (163,579) Less: Net loss attributable to non-controlling interests (36,011) (50,921) Net loss attributable to Pluralsight, Inc. $ (128,080) $ (112,658) Denominator: Weighted-average shares of Class A common stock outstanding, basic and diluted 111,798 94,515 Net loss per share: Net loss per share, basic and diluted $ (1.15) $ (1.19) Shares of Class B and Class C common stock do not share in the earnings or losses of Pluralsight and are therefore not participating securities. As such, separate presentation of basic and diluted earnings per share of Class B and Class C common stock under the two-class method has not been presented. During the year ended December 31, 2020, the Company incurred net losses and, therefore, the effect of the Company’s potentially dilutive securities were not included in the calculation of diluted loss per share as the effect would be anti-dilutive. The following table contains share/unit totals with a potentially dilutive impact (in thousands): As of December 31, 2020 LLC Units held by Continuing Members 25,525 Stock options 3,639 RSUs of Pluralsight, Inc. 10,061 Restricted share units of Pluralsight Holdings 563 Purchase rights committed under the ESPP 2,366 Total 42,154 The Notes will not have an impact on the Company's diluted earnings per share until the average market share price of Class A common stock exceeds the conversion price of $58.50 per share, as the Company intends and has the ability to settle the principal amount of the Notes in cash upon conversion. The Company is required under the treasury stock method to compute the potentially dilutive shares of common stock related to the Notes for periods it reports net income. However, upon conversion, until the average market price of the Company's common stock exceeds the cap price of $58.50 per share, exercise of the Capped Calls will mitigate dilution from the Notes from the conversion price up to the cap price. Capped Calls are excluded from the calculation of diluted earnings per share, as they would be antidilutive under the treasury stock method. |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2020 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plan | Employee Benefit PlanThe Company sponsors a qualified 401(k) defined contribution plan, available to all qualified employees. This plan allows employees to contribute a portion of their pretax salary up to the legally mandated limit based on their jurisdiction. The Company made matching contributions to the plan totaling $6.8 million, $5.2 million, and $3.5 million, for the years ended December 31, 2020, 2019, and 2018, respectively. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions The Company utilizes an aircraft owned by the Company’s Chief Executive Officer on an as-needed basis. The Company has agreed to reimburse the Chief Executive Officer for use of the private aircraft for business purposes at an agreed upon hourly rate per flight hour. A total of $0.5 million has been paid under the arrangement during the year ended December 31, 2020. Pluralsight One is the Company’s social impact initiative dedicated to closing the technology skills gap. This initiative will support nonprofit organizations by providing discounted and donated subscriptions to the Company’s platform. Any revenue from subscriptions provided to organizations in connection with Pluralsight One will be donated back to the community through charitable grants. During the year ended December 31, 2020, the Company donated approximately $0.3 million back to the community through these charitable grants. Tax Receivable Agreement On the date of the IPO, the Company entered into a TRA with Continuing Members that provides for a payment to the Continuing Members of 85% of the amount of tax benefits, if any, that Pluralsight, Inc. realizes, or is deemed to realize as a result of redemptions or exchanges of LLC Units. As discussed in Note 16—Income Taxes, no amounts were paid or payable to Continuing Members under the TRA as it is more-likely-than-not that the Company’s tax benefits obtained from exchanges subject to the TRA will not be realized. On December 11, 2020, in connection with the execution into the Merger Agreement, Pluralsight and Pluralsight Holdings entered into an amendment to the TRA (the “TRA Amendment”). The TRA Amendment establishes that the parties to the TRA will be entitled to receive an aggregate amount of $127.0 million in connection with the closing of the Merger in full satisfaction of Pluralsight’s payment obligation under the TRA in connection with a change of control of Pluralsight. As this payment is subject to the closing of the Merger, a TRA liability is not recorded as of December 31, 2020. |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2020 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data (Unaudited) | Quarterly Financial Data (Unaudited) The following tables set forth selected unaudited quarterly consolidated statements of operations data for each of the eight quarters in the two year period ended December 31, 2020. The information for each of these quarters has been prepared on the same basis as the Company’s audited annual consolidated financial statements and, in the opinion of management, includes all adjustments, which consist only of normal recurring adjustments necessary for the fair statement of the results of operations for these periods in accordance with GAAP. These quarterly results of operations are not necessarily indicative of the Company’s results of operations for a full year or any future period. Three Months Ended March 31, June 30, Sept. 30, Dec. 31, March 31, June 30, Sept. 30, Dec. 31, (in thousands, except per share amounts) Revenue $ 69,617 $ 75,862 $ 82,620 $ 88,811 $ 92,646 $ 94,765 $ 99,465 $ 104,989 Cost of revenue 16,712 17,803 17,829 19,009 19,008 19,717 20,426 23,401 Gross profit 52,905 58,059 64,791 69,802 73,638 75,048 79,039 81,588 Operating expenses: Sales and marketing 44,171 50,046 55,797 57,071 62,415 57,759 57,206 60,785 Technology and content 20,271 24,819 27,847 29,965 30,144 29,514 29,345 29,782 General and administrative 22,191 20,575 20,844 21,950 23,371 22,996 20,366 28,918 Total operating expenses 86,633 95,440 104,488 108,986 115,930 110,269 106,917 119,485 Loss from operations (33,728) (37,381) (39,697) (39,184) (42,292) (35,221) (27,878) (37,897) Other income (expense): Interest expense (1,678) (7,346) (7,412) (7,129) (7,149) (7,241) (7,409) (7,523) Loss on debt extinguishment — — (950) — — — — — Other income (expense), net 1,676 4,106 3,001 2,966 2,170 2,267 1,992 1,982 Loss before income taxes (33,730) (40,621) (45,058) (43,347) (47,271) (40,195) (33,295) (43,438) Income tax (expense) benefit (154) (143) (404) (122) (242) 465 (476) 361 Net loss $ (33,884) $ (40,764) $ (45,462) $ (43,469) $ (47,513) $ (39,730) $ (33,771) $ (43,077) Net loss per share, basic and diluted $ (0.25) $ (0.30) $ (0.32) $ (0.31) $ (0.34) $ (0.28) $ (0.24) $ (0.30) |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent EventsIn January 2021, the Company entered into an Agreement and Plan of Merger to acquire Appolloversity Incorporated (dba “Next Tech”) a provider of cloud-based computing environments to enable the authoring and hosting of labs in software development, data science and machine learning. The Company paid net cash consideration of approximately $25.0 million, subject to customary working capital adjustments that are expected to be finalized within 90 days of the closing date. In addition, the Company issued RSUs of Pluralsight, Inc. valued at approximately $15.0 million to employees of Next Tech who continue as employees of Pluralsight. The RSUs are expected to vest over a service period extending three years from the acquisition date. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies and Recent Accounting Pronouncements (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). |
Consolidation | The consolidated financial statements include the accounts of Pluralsight, Inc. and its directly and indirectly wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation.Pluralsight, Inc. consolidates the financial results of Pluralsight Holdings as a Variable Interest Entity (“VIE”). The Company periodically evaluates entities for consolidation either through ownership of a majority voting interest, or through means other than a voting interest, in accordance with the VIE accounting model. A VIE is an entity in which the equity investors as a group, if any, lack the power through voting or similar rights to direct the activities of such entity that most significantly impact such entity’s economic performance or the equity investment at risk is insufficient to finance that entity’s activities without additional subordinated financial support. |
Use of Estimates | The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses for the reporting period. On an ongoing basis, the Company evaluates its estimates, including, but not limited to, those related to the determination of the fair value of equity awards, the fair value of the liability and equity components of the convertible senior notes, the fair value of identified assets and liabilities acquired in business combinations, the fair value of contingent consideration liabilities, the useful lives of property and equipment, content library and intangible assets, impairment of long-lived and intangible assets, including goodwill, provisions for doubtful accounts receivable and deferred revenue, the standalone selling price (“SSP”) of performance obligations, the determination of the period of benefit for deferred contract acquisition costs, certain accrued expenses, including author fees, and the discount rate used for operating leases. These estimates and assumptions are based on the Company’s historical results and management’s future expectations. Actual results could differ from those estimates. |
Concentration of Credit Risk and Significant Customers | The Company deposits cash with high-credit-quality financial institutions, which, at times, may exceed federally insured amounts. The Company invests its cash equivalents in highly-rated money market funds. The Company has not experienced any losses on its deposits. The Company performs ongoing credit evaluations of its customers’ financial condition and will limit the amount of credit as deemed necessary, but currently does not require collateral from customers. |
Cash, Cash Equivalents, and Restricted Cash | The Company considers all highly-liquid investments with a maturity at the time of purchase of 90 days or less to be cash and cash equivalents. Cash consists of deposits with financial institutions. Cash equivalents and investments consist of highly liquid investments in money market funds, U.S. treasury securities, U.S. government agency securities, commercial paper, and corporate debt securities. Cash and cash equivalents that are restricted as to withdrawal or usage are presented as restricted cash on the consolidated balance sheets. |
Investments | The Company classifies investments as available-for-sale securities. Investments with original maturities beyond 90 days are classified as short-term or long-term investments based on the nature of the securities and their stated maturities. Investments are carried at fair value, with unrealized gains and losses, net of tax, reported in accumulated other comprehensive income within stockholders’ equity. Unrealized gains and losses are reclassified out of accumulated other comprehensive income (loss) into earnings using the specific identification method. Investments are reviewed periodically to determine whether a decline in a security’s fair value below the amortized cost basis is other-than-temporary. If the cost of an individual investment exceeds its fair value, the Company considers available quantitative and qualitative factors such as the length of time and extent to which the market value has been less than the cost, the financial condition and near-term prospects of the issuer and the Company's intent to sell, or whether it is more likely than not the Company will be required to sell the investment before recovery of the investment’s amortized cost basis. If the Company believes that a decline in fair value is determined to be other-than-temporary, the investments are written down to fair value. There were no other-than-temporary impairments recognized on investments during the periods presented. Interest income, amortization of premiums and discounts, realized gains and losses and declines in fair value judged to be other-than-temporary on available-for-sale securities are included in other income, net in the consolidated statements of operations. The Company uses the specific identification method to determine the cost in calculating realized gains and losses upon the sale of these investments. |
Accounts Receivable | Accounts receivable balances are recorded at the invoiced amount and are non-interest-bearing. The Company records a contract asset when revenue is recognized in advance of invoicing. Contract assets that represent a right to consideration that is unconditional are presented within accounts receivable on the consolidated balance sheets. The Company maintains allowances for doubtful accounts and expected credit losses to reserve for potential uncollectible receivables, by assessing the collectability of the accounts by taking into consideration the aging of trade receivables, historical experience, and management judgment. The Company records the allowance for expected credit losses against bad debt expense through the consolidated statement of operations up to the amount of revenue recognized to date. Any incremental allowance is recorded as an offset to deferred revenue on the consolidated balance sheet. Allowances for doubtful accounts unrelated to expected credit losses are recorded as a reduction of revenue and deferred revenue. The Company writes off trade receivables against the allowance when |
Property and Equipment | Property and equipment is stated at historical cost less accumulated depreciation. Repairs and maintenance costs are expensed as incurred as repairs and maintenance do not extend the useful life or improve the related assets. Depreciation and amortization, including amortization of leasehold improvements, is computed using the straight-line method over the estimated useful lives of the assets. The estimated useful life of each asset category is as follows: Estimated Useful Life Computer equipment 3-5 years Purchased software 1-5 years Internal-use software 1-3 years Furniture and fixtures 5-7 years Leasehold improvements Shorter of remaining lease term or estimated useful life The Company reviews property and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets (or asset group) may not be recoverable. An impairment loss is recognized when the total of estimated undiscounted future cash flows expected to result from the use of the asset and its eventual disposition is less than its carrying amount. Impairment, if any, would be assessed using discounted cash flows or other appropriate measures of fair value. There was no impairment of property and equipment during the years ended December 31, 2020, 2019, and 2018. When assets are retired or otherwise disposed of, the cost and accumulated depreciation and amortization are removed from their respective accounts and any loss on such retirement is reflected in operating expenses. |
Capitalized Software Development Costs | The Company capitalizes certain development costs incurred in connection with the development of its platform and software used in operations. Costs incurred in the preliminary stages of development are expensed as incurred. Once software has reached the development stage, internal and external costs of application development are capitalized until the software is substantially complete and ready for its intended use. Capitalization ceases upon completion of all substantial testing. The Company also capitalizes costs related to specific upgrades and enhancements when it is probable the expenditures will result in additional functionality. The Company capitalized costs of $9.8 million, $8.5 million, and $5.9 million for the years ended December 31, 2020, 2019, and 2018, respectively, which were included in property and equipment. Maintenance and training costs are expensed as incurred. |
