Cover Page
Cover Page - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2022 | Feb. 22, 2023 | Jun. 30, 2022 | |
Entity Information | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2022 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-38846 | ||
Entity Registrant Name | Lyft, Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 20-8809830 | ||
Entity Address, Address Line One | 185 Berry Street, | ||
Entity Address, Address Line Two | Suite 400 | ||
Entity Address, City or Town | San Francisco | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 94107 | ||
City Area Code | 844 | ||
Local Phone Number | 250-2773 | ||
Title of 12(b) Security | Class A common stock, par value of $0.00001 per share | ||
Trading Symbol | LYFT | ||
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 | $ 4.5 | ||
Documents Incorporated by Reference | Portions of the registrant’s Proxy Statement for the 2023 Annual Meeting of Stockholders are incorporated herein by reference in Part III of this Annual Report on Form 10-K to the extent stated herein. Such proxy statement will be filed with the Securities and Exchange Commission within 120 days of the registrant’s fiscal year ended December 31, 2022. | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0001759509 | ||
Class A Common Stock | |||
Entity Information | |||
Entity Common Stock, Shares Outstanding | 369,481,170 | ||
Class B Common Stock | |||
Entity Information | |||
Entity Common Stock, Shares Outstanding | 8,602,629 |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2022 | |
Auditor Information [Abstract] | |
Auditor Name | PricewaterhouseCoopers LLP |
Auditor Firm ID | 238 |
Auditor Location | San Francisco, California |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Current assets | ||
Cash and cash equivalents | $ 281,090 | $ 457,325 |
Short-term investments | 1,515,702 | 1,796,533 |
Prepaid expenses and other current assets | 786,067 | 522,212 |
Total current assets | 2,582,859 | 2,776,070 |
Restricted cash and cash equivalents | 109,368 | 73,205 |
Restricted investments | 1,027,506 | 1,044,855 |
Other investments | 26,390 | 80,411 |
Property and equipment, net | 313,402 | 298,195 |
Operating lease right of use assets | 135,213 | 223,412 |
Intangible assets, net | 76,208 | 50,765 |
Goodwill | 261,582 | 180,516 |
Other assets | 23,903 | 46,455 |
Total assets | 4,556,431 | 4,773,884 |
Current liabilities | ||
Accounts payable | 107,801 | 129,542 |
Insurance reserves | 1,417,350 | 1,068,628 |
Accrued and other current liabilities | 1,561,609 | 1,264,426 |
Operating lease liabilities — current | 45,803 | 53,765 |
Total current liabilities | 3,132,563 | 2,516,361 |
Operating lease liabilities | 176,356 | 210,232 |
Long-term debt, net of current portion | 803,207 | 655,173 |
Other liabilities | 55,637 | 50,905 |
Total liabilities | 4,167,763 | 3,432,671 |
Commitments and contingencies (Note 9) | ||
Stockholders’ equity | ||
Preferred stock, $0.00001 par value; 1,000,000,000 shares authorized as of December 31, 2022 and December 31, 2021; no shares issued and outstanding as of December 31, 2022 and December 31, 2021 | 0 | 0 |
Common stock, $0.00001 par value; 18,000,000,000 Class A shares authorized as of December 31, 2022 and December 31, 2021; 361,552,359 and 336,335,594 Class A shares issued and outstanding as of December 31, 2022 and December 31, 2021, respectively; 100,000,000 Class B shares authorized as of December 31, 2022 and December 31, 2021; 8,602,629 Class B shares issued and outstanding, as of December 31, 2022 and December 31, 2021 | 4 | 3 |
Additional paid-in capital | 10,335,013 | 9,706,293 |
Accumulated other comprehensive income (loss) | (5,754) | (2,511) |
Accumulated deficit | (9,940,595) | (8,362,572) |
Total stockholders’ equity | 388,668 | 1,341,213 |
Total liabilities and stockholders’ equity | $ 4,556,431 | $ 4,773,884 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2022 | Dec. 31, 2021 |
Preferred stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
Preferred stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
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) | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized (in shares) | 18,000,000,000 | 18,000,000,000 |
Common stock, shares issued (in shares) | 361,552,359 | 336,335,594 |
Common stock, shares outstanding (in shares) | 361,552,359 | 336,335,594 |
Class B Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, shares issued (in shares) | 8,602,629 | 8,602,629 |
Common stock, shares outstanding (in shares) | 8,602,629 | 8,602,629 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Statement [Abstract] | |||
Revenue | $ 4,095,135 | $ 3,208,323 | $ 2,364,681 |
Costs and expenses | |||
Cost of revenue | 2,435,736 | 1,702,317 | 1,447,516 |
Operations and support | 443,846 | 402,233 | 453,963 |