Leases | The Company enters into operating lease arrangements for real estate assets related to office space. The Company determines if an arrangement contains a lease at its inception by assessing whether there is an identified asset and whether the arrangement conveys the right to control the use of the identified asset in exchange for consideration. Operating leases are included as right-of-use assets and lease liabilities in the consolidated balance sheets. Right-of-use assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make payments arising from the lease. Right-of-use assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. Lease payments consist of the fixed payments under the arrangements. Variable costs, such as maintenance and utilities based on actual usage, are not included in the measurement of right-of-use assets and lease liabilities but are expensed when the event determining the amount of variable consideration to be paid occurs. As the implicit rate of the Company’s leases is not determinable, the Company uses an incremental borrowing rate based on the information available at the lease commencement date in determining the present value of lease payments. Lease expense is recognized on a straight-line basis over the lease term. The Company generally uses the non-cancellable lease term when recognizing the right-of-use assets and lease liabilities unless it is reasonably certain that a renewal option or termination option will be exercised. The Company accounts for lease components and non-lease components as a single lease component. Leases with a term of twelve months or less are not recognized on the consolidated balance sheets. The Company recognizes lease expense for these leases on a straight-line basis over the term of the lease. Leases - ASC 840 The Company applied the provisions of ASC 840 for the years ended December 31, 2018 and 2017. The Company categorizes leases at their inception as either operating or capital leases. On certain of the Company’s lease agreements, the Company may receive tenant improvement allowances, rent holidays, and other incentives. Rent expense is recorded on a straight-line basis over the term of the lease and is included in operating expenses. The difference between rent expense recognized and amounts paid under the lease agreement is recorded as deferred rent and is included in other liabilities on the consolidated balance sheets. For build-to-suit lease arrangements, the Company evaluates the extent of its financial and operational involvement during the construction period to determine whether it is considered the owner of the construction project for accounting purposes. When the Company is considered the owner of a construction project under lease accounting guidance, the Company records the fair value of the building as the building is constructed with a corresponding facility financing obligation. Improvements to the facility during the construction project are capitalized. Lessor-afforded incentives are classified as deemed landlord financing proceeds and are included in the facility financing obligation. During the construction period, the Company estimates and records ground rent expense based on the estimated fair value of the land and an estimated incremental borrowing rate. At the end of the construction period, the Company evaluates whether it remains the owner of the building based on its ongoing involvement in the leased property. If deemed the owner of the facility following construction completion, the Company allocates rent payments to ground rent expense, reductions of the facility financing obligation, and interest expense recognized on the outstanding obligation. To the extent gross future payments do not equal the recorded liability, the liability is settled upon return of the facility to the lessor. |
Content Library, Intangible Assets, and Goodwill | The content library assets have been acquired from the Company’s network of independent authors (course creation costs) and through various business combinations. The Company amortizes the content library and other intangible assets acquired from authors or in business combinations on a straight-line basis over their estimated useful lives, which is generally five years. Regularly, the Company assesses potential impairment of its long-lived assets, which include the content library and intangible assets. The Company performs an impairment review whenever events or changes in circumstances indicate that the carrying value may not be recoverable. Factors the Company considers important that could trigger an impairment review include, but are not limited to, significant under-performance relative to historical or projected future results of operations, significant changes in the manner of its use of acquired assets or its overall business strategy, and significant industry or economic trends. When the Company determines that the carrying value of a long-lived asset (or asset group) may not be recoverable based upon the existence of one or more of the above indicators, the Company determines the recoverability by comparing the carrying amount of the asset to the net future undiscounted cash flows that the asset is expected to generate and recognizes an impairment charge equal to the amount by which the carrying amount exceeds the fair value of the asset. Goodwill represents the excess of the purchase price in a business combination over the fair value of net tangible and intangible assets acquired. The Company tests goodwill for impairment annually as of October 1, or whenever events or changes in circumstances indicate that goodwill may be impaired. The Company initially assesses 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 its sole reporting unit is less than its carrying amount. If, after assessing the totality of events or circumstances, the Company determines it is more-likely-than-not that the fair value of the reporting unit is less than its carrying amount, then the Company performs a quantitative analysis by comparing the book value of net assets to the fair value of the reporting unit. If the fair value is determined to be less than the book value, an impairment charge is recorded. In assessing the qualitative factors, the Company considers the impact of certain key factors including macroeconomic conditions, industry and market considerations, management turnover, changes in regulation, litigation matters, changes in enterprise value and overall financial performance. |
Business Combinations | The Company includes the results of operations of the businesses that it acquires as of the respective dates of acquisition. The Company allocates the fair value of the purchase price of its acquisitions to the assets acquired and liabilities assumed based on their estimated fair values. The excess of the fair value of the purchase price over the fair values of these identifiable assets and liabilities is recorded as goodwill. The determination of the value and useful lives of the intangible assets acquired involves certain judgments and estimates. These judgments can include, but are not limited to, the cash flows that an asset is expected to generate in the future and the appropriate weighted average cost of capital. |
Contingent Consideration Liabilities | The Company’s acquisition consideration in business combinations may include an estimate for contingent consideration that will be paid if certain earn-out performance targets are met. The resulting contingent consideration liabilities are categorized as Level 3 fair value measurements because the Company estimates projections during the earn-out period utilizing unobservable inputs, including various potential pay-out scenarios. Changes to the unobservable inputs could have a material impact on the Company’s consolidated financial statements. The Company values the expected contingent consideration and the corresponding liabilities using the Monte Carlo method based on estimates of potential pay-out scenarios. Probabilities are applied to each potential scenario and the resulting values are discounted using a rate that considers weighted average cost of capital as well as a specific risk premium associated with the riskiness of the earn-out itself, and the related projections. Changes to the contingent consideration liabilities are reflected as part of general and administrative expense in the consolidated statements of operations. |
Revenue Recognition | The Company derives a substantial majority of its revenue from subscription services (which include support services) by providing customers access to its platform. The Company implemented the provisions of Accounting Standards Update, or ASU, 2014-09 (referred to collectively as "ASC 606") effective January 1, 2019 using the modified retrospective transition method as discussed below under the section " Recent Accounting Pronouncements. " Following the adoption of ASC 606, the Company recognizes revenue when control of these services is transferred to its customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for the services. Sales and other taxes collected from customers to be remitted to government authorities are excluded from revenue. The Company accounts for revenue contracts with customers by applying the following steps: • identification of the contract, or contracts, with a customer; • identification of the performance obligations in a contract; • determination of the transaction price; • allocation of the transaction price to the performance obligations in the contract; and • recognition of revenue when, or as, performance obligations are satisfied. The Company’s subscription arrangements generally do not provide customers with the right to take possession of the software supporting the platform and, as a result, are accounted for as service arrangements. Access to the Company’s platform represents a series of distinct services as the Company continually provides access to, and fulfills its obligation to, the end customer over the subscription term. The series of distinct services represents a single performance obligation that is satisfied over time. Accordingly, the fixed consideration related to subscription revenue is generally recognized on a straight-line basis over the contract term, beginning on the date that the service is made available to the customer. The Company’s subscription contracts typically vary from one month to three years and are generally noncancellable and nonrefundable. Subscriptions that allow the customer to take software on-premise without significant penalty are treated as time-based licenses. These arrangements generally include access to the software over the license term, access to unspecified future product updates, maintenance, and support. Revenue for on-premise software subscriptions is recognized at a point in time when the software is made available to the customer. Revenue for access to unspecified future products, maintenance and support included with on-premise software subscriptions is recognized ratably over the contract term beginning on the date that the software is made available to the customer. The Company also derives revenue from providing professional services, which generally consist of consulting, integration, or other services, such as instructor-led training and content creation. These services are distinct from subscription services. Revenue from professional services is generally recognized as services are performed. Some contracts with customers contain multiple performance obligations. For these contracts, the Company accounts for individual performance obligations separately, if they are distinct. The transaction price is allocated to the separate performance obligations on a relative standalone selling price basis. The Company determines standalone selling prices considering market conditions and based on overall pricing objectives such as observable standalone selling prices, and other factors, including the value of contracts, types of services sold, customer demographics, and the number and types of users within such contracts. Revenue Recognition - ASC 605 The Company applied the provisions of prior revenue recognition standard ASC 605, Revenue Recognition (“ASC 605”) to revenue recognized during the year ended December 31, 2018. A comparison of the results under ASC 606 and ASC 605 for the year ended December 31, 2019 is presented in Note 3—Revenue. The Company commences revenue recognition when all of the following conditions are met: (i) persuasive evidence of an arrangement exists; (ii) services are provided to the customer; (iii) the amount of fees to be paid by the customer are fixed or determinable; and (iv) collection is reasonably assured. The Company’s subscription arrangements do not provide customers with the right to take possession of the software supporting the platform and, as a result, are accounted for as service arrangements. Revenue for subscription fees are recognized ratably over the subscription term, which typically varies from one month to three years, and begins on the date access to the platform is made available to the customer. Professional services are generally billed on a fixed-fee basis and are recognized as services are completed, provided the other revenue recognition criteria are met. The Company’s arrangements are generally noncancellable and nonrefundable. Taxes collected from customers are excluded from revenue. For arrangements with multiple deliverables, the Company evaluates whether the individual deliverables qualify as separate units of accounting. In order to treat deliverables in a multiple-element arrangement as separate units of accounting, the deliverables must have standalone value upon delivery and, in situations in which a general right of return exists for the delivered item, delivery or performance of the undelivered item is considered probable and substantially within the control of the Company. The Company’s professional services have standalone value because the Company has routinely sold these services separately. The Company’s subscription services have standalone value as the Company routinely sells subscriptions separately. Customers have no general rights of return for delivered items. If the deliverables have stand-alone value upon delivery, the Company accounts for each deliverable separately, and revenue is recognized for the respective deliverables as they are delivered based on the relative selling price, which the Company determines by using the best estimate of selling price, as neither vendor-specific objective evidence nor third-party evidence is available. The Company has determined its best estimate of selling price for its deliverables based on customer size, the size and volume of its transactions, overarching pricing objectives and strategies, market and industry conditions, product-specific factors, historical sales of the deliverables, and discounting practices. Deferred Revenue The Company records contract liabilities to deferred revenue when cash payments are received or billings are due in advance of revenue recognition from subscription services described above, including amounts billed to customers in accordance with the terms of the underlying contracts where the service period has not yet commenced but will commence in the near future. Deferred revenue is recognized when, or as, performance obligations are satisfied. Amounts anticipated to be recognized within one year of the balance sheet date are recorded as deferred revenue, current; the remaining portion is recorded as non-current deferred revenue. Cost of Revenue Cost of revenue includes certain direct costs associated with delivering the Company’s platform and includes costs for author fees, amortization of the Company’s content library, hosting and delivery fees, merchant processing fees, depreciation of capitalized software development costs for internal-use software, employee-related costs, including equity-based compensation expense associated with the Company’s customer support organization, and third-party transcription costs. Deferred Contract Acquisition Costs In connection with the adoption of ASC 606, the Company capitalized the incremental costs of obtaining customer contracts for the years ended December 31, 2020 and 2019. For the year ended December 31, 2018, incremental costs of obtaining customer contracts were expensed as incurred. The Company capitalizes sales commissions, and associated fringe costs, such as payroll taxes, paid to direct sales personnel and other incremental costs of obtaining contracts with customers, provided the Company expects to recover those costs. These costs are recorded as deferred contract acquisition costs on the consolidated balance sheets. The Company determines whether costs should be deferred based on its sales compensation plans, if the commissions are in fact incremental and would not have occurred absent the customer contract. Sales commissions for renewal of a subscription contract are not considered commensurate with the commissions paid for the acquisition of the initial subscription contract given the substantive difference in commission rates between new and renewal contracts. Commissions paid upon the initial acquisition of a contract are amortized over an estimated period of benefit of four years while commissions paid related to renewal contracts are amortized over an estimated average contract term of approximately 18 months. Amortization is recognized on a straight-line basis commensurate with the pattern of revenue recognition. The period of benefit for commissions paid for the acquisition of initial subscription contracts is determined by taking into consideration the initial estimated customer life and the technological life of the Company's platform and related significant features. The Company determines the period of benefit for renewal subscription contracts by considering the average contractual term for renewal contracts. Amortization of deferred contract acquisition costs is included within sales and marketing expense in the consolidated statements of operations. The Company periodically reviews these deferred costs to determine whether events or changes in circumstances have occurred that could impact the period of benefit of these deferred contract acquisition costs. There were no material impairment losses recorded during the periods presented. |
Technology and Content | Technology and Content Technology costs consist principally of research and development activities including personnel costs, consulting services, and other costs associated with product development efforts. Content costs consist principally of personnel costs and other activities associated with content acquisition, course production, and curriculum direction. Technology and content costs are expensed as incurred, except for certain costs relating to the development of internal-use software, including software used to upgrade and enhance the Company’s platform and applications supporting its business, which are capitalized and amortized over the estimated useful lives of one |
Advertising Costs | Advertising costs are expensed as incurred. |
Equity-Based Compensation | The Company incurs equity-based compensation expense primarily from restricted stock units (“RSUs”), stock options, purchase rights issued under the Employee Stock Purchase Plan (“ESPP”), and unvested LLC Units of Pluralsight Holdings. Equity awards to employees are measured and recognized in the consolidated financial statements based on the fair value of the award on the grant date. For awards subject to service conditions only, the fair value of the award on the grant date is expensed on a straight-line basis over the requisite service period of the award. For awards subject to both service and performance conditions, the Company records expense when the performance condition becomes probable. Expense is recognized using the accelerated attribution method (on a tranche-by-tranche basis) for awards with a graded vesting schedule that are subject to both service and performance conditions. The Company records forfeitures related to equity-based compensation for its awards based on actual forfeitures as they occur. The grant date fair value of RSUs is determined using the market closing price of Pluralsight, Inc.’s Class A common stock on the date of grant. RSUs granted prior to the IPO vest upon the satisfaction of both a service condition and a liquidity condition. The liquidity condition was satisfied by the IPO, following the expiration of the lock-up period, which occurred in November 2018. Awards granted subsequent to the IPO are not subject to the liquidity condition. Prior to the IPO, the Company had not recorded any equity-based compensation expense associated with the RSUs as the liquidity condition was not deemed probable. Following the completion of the IPO, the Company recorded a cumulative adjustment to equity-based compensation expense totaling $17.1 million. The remaining unrecognized equity-based compensation expense related to RSUs granted prior to the IPO will be recognized over the remaining requisite service period, using the accelerated attribution method. RSUs granted subsequent to the IPO subject to service conditions only will be recognized over the remaining requisite service period, using the straight-line method. Equity-based compensation expense for Class A common stock options granted to employees is recognized based on the fair value of the awards granted, determined using the Black-Scholes option pricing model. Equity-based compensation expense is recognized as expense on a straight-line basis over the requisite service period. Equity-based compensation expense related to purchase rights issued under the ESPP is based on the Black-Scholes option pricing model fair value of the estimated number of awards as of the beginning of the offering period. Equity-based compensation expense is recognized following the straight-line attribution method over the offering period. The Black-Scholes option pricing model is affected by the share price and a number of assumptions, including the award’s expected life, risk-free interest rate, the expected volatility of the underlying stock, and expected dividends. The assumptions used in the Black Scholes pricing model are estimated as follows: • Fair Value of Common Stock: The Company determines the fair value of common stock as of each grant date using the market closing price of Pluralsight, Inc.’s Class A common stock on the date of grant. • Risk-free Interest Rate: The risk-free interest rate is derived from the implied yield available on U.S. Treasury zero-coupon issues with remaining terms similar to the expected term of the options. • Expected Term: The expected term is estimated using the simplified method due to a lack of historical exercise activity for the Company. The simplified method calculates the expected term as the mid-point between the vesting date and the contractual expiration date of the award. For the ESPP, the Company uses the period from the beginning of the offering period to the end of each purchase period. • Volatility: The price volatility factor is based on the historical volatilities of comparable companies as the Company does not have sufficient trading history for its common stock. To determine comparable companies, the Company considers public enterprise cloud-based application providers and selects those that are similar in size, stage of life cycle, and financial leverage. The Company will continue to use this process until a sufficient amount of historical information regarding volatility becomes available, or until circumstances change such that the identified companies are no longer relevant, in which case, more suitable companies whose share prices are publicly available would be utilized in the calculation. • Dividend Yield: The Company has not and does not expect to pay dividends for the foreseeable future. |
Non-Controlling Interests | The non-controlling interests balance represents the economic interests of LLC Units of Pluralsight Holdings held by Continuing Members, based on the portion of LLC Units owned by Continuing Members. Income or loss is attributed to the non-controlling interests based on the weighted-average LLC Units outstanding during the period, excluding LLC Units that are subject to time-based vesting requirements. As of December 31, 2020, the non-controlling interests owned 17.1% of the vested LLC Units outstanding. The non-controlling interests’ ownership percentage can fluctuate over time as LLC Units vest and as Continuing Members elect to exchange LLC Units for Class A common stock of Pluralsight, Inc. |
Foreign Currency | The functional currency of the Company’s international subsidiaries is the local currency. For those subsidiaries, expenses denominated in the functional currency are translated into U.S. dollars using average exchange rates in effect during the period, and assets and liabilities are translated using period-end exchange rates. The foreign currency translation adjustments are included in accumulated other comprehensive income (loss) as a component of members’ deficit. Foreign currency transaction gains or losses are recorded in other income, net. |
Income Taxes | As a result of the Reorganization Transactions, Pluralsight, Inc. became the sole managing member of Pluralsight Holdings, which is treated as a partnership for U.S. federal and most applicable state and local income tax purposes. As a partnership, Pluralsight Holdings is not subject to U.S. federal and certain state and local income taxes. Any taxable income or loss generated by Pluralsight Holdings is passed through to and included in the taxable income or loss of its members, including Pluralsight, Inc. following the Reorganization Transactions, on a pro rata basis. Pluralsight, Inc. is subject to U.S. federal income taxes, in addition to state and local income taxes with respect to its allocable share of any taxable income of Pluralsight Holdings following the Reorganization Transactions. The Company is also subject to taxes in foreign jurisdictions. The Company records a provision for income taxes for the anticipated tax of its reported results of operations using the asset and liability method. Deferred income taxes are recognized by applying the enacted tax rates expected to be in effect in future years to the differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases as well as net operating losses and tax credit carryforwards. The measurement of deferred tax assets is reduced by a valuation allowance when it is more likely than not that some portion of the deferred tax assets will not be realized. The Company does not recognize certain tax benefits from uncertain tax positions within the provision for income taxes. A tax benefit is recognized only if it is more likely than not that the tax position will be sustained on examination by taxing authorities based on the technical merits of the position. For such positions, the largest benefit that has a greater than 50% likelihood of being realized upon settlement is recognized in the financial statements. |
Net Loss Per Share | Basic net loss per share is computed by dividing net loss attributable to Pluralsight, Inc. for the periods following the Reorganization Transactions by the weighted-average number of shares of Class A common shares outstanding during the same period after giving effect to weighted-average shares of Class A common stock that remain subject to time-based vesting requirements. Diluted net loss per share is computed giving effect to all potential weighted-average dilutive shares for the periods following the Reorganization Transactions including LLC Units held by Continuing Members that are convertible into Class A common stock, stock options, RSUs, warrants to purchase Class A common stock, and shares issuable under the ESPP for the period after the Reorganization Transactions. The dilutive effect of outstanding awards, if any, is reflected in diluted earnings per share by application of the treasury stock method or if-converted method, as applicable. |
Recent Accounting Pronouncements | Recently Adopted Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. This ASU requires financial assets measured at amortized cost to be presented at the net amount expected to be collected. The measurement of credit losses for newly recognized financial assets and subsequent changes in the allowance for credit losses are recorded in the statements of operations. The allowance for credit losses is based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectibility of the reported amount. The ASU also amends the impairment model for available-for-sale debt securities and requires any credit losses on available-for-sale debt securities to be presented as an allowance rather than as a write-down, with changes presented through earnings. The Company adopted the standard effective January 1, 2020 using the modified retrospective approach. The effect of the adoption was not material to the Company’s consolidated financial statements. In August 2018, the FASB issued ASU 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract, which aligns the accounting for implementation costs incurred in a hosting arrangement that is a service contract with the accounting for implementation costs incurred to develop or obtain internal-use software under ASC 350-40, in order to determine which costs to capitalize and recognize as an asset. The Company adopted the standard prospectively effective January 1, 2020. As a result of the adoption, the Company capitalizes certain implementation costs that were previously expensed as incurred. These costs will be amortized to expense over the term of the hosting arrangement. The effect of adopting the standard was not material to the Company’s consolidated financial statements. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which simplifies the accounting for income taxes, eliminates certain exceptions within ASC 740 and clarifies certain aspects of the current guidance to promote consistency among reporting entities. Most amendments within the standard are required to be applied on a prospective basis, while certain amendments must be applied on a retrospective or modified retrospective basis. The standard is effective for interim and annual periods beginning after December 15, 2020, with early adoption permitted. The Company early adopted the standard during the three months ended June 30, 2020. The effect of adopting the standard was not material to the Company’s consolidated financial statements. The standard removes the exception to the incremental approach for intraperiod tax allocation when there is a loss from continuing operations and other comprehensive income, as a result the Company was not required to apply the incremental approach for intraperiod tax allocation during the year ended December 31, 2020. Accounting Pronouncements Not Yet Adopted In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity's Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity's Own Equity. This ASU removes certain separation models in ASC 470-20 for convertible instruments, and, as a result, embedded conversion features are no longer separated from the host contract for convertible instruments with conversion features that are not required to be accounted for as derivatives under ASC 815. Consequently, a convertible debt instrument, such as the Company's convertible senior notes, will be accounted for as a single liability measured at its amortized cost. As of December 31, 2020, the Company recorded a discount on the convertible notes of $88.0 million related to the separation of the conversion feature. This discount results in the accretion of interest expense over time and is expected to be removed upon adoption of this ASU. As a result, the standard is expected to have a material impact on the Company's consolidated financial statements. The standard is effective for fiscal years beginning after December 15, 2021, including interim periods within those years. Early adoption is permitted, but no earlier than the fiscal year beginning after December 15, 2020. Adoption using either the full retrospective or modified retrospective transition method is permitted. The Company continues to evaluate the impact of the adoption of the new standard on its accounting policies and processes, and is currently evaluating adoption methods. |
Fair Value Measurements | The Company measures and records certain financial assets at fair value on a recurring basis. Fair value is based on the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies and Recent Accounting Pronouncements (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Accounts, Notes, Loans and Financing Receivable | The following is a roll-forward of the Company’s allowance for doubtful accounts (in thousands): Year Ended December 31, 2020 2019 2018 Balance, beginning of period $ 3,465 $ 2,501 $ 1,552 Provision for doubtful accounts 14,953 10,649 2,185 Accounts written-off, net of recoveries (13,156) (9,685) (1,236) Balance, end of period $ 5,262 $ 3,465 $ 2,501 |
Schedule of Property and Equipment | The estimated useful life of each asset category is as follows: Estimated Useful Life Computer equipment 3-5 years Purchased software 1-5 years Internal-use software 1-3 years Furniture and fixtures 5-7 years Leasehold improvements Shorter of remaining lease term or estimated useful life Property and equipment, net consisted of the following (in thousands): As of December 31, 2020 2019 Computer equipment $ 9,101 $ 9,047 Software 584 2,047 Capitalized internal-use software costs 27,185 23,021 Furniture and fixtures 8,781 5,826 Leasehold improvements 39,692 9,871 Construction in progress 1,729 4,427 Total property and equipment 87,072 54,239 Less: Accumulated depreciation (22,554) (31,343) Property and equipment, net $ 64,518 $ 22,896 |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | Revenue by geographic region, based on the physical location of the customer, was as follows (dollars in thousands): Year Ended December 31, Growth Rate 2020 2019 2018 2020 2019 Amount % Amount % Amount % % United States $ 240,990 61 % $ 198,815 63 % $ 148,439 64 % 21 % 34 % Europe, Middle East and Africa (1) 111,848 29 % 86,192 27 % 61,509 27 % 30 % 40 % Other foreign locations 39,027 10 % 31,903 10 % 22,081 9 % 22 % 44 % Total revenue $ 391,865 100 % $ 316,910 100 % $ 232,029 100 % ________________________ (1) Revenue from the United Kingdom represented 12%, 11%, and 10% of revenue for the year ended December 31, 2020, 2019 and 2018, respectively. No other foreign country accounted for 10% or more of revenue during the year ended December 31, 2020, 2019 and 2018. Revenue by type of customer, was as follows (dollars in thousands): Year Ended December 31, 2020 2019 Business customers $ 343,783 $ 271,819 Individual customers 48,082 45,091 Total revenue $ 391,865 $ 316,910 |
Summary of Deferred Contract Acquisition Costs Activity | The following table summarizes the activity of the deferred contract acquisition costs (in thousands): Year Ended December 31, 2020 2019 Beginning Balance $ 24,313 $ 20,212 Capitalization of contract acquisition costs 35,044 27,688 Amortization of deferred contract acquisition costs (25,894) (23,587) Ending Balance $ 33,463 $ 24,313 |
Cash Equivalents and Investme_2
Cash Equivalents and Investments (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Cash Equivalents, Short-term and Long-term Investments | Cash equivalents, short-term investments, and long-term investments consisted of the following (in thousands): As of December 31, 2020 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Cash equivalents Money market funds $ 111,216 $ — $ — $ 111,216 Short-term investments Commercial paper $ 11,989 $ — $ — $ 11,989 U.S. treasury securities 89,980 5 — 89,985 Corporate notes and obligations 148,465 726 (21) 149,170 Foreign government obligations 13,131 1 — 13,132 Certificates of deposit 944 — — 944 Total short-term investments $ 264,509 $ 732 $ (21) $ 265,220 Restricted cash equivalents Money market funds $ 16,950 $ — $ — $ 16,950 Long-term investments Corporate notes and obligations $ 86,332 $ 362 $ (108) $ 86,586 Total cash equivalents and investments $ 479,007 $ 1,094 $ (129) $ 479,972 As of December 31, 2019 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Cash equivalents Money market funds $ 62,085 $ — $ — $ 62,085 Commercial paper 4,991 — — 4,991 Total cash equivalents $ 67,076 $ — $ — $ 67,076 Short-term investments Commercial paper $ 33,627 $ — $ — $ 33,627 U.S. treasury securities 149,353 53 — 149,406 Corporate notes and obligations 148,993 215 (7) 149,201 Total short-term investments $ 331,973 $ 268 $ (7) $ 332,234 Restricted cash equivalents Money market funds $ 28,371 $ — $ — $ 28,371 Long-term investments Corporate notes and obligations $ 78,353 $ 121 $ (46) $ 78,428 U.S. agency obligations 26,436 1 (4) 26,433 Certificates of deposit 944 — — 944 Total long-term investments $ 105,733 $ 122 $ (50) $ 105,805 Total cash equivalents and investments $ 533,153 $ 390 $ (57) $ 533,486 |