Research and development | 856,777 | 911,946 | 909,126 |
Sales and marketing | 531,512 | 411,406 | 416,331 |
General and administrative | 1,286,180 | 915,638 | 946,127 |
Total costs and expenses | 5,554,051 | 4,343,540 | 4,173,063 |
Loss from operations | (1,458,916) | (1,135,217) | (1,808,382) |
Interest expense | (19,735) | (51,635) | (32,678) |
Other income (expense), net | (99,988) | 135,933 | 43,669 |
Loss before income taxes | (1,578,639) | (1,050,919) | (1,797,391) |
Provision for (benefit from) income taxes | 5,872 | 11,225 | (44,534) |
Net loss | $ (1,584,511) | $ (1,062,144) | $ (1,752,857) |
Net loss per share, basic (in dollars per share) | $ (4.47) | $ (3.17) | $ (5.61) |
Net loss per share, diluted (in dollars per share) | $ (4.47) | $ (3.17) | $ (5.61) |
Weighted-average number of shares outstanding used to compute net loss per share, basic (in shares) | 354,731 | 334,724 | 312,175 |
Weighted-average number of shares outstanding used to compute net loss per share, diluted (in shares) | 354,731 | 334,724 | 312,175 |
Stock-based compensation included in costs and expenses: | |||
Stock-based compensation expense | $ 750,767 | $ 724,560 | $ 565,807 |
Cost of revenue | |||
Stock-based compensation included in costs and expenses: | |||
Stock-based compensation expense | 44,132 | 39,491 | 28,743 |
Operation and support | |||
Stock-based compensation included in costs and expenses: | |||
Stock-based compensation expense | 25,442 | 24,083 | 15,829 |
Research and development | |||
Stock-based compensation included in costs and expenses: | |||
Stock-based compensation expense | 391,983 | 414,324 | 325,624 |
Sales and marketing | |||
Stock-based compensation included in costs and expenses: | |||
Stock-based compensation expense | 49,867 | 38,243 | 23,385 |
General and administrative | |||
Stock-based compensation included in costs and expenses: | |||
Stock-based compensation expense | $ 239,343 | $ 208,419 | $ 172,226 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Statement of Comprehensive Income [Abstract] | |||
Net loss | $ (1,584,511) | $ (1,062,144) | $ (1,752,857) |
Other comprehensive income (loss) | |||
Foreign currency translation adjustment | (1,154) | (931) | (2,187) |
Unrealized gain (loss) on marketable securities, net of taxes | (2,089) | (1,107) | (1,011) |
Other comprehensive income (loss) | (3,243) | (2,038) | (3,198) |
Comprehensive loss | $ (1,587,754) | $ (1,064,182) | $ (1,756,055) |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders’ Equity (Deficit) - USD ($) shares in Thousands, $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | Common Stock Class A and Class B Common Stock | Additional Paid-in Capital | Additional Paid-in Capital Cumulative Effect, Period of Adoption, Adjustment | Accumulated Deficit | Accumulated Deficit Cumulative Effect, Period of Adoption, Adjustment | Accumulated Other Comprehensive Income (Loss) |
Beginning balance at Dec. 31, 2019 | $ 2,854,084 | $ 3 | $ 8,398,927 | $ (5,547,571) | $ 2,725 | |||
Beginning balance (in shares) at Dec. 31, 2019 | 302,596 | |||||||
Increase (Decrease) in Stockholders' Equity | ||||||||
Issuance of common stock upon exercise of stock options | 4,673 | 4,673 | ||||||
Issuance of common stock upon exercise of stock options (in shares) | 1,039 | |||||||
Issuance of common stock upon settlement of restricted stock units (in shares) | 19,762 | |||||||
Issuance of common stock under employee stock purchase plan | 21,351 | 21,351 | ||||||
Issuance of common stock under employee stock purchase plan (in shares) | 892 | |||||||
Shares withheld related to net share settlement | (20,240) | (20,240) | ||||||
Shares withheld related to net share settlement (in shares) | (552) | |||||||
Purchase of capped call | (132,681) | (132,681) | ||||||
Settlement of convertible senior notes | 139,224 | 139,224 | ||||||
Stock-based compensation | 565,807 | 565,807 | ||||||
Other comprehensive loss | (3,198) | (3,198) | ||||||
Net loss | (1,752,857) | (1,752,857) | ||||||
Ending balance at Dec. 31, 2020 | 1,676,163 | $ 3 | 8,977,061 | (7,300,428) | (473) | |||
Ending balance (in shares) at Dec. 31, 2020 | 323,737 | |||||||
Increase (Decrease) in Stockholders' Equity | ||||||||
Issuance of common stock upon exercise of stock options | 5,184 | 5,184 | ||||||
Issuance of common stock upon exercise of stock options (in shares) | 812 | |||||||
Issuance of common stock upon settlement of restricted stock units (in shares) | 19,926 | |||||||
Issuance of common stock under employee stock purchase plan | 28,637 | 28,637 | ||||||
Issuance of common stock under employee stock purchase plan (in shares) | 972 | |||||||
Shares withheld related to net share settlement | (26,298) | (26,298) | ||||||
Shares withheld related to net share settlement (in shares) | (509) | |||||||
Settlement of convertible senior notes | (1) | (1) | ||||||