Summary of Investments Based on Stated Maturities | The amortized cost and fair value of the Company's investments based on their stated maturities consisted of the following as of December 31, 2020 (in thousands): Amortized Cost Fair Value Due within one year $ 264,509 $ 265,220 Due between one and two years 86,332 86,586 Total investments $ 350,841 $ 351,806 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The fair value of the Company’s financial instruments was as follows (in thousands): As of December 31, 2020 Level 1 Level 2 Level 3 Total Cash equivalents Money market funds $ 111,216 $ — $ — $ 111,216 Short-term investments Commercial paper $ — $ 11,989 $ — $ 11,989 U.S. treasury securities — 89,985 — 89,985 Corporate notes and obligations — 149,170 — 149,170 Foreign government obligations 13,132 13,132 Certificates of deposit — 944 — 944 Total short-term investments $ — $ 265,220 $ — $ 265,220 Restricted cash Money market funds $ 16,950 $ — $ — $ 16,950 Long-term investments Corporate notes and obligations $ — $ 86,586 $ — $ 86,586 Contingent consideration liabilities Contingent consideration liabilities $ — $ — $ 11,050 $ 11,050 As of December 31, 2019 Level 1 Level 2 Level 3 Total Cash equivalents Money market funds $ 62,085 $ — $ — $ 62,085 Commercial paper — 4,991 — 4,991 Total cash equivalents $ 62,085 $ 4,991 $ — $ 67,076 Short-term investments Commercial paper $ — $ 33,627 $ — $ 33,627 U.S. treasury securities — 149,406 — 149,406 Corporate notes and obligations — 149,201 — 149,201 Total short-term investments $ — $ 332,234 $ — $ 332,234 Restricted cash Money market funds $ 28,371 $ — $ — $ 28,371 Long-term investments Corporate notes and obligations $ — $ 78,428 $ — $ 78,428 U.S. agency obligations — 26,433 — 26,433 Certificates of deposit — 944 — 944 Total long-term investments $ — $ 105,805 $ — $ 105,805 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Prepaid and Other Current Assets | Prepaid expenses and other current assets consisted of the following (in thousands): As of December 31, 2020 2019 Prepaid expenses $ 22,780 $ 11,469 Other current assets 2,253 2,705 Prepaid expenses and other current assets $ 25,033 $ 14,174 |
Schedule of Accrued Expenses | Accrued expenses consisted of the following (in thousands): As of December 31, 2020 2019 Accrued compensation $ 38,980 $ 23,310 Accrued income and other taxes payable 8,539 7,116 Accrued other current liabilities 10,365 10,277 Accrued expenses $ 57,884 $ 40,703 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | The estimated useful life of each asset category is as follows: Estimated Useful Life Computer equipment 3-5 years Purchased software 1-5 years Internal-use software 1-3 years Furniture and fixtures 5-7 years Leasehold improvements Shorter of remaining lease term or estimated useful life Property and equipment, net consisted of the following (in thousands): As of December 31, 2020 2019 Computer equipment $ 9,101 $ 9,047 Software 584 2,047 Capitalized internal-use software costs 27,185 23,021 Furniture and fixtures 8,781 5,826 Leasehold improvements 39,692 9,871 Construction in progress 1,729 4,427 Total property and equipment 87,072 54,239 Less: Accumulated depreciation (22,554) (31,343) Property and equipment, net $ 64,518 $ 22,896 |
Business Combinations (Tables)
Business Combinations (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Business Combinations [Abstract] | |
Summary of Acquisition Date Fair Values of Assets Acquired and Liabilities Assumed | The following table summarizes the acquisition date fair values of assets acquired and liabilities assumed at the date of acquisition, net of cash acquired (in thousands): Fair Value Accounts receivable 1,983 Other assets 23 Right-of-use assets 338 Goodwill 31,330 Intangible assets 17,940 Lease liabilities (338) Deferred revenue (744) Other liabilities assumed (1,590) Total fair value of net assets acquired $ 48,942 The following table summarizes the acquisition date fair values of assets acquired and liabilities assumed at the date of acquisition (in thousands): Fair Value Cash and cash equivalents $ 5,290 Accounts receivable 1,798 Other assets acquired 207 Property and equipment 223 Right-of-use assets 549 Goodwill 139,413 Intangible assets 24,800 Lease liabilities (549) Deferred revenue (1,367) Other liabilities assumed (1,303) Total fair value of net assets acquired $ 169,061 |
Schedule of Identifiable Intangible Assets Fair Value and Useful Lives | The useful lives, primarily based on the period of benefit to the Company, and fair values of the identifiable intangible assets at acquisition date were as follows: Fair Value of Intangible Assets Acquired Useful Lives Content and instructor network $ 16,400 6 years Customer relationships 1,400 5 years Trademark 140 1 year Total fair value of intangible assets acquired $ 17,940 The useful lives, primarily based on the period of benefit to the Company, and fair values of the identifiable intangible assets at acquisition date were as follows: Fair Value of Intangible Assets Acquired Useful Lives Technology $ 24,000 5 years Customer relationships 800 4 years Total fair value of intangible assets acquired $ 24,800 |
Summary of Unaudited Pro Forma Information | The following unaudited pro forma information has been prepared for illustrative purposes only and assumes the acquisition of DevelopIntelligence occurred on January 1, 2019 and the acquisition of GitPrime occurred on January 1, 2018. It includes pro forma adjustments related to the amortization of acquired intangible assets, equity-based compensation expense, adjustments for ASC 606, and fair value adjustments for deferred revenue. The unaudited pro forma results have been prepared based on estimates and assumptions, which management believes are reasonable, however, the results are not necessarily indicative of the consolidated results of operations had the acquisitions of DevelopIntelligence and GitPrime occurred on January 1, 2019 and 2018, respectively, or of future results of operations (in thousands, except per share amounts): Year Ended December 31, 2020 2019 2018 (unaudited) Revenue $ 401,133 $ 330,710 $ 234,882 Net loss (163,488) (167,673) (163,145) Net loss per share, basic and diluted $ (1.14) $ (1.22) $ (0.81) |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | Intangible assets are summarized as follows (dollars in thousands): As of December 31, 2020 Weighted Average Gross Accumulated Net Book Content library: Acquired content library 5.8 $ 49,235 $ 33,438 $ 15,797 Course creation costs 3.8 24,727 11,634 13,093 Total $ 73,962 $ 45,072 $ 28,890 Intangible assets: Technology 3.3 $ 28,500 $ 11,966 $ 16,534 Trademarks 0.8 260 152 108 Noncompetition agreements — 320 320 — Customer relationships 4.1 4,950 3,143 1,807 Domain names Indefinite 39 — 39 Total $ 34,069 $ 15,581 $ 18,488 As of December 31, 2019 Weighted Average Gross Accumulated Net Book Content library: Acquired content library 1.6 $ 32,835 $ 32,780 $ 55 Course creation costs 3.8 17,717 8,814 8,903 Total $ 50,552 $ 41,594 $ 8,958 Intangible assets: Technology 4.2 $ 28,500 $ 6,585 $ 21,915 Trademarks — 162 162 — Noncompetition agreements — 390 390 — Customer relationships — 3,550 2,879 671 Database — 40 40 — Domain names Indefinite 45 — 45 Total $ 32,687 $ 10,056 $ 22,631 |
Schedule of Indefinite-Lived Intangible Assets | Intangible assets are summarized as follows (dollars in thousands): As of December 31, 2020 Weighted Average Gross Accumulated Net Book Content library: Acquired content library 5.8 $ 49,235 $ 33,438 $ 15,797 Course creation costs 3.8 24,727 11,634 13,093 Total $ 73,962 $ 45,072 $ 28,890 Intangible assets: Technology 3.3 $ 28,500 $ 11,966 $ 16,534 Trademarks 0.8 260 152 108 Noncompetition agreements — 320 320 — Customer relationships 4.1 4,950 3,143 1,807 Domain names Indefinite 39 — 39 Total $ 34,069 $ 15,581 $ 18,488 As of December 31, 2019 Weighted Average Gross Accumulated Net Book Content library: Acquired content library 1.6 $ 32,835 $ 32,780 $ 55 Course creation costs 3.8 17,717 8,814 8,903 Total $ 50,552 $ 41,594 $ 8,958 Intangible assets: Technology 4.2 $ 28,500 $ 6,585 $ 21,915 Trademarks — 162 162 — Noncompetition agreements — 390 390 — Customer relationships — 3,550 2,879 671 Database — 40 40 — Domain names Indefinite 45 — 45 Total $ 32,687 $ 10,056 $ 22,631 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Based on the recorded intangible assets at December 31, 2020, estimated amortization expense is expected to be as follows (in thousands): Year Ending December 31, Amortization 2021 $ 12,427 2022 11,462 2023 10,803 2024 6,826 2025 3,713 Thereafter 2,108 Total $ 47,339 |
Convertible Senior Notes and _2
Convertible Senior Notes and Other Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Convertible Senior Notes Liability and Equity Components, and Interest Expense Recognized | The net carrying value of the liability component of the Notes was as follows (in thousands): As of December 31, 2020 2019 Principal $ 593,500 $ 593,500 Less: Unamortized debt discount (88,004) (112,776) Less: Unamortized issuance costs (8,191) (10,496) Net carrying amount $ 497,305 $ 470,228 The net carrying value of the equity component of the Notes was as follows (in thousands): As of December 31, 2020 2019 Proceeds allocated to the conversion option (debt discount) $ 140,776 $ 140,776 Less: Issuance costs (3,743) (3,743) Less: Reacquisition of conversion option related to the repurchases of convertible senior notes (2,965) (2,965) Net carrying amount $ 134,068 $ 134,068 The interest expense recognized related to the Notes was as follows (in thousands): As of December 31, 2020 2019 Contractual interest expense $ 2,226 $ 1,867 Amortization of debt issuance costs and discount 27,077 21,691 Total $ 29,303 $ 23,558 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Components of Operating Lease Expense | The components of operating lease expense were as follows (in thousands): Year Ended December 31, 2020 2019 2018 Operating lease expense $ 10,358 $ 6,512 $ 4,795 Variable lease expense 1,774 346 — Short-term lease expense 675 705 — Total lease expense $ 12,807 $ 7,563 $ 4,795 |
Schedule of Maturities of Operating Lease Liabilities | As of December 31, 2020, the maturities of the Company's operating lease liabilities were as follows (in thousands): Year Ending December 31, 2021 $ 12,184 2022 12,106 2023 11,444 2024 10,702 2025 8,595 Thereafter 91,581 Total lease payments 146,612 Less: Imputed interest (61,841) Lease liabilities $ 84,771 |
Non-Controlling Interests (Tabl
Non-Controlling Interests (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Noncontrolling Interest [Abstract] | |
Ownership of the LLC Units | The ownership of the LLC Units is summarized as follows: December 31, 2020 December 31, 2019 Units Ownership % Units Ownership % Pluralsight, Inc.'s ownership of LLC Units 121,675,561 82.9 % 104,083,271 74.3 % LLC Units owned by the Continuing Members (1) 25,041,790 17.1 % 35,936,804 25.7 % 146,717,351 100.0 % 140,020,075 100.0 % ________________________ |
Equity-Based Compensation (Tabl
Equity-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Share-based Compensation, Stock Options, Activity | The following table summarizes the stock option activity for the year ended December 31, 2020: Stock Options Outstanding Weighted- Weighted- Aggregate Intrinsic Value Outstanding as of December 31, 2019 4,361,718 $ 14.55 Granted — — Exercised (701,593) 14.06 Forfeited or cancelled (21,413) 6.01 Outstanding as of December 31, 2020 3,638,712 $ 14.70 7.4 $ 22.8 Vested and exercisable as of December 31, 2020 3,588,259 $ 14.88 7.4 $ 21.8 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The grant date fair value of the stock options was determined using the Black Scholes model with the following assumptions: 2019 Dividend yield None Volatility 59.00% Risk-free interest rate 2.25% Expected term (years) 4.5—5.9 Weighted-average grant date fair value per share $31.26 |
Schedule of Share-based Compensation, Restricted Stock Units Award Activity | The activity for RSUs of Pluralsight, Inc. and restricted share units of Pluralsight Holdings for the year ended December 31, 2020 was as follows: Number of Weighted-Average RSUs of Pluralsight, Inc.: Balance at December 31, 2019 7,672,038 $ 22.71 Granted 7,124,757 19.00 Forfeited or cancelled (1,398,579) 21.54 Vested (3,336,839) 22.49 Balance at December 31, 2020 10,061,377 $ 20.32 Restricted Share Units of Pluralsight Holdings: Balance at December 31, 2019 1,312,500 $ 8.24 Vested (750,000) 8.24 Balance at December 31, 2020 562,500 $ 8.24 |
Schedule of Share-based Payment Award, Employee Stock Purchase Plan, Valuation Assumptions | The fair value of the purchase right for the ESPP is estimated on the date of grant using the Black-Scholes model with the following assumptions for the year ended December 31, 2020: Year Ended December 31, 2020 2019 Dividend yield None None Volatility 64.87%—73.42% 59.00%—67.45% Risk-free interest rate 0.09%—0.18% 1.60%—2.35% Expected term (years) 0.5—2.0 0.5—2.0 |
Schedule of Share-based Compensation, Performance Shares Award Activity | The activity of unvested LLC Units during the year ended December 31, 2020 was as follows: Unvested Units Weighted- Unvested LLC Units outstanding—December 31, 2019 1,543,813 $ 8.72 Forfeited or cancelled — — Vested (1,060,871) 8.64 Unvested LLC Units outstanding—December 31, 2020 482,942 $ 8.90 |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs | Equity-based compensation expense was classified as follows in the accompanying consolidated statements of operations (in thousands): Year Ended December 31, 2020 2019 2018 Cost of revenue $ 1,213 $ 548 $ 205 Sales and marketing 41,168 30,677 19,096 Technology and content 26,222 21,430 12,038 General and administrative 31,250 37,782 41,153 Total equity-based compensation $ 99,853 $ 90,437 $ 72,492 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income before Income Tax, Domestic and Foreign | Loss before income taxes was as follows (in thousands): Year Ended December 31, 2020 2019 2018 Domestic $ (166,485) $ (165,074) $ (147,717) Foreign 2,286 2,318 1,608 Total $ (164,199) $ (162,756) $ (146,109) |
Schedule of Components of Income Tax Expense (Benefit) | Income tax (benefit) expense consisted of the following components (in thousands): Year Ended December 31, 2020 2019 2018 Current: State $ 26 $ 10 $ 26 Foreign 936 895 890 Total current tax expense 962 905 916 Deferred: State (912) — — Foreign (158) (82) (252) Total deferred tax benefit (1,070) (82) (252) Income tax (benefit) expense $ (108) $ 823 $ 664 |
Schedule of Effective Income Tax Rate Reconciliation | The following reconciles the differences between the federal statutory income tax rate in effect in each year to the Company’s effective tax rate: Year Ended December 31, 2020 2019 2018 Statutory federal tax rate 21.0 % 21.0 % 21.0 % State tax, net of federal tax effect 3.2 2.5 0.9 Change in valuation allowance (28.2) (19.8) (10.7) Change in partnership investment 5.9 — — Loss attributable to non-controlling interests (3.5) (5.3) (10.9) Effect of income tax rate change 2.6 1.2 — Non-deductible expenses (1.2) — — Research and development credit 0.5 0.7 0.2 Foreign taxes (0.2) (0.2) (0.1) Other — (0.6) (0.9) Effective tax rate 0.1 % (0.5) % (0.5) % |
Schedule of Deferred Tax Assets and Liabilities | Significant components of the Company’s deferred tax assets and liabilities were as follows (in thousands): As of December 31, 2020 2019 Deferred tax assets: Partnership outside basis difference $ 336,576 $ 275,856 Net operating loss carryforwards 102,996 60,973 Promissory note 10,604 13,200 Research and development credits 2,958 2,601 Interest expense carryforward 3,156 2,569 Operating leases 1,021 1,223 Compensation and benefits 1,144 451 Other 323 576 Less: Valuation allowance (441,736) (337,787) Total deferred tax assets 17,042 19,662 Deferred tax liabilities: Promissory note (10,751) (13,304) Content library and intangible assets (3,594) (5,595) Operating leases (1,027) (1,223) Other (537) — Total deferred tax liabilities (15,909) (20,122) Net deferred tax assets (liabilities) $ 1,133 $ (460) |
Summary of Income Tax Contingencies | The following summarizes activity related to unrecognized tax benefits (in thousands): Year Ended December 31, 2020 2019 2018 Unrecognized benefit—beginning of the year $ 1,963 $ 1,277 $ 853 Gross increases—current period positions 85 686 424 Unrecognized benefit—end of period $ 2,048 $ 1,963 $ 1,277 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table presents the calculation of basic and diluted net loss per share for the period following the Reorganization Transactions (in thousands, except per share amounts): As of December 31, 2020 2019 Numerator: Net loss $ (164,091) $ (163,579) Less: Net loss attributable to non-controlling interests (36,011) (50,921) Net loss attributable to Pluralsight, Inc. $ (128,080) $ (112,658) Denominator: Weighted-average shares of Class A common stock outstanding, basic and diluted 111,798 94,515 Net loss per share: Net loss per share, basic and diluted $ (1.15) $ (1.19) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following table contains share/unit totals with a potentially dilutive impact (in thousands): As of December 31, 2020 LLC Units held by Continuing Members 25,525 Stock options 3,639 RSUs of Pluralsight, Inc. 10,061 Restricted share units of Pluralsight Holdings 563 Purchase rights committed under the ESPP 2,366 Total 42,154 |
Quarterly Financial Data (Una_2
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Information | The following tables set forth selected unaudited quarterly consolidated statements of operations data for each of the eight quarters in the two year period ended December 31, 2020. The information for each of these quarters has been prepared on the same basis as the Company’s audited annual consolidated financial statements and, in the opinion of management, includes all adjustments, which consist only of normal recurring adjustments necessary for the fair statement of the results of operations for these periods in accordance with GAAP. These quarterly results of operations are not necessarily indicative of the Company’s results of operations for a full year or any future period. Three Months Ended March 31, June 30, Sept. 30, Dec. 31, March 31, June 30, Sept. 30, Dec. 31, (in thousands, except per share amounts) Revenue $ 69,617 $ 75,862 $ 82,620 $ 88,811 $ 92,646 $ 94,765 $ 99,465 $ 104,989 Cost of revenue 16,712 17,803 17,829 19,009 19,008 19,717 20,426 23,401 Gross profit 52,905 58,059 64,791 69,802 73,638 75,048 79,039 81,588 Operating expenses: Sales and marketing 44,171 50,046 55,797 57,071 62,415 57,759 57,206 60,785 Technology and content 20,271 24,819 27,847 29,965 30,144 29,514 29,345 29,782 General and administrative 22,191 20,575 20,844 21,950 23,371 22,996 20,366 28,918 Total operating expenses 86,633 95,440 104,488 108,986 115,930 110,269 106,917 119,485 Loss from operations (33,728) (37,381) (39,697) (39,184) (42,292) (35,221) (27,878) (37,897) Other income (expense): Interest expense (1,678) (7,346) (7,412) (7,129) (7,149) (7,241) (7,409) (7,523) Loss on debt extinguishment — — (950) — — — — — Other income (expense), net 1,676 4,106 3,001 2,966 2,170 2,267 1,992 1,982 Loss before income taxes (33,730) (40,621) (45,058) (43,347) (47,271) (40,195) (33,295) (43,438) Income tax (expense) benefit (154) (143) (404) (122) (242) 465 (476) 361 Net loss $ (33,884) $ (40,764) $ (45,462) $ (43,469) $ (47,513) $ (39,730) $ (33,771) $ (43,077) Net loss per share, basic and diluted $ (0.25) $ (0.30) $ (0.32) $ (0.31) $ (0.34) $ (0.28) $ (0.24) $ (0.30) |
Organization and Description _2
Organization and Description of Business (Details) $ / shares in Units, $ in Thousands | Dec. 11, 2020$ / shares | May 16, 2018USD ($)class$ / sharesshares | Jun. 30, 2020USD ($)$ / sharesshares | Mar. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2020USD ($)class | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) |
Subsidiary, Sale of Stock [Line Items] | |||||||
Number of classes of stock | class | 3 | ||||||
Offering costs | $ | $ 0 | $ 0 | $ 7,083 | ||||
Common Stock | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Number of classes of stock | class | 3 | ||||||
Preferred Stock | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Number of classes of stock | class | 1 | ||||||
Class A Common Stock | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Cash receivable (in dollars per share) | $ / shares | $ 20.26 | ||||||
Class B Common Stock | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Cash receivable (in dollars per share) | $ / shares | $ 0.0001 | ||||||
Pluralsight Holdings | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Ownership interest | 100.00% | 100.00% | |||||
Pluralsight Holdings | Continuing Members | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Ownership interest | 17.10% | 25.70% | |||||
Pluralsight Holdings | Pluralsight, Inc. | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Ownership interest | 82.90% | 74.30% | |||||
LLC Units Converted Into Class B And Class C Common Stock | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Conversion ratio | 1 | 1 | |||||
IPO | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Number of shares sold (in shares) | shares | 23,805,000 | ||||||
Stock price (in dollars per share) | $ / shares | $ 15 | ||||||
Proceeds from sale of stock, net | $ | $ 332,100 | ||||||
Payments of costs related to initial public offering | $ | $ 7,400 | ||||||
Secondary Offering | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Number of shares sold (in shares) | shares | 11,711,009 | 15,592,234 | |||||
Stock price (in dollars per share) | $ / shares | $ 19.50 | $ 29.25 | |||||
Offering costs | $ | $ 1,300 | $ 900 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies and Recent Accounting Pronouncements - Schedule of Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | |||
Balance, beginning of period | $ 3,465 | $ 2,501 | $ 1,552 |
Provision for doubtful accounts | 14,953 | 10,649 | 2,185 |
Accounts written-off, net of recoveries | (13,156) | (9,685) | (1,236) |
Balance, end of period | $ 5,262 | $ 3,465 | $ 2,501 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies and Recent Accounting Pronouncements - Estimated Useful Life of Property and Equipment (Details) | 12 Months Ended |
Dec. 31, 2020 | |
Computer equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | 3 years |
Computer equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | 5 years |
Software | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | 1 year |
Software | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | 5 years |
Capitalized internal-use software costs | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | 1 year |
Capitalized internal-use software costs | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | 3 years |
Furniture and fixtures | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | 5 years |
Furniture and fixtures | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | 7 years |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies and Recent Accounting Pronouncements - Narrative (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||
Nov. 30, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Impairment of property and equipment | $ 0 | $ 0 | $ 0 | |
Capitalized software development costs | 9,800,000 | 8,500,000 | 5,900,000 | |
Impairments of goodwill and intangible assets, including the content library | $ 0 | 0 | 0 | |
Expected period of benefit from sales commissions, initial contracts | 4 years | |||
Expected period of benefit from sales commissions, renewal contract | 18 months | |||
Advertising costs | $ 18,800,000 | $ 17,000,000 | $ 12,400,000 | |
Cumulative adjustment to equity-based compensation expense | $ 17,100,000 | 17,100,000 | ||
Debt instrument, unamortized discount | $ 88,000,000 | |||
Pluralsight Holdings | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Ownership interest | 100.00% | 100.00% | ||
Pluralsight Holdings | Continuing Members | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Ownership interest | 17.10% | 25.70% | ||
Minimum | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Subscription term | 1 month | |||
Maximum | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Subscription term | 3 years | |||
Content library | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Useful life | 5 years | |||
Capitalized Internal-Use Software Costs | Minimum | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Useful life | 1 year | |||
Capitalized Internal-Use Software Costs | Maximum | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Useful life | 3 years |
Revenue - Narrative (Details)
Revenue - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Disaggregation of Revenue [Line Items] | ||
Contract assets within accounts receivable | $ 3.5 | $ 0.8 |
Revenue recognized | 214.6 | $ 156.7 |
Develop Intelligence LLC | ||
Disaggregation of Revenue [Line Items] | ||
Contract assets within accounts receivable | 0.2 | |
Deferred revenue | $ 0.7 | |
Product Concentration Risk | Revenue | Subscription Accounts | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, percent | 96.00% | 97.00% |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | $ 104,989 | $ 99,465 | $ 94,765 | $ 92,646 | $ 88,811 | $ 82,620 | $ 75,862 | $ 69,617 | $ 391,865 | $ 316,910 | $ 232,029 |
Business customers | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | 343,783 | 271,819 | |||||||||
Individual customers | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | 48,082 | 45,091 | |||||||||
United States | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | $ 240,990 | $ 198,815 | 148,439 | ||||||||
Growth Rate | 21.00% | 34.00% | |||||||||
Europe, Middle East and Africa | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | $ 111,848 | $ 86,192 | 61,509 | ||||||||
Growth Rate | 30.00% | 40.00% | |||||||||
Other foreign locations | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | $ 39,027 | $ 31,903 | $ 22,081 | ||||||||
Growth Rate | 22.00% | 44.00% | |||||||||
United Kingdom | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue, percent | 12.00% | 11.00% | 10.00% | ||||||||
Revenue | Geographic Concentration Risk | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue, percent | 100.00% | 100.00% | 100.00% | ||||||||
Revenue | Geographic Concentration Risk | United States | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue, percent | 61.00% | 63.00% | 64.00% | ||||||||
Revenue | Geographic Concentration Risk | Europe, Middle East and Africa | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue, percent | 29.00% | 27.00% | 27.00% | ||||||||
Revenue | Geographic Concentration Risk | Other foreign locations | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue, percent | 10.00% | 10.00% | 9.00% |
Revenue - Remaining Performance
Revenue - Remaining Performance Obligations (Details) $ in Millions | Dec. 31, 2020USD ($) |
Revenue from Contract with Customer [Abstract] | |
Remaining performance obligations | $ 391.1 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Percent of remaining performance obligations to be recognized | 71.00% |
Period for satisfaction of remaining performance obligation | 12 months |
Revenue - Summary of Deferred C
Revenue - Summary of Deferred Contract Acquisition Costs Activity (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Contract with Customer, Asset and Liability [Roll Forward] | |||
Beginning Balance | $ 24,313 | $ 20,212 | |
Capitalization of contract acquisition costs | 35,044 | 27,688 | |
Amortization of deferred contract acquisition costs | (25,894) | (23,587) | $ 0 |
Ending Balance | $ 33,463 | $ 24,313 | $ 20,212 |
Cash Equivalents and Investme_3
Cash Equivalents and Investments - Schedule of Cash Equivalents, Short-term and Long-term Investments (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | $ 479,007 | $ 533,153 |
Unrealized Gains | 1,094 | 390 |
Unrealized Losses | (129) | (57) |
Fair Value | 479,972 | 533,486 |
Cash equivalents | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 67,076 | |
Unrealized Gains | 0 | |
Unrealized Losses | 0 | |
Fair Value | 67,076 | |
Cash equivalents | Money market funds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 111,216 | 62,085 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | 0 | 0 |
Fair Value | 111,216 | 62,085 |
Cash equivalents | Commercial paper | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 4,991 | |
Unrealized Gains | 0 | |
Unrealized Losses | 0 | |
Fair Value | 4,991 | |
Short-term investments | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 264,509 | 331,973 |
Unrealized Gains | 732 | 268 |
Unrealized Losses | (21) | (7) |
Fair Value | 265,220 | 332,234 |
Short-term investments | Commercial paper | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 11,989 | 33,627 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | 0 | 0 |
Fair Value | 11,989 | 33,627 |
Short-term investments | U.S. treasury securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 89,980 | 149,353 |
Unrealized Gains | 5 | 53 |
Unrealized Losses | 0 | 0 |
Fair Value | 89,985 | 149,406 |
Short-term investments | Corporate notes and obligations | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 148,465 | 148,993 |
Unrealized Gains | 726 | 215 |
Unrealized Losses | (21) | (7) |
Fair Value | 149,170 | 149,201 |
Short-term investments | Foreign government obligations | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 13,131 | |
Unrealized Gains | 1 | |
Unrealized Losses | 0 | |
Fair Value | 13,132 | |
Short-term investments | Certificates of deposit | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 944 | |
Unrealized Gains | 0 | |
Unrealized Losses | 0 | |
Fair Value | 944 | |
Restricted cash equivalents | Money market funds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 16,950 | 28,371 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | 0 | 0 |
Fair Value | 16,950 | 28,371 |
Long-term investments | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 105,733 | |
Unrealized Gains | 122 | |
Unrealized Losses | (50) | |
Fair Value | 105,805 | |
Long-term investments | Corporate notes and obligations | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 86,332 | 78,353 |
Unrealized Gains | 362 | 121 |
Unrealized Losses | (108) | (46) |
Fair Value | $ 86,586 | 78,428 |
Long-term investments | U.S. agency obligations | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 26,436 | |
Unrealized Gains | 1 | |
Unrealized Losses | (4) | |
Fair Value | 26,433 | |
Long-term investments | Certificates of deposit | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 944 | |
Unrealized Gains | 0 | |
Unrealized Losses | 0 | |
Fair Value | $ 944 |
Cash Equivalents and Investme_4
Cash Equivalents and Investments - Schedule of Investments by Maturity (Details) $ in Thousands | Dec. 31, 2020USD ($) |
Amortized Cost | |
Due within one year | $ 264,509 |
Due between one and two years | 86,332 |
Fair Value | |
Due within one year | 265,220 |
Due between one and two years | 86,586 |
Investments | |
Amortized Cost | |
Total investments | 350,841 |
Fair Value | |
Total investments | $ 351,806 |
Cash Equivalents and Investme_5
Cash Equivalents and Investments - Narrative (Details) | 12 Months Ended |
Dec. 31, 2020USD ($) | |
Investments, Debt and Equity Securities [Abstract] | |
Other-than temporary impairments | $ 0 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Restricted cash | $ 17,546 | $ 28,916 | $ 16,765 |
Fair Value, Measurements, Recurring | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash equivalents | 67,076 | ||
Short-term investments | 265,220 | 332,234 | |
Long-term investments | 105,805 | ||
Contingent consideration liabilities | 11,050 | ||
Fair Value, Measurements, Recurring | Money market funds | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash equivalents | 111,216 | 62,085 | |
Restricted cash | 16,950 | 28,371 | |
Fair Value, Measurements, Recurring | Commercial paper | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash equivalents | 4,991 | ||
Short-term investments | 11,989 | 33,627 | |
Fair Value, Measurements, Recurring | U.S. treasury securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Short-term investments | 89,985 | 149,406 | |
Fair Value, Measurements, Recurring | Corporate notes and obligations | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Short-term investments | 149,170 | 149,201 | |
Long-term investments | 86,586 | 78,428 | |
Fair Value, Measurements, Recurring | Foreign government obligations | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Short-term investments | 13,132 | ||
Fair Value, Measurements, Recurring | U.S. agency obligations | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Long-term investments | 26,433 | ||
Fair Value, Measurements, Recurring | Certificates of deposit | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Short-term investments | 944 | ||
Long-term investments | 944 | ||
Fair Value, Measurements, Recurring | Level 1 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash equivalents | 62,085 | ||
Short-term investments | 0 | 0 | |
Long-term investments | 0 | ||
Contingent consideration liabilities | 0 | ||
Fair Value, Measurements, Recurring | Level 1 | Money market funds | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash equivalents | 111,216 | 62,085 | |
Restricted cash | 16,950 | 28,371 | |
Fair Value, Measurements, Recurring | Level 1 | Commercial paper | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash equivalents | 0 | ||
Short-term investments | 0 | 0 | |
Fair Value, Measurements, Recurring | Level 1 | U.S. treasury securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Short-term investments | 0 | 0 | |
Fair Value, Measurements, Recurring | Level 1 | Corporate notes and obligations | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Short-term investments | 0 | 0 | |
Long-term investments | 0 | 0 | |
Fair Value, Measurements, Recurring | Level 1 | Foreign government obligations | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Short-term investments | |||
Fair Value, Measurements, Recurring | Level 1 | U.S. agency obligations | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Long-term investments | 0 | ||
Fair Value, Measurements, Recurring | Level 1 | Certificates of deposit | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Short-term investments | 0 | ||
Long-term investments | 0 | ||
Fair Value, Measurements, Recurring | Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash equivalents | 4,991 | ||
Short-term investments | 265,220 | 332,234 | |
Long-term investments | 105,805 | ||
Contingent consideration liabilities | 0 | ||
Fair Value, Measurements, Recurring | Level 2 | Money market funds | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash equivalents | 0 | 0 | |
Restricted cash | 0 | 0 | |
Fair Value, Measurements, Recurring | Level 2 | Commercial paper | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash equivalents | 4,991 | ||
Short-term investments | 11,989 | 33,627 | |
Fair Value, Measurements, Recurring | Level 2 | U.S. treasury securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Short-term investments | 89,985 | 149,406 | |
Fair Value, Measurements, Recurring | Level 2 | Corporate notes and obligations | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Short-term investments | 149,170 | 149,201 | |
Long-term investments | 86,586 | 78,428 | |
Fair Value, Measurements, Recurring | Level 2 | Foreign government obligations | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Short-term investments | 13,132 | ||
Fair Value, Measurements, Recurring | Level 2 | U.S. agency obligations | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Long-term investments | 26,433 | ||
Fair Value, Measurements, Recurring | Level 2 | Certificates of deposit | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Short-term investments | 944 | ||
Long-term investments | 944 | ||
Fair Value, Measurements, Recurring | Level 3 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash equivalents | 0 | ||
Short-term investments | 0 | 0 | |
Long-term investments | 0 | ||
Contingent consideration liabilities | 11,050 | ||
Fair Value, Measurements, Recurring | Level 3 | Money market funds | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash equivalents | 0 | 0 | |
Restricted cash | 0 | 0 | |
Fair Value, Measurements, Recurring | Level 3 | Commercial paper | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash equivalents | 0 | ||
Short-term investments | 0 | 0 | |
Fair Value, Measurements, Recurring | Level 3 | U.S. treasury securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Short-term investments | 0 | 0 | |
Fair Value, Measurements, Recurring | Level 3 | Corporate notes and obligations | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Short-term investments | 0 | 0 | |
Long-term investments | 0 | 0 | |
Fair Value, Measurements, Recurring | Level 3 | Foreign government obligations | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Short-term investments | |||