Stock-based compensation | 721,710 | 721,710 | ||||||
Other comprehensive loss | (2,038) | (2,038) | ||||||
Net loss | (1,062,144) | (1,062,144) | ||||||
Ending balance at Dec. 31, 2021 | $ 1,341,213 | $ (133,470) | $ 3 | 9,706,293 | $ (139,958) | (8,362,572) | $ 6,488 | (2,511) |
Ending balance (in shares) at Dec. 31, 2021 | 344,938 | |||||||
Increase (Decrease) in Stockholders' Equity | ||||||||
Accounting Standards Update [Extensible Enumeration] | Accounting Standards Update 2020-06 [Member] | |||||||
Issuance of common stock upon exercise of stock options | $ 454 | 454 | ||||||
Issuance of common stock upon exercise of stock options (in shares) | 112 | 112 | ||||||
Issuance of common stock upon settlement of restricted stock units | $ 1 | $ 1 | ||||||
Issuance of common stock upon settlement of restricted stock units (in shares) | 23,928 | |||||||
Issuance of common stock under employee stock purchase plan | 21,198 | 21,198 | ||||||
Issuance of common stock under employee stock purchase plan (in shares) | 1,535 | |||||||
Shares withheld related to net share settlement | (6,733) | (6,733) | ||||||
Shares withheld related to net share settlement (in shares) | (358) | |||||||
Stock-based compensation | 753,619 | 753,619 | ||||||
Other comprehensive loss | (3,243) | (3,243) | ||||||
Net loss | (1,584,511) | (1,584,511) | ||||||
Other | 140 | 140 | ||||||
Ending balance at Dec. 31, 2022 | $ 388,668 | $ 4 | $ 10,335,013 | $ (9,940,595) | $ (5,754) | |||
Ending balance (in shares) at Dec. 31, 2022 | 370,155 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Cash flows from operating activities | |||
Net loss | $ (1,584,511) | $ (1,062,144) | $ (1,752,857) |
Adjustments to reconcile net loss to net cash used in operating activities | |||
Depreciation and amortization | 154,798 | 139,347 | 157,353 |
Stock-based compensation | 750,767 | 724,560 | 565,807 |
Amortization of premium on marketable securities | 2,955 | 4,100 | 6,461 |
Accretion of discount on marketable securities | (23,245) | (1,513) | (14,075) |
Amortization of debt discount and issuance costs | 2,823 | 35,575 | 21,050 |
Deferred income tax from convertible senior notes | 0 | 0 | (46,324) |
(Gain) loss on sale and disposal of assets, net | (60,655) | 5,538 | 15,216 |
Gain on divestiture | 0 | (119,284) | 0 |
Impairment of non-marketable equity security | 135,714 | 0 | 0 |
Other | 23,592 | 3,321 | 4,518 |
Changes in operating assets and liabilities, net effects of acquisition | |||
Prepaid expenses and other assets | (275,945) | (207,046) | 39,573 |
Operating lease right-of-use assets | 96,317 | 61,301 | 61,201 |
Accounts payable | (27,215) | 47,080 | 44,489 |
Insurance reserves | 348,721 | 81,564 | (391,398) |
Accrued and other liabilities | 262,358 | 234,212 | (36,679) |
Lease liabilities | (43,759) | (48,332) | (53,234) |
Net cash used in operating activities | (237,285) | (101,721) | (1,378,899) |
Cash flows from investing activities | |||
Purchases of marketable securities | (4,049,515) | (3,801,736) | (4,112,677) |
Purchase of non-marketable security | 0 | (5,000) | (10,000) |
Purchases of term deposits | (13,586) | (458,021) | (1,110,317) |
Proceeds from sales of marketable securities | 676,854 | 513,009 | 656,960 |
Proceeds from maturities of marketable securities | 3,308,664 | 3,259,221 | 4,745,926 |
Proceeds from maturities of term deposits | 395,092 | 675,481 | 645,622 |
Purchases of property and equipment and scooter fleet | (114,970) | (79,176) | (93,639) |
Cash paid for acquisitions, net of cash acquired | (146,334) | 3 | (12,342) |
Sales of property and equipment | 129,840 | 42,543 | 30,894 |
Proceeds from divestiture | 0 | 122,688 | 0 |
Other | 0 | (2,000) | 0 |
Net cash provided by (used in) investing activities | 186,045 | 267,012 | 740,427 |
Cash flows from financing activities | |||
Repayment of loans | (67,639) | (44,446) | (50,639) |
Proceeds from issuance of convertible senior notes | 0 | 0 | 734,065 |
Payment of debt issuance costs | 0 | 0 | (824) |
Purchase of capped call | 0 | 0 | (132,681) |
Proceeds from exercise of stock options and other common stock issuances | 21,655 | 33,822 | 26,067 |
Taxes paid related to net share settlement of equity awards | (6,733) | (26,297) | (20,240) |
Principal payments on finance lease obligations | (34,783) | (35,547) | (41,682) |
Other | 0 | (2) | (1,500) |
Net cash provided by (used in) financing activities | (87,500) | (72,470) | 512,566 |
Effect of foreign exchange on cash, cash equivalents and restricted cash and cash equivalents | (631) | (113) | (74) |
Net (decrease) increase in cash, cash equivalents and restricted cash and cash equivalents | (139,371) | 92,708 | (125,980) |
Beginning of period | 531,193 | 438,485 | 564,465 |
End of period | 391,822 | 531,193 | 438,485 |
Reconciliation of cash, cash equivalents and restricted cash and cash equivalents to the consolidated balance sheets | |||
Cash and cash equivalents | 281,090 | 457,325 | 319,734 |
Restricted cash and cash equivalents | 109,368 | 73,205 | 118,559 |
Restricted cash, included in prepaid expenses and other current assets | 1,364 | 663 | 192 |
Total cash, cash equivalents and restricted cash and cash equivalents | 391,822 | 531,193 | 438,485 |
Supplemental disclosures of cash flow information | |||
Cash paid for income taxes | 10,723 | 5,865 | 4,037 |
Cash paid for interest | 16,752 | 16,521 | 12,545 |
Non-cash investing and financing activities | |||
Financed vehicles acquired, net of principal payments | 48,104 | 56,830 | 34,051 |
Purchases of property and equipment, and scooter fleet not yet settled | 31,534 | 12,214 | 7,220 |
Contingent consideration | 15,000 | 0 | 0 |
Right-of-use assets acquired under finance leases | 11,428 | 26,640 | 6,556 |
Right-of-use assets acquired under operating leases | 498 | 7,148 | 28,838 |
Remeasurement of finance and operating lease right of use assets for lease modification | (321) | 58 | 0 |
Purchase of non-marketable securities | 0 | 64,756 | 0 |
Settlement of pre-existing right-of-use assets under operating leases in connection with acquisition of Flexdrive | 0 | 0 | 133,088 |
Settlement of pre-existing lease liabilities under operating leases in connection with acquisition of Flexdrive | $ 0 | $ 0 | $ 130,089 |
Description of Business and Bas
Description of Business and Basis of Presentation | 12 Months Ended |
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business and Basis of Presentation | Description of Business and Basis of Presentation Organization and Description of Business Lyft, Inc. (the “Company” or “Lyft”) is incorporated in Delaware with its headquarters in San Francisco, California. The Company operates multimodal transportation networks in the United States and Canada that offer access to a variety of transportation options through the Company’s platform and mobile-based applications. This network enables multiple modes of transportation including the facilitation of peer-to-peer ridesharing by connecting drivers who have a vehicle with riders who need a ride. The Lyft Platform provides a marketplace where drivers can be matched with riders via the Lyft App where the Company operates as a transportation network company (“TNC”). Transportation options through the Company’s platform and mobile-based applications are substantially comprised of its ridesharing marketplace that connects drivers and riders in cities across the United States and in select cities in Canada, Lyft’s network of bikes and scooters (“Light Vehicles”), the Express Drive program, where drivers can enter into short-term rental agreements with Flexdrive Services, LLC (“Flexdrive”) or a third party for vehicles that may be used to provide ridesharing services on the Lyft Platform, and Lyft Rentals, a consumer offering for users who want to rent a car for a fixed period of time for personal use, and Lyft Driver Center and Lyft Car Maintenance, where drivers and riders can request auto maintenance and collision repair services offered through the Lyft Platform in certain markets. In addition, the Company makes the ridesharing marketplace available to organizations through Lyft Business offerings, such as the Concierge and Lyft Pass programs, and generates revenue from licensing and data access agreements associated with the data from the Company's platform, subscription fees, and revenue from bikes and bike station hardware and software sales. Basis of Presentation These consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP) and include the accounts of the Company and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated. The Company uses the U.S. dollar predominantly as the functional currency of its foreign subsidiaries. For foreign subsidiaries where the U.S. dollar is the functional currency, gains and losses from remeasurement of foreign currency balances into U.S. dollars are included on the consolidated statements of operations. For the foreign subsidiary where the local currency is the functional currency, translation adjustments of foreign currency financial statements into U.S. dollars are recorded to a separate component of accumulated other comprehensive loss. Reclassification Certain insignificant amounts in the non-cash investing and financing activities supplemental information on the consolidated statements of cash flow for the years ended December 31, 2021 and December 31, 2020 have been conformed to the current year presentation. This reclassification did not impact any other amounts on the consolidated statements of cash flows, including the cash flows from operating, investing, and financing activities. The remaining consolidated financial statements were not impacted by this reclassification. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Use of Estimates The preparation of financial statements in conformity with 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 consolidated financial statements and reported amounts of revenues and expenses during the reporting periods. The Company bases its estimates on various factors and information which may include, but are not limited to, history and prior experience, expected future results, new related events and economic conditions, which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results could differ materially from those estimates. Significant items subject to estimates and assumptions include those related to losses resulting from insurance claims, fair value of financial assets and liabilities, goodwill and identifiable intangible assets, leases, indirect tax obligations, legal contingencies, valuation allowance for deferred income taxes, and the valuation of stock-based compensation. The ongoing COVID-19 pandemic continues to impact communities in the United States, Canada, and globally. In March 2020, when it became apparent that COVID-19 was a pandemic, governments and private businesses - at the recommendation of public health officials - began enacting precautions to mitigate the spread of the virus. Although there has been an improvement in demand and marketplace health, demand for the Company’s platform has not returned to pre-pandemic levels in all markets and the exact timing, pace, and sustainability of the recovery remain uncertain. The extent to which the Company’s operations will continue to be impacted by the pandemic will depend largely on future developments which are highly uncertain and cannot be accurately predicted, including new information which may emerge. As of the date of issuance of the financial statements, the Company is not aware of any material event or circumstance that would require it to update its estimates, judgments or revise the carrying value of the Company's assets or liabilities, including the recording of any credit losses. These estimates may change, as new events occur and additional information is obtained, and could lead to impairment of long lived assets or goodwill, or credit losses associated with investments or other assets, and the impact of such changes on estimates will be recognized on the consolidated financial statements as soon as they become known. Actual results could differ from those estimates and any such differences may be material to the Company's financial statements. Segment Information Operating segments are defined as components of an entity for which separate financial information is available and that is regularly reviewed by the Chief Operating Decision Maker (“CODM”) in deciding how to allocate resources to an individual segment and in assessing performance. The Company’s Chief Executive Officer is the Company’s CODM. The CODM reviews financial information presented on a consolidated basis for purposes of making operating decisions, allocating resources, and evaluating financial performance. As such, the Company has determined that it operates as one operating segment. During the years ended December 31, 2022, 2021 and 2020, the Company did not generate material international revenues and as of December 31, 2022, 2021 and 2020, the Company did not have material assets located outside of the United States. Revenue Recognition The Company generates its revenue from its multimodal transportation networks that offer access to a variety of transportation options through the Lyft Platform and mobile-based applications. Substantially all, or approximately 85% or more, of the Company’s revenue is generated from its ridesharing marketplace that connects drivers and riders and is recognized in accordance with Accounting Standards Codification Topic 606 (“ASC 606”). In addition, the Company generates revenue in accordance with ASC 606 from licensing and data access, primarily with third-party autonomous vehicle companies, subscription fees, auto maintenance and collision repair services and revenue from bikes and bike station hardware and software sales, which are not material components of the Company’s consolidated revenues. The Company also generates rental revenue from Flexdrive, its network of Light Vehicles and Lyft Rentals, which is recognized in accordance with Accounting Standards Codification Topic 842 (“ASC 842”). The table below presents the Company's revenues as included on the consolidated statements of operations (in thousands): Year Ended December 31, 2022 2021 2020 Revenue from contracts with customers (ASC 606) $ 3,811,993 $ 2,957,979 $ 2,208,656 Rental revenue (ASC 842) 283,142 250,344 156,025 Total revenue $ 4,095,135 $ 3,208,323 $ 2,364,681 Revenue from Contracts with