Fair Value, Measurements, Recurring | Level 3 | U.S. agency obligations | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Long-term investments | 0 | ||
Fair Value, Measurements, Recurring | Level 3 | Certificates of deposit | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Short-term investments | $ 0 | ||
Long-term investments | $ 0 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) | Dec. 31, 2020 | Mar. 31, 2019 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of convertible senior notes | $ 585,500,000 | |
Senior Notes Due In 2024 | Convertible Senior Notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Face amount | $ 593,500,000 | $ 633,500,000 |
Balance Sheet Components - Prep
Balance Sheet Components - Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Prepaid expenses | $ 22,780 | $ 11,469 |
Other current assets | 2,253 | 2,705 |
Prepaid expenses and other current assets | $ 25,033 | $ 14,174 |
Balance Sheet Components - Accr
Balance Sheet Components - Accrued Expenses (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accrued compensation | $ 38,980 | $ 23,310 |
Accrued income and other taxes payable | 8,539 | 7,116 |
Accrued other current liabilities | 10,365 | 10,277 |
Accrued expenses | $ 57,884 | $ 40,703 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 87,072 | $ 54,239 |
Less: Accumulated depreciation | (22,554) | (31,343) |
Property and equipment, net | 64,518 | 22,896 |
Computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 9,101 | 9,047 |
Software | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 584 | 2,047 |
Capitalized internal-use software costs | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 27,185 | 23,021 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 8,781 | 5,826 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 39,692 | 9,871 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 1,729 | $ 4,427 |
Property and Equipment - Narrat
Property and Equipment - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation of property and equipment | $ 12,262 | $ 9,464 | $ 8,318 |
Business Combinations - Narrati
Business Combinations - Narrative (Details) - USD ($) $ in Millions | Oct. 09, 2020 | May 09, 2019 | Dec. 31, 2020 | Dec. 31, 2019 |
Develop Intelligence LLC | ||||
Business Acquisition [Line Items] | ||||
Total consideration | $ 48.9 | |||
Cash consideration | 37.5 | |||
Contingent consideration, liability | 0.4 | |||
Contingent consideration liabilities | $ 11.1 | |||
Acquisition costs | $ 0.4 | |||
Revenue included in operations from acquisition date | $ 2.9 | |||
GitPrime, Inc. | ||||
Business Acquisition [Line Items] | ||||
Total consideration | $ 163.8 | |||
Reduction in consideration transferred | $ 0.1 | |||
Deferred tax liabilities | 0.9 | |||
Acquisition costs | 0.8 | |||
Revenue included in operations from acquisition date | $ 5.7 |
Business Combinations - Summary
Business Combinations - Summary of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Oct. 09, 2020 | Dec. 31, 2019 | May 09, 2019 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 293,863 | $ 262,532 | ||
Develop Intelligence LLC | ||||
Business Acquisition [Line Items] | ||||
Accounts receivable | $ 1,983 | |||
Other assets acquired | 23 | |||
Right-of-use assets | 338 | |||
Goodwill | 31,330 | |||
Intangible assets | 17,940 | |||
Lease liabilities | (338) | |||
Deferred revenue | (744) | |||
Other liabilities assumed | (1,590) | |||
Total fair value of net assets acquired | $ 48,942 | |||
GitPrime, Inc. | ||||
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | $ 5,290 | |||
Accounts receivable | 1,798 | |||
Other assets acquired | 207 | |||
Property and equipment | 223 | |||
Right-of-use assets | 549 | |||
Goodwill | 139,413 | |||
Intangible assets | 24,800 | |||
Lease liabilities | (549) | |||
Deferred revenue | (1,367) | |||
Other liabilities assumed | (1,303) | |||
Total fair value of net assets acquired | $ 169,061 |
Business Combinations - Schedul
Business Combinations - Schedule of Intangible Assets Acquired (Details) - USD ($) $ in Thousands | Oct. 09, 2020 | May 09, 2019 | Dec. 31, 2020 | Dec. 31, 2019 |
Developed Technology Rights | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Useful Lives (in years) | 3 years 3 months 18 days | 4 years 2 months 12 days | ||
Customer relationships | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Useful Lives (in years) | 4 years 1 month 6 days | |||
Trademarks | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Useful Lives (in years) | 9 months 18 days | |||
Develop Intelligence LLC | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Total fair value of intangible assets acquired | $ 17,940 | |||
Develop Intelligence LLC | Developed Technology Rights | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Total fair value of intangible assets acquired | $ 16,400 | |||
Useful Lives (in years) | 6 years | |||
Develop Intelligence LLC | Customer relationships | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Total fair value of intangible assets acquired | $ 1,400 | |||
Useful Lives (in years) | 5 years | |||
Develop Intelligence LLC | Trademarks | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Total fair value of intangible assets acquired | $ 140 | |||
Useful Lives (in years) | 1 year | |||
GitPrime, Inc. | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Total fair value of intangible assets acquired | $ 24,800 | |||
GitPrime, Inc. | Developed Technology Rights | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Total fair value of intangible assets acquired | $ 24,000 | |||
Useful Lives (in years) | 5 years | |||
GitPrime, Inc. | Customer relationships | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Total fair value of intangible assets acquired | $ 800 | |||
Useful Lives (in years) | 4 years |
Business Combinations - Summa_2
Business Combinations - Summary of Unaudited Pro Forma Information (Details) - GitPrime, Inc. - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Business Acquisition [Line Items] | |||
Revenue | $ 401,133 | $ 330,710 | $ 234,882 |
Net loss | $ (163,488) | $ (167,673) | $ (163,145) |
Net loss per share, basic and diluted (in dollars per share) | $ (1.14) | $ (1.22) | $ (0.81) |
Intangible Assets - Schedule of
Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Finite-Lived Intangible Assets [Line Items] | ||
Total | $ 47,339 | |
Other Intangible Assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Accumulated Amortization | 15,581 | $ 10,056 |
Intangible assets, gross | 34,069 | 32,687 |
Intangible assets, net | 18,488 | 22,631 |
Domain names | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets | 39 | 45 |
Content library: | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 73,962 | 50,552 |
Accumulated Amortization | 45,072 | 41,594 |
Total | $ 28,890 | $ 8,958 |
Acquired content library | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Life (in years) | 5 years 9 months 18 days | 1 year 7 months 6 days |
Gross Carrying Amount | $ 49,235 | $ 32,835 |
Accumulated Amortization | 33,438 | 32,780 |
Total | $ 15,797 | $ 55 |
Course creation costs | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Life (in years) | 3 years 9 months 18 days | 3 years 9 months 18 days |
Gross Carrying Amount | $ 24,727 | $ 17,717 |
Accumulated Amortization | 11,634 | 8,814 |
Total | $ 13,093 | $ 8,903 |
Technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Life (in years) | 3 years 3 months 18 days | 4 years 2 months 12 days |
Gross Carrying Amount | $ 28,500 | $ 28,500 |
Accumulated Amortization | 11,966 | 6,585 |
Total | $ 16,534 | 21,915 |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Life (in years) | 9 months 18 days | |
Gross Carrying Amount | $ 260 | 162 |
Accumulated Amortization | 152 | 162 |
Total | 108 | 0 |
Noncompetition agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 320 | 390 |
Accumulated Amortization | 320 | 390 |
Total | $ 0 | 0 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Life (in years) | 4 years 1 month 6 days | |
Gross Carrying Amount | $ 4,950 | 3,550 |
Accumulated Amortization | 3,143 | 2,879 |
Total | $ 1,807 | 671 |
Database | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 40 | |
Accumulated Amortization | 40 | |
Total | $ 0 |
Intangible Assets - Narrative (
Intangible Assets - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Other Intangible Assets | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of acquired intangible assets | $ 6.3 | $ 4.5 | $ 8.7 |
Course creation costs | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of acquired intangible assets | $ 3.4 | $ 2.5 | $ 2 |
Intangible Assets - Schedule _2
Intangible Assets - Schedule of Future Amortization Expense (Details) $ in Thousands | Dec. 31, 2020USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2021 | $ 12,427 |
2022 | 11,462 |
2023 | 10,803 |
2024 | 6,826 |
2025 | 3,713 |
Thereafter | 2,108 |
Total | $ 47,339 |
Convertible Senior Notes and _3
Convertible Senior Notes and Other Long-Term Debt - Convertible Senior Notes, Narrative (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||
Sep. 30, 2019USD ($) | Mar. 31, 2019USD ($)day$ / sharesshares | Dec. 31, 2020USD ($)$ / shares | Sep. 30, 2020USD ($) | Jun. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2020USD ($)$ / shares | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | |
Debt Instrument [Line Items] | |||||||||||||
Proceeds from Convertible Debt | $ 0 | $ 616,654,000 | $ 0 | ||||||||||
Equity component of convertible senior notes, net of issuance costs | 137,033,000 | ||||||||||||
Repurchases of convertible senior notes | 0 | 35,000,000 | 0 | ||||||||||
Loss on debt extinguishment | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 950,000 | $ 0 | $ 0 | 0 | 950,000 | 4,085,000 | ||
Purchase of capped calls related to issuance of Convertible Senior Notes | 69,432,000 | ||||||||||||
Number of shares covered by cap call, terminated (in shares) | shares | 1,032,092 | ||||||||||||
Proceeds from terminations of capped calls related to repurchases of convertible senior notes | $ 1,300,000 | 0 | 1,284,000 | $ 0 | |||||||||
Senior Notes Due In 2024 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Shares covered by cap call (in shares) | shares | 16,345,757 | 16,345,757 | |||||||||||
Purchase of capped calls related to issuance of Convertible Senior Notes | $ 69,400,000 | ||||||||||||
Convertible Senior Notes | Senior Notes Due In 2024 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Face amount | $ 633,500,000 | 593,500,000 | $ 633,500,000 | 593,500,000 | |||||||||
Stated rate | 0.375% | 0.375% | |||||||||||
Option to purchase, additional principal amount | $ 83,500,000 | $ 83,500,000 | |||||||||||
Proceeds from Convertible Debt | $ 616,700,000 | ||||||||||||
Discount rate | 5.50% | 5.50% | 5.50% | ||||||||||
Fair value of convertible senior notes | $ 492,700,000 | $ 492,700,000 | |||||||||||
Equity component of convertible senior notes, net of issuance costs | 140,800,000 | ||||||||||||
Issuance costs attributable to liability component | 13,100,000 | 13,100,000 | |||||||||||
Issuance costs attributable to equity component | $ 3,700,000 | $ 3,700,000 | |||||||||||
Aggregate principal repurchased | $ 40,000,000 | ||||||||||||
Repurchases of convertible senior notes | $ 35,000,000 | ||||||||||||
Fair value of convertible senior notes, repurchased | 32,000,000 | ||||||||||||
Loss on debt extinguishment | $ 1,000,000 | ||||||||||||
Reacquisition of conversion option related to the repurchases of convertible senior notes | $ 2,965,000 | $ 3,000,000 | $ 2,965,000 | $ 2,965,000 | $ 2,965,000 | ||||||||
Initial strike price (in dollars per share) | $ / shares | $ 38.76 | $ 38.76 | |||||||||||
Initial capped call price (in dollars per share) | $ / shares | $ 58.50 | $ 58.50 | 58.50 | $ 58.50 | |||||||||
Convertible Senior Notes | Senior Notes Due In 2024 | Conversion Instance, 130% | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Number of consecutive trading days | day | 30 | ||||||||||||
Convertible Senior Notes | Senior Notes Due In 2024 | Conversion Instance, 130% | Minimum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Number of trading days | day | 20 | ||||||||||||
Conversion ratio, conversion due to qualifying event | 130.00% | ||||||||||||
Convertible Senior Notes | Senior Notes Due In 2024 | Conversion Instance, 98% | Minimum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Number of trading days | day | 5 | ||||||||||||
Number of consecutive trading days | day | 5 | ||||||||||||
Convertible Senior Notes | Senior Notes Due In 2024 | Conversion Instance, 98% | Maximum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Conversion ratio, conversion due to qualifying event | 98.00% | ||||||||||||
Convertible Senior Notes | Senior Notes Due In 2024 | Fundamental Change | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Percentage of principal amount redeemed | 100.00% | ||||||||||||
Convertible Senior Notes | Senior Notes Due In 2024 | Common Stock | Class A Common Stock | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Initial conversion rate (in $1,000 per share) | 0.0258023 | ||||||||||||
Initial conversion price (in dollars per share) | $ / shares | $ 38.76 | $ 38.76 |
Convertible Senior Notes and _4
Convertible Senior Notes and Other Long-Term Debt - Schedules of Convertible Debt (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2020 | |
Convertible Debt, Liability Component | ||||
Less: Unamortized debt discount | $ (88,000) | |||
Convertible Debt, Interest Expense | ||||
Amortization of debt discount and issuance costs | 27,077 | $ 21,691 | $ 1,215 | |
Senior Notes Due In 2024 | Convertible Senior Notes | ||||
Convertible Debt, Liability Component | ||||
Principal | 593,500 | 593,500 | ||
Less: Unamortized debt discount | (88,004) | (112,776) | ||
Less: Unamortized issuance costs | (8,191) | (10,496) | ||
Net carrying amount | 497,305 | 470,228 | ||
Convertible Debt, Equity Component | ||||
Proceeds allocated to the conversion option (debt discount) | 140,776 | 140,776 | ||
Less: Issuance costs | (3,743) | (3,743) | ||
Less: Reacquisition of conversion option related to the repurchases of convertible senior notes | (2,965) | (2,965) | $ (3,000) | |
Net carrying amount | 134,068 | 134,068 | ||
Convertible Debt, Interest Expense | ||||
Contractual interest expense | 2,226 | 1,867 | ||
Amortization of debt discount and issuance costs | 27,077 | 21,691 | ||
Total | $ 29,303 | $ 23,558 |
Leases - Narrative (Details)
Leases - Narrative (Details) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2020USD ($)extension | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Aug. 31, 2018USD ($) | |
Lessee, Lease, Description [Line Items] | ||||
Cash paid for amounts included in measurement of operating lease liabilities | $ 6,800 | $ 6,000 | ||
Lease liabilities arising from obtaining right-of-use assets | $ 70,313 | 11,700 | $ 0 | |
Weighted average remaining lease term | 13 years | |||
Weighted average discount rate | 8.20% | |||
Sublease income | $ 300 | |||
Impairment of right-of-use assets | 200 | |||
Right-of-use assets | 61,157 | $ 15,804 | ||
Lease liabilities | $ 84,771 | |||
Draper, Utah Office Space, 2018 | ||||
Lessee, Lease, Description [Line Items] | ||||
Renewal term | 5 years | |||
Operating lease period | 15 years | |||
Right-of-use assets | $ 70,300 | |||
Lease liabilities | $ 70,300 | |||
Number of lease extensions | extension | 3 | |||
Security deposit | $ 16,000 | |||
Minimum | ||||
Lessee, Lease, Description [Line Items] | ||||
Renewal term | 3 years | |||
Remaining lease terms of sublease agreements with third parties | 1 year | |||
Maximum | ||||
Lessee, Lease, Description [Line Items] | ||||
Renewal term | 5 years | |||
Remaining lease terms of sublease agreements with third parties | 3 years |
Leases - Components of Operatin
Leases - Components of Operating Lease Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Leases [Abstract] | |||
Operating lease expense | $ 10,358 | $ 6,512 | $ 4,795 |
Variable lease expense | 1,774 | 346 | 0 |
Short-term lease expense | 675 | 705 | 0 |
Total lease expense | $ 12,807 | $ 7,563 | $ 4,795 |
Leases - Schedule of Maturities
Leases - Schedule of Maturities of Operating Lease Liabilities (Details) $ in Thousands | Dec. 31, 2020USD ($) |
Leases [Abstract] | |
2021 | $ 12,184 |
2022 | 12,106 |
2023 | 11,444 |
2024 | 10,702 |
2025 | 8,595 |
Thereafter | 91,581 |
Total lease payments | 146,612 |
Less: Imputed interest | (61,841) |
Lease liabilities | $ 84,771 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Loss Contingencies [Line Items] | ||
Purchase obligation, term | 12 months | |
Purchase obligation | $ 30 | $ 19.8 |
Letter of Credit | ||
Loss Contingencies [Line Items] | ||
Letters of credit outstanding | 2.2 | 2.1 |
Restricted cash | $ 0.6 | $ 1.3 |
Stockholders' Equity - Amendmen
Stockholders' Equity - Amendment and Restatement of Certificate of Incorporation (Details) | May 16, 2018classvote$ / sharesshares | Dec. 31, 2020$ / sharesshares | Dec. 31, 2019$ / sharesshares |
Class of Stock [Line Items] | |||
Preferred stock, shares authorized (in shares) | shares | 100,000,000 | 100,000,000 | 100,000,000 |
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Number of classes of stock | class | 3 | ||
Board of director, term | 3 years | ||
LLC Units Converted Into Class B And Class C Common Stock | |||
Class of Stock [Line Items] | |||
Conversion ratio | 1 | 1 | |
Required LLC Unit Ratio For Each Share Of Class A Common Stock Issued | |||
Class of Stock [Line Items] | |||
Conversion ratio | 1 | ||
Class A Common Stock | |||
Class of Stock [Line Items] | |||
Common stock, shares authorized (in shares) | shares | 1,000,000,000 | 1,000,000,000 | 1,000,000,000 |
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Votes per share | vote | 1 | ||
Class B Common Stock | |||
Class of Stock [Line Items] | |||
Common stock, shares authorized (in shares) | shares | 200,000,000 | 200,000,000 | 200,000,000 |
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Votes per share | vote | 1 | ||
Class C Common Stock | |||
Class of Stock [Line Items] | |||
Common stock, shares authorized (in shares) | shares | 50,000,000 | 50,000,000 | 50,000,000 |
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Votes per share | vote | 10 |
Stockholders' Equity - Recapita
Stockholders' Equity - Recapitalization of Pluralsight Holdings (Details) | May 16, 2018shares | Dec. 31, 2020 |
Common Units Of Pluralsight Holdings Converted Into LLC Units | ||
Class of Stock [Line Items] | ||
Shares converted (in shares) | 48,407,645 | |
Conversion ratio | 1 | |
Redeemable Convertible Preferred Units Converted Into LLC Units | ||
Class of Stock [Line Items] | ||
Shares converted (in shares) | 48,447,880 | |
Conversion ratio | 1 | |
Incentive Units Of Pluralsight Holdings Converted Into LLC Units | ||
Class of Stock [Line Items] | ||
Shares converted (in shares) | 15,783,689 | |
Shares issued from conversion (in shares) | 12,667,778 | |
Class B Incentive Units Of Pluralsight Holdings Converted Into LLC Units | ||
Class of Stock [Line Items] | ||
Shares converted (in shares) | 3,000,000 | |
Shares issued from conversion (in shares) | 1,747,067 | |
LLC Units Exchanged For Shares Of Class A Common Stock | ||
Class of Stock [Line Items] | ||
Shares converted (in shares) | 39,110,660 | |
LLC Units Converted Into Class B And Class C Common Stock | ||
Class of Stock [Line Items] | ||
Conversion ratio | 1 | 1 |
Required ratio to be maintained | 1 | |
LLC Units Converted Into Class B And Class C Common Stock | Class B Common Stock | ||
Class of Stock [Line Items] | ||
New issues (in shares) | 58,111,572 | |
LLC Units Converted Into Class B And Class C Common Stock | Class C Common Stock | ||
Class of Stock [Line Items] | ||
New issues (in shares) | 14,048,138 |
Stockholders' Equity - Rescissi
Stockholders' Equity - Rescission Transactions (Details) | Sep. 30, 2018shares |
Class A Common Stock | |
Class of Stock [Line Items] | |
Number of shares subject to rescission agreement (in shares) | 605,390 |
Number of shares called upon rescission (in shares) | 605,390 |
LLC Units | |
Class of Stock [Line Items] | |
Number of shares issued upon rescission (in shares) | 605,390 |
Class B Common Stock | |
Class of Stock [Line Items] | |
Number of shares issued upon rescission (in shares) | 455,217 |
Class C Common Stock | |
Class of Stock [Line Items] | |
Number of shares issued upon rescission (in shares) | 150,173 |
Stockholders' Equity - Redeemab
Stockholders' Equity - Redeemable Convertible Preferred Units Conversion (Details) $ / shares in Units, $ in Millions | May 16, 2018USD ($)$ / sharesshares |
Temporary Equity [Line Items] | |
Fair value of redeemable convertible preferred units | $ 412.5 |
Amount reclassified to stockholders' equity | $ 582 |
IPO | |
Temporary Equity [Line Items] | |
Stock price (in dollars per share) | $ / shares | $ 15 |
Redeemable Convertible Preferred Units Converted Into LLC Units | |
Temporary Equity [Line Items] | |
Shares converted (in shares) | shares | 48,447,880 |
Stockholders' Equity - Initial
Stockholders' Equity - Initial Public Offering (Details) - IPO $ / shares in Units, $ in Millions | May 16, 2018USD ($)$ / sharesshares |
Subsidiary, Sale of Stock [Line Items] | |
Number of shares sold (in shares) | shares | 23,805,000 |
Stock price (in dollars per share) | $ / shares | $ 15 |
Proceeds from sale of stock, net | $ | $ 332.1 |
Stockholders' Equity - Secondar
Stockholders' Equity - Secondary Offering (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Jun. 30, 2020 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Subsidiary, Sale of Stock [Line Items] | |||||
Offering costs | $ 0 | $ 0 | $ 7,083,000 | ||
Senior Notes Due In 2024 | Convertible Senior Notes | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Face amount | $ 633,500,000 | $ 593,500,000 | |||
Stated rate | 0.375% | ||||
Secondary Offering | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Number of shares sold (in shares) | 11,711,009 | 15,592,234 | |||
Stock price (in dollars per share) | $ 19.50 | $ 29.25 | |||
Offering costs | $ 1,300,000 | $ 900,000 |
Stockholders' Equity - Exchange
Stockholders' Equity - Exchanges of LLC Units and Warrants to Purchase Class A Common Stock (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 8 Months Ended | 12 Months Ended | |||
Oct. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Feb. 28, 2018 | |
Class A Common Stock Warrants | February 2018 Guggenheim Amendment | ||||||
Class of Warrant or Right [Line Items] | ||||||
Number of shares purchased from warrants (in shares) | 424,242 | |||||
Exercise price of warrants (in dollars per share) | $ 8.25 | |||||
Fair value of warrants | $ 1 | |||||
Exercise of common stock warrants (in shares) | 267,918 | |||||
Class A Common Stock | Common Stock | ||||||
Class of Warrant or Right [Line Items] | ||||||
Effect of exchanges of LLC Units (in shares) | 1,107,448 | 12,373,292 | 34,892,796 | 1,107,448 | ||
Exercise of common stock warrants (in shares) | 267,918 |
Non-Controlling Interests - Nar
Non-Controlling Interests - Narrative (Details) - Pluralsight Holdings | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Noncontrolling Interest [Line Items] | ||
Ownership interest | 100.00% | 100.00% |
Pluralsight, Inc. | ||
Noncontrolling Interest [Line Items] | ||
Ownership interest | 82.90% | 74.30% |
Continuing Members | ||
Noncontrolling Interest [Line Items] | ||
Ownership interest | 17.10% | 25.70% |
Non-Controlling Interests - Sch
Non-Controlling Interests - Schedule of Non-Controlling Interests (Details) - shares | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
LLC Units | ||
Noncontrolling Interest [Line Items] | ||
Units still subject to time-based vesting requirements (in shares) | 482,942 | 1,543,813 |
Pluralsight Holdings | ||
Noncontrolling Interest [Line Items] | ||
Units outstanding (in shares) | 146,717,351 | 140,020,075 |
Ownership interest | 100.00% | 100.00% |
Pluralsight Holdings | LLC Units | ||
Noncontrolling Interest [Line Items] | ||
Units still subject to time-based vesting requirements (in shares) | 482,942 | 1,543,813 |
Pluralsight Holdings | Continuing Members | ||
Noncontrolling Interest [Line Items] | ||
Units outstanding (in shares) | 25,041,790 | 35,936,804 |
Ownership interest | 17.10% | 25.70% |
Pluralsight Holdings | Pluralsight, Inc. | ||
Noncontrolling Interest [Line Items] | ||
Units outstanding (in shares) | 121,675,561 | 104,083,271 |
Ownership interest | 82.90% | 74.30% |
Equity-Based Compensation - Nar
Equity-Based Compensation - Narrative (Details) | May 16, 2018$ / sharesshares | May 31, 2020 | Aug. 31, 2019shares | Nov. 30, 2018USD ($) | May 31, 2018shares | Dec. 31, 2020USD ($)period$ / sharesshares | Dec. 31, 2019USD ($)$ / shares | Dec. 31, 2018USD ($)$ / shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Total intrinsic value of options exercised | $ 4,100,000 | $ 7,900,000 | ||||||
Total unrecognized equity-based compensation of options | 1,500,000 | |||||||
Cumulative adjustment to equity-based compensation expense | $ 17,100,000 | 17,100,000 | ||||||
Company's matching contribution of eligible employee contributions | 50.00% | |||||||
Maximum percentage of employee's gross pay that employer will match | 6.00% | |||||||
Equity-based compensation capitalized as internal-use software | 1,240,000 | 1,166,000 | $ 459,000 | |||||
Class A Common Stock | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Defined benefit plan, current liability | $ 1,000,000 | |||||||
IPO | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock price (in dollars per share) | $ / shares | $ 15 | |||||||
Stock Compensation Plan | 2018 Equity Incentive Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Number of additional shares allowable under the plan (in shares) | shares | 14,900,000 | |||||||
Percent of outstanding shares of capital stock | 5.00% | |||||||
Shares reserved for issuance (in shares) | shares | 20,085,254 | |||||||
Stock options | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Ratable vesting period | 6 months | |||||||
Vesting period | 2 years | |||||||
Recognition period | 1 year 3 months 18 days | |||||||
Stock options | GitPrime, Inc. | Minimum | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting period | 2 years | |||||||
Stock options | GitPrime, Inc. | Maximum | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting period | 4 years | |||||||
Restricted Stock Units (RSUs) | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Recognition period | 2 years 7 months 6 days | |||||||
Requisite service period | 4 years | |||||||
Total fair value | $ 81,200,000 | $ 29,200,000 | ||||||
Total unrecognized equity-based compensation | $ 172,200,000 | |||||||
Restricted Stock Units (RSUs) | Parent Company | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Granted (in dollars per share) | $ / shares | $ 19 | $ 28.48 | $ 12.52 | |||||
Restricted Stock Units (RSUs) | First Anniversary | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Percent of awards vested | 25.00% | |||||||
Employee Stock Purchase Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Number of additional shares allowable under the plan (in shares) | shares | 2,970,000 | |||||||
Percent of outstanding shares of capital stock | 1.50% | |||||||
Shares reserved for issuance (in shares) | shares | 2,970,000 | 3,797,146 | ||||||
Recognition period | 1 year 3 months 18 days | |||||||
Total unrecognized equity-based compensation | $ 18,400,000 | |||||||
Consecutive offering period | 24 months | |||||||
Number of purchase periods | period | 4 | |||||||
Purchase period | 6 months | |||||||
Maximum fixed contribution amount | $ 12,500 | |||||||
Maximum number of shares able to be purchased (in shares) | shares | 5,000 | |||||||
Purchase price, percent | 85.00% | |||||||
Number of shares issuable (in shares) | shares | 2,365,664 | |||||||
ESPP employee payroll contributions accrued | $ 1,400,000 | |||||||
LLC Units | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Recognition period | 6 months | |||||||
Cumulative adjustment to equity-based compensation expense | $ 2,100,000 | |||||||
Total fair value | $ 19,100,000 | $ 40,300,000 | $ 34,500,000 | |||||
Total unrecognized equity-based compensation | $ 3,100,000 | |||||||
Accelerated vesting (in shares) | shares | 130,924 |
Equity-Based Compensation - Sch
Equity-Based Compensation - Schedule of Stock Options Activity (Details) $ / shares in Units, $ in Millions | 12 Months Ended |
Dec. 31, 2020USD ($)$ / sharesshares | |
Stock Options Outstanding | |
Beginning balance (in shares) | shares | 4,361,718 |
Granted (in shares) | shares | 0 |
Exercised (in shares) | shares | (701,593) |
Forfeited or cancelled (in shares) | shares | (21,413) |
Ending balance (in shares) | shares | 3,638,712 |
Vested and exercisable (in shares) | shares | 3,588,259 |
Weighted- Average Exercise Price | |
Beginning balance (in dollars per share) | $ / shares | $ 14.55 |
Granted (in dollars per share) | $ / shares | 0 |
Exercised (in dollars per share) | $ / shares | 14.06 |
Forfeited or cancelled (in dollars per share) | $ / shares | 6.01 |
Ending balance (in dollars per share) | $ / shares | 14.70 |
Vested and exercisable (in dollars per share) | $ / shares | $ 14.88 |
Stock Option Activity, Additional Disclosures | |
Weighted- average remaining contractual term | 7 years 4 months 24 days |
Weighted-average remaining contractual term, vested and exercisable | 7 years 4 months 24 days |
Aggregate intrinsic value | $ | $ 22.8 |
Aggregate intrinsic value, vested and exercisable | $ | $ 21.8 |
Equity-Based Compensation - S_2
Equity-Based Compensation - Schedule of Fair Value Assumptions (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Stock options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Dividend yield | 0.00% | |
Volatility | 59.00% | |
Risk-free interest rate | 2.25% | |
Weighted-average grant date fair value per share (in dollars per share) | $ 31.26 | |
Stock options | Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term (years) | 4 years 6 months | |
Stock options | Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term (years) | 5 years 10 months 24 days | |
Purchase rights committed under the ESPP | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Dividend yield | 0.00% | 0.00% |
Volatility, minimum | 64.87% | 59.00% |
Volatility, maximum | 73.42% | 67.45% |
Risk-free interest rate, minimum | 0.09% | 1.60% |
Risk-free interest rate, maximum | 0.18% | 2.35% |
Purchase rights committed under the ESPP | Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term (years) | 6 months | 6 months |
Purchase rights committed under the ESPP | Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term (years) | 2 years | 2 years |
Equity-Based Compensation - S_3
Equity-Based Compensation - Schedule of Equity Award Activity (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Restricted Stock Units (RSUs) | Parent Company | |||
Number of RSUs or Units | |||
Beginning balance (in shares) | 7,672,038 | ||
Granted (in shares) | 7,124,757 | ||
Forfeited or canceled (in shares) | (1,398,579) | ||
Vested (in shares) | (3,336,839) | ||
Ending balance (in shares) | 10,061,377 | 7,672,038 | |
Weighted-Average Grant Date Fair Value | |||
Beginning balance (in dollars per share) | $ 22.71 | ||
Granted (in dollars per share) | 19 | $ 28.48 | $ 12.52 |
Forfeited or canceled (in dollars per share) | 21.54 | ||
Vested (in dollars per share) | 22.49 | ||
Ending balance (in dollars per share) | $ 20.32 | $ 22.71 | |
Restricted Stock Units (RSUs) | Subsidiaries | |||
Number of RSUs or Units | |||
Beginning balance (in shares) | 1,312,500 | ||
Vested (in shares) | (750,000) | ||
Ending balance (in shares) | 562,500 | 1,312,500 | |
Weighted-Average Grant Date Fair Value | |||
Beginning balance (in dollars per share) | $ 8.24 | ||
Vested (in dollars per share) | 8.24 | ||
Ending balance (in dollars per share) | $ 8.24 | $ 8.24 | |
LLC Units | |||
Number of RSUs or Units | |||
Beginning balance (in shares) | 1,543,813 | ||
Forfeited or canceled (in shares) | 0 | ||
Vested (in shares) | (1,060,871) | ||
Ending balance (in shares) | 482,942 | 1,543,813 | |
Weighted-Average Grant Date Fair Value | |||
Beginning balance (in dollars per share) | $ 8.72 | ||
Forfeited or canceled (in dollars per share) | 0 | ||
Vested (in dollars per share) | 8.64 | ||
Ending balance (in dollars per share) | $ 8.90 | $ 8.72 |
Equity-Based Compensation - S_4
Equity-Based Compensation - Schedule of Equity-Based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Equity-based compensation | $ 99,853 | $ 90,437 | $ 72,492 |
Cost of revenue | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Equity-based compensation | 1,213 | 548 | 205 |
Sales and marketing | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Equity-based compensation | 41,168 | 30,677 | 19,096 |
Technology and content | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Equity-based compensation | 26,222 | 21,430 | 12,038 |
General and administrative | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Equity-based compensation | $ 31,250 | $ 37,782 | $ 41,153 |
Income Taxes - Schedule of Inco
Income Taxes - Schedule of Income (Loss) Before Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |||||||||||
Domestic | $ (166,485) | $ (165,074) | $ (147,717) | ||||||||
Foreign | 2,286 | 2,318 | 1,608 | ||||||||
Loss before income taxes | $ (43,438) | $ (33,295) | $ (40,195) | $ (47,271) | $ (43,347) | $ (45,058) | $ (40,621) | $ (33,730) | $ (164,199) | $ (162,756) | $ (146,109) |
Income Taxes - Income Tax (Bene
Income Taxes - Income Tax (Benefit) Expense Components (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Current: | |||||||||||
State | $ 26 | $ 10 | $ 26 | ||||||||
Foreign | 936 | 895 | 890 | ||||||||
Total current tax expense | 962 | 905 | 916 | ||||||||
Deferred: | |||||||||||
State | (912) | 0 | 0 | ||||||||
Foreign | (158) | (82) | (252) | ||||||||
Total deferred tax benefit | (1,070) | (82) | (252) | ||||||||
Income tax (benefit) expense | $ (361) | $ 476 | $ (465) | $ 242 | $ 122 | $ 404 | $ 143 | $ 154 | $ (108) | $ 823 | $ 664 |
Income Taxes - Effective Income
Income Taxes - Effective Income Tax Rate Reconciliation (Details) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |||
Statutory federal tax rate | 21.00% | 21.00% | 21.00% |
State tax, net of federal tax effect | 3.20% | 2.50% | 0.90% |
Change in valuation allowance | (28.20%) | (19.80%) | (10.70%) |
Change in partnership investment | 5.90% | 0.00% | 0.00% |
Loss attributable to non-controlling interests | (3.50%) | (5.30%) | (10.90%) |
Effect of income tax rate change | 2.60% | 1.20% | 0.00% |
Non-deductible expenses | (1.20%) | 0.00% | 0.00% |
Research and development credit | 0.50% | 0.70% | 0.20% |
Foreign taxes | (0.20%) | (0.20%) | (0.10%) |
Other | 0.00% | (0.60%) | (0.90%) |
Effective tax rate | 0.10% | (0.50%) | (0.50%) |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred tax assets: | ||
Partnership outside basis difference | $ 336,576 | $ 275,856 |
Net operating loss carryforwards | 102,996 | 60,973 |
Promissory note | 10,604 | 13,200 |
Research and development credits | 2,958 | 2,601 |
Interest expense carryforward | 3,156 | 2,569 |
Operating leases | 1,021 | 1,223 |
Compensation and benefits | 1,144 | 451 |
Other | 323 | 576 |
Less: Valuation allowance | (441,736) | (337,787) |
Total deferred tax assets | 17,042 | 19,662 |
Deferred tax liabilities: | ||
Promissory note | (10,751) | (13,304) |
Content library and intangible assets | (3,594) | (5,595) |
Operating leases | (1,027) | (1,223) |
Other | (537) | 0 |
Total deferred tax liabilities | (15,909) | (20,122) |
Net deferred tax assets (liabilities) | $ 1,133 | |
Net deferred tax assets (liabilities) | $ (460) |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) | 8 Months Ended | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 11, 2020 | |
Operating Loss Carryforwards [Line Items] | |||||
Increase (decrease) in valuation allowance | $ 103,900,000 | $ 279,800,000 | $ 54,900,000 | ||
Deferred tax asset, difference between financial reporting and tax basis for investment | $ 5,200,000 | 60,800,000 | $ 243,900,000 | $ 5,200,000 | |
Total unrecorded TRA liability | 345,100,000 | ||||