Customers (ASC 606) The Company recognizes revenue for its rideshare marketplace in accordance with ASC 606. The Company generates revenue from service fees and commissions (collectively, “fees”) paid by drivers for use of the Lyft Platform and related activities to connect drivers with riders to facilitate and successfully complete rides via the Lyft App where the Company operates as a TNC. The Company recognizes revenue upon completion of each ride. Drivers enter into terms of service (“ToS”) with the Company in order to use the Lyft Driver App. Under the ToS, drivers agree that the Company retains the applicable fee as consideration for their use of the Lyft Platform and related activities from the fare and related charges it collects from riders on behalf of drivers. The Company is acting as an agent in facilitating the ability of a driver to provide a transportation service to a rider. The Company reports revenue on a net basis, reflecting the fee owed to the Company from a driver as revenue, and not the gross amount collected from the rider. As the Company’s customary business practice, a contract exists between the driver and the Company when the driver’s ability to cancel the ride lapses, which typically is upon pickup of the rider. The Company’s single performance obligation in the transaction is to connect drivers with riders to facilitate the completion of a successful transportation service for riders. The Company recognizes revenue upon completion of a ride as its performance obligation is satisfied upon the completion of the ride. The Company collects the fare and related charges from riders on behalf of drivers using the rider’s pre-authorized credit card or other payment mechanism and retains its fees before making the remaining disbursement to drivers; thus the driver’s ability and intent to pay is not subject to significant judgment. The Company recognizes revenue from subscription fees paid to access transportation options through the Lyft Platform and mobile-based applications over the applicable subscription period in accordance with ASC 606. The Company also recognizes revenue from auto maintenance and collision repair services and revenue from bikes and bike station hardware and software sales in accordance with ASC 606. The Company generates revenue from licensing and data access agreements. The Company is primarily responsible for fulfilling its promise to provide rideshare data and access to Flexdrive vehicles and bears the fulfillment risk, and the responsibility of providing the data, over the license period. The Company is acting as a principal in delivering the data and access licenses and presents revenue on a gross basis. Consideration allocated to each performance obligation, the data delivery and vehicle access, is determined by assigning the relative fair value to each of the performance obligations. Revenue is recorded upon delivery of the rideshare data and ratably over the quarter for access to fleet vehicles as the Company’s respective performance obligation is satisfied upon the delivery of each. These revenues are not material to the Company’s consolidated revenue. Rental Revenue (ASC 842) The Company generates rental revenues primarily from Flexdrive, its network of Light Vehicles, and Lyft Rentals. Rental revenues are recognized for rental and rental related activities where an identified asset is transferred to the customer and the customer has the ability to control that asset in accordance with ASC 842. The Company operates a fleet of rental vehicles through its independently managed subsidiary, Flexdrive, comprised of both owned vehicles and vehicles leased from third-party leasing companies. The Company either leases or subleases vehicles to drivers and Lyft Rentals renters, and as a result, the Company considers itself to be the accounting lessor or sublessor, as applicable, in these arrangements in accordance with ASC 842. Fleet operating costs include monthly fixed lease payments and other vehicle operating or ownership costs, as applicable. For vehicles that are subleased, sublease income and head lease expense for these transactions are recognized on a gross basis on the consolidated financial statements. Drivers who rent vehicles are charged rental fees, which the Company collects from the driver by deducting such amounts from the driver’s earnings on the Lyft Platform. The Company owns and operates its Light Vehicles in some cities and operates city-owned Light Vehicles in other cities. Though the specific terms of arrangements with cities vary, the Company earns operations fees from cities or shares revenue generated by the systems with cities. Light Vehicle revenue is accounted for under ASC 842 for single-use rides. A single-use ride allows the user to select a specific Light Vehicle at the time the arrangement