Unrecognized tax benefits that would affect the effective tax rate | 1,100,000 | ||||
Accrued interest related to unrecognized tax benefits | 0 | ||||
Unrecognized tax benefits that may be resolved | 1,100,000 | ||||
Potential decrease in unrecognized tax benefits | $ 1,100,000 | ||||
Merger Agreement | |||||
Operating Loss Carryforwards [Line Items] | |||||
Receivables from tax agreement | $ 127,000,000 | ||||
Common Stock | Class A Common Stock | |||||
Operating Loss Carryforwards [Line Items] | |||||
Effect of exchanges of LLC Units (in shares) | 1,107,448 | 12,373,292 | 34,892,796 | 1,107,448 | |
Federal | |||||
Operating Loss Carryforwards [Line Items] | |||||
Net operating loss | $ 416,200,000 | ||||
Federal | Research Tax Credit Carryforward | |||||
Operating Loss Carryforwards [Line Items] | |||||
Tax credit carryforward | 2,300,000 | ||||
State | |||||
Operating Loss Carryforwards [Line Items] | |||||
Net operating loss | 200,400,000 | ||||
State | Research Tax Credit Carryforward | |||||
Operating Loss Carryforwards [Line Items] | |||||
Tax credit carryforward | $ 1,600,000 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefit Activity (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Unrecognized benefit—beginning of the year | $ 1,963 | $ 1,277 | $ 853 |
Gross increases—current period positions | 85 | 686 | 424 |
Unrecognized benefit—end of period | $ 2,048 | $ 1,963 | $ 1,277 |
Net Loss Per Share - Calculatio
Net Loss Per Share - Calculation of Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |||||
Numerator: | |||||||||||||||
Net loss | $ (43,077) | $ (33,771) | $ (39,730) | $ (47,513) | $ (43,469) | $ (45,462) | $ (40,764) | $ (33,884) | $ (164,091) | $ (163,579) | $ (146,773) | ||||
Less: Net loss attributable to non-controlling interests | (36,011) | (50,921) | (49,660) | ||||||||||||
Net loss attributable to Pluralsight, Inc. | $ (128,080) | $ (112,658) | $ (97,113) | ||||||||||||
Denominator: | |||||||||||||||
Weighted-average shares of Class A common stock outstanding, basic and diluted (in shares) | [1] | 111,798 | 94,515 | 62,840 | |||||||||||
Net loss per share: | |||||||||||||||
Net loss per share, basic and diluted (in dollars per share) | $ (0.30) | $ (0.24) | $ (0.28) | $ (0.34) | $ (0.31) | $ (0.32) | $ (0.30) | $ (0.25) | $ (1.15) | [1] | $ (1.19) | [1] | $ (0.72) | [1] | |
[1] | Represents net loss per share of Class A common stock and weighted-average shares of Class A common stock outstanding for the portion of the periods following the Reorganization Transactions and Pluralsight, Inc.’s initial public offering described in Note 1—Organization and Description of Business. See Note 17—Net Loss Per Share for additional details. |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Securities with a Potentially Dilutive Impact (Details) shares in Thousands | 12 Months Ended |
Dec. 31, 2020shares | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Antidilutive securities excluded from computation of earnings per share (in shares) | 42,154 |
LLC Units held by Continuing Members | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Antidilutive securities excluded from computation of earnings per share (in shares) | 25,525 |
Stock options | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Antidilutive securities excluded from computation of earnings per share (in shares) | 3,639 |
Restricted Stock Units (RSUs) | Pluralsight Holdings | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Antidilutive securities excluded from computation of earnings per share (in shares) | 563 |
Restricted Stock Units (RSUs) | Parent Company | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Antidilutive securities excluded from computation of earnings per share (in shares) | 10,061 |
Purchase rights committed under the ESPP | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Antidilutive securities excluded from computation of earnings per share (in shares) | 2,366 |
Net Loss Per Share - Narrative
Net Loss Per Share - Narrative (Details) - $ / shares | Dec. 31, 2020 | Mar. 31, 2019 |
Senior Notes Due In 2024 | Convertible Senior Notes | ||
Debt Instrument [Line Items] | ||
Initial capped call price (in dollars per share) | $ 58.50 | $ 58.50 |
Employee Benefit Plan (Details)
Employee Benefit Plan (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Retirement Benefits [Abstract] | |||
Matching contributions | $ 6.8 | $ 5.2 | $ 3.5 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 11, 2020 | |
Related Party Transaction [Line Items] | ||
Payments for charity donations | $ 0.3 | |
Merger Agreement | ||
Related Party Transaction [Line Items] | ||
Receivables from tax agreement | $ 127 | |
Chief Executive Officer | ||
Related Party Transaction [Line Items] | ||
Expense from related parties | $ 0.5 |
Quarterly Financial Data (Una_3
Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | ||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||
Revenue | $ 104,989 | $ 99,465 | $ 94,765 | $ 92,646 | $ 88,811 | $ 82,620 | $ 75,862 | $ 69,617 | $ 391,865 | $ 316,910 | $ 232,029 | |||
Cost of revenue | 23,401 | 20,426 | 19,717 | 19,008 | 19,009 | 17,829 | 17,803 | 16,712 | 82,552 | 71,353 | 62,615 | |||
Gross profit | 81,588 | 79,039 | 75,048 | 73,638 | 69,802 | 64,791 | 58,059 | 52,905 | 309,313 | 245,557 | 169,414 | |||
Operating expenses: | ||||||||||||||
Sales and marketing | 60,785 | 57,206 | 57,759 | 62,415 | 57,071 | 55,797 | 50,046 | 44,171 | 238,165 | 207,085 | 158,409 | |||
Technology and content | 29,782 | 29,345 | 29,514 | 30,144 | 29,965 | 27,847 | 24,819 | 20,271 | 118,785 | 102,902 | 69,289 | |||
General and administrative | 28,918 | 20,366 | 22,996 | 23,371 | 21,950 | 20,844 | 20,575 | 22,191 | 95,651 | 85,560 | 78,418 | |||
Total operating expenses | 119,485 | 106,917 | 110,269 | 115,930 | 108,986 | 104,488 | 95,440 | 86,633 | 452,601 | 395,547 | 306,116 | |||
Loss from operations | (37,897) | (27,878) | (35,221) | (42,292) | (39,184) | (39,697) | (37,381) | (33,728) | (143,288) | (149,990) | (136,702) | |||
Other income (expense): | ||||||||||||||
Interest expense | (7,523) | (7,409) | (7,241) | (7,149) | (7,129) | (7,412) | (7,346) | (1,678) | (29,322) | (23,565) | (6,826) | |||
Loss on debt extinguishment | 0 | 0 | 0 | 0 | 0 | (950) | 0 | 0 | 0 | (950) | (4,085) | |||
Other income (expense), net | 1,982 | 1,992 | 2,267 | 2,170 | 2,966 | 3,001 | 4,106 | 1,676 | 8,411 | 11,749 | 1,504 | |||
Loss before income taxes | (43,438) | (33,295) | (40,195) | (47,271) | (43,347) | (45,058) | (40,621) | (33,730) | (164,199) | (162,756) | (146,109) | |||
Income tax (expense) benefit | 361 | (476) | 465 | (242) | (122) | (404) | (143) | (154) | 108 | (823) | (664) | |||
Net loss | $ (43,077) | $ (33,771) | $ (39,730) | $ (47,513) | $ (43,469) | $ (45,462) | $ (40,764) | $ (33,884) | $ (164,091) | $ (163,579) | $ (146,773) | |||
Net loss per share, basic and diluted (in dollars per share) | $ (0.30) | $ (0.24) | $ (0.28) | $ (0.34) | $ (0.31) | $ (0.32) | $ (0.30) | $ (0.25) | $ (1.15) | [1] | $ (1.19) | [1] | $ (0.72) | [1] |
[1] | Represents net loss per share of Class A common stock and weighted-average shares of Class A common stock outstanding for the portion of the periods following the Reorganization Transactions and Pluralsight, Inc.’s initial public offering described in Note 1—Organization and Description of Business. See Note 17—Net Loss Per Share for additional details. |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event - Next Tech $ in Millions | 1 Months Ended |
Jan. 31, 2021USD ($) | |
Subsequent Event [Line Items] | |
Preliminary cash consideration | $ 25 |
Working capital adjustments, period after closing | 90 days |
Vesting period | 3 years |
Restricted Stock Units (RSUs) | |
Subsequent Event [Line Items] | |
RSUs issued | $ 15 |
Uncategorized Items - ps-202012
Label | Element | Value |
Preferred Stock, Accretion of Redemption Discount | us-gaap_PreferredStockAccretionOfRedemptionDiscount | $ 176,275,000 |
Adjustments to Additional Paid in Capital, Warrant Issued | us-gaap_AdjustmentsToAdditionalPaidInCapitalWarrantIssued | 984,000 |
Stock Issued During Period, Value, Conversion of Convertible Securities, Net of Adjustments | us-gaap_StockIssuedDuringPeriodValueConversionOfConvertibleSecuritiesNetOfAdjustments | 582,041,000 |
Net Income (Loss), Including Portion Attributable to Nonredeemable Noncontrolling Interest | us-gaap_NetIncomeLossIncludingPortionAttributableToNonredeemableNoncontrollingInterest | (51,783,000) |
Net Income (Loss), Including Portion Attributable to Nonredeemable Noncontrolling Interest | us-gaap_NetIncomeLossIncludingPortionAttributableToNonredeemableNoncontrollingInterest | (94,990,000) |
Stock Issued During Period, Value, Conversion of Units | us-gaap_StockIssuedDuringPeriodValueConversionOfUnits | 0 |
Shares Issued, Value, Share-based Payment Arrangement, Forfeited | us-gaap_StockIssuedDuringPeriodValueShareBasedCompensationForfeited | 0 |
Stock Issued During Period, Value, New Issues | us-gaap_StockIssuedDuringPeriodValueNewIssues | 324,706,000 |
Stock Issued During Period, Value, Rescission Agreement Transaction | ps_StockIssuedDuringPeriodValueRescissionAgreementTransaction | 0 |
Stock Issued During Period, Value, Warrants Exercised | ps_StockIssuedDuringPeriodValueWarrantsExercised | 0 |
Noncontrolling Interest, Increase from Sale of Parent Equity Interest | us-gaap_NoncontrollingInterestIncreaseFromSaleOfParentEquityInterest | 0 |
Temporary Equity, Elimination as Part of Reorganization | us-gaap_TemporaryEquityEliminationAsPartofReorganization | 582,041,000 |
APIC, Share-based Payment Arrangement, Increase for Cost Recognition | us-gaap_AdjustmentsToAdditionalPaidInCapitalSharebasedCompensationRequisiteServicePeriodRecognitionValue | 22,278,000 |
APIC, Share-based Payment Arrangement, Increase for Cost Recognition | us-gaap_AdjustmentsToAdditionalPaidInCapitalSharebasedCompensationRequisiteServicePeriodRecognitionValue | 50,673,000 |
Stock Issued During Period, Value, Stock Options Exercised | us-gaap_StockIssuedDuringPeriodValueStockOptionsExercised | 840,000 |
Noncontrolling Interest, Increase From Reorganization | ps_NoncontrollingInterestIncreaseFromReorganization | 0 |
Stock Issued During Period, Value, Restricted Stock Award, Gross | us-gaap_StockIssuedDuringPeriodValueRestrictedStockAwardGross | 0 |
Stock Issued During Period, Value, Employee Stock Purchase Plan | us-gaap_StockIssuedDuringPeriodValueEmployeeStockPurchasePlan | 12,538,000 |
Share-based Payment Arrangement, Decrease for Tax Withholding Obligation | us-gaap_AdjustmentsRelatedToTaxWithholdingForShareBasedCompensation | $ 16,905,000 |
Temporary Equity, Elimination as Part of Reorganization, Shares | ps_TemporaryEquityEliminationasPartofReorganizationShares | 48,447,880 |
Adjustments To Additional Paid In Capital, Settlement Of Equity Appreciation Rights | ps_AdjustmentsToAdditionalPaidInCapitalSettlementOfEquityAppreciationRights | $ 325,000 |
Temporary Equity, Accretion to Redemption Value | us-gaap_TemporaryEquityAccretionToRedemptionValue | 176,275,000 |
Additional Paid-in Capital [Member] | ||
Stock Issued During Period, Value, Conversion of Convertible Securities, Net of Adjustments | us-gaap_StockIssuedDuringPeriodValueConversionOfConvertibleSecuritiesNetOfAdjustments | 582,030,000 |
Stock Issued During Period, Value, Conversion of Units | us-gaap_StockIssuedDuringPeriodValueConversionOfUnits | 1,723,000 |
Stock Issued During Period, Value, New Issues | us-gaap_StockIssuedDuringPeriodValueNewIssues | 324,704,000 |
Noncontrolling Interest, Increase from Sale of Parent Equity Interest | us-gaap_NoncontrollingInterestIncreaseFromSaleOfParentEquityInterest | (474,007,000) |
APIC, Share-based Payment Arrangement, Increase for Cost Recognition | us-gaap_AdjustmentsToAdditionalPaidInCapitalSharebasedCompensationRequisiteServicePeriodRecognitionValue | 50,673,000 |
Stock Issued During Period, Value, Stock Options Exercised | us-gaap_StockIssuedDuringPeriodValueStockOptionsExercised | 840,000 |
Noncontrolling Interest, Increase From Reorganization | ps_NoncontrollingInterestIncreaseFromReorganization | (24,371,000) |
Stock Issued During Period, Value, Employee Stock Purchase Plan | us-gaap_StockIssuedDuringPeriodValueEmployeeStockPurchasePlan | 12,537,000 |
Share-based Payment Arrangement, Decrease for Tax Withholding Obligation | us-gaap_AdjustmentsRelatedToTaxWithholdingForShareBasedCompensation | 16,905,000 |
Adjustments To Additional Paid In Capital, Settlement Of Equity Appreciation Rights | ps_AdjustmentsToAdditionalPaidInCapitalSettlementOfEquityAppreciationRights | 325,000 |
Noncontrolling Interest [Member] | ||
Net Income (Loss), Including Portion Attributable to Nonredeemable Noncontrolling Interest | us-gaap_NetIncomeLossIncludingPortionAttributableToNonredeemableNoncontrollingInterest | (49,660,000) |
Stock Issued During Period, Value, Conversion of Units | us-gaap_StockIssuedDuringPeriodValueConversionOfUnits | (1,723,000) |
Noncontrolling Interest, Increase from Sale of Parent Equity Interest | us-gaap_NoncontrollingInterestIncreaseFromSaleOfParentEquityInterest | 134,229,000 |
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | us-gaap_OtherComprehensiveIncomeLossForeignCurrencyTransactionAndTranslationAdjustmentNetOfTax | (50,000) |
Noncontrolling Interest, Increase From Reorganization | ps_NoncontrollingInterestIncreaseFromReorganization | 24,371,000 |
Retained Earnings [Member] | ||
Preferred Stock, Accretion of Redemption Discount | us-gaap_PreferredStockAccretionOfRedemptionDiscount | 153,013,000 |
Net Income (Loss), Including Portion Attributable to Nonredeemable Noncontrolling Interest | us-gaap_NetIncomeLossIncludingPortionAttributableToNonredeemableNoncontrollingInterest | (51,783,000) |
Net Income (Loss), Including Portion Attributable to Nonredeemable Noncontrolling Interest | us-gaap_NetIncomeLossIncludingPortionAttributableToNonredeemableNoncontrollingInterest | (45,330,000) |
Noncontrolling Interest, Increase from Sale of Parent Equity Interest | us-gaap_NoncontrollingInterestIncreaseFromSaleOfParentEquityInterest | 339,782,000 |
AOCI Including Portion Attributable to Noncontrolling Interest [Member] | ||
Noncontrolling Interest, Increase from Sale of Parent Equity Interest | us-gaap_NoncontrollingInterestIncreaseFromSaleOfParentEquityInterest | (4,000) |
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | us-gaap_OtherComprehensiveIncomeLossForeignCurrencyTransactionAndTranslationAdjustmentNetOfTax | (44,000) |
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | us-gaap_OtherComprehensiveIncomeLossForeignCurrencyTransactionAndTranslationAdjustmentNetOfTax | (18,000) |
Member Units [Member] | ||
Preferred Stock, Accretion of Redemption Discount | us-gaap_PreferredStockAccretionOfRedemptionDiscount | 23,262,000 |
Adjustments to Additional Paid in Capital, Warrant Issued | us-gaap_AdjustmentsToAdditionalPaidInCapitalWarrantIssued | $ 984,000 |
Stock Issued During Period, Shares, Conversion of Convertible Securities | us-gaap_StockIssuedDuringPeriodSharesConversionOfConvertibleSecurities | (48,407,645) |
APIC, Share-based Payment Arrangement, Increase for Cost Recognition | us-gaap_AdjustmentsToAdditionalPaidInCapitalSharebasedCompensationRequisiteServicePeriodRecognitionValue | $ 22,278,000 |
Common Class A [Member] | Common Stock [Member] | ||
Stock Issued During Period, Shares, Employee Stock Purchase Plans | us-gaap_StockIssuedDuringPeriodSharesEmployeeStockPurchasePlans | 836,365 |
Stock Issued During Period, Value, Conversion of Convertible Securities, Net of Adjustments | us-gaap_StockIssuedDuringPeriodValueConversionOfConvertibleSecuritiesNetOfAdjustments | $ 4,000 |
Stock Issued During Period, Value, New Issues | us-gaap_StockIssuedDuringPeriodValueNewIssues | $ 2,000 |
Stock Issued During Period, Shares, Conversion of Convertible Securities | us-gaap_StockIssuedDuringPeriodSharesConversionOfConvertibleSecurities | 39,110,660 |
Stock Issued During Period, Shares, New Issues | us-gaap_StockIssuedDuringPeriodSharesNewIssues | 23,805,000 |
Stock Issued During Period, Shares, Rescission Agreement Transaction | ps_StockIssuedDuringPeriodSharesRescissionAgreementTransaction | (605,390) |
Stock Issued During Period, Value, Employee Stock Purchase Plan | us-gaap_StockIssuedDuringPeriodValueEmployeeStockPurchasePlan | $ 1,000 |
Stock Issued During Period, Shares, Restricted Stock Award, Gross | us-gaap_StockIssuedDuringPeriodSharesRestrictedStockAwardGross | 608,488 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | us-gaap_StockIssuedDuringPeriodSharesStockOptionsExercised | 61,418 |
Common Class C [Member] | Common Stock [Member] | ||
Stock Issued During Period, Value, Conversion of Convertible Securities, Net of Adjustments | us-gaap_StockIssuedDuringPeriodValueConversionOfConvertibleSecuritiesNetOfAdjustments | $ 1,000 |
Stock Issued During Period, Shares, Conversion of Convertible Securities | us-gaap_StockIssuedDuringPeriodSharesConversionOfConvertibleSecurities | 14,048,138 |
Stock Issued During Period, Shares, Rescission Agreement Transaction | ps_StockIssuedDuringPeriodSharesRescissionAgreementTransaction | 150,173 |
Stock Issued During Period, Shares, Restricted Stock Award, Gross | us-gaap_StockIssuedDuringPeriodSharesRestrictedStockAwardGross | 423,862 |
Stock Issued During Period, Shares, Conversion of Units | us-gaap_StockIssuedDuringPeriodSharesConversionOfUnits | (36,000) |
Common Class B [Member] | Common Stock [Member] | ||
Stock Issued During Period, Value, Conversion of Convertible Securities, Net of Adjustments | us-gaap_StockIssuedDuringPeriodValueConversionOfConvertibleSecuritiesNetOfAdjustments | $ 6,000 |
Stock Issued During Period, Shares, Conversion of Convertible Securities | us-gaap_StockIssuedDuringPeriodSharesConversionOfConvertibleSecurities | 58,111,572 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsForfeitedInPeriod | 4,460 |
Stock Issued During Period, Shares, Rescission Agreement Transaction | ps_StockIssuedDuringPeriodSharesRescissionAgreementTransaction | 455,217 |
Stock Issued During Period, Shares, Conversion of Units | us-gaap_StockIssuedDuringPeriodSharesConversionOfUnits | (1,071,448) |