is entered into and provides the user the right to control the selected Light Vehicle for the desired term of the arrangement. Due to the short-term nature of the Flexdrive, Lyft Rentals, and Light Vehicle transactions, the Company classifies these rentals as operating leases. Revenue generated from single-use ride fees paid by Light Vehicle riders is recognized upon completion of each related ride. Revenue generated from Flexdrive and Lyft Rentals is recognized evenly over the rental period, which is typically seven days or less. Enterprise and Trade Receivables The Company collects any fees owed for completed transactions on the Lyft Platform primarily from the rider’s authorized payment method. Uncollected fees are included in prepaid expenses and other current assets on the consolidated balance sheets and represent receivables from (i) participants in the Company’s enterprise programs (“Enterprise Users”), where the transactions have been completed and the amounts owed from the Enterprise Users have either been invoiced or are unbilled as of the reporting date; and (ii) riders where the authorized payment method is a credit card but the fare amounts have not yet settled with third-party payment processors. Under the ToS, drivers agree that the Company retains the applicable fee as consideration for their use of the Lyft Platform and related activities from the fare and related charges it collects from riders on behalf of drivers. Accordingly, the Company has no trade receivables from drivers. The portion of the fare receivable to be remitted to drivers is included in accrued and other current liabilities on the consolidated balance sheets. The Company records an allowance for credit losses for fees owed for completed transactions that may never settle or be collected. As a result of the adoption of Accounting Standards Update No. 2016-13 “Financial Instruments—Credit Losses" (“ASC 326”), the Company’s measurement of the allowance for credit losses has been augmented to reflect the change from the incurred loss model to the expected credit loss model. The allowance for credit losses reflects the Company’s current estimate of expected credit losses inherent in the enterprise and trade receivables balance. In determining the expected credit losses, the Company considers its historical loss experience, the aging of its receivable balance, current economic and business conditions, and anticipated future economic events that may impact collectability. The Company reviews its allowance for credit losses periodically and as needed, and amounts are written off when determined to be uncollectible. The Company’s receivable balance, which consists primarily of amounts due from Enterprise Users, was $278.9 million, $196.2 million and $104.7 million as of December 31, 2022, 2021 and 2020, respectively. The Company's allowance for credit losses was $11.6 million, $9.3 million and $15.2 million as of December 31, 2022, 2021 and 2020, respectively. The write-offs were immaterial for the year ended December 31, 2022. The change in the allowance for credit losses for the year ended December 31, 2022 was related to $1.9 million of reductions for provision for expected credit losses and $0.4 million of write-offs. The change in the allowance for credit losses for the year ended December 31, 2021 was related to $4.5 million of additions for provision for expected credit losses and $1.4 million of write-offs. The change in the allowance for credit losses for the year ended December 31, 2020 was related to $11.7 million of additions for provision for expected credit losses and $2.7 million of write-offs. Incentive Programs The Company offers incentives to attract drivers, riders, Light Vehicle riders and Lyft Rentals renters to use the Lyft Platform. Drivers generally receive cash incentives while riders, Light Vehicle riders and Lyft Rentals renters generally receive free or discounted rides under such incentive programs. Incentives provided to drivers, Light Vehicle riders and Lyft Rental renters, the customers of the Company, are accounted for as a reduction of the transaction price. As the riders are not the Company’s customers, incentives provided to riders are generally recognized as sales and marketing expense except for certain pricing programs described below. Driver Incentives The Company offers various incentive programs to drivers, including minimum guaranteed payments, volume-based discounts and performance-based bonus payments. These driver incentives are similar to retrospective volume-based rebates and represent variable consideration that is typically settled within a week. The Company reduces the transaction price by the estimated amount of the incentives expected to be paid upon completion of the performance criteria by applying the most likely outcome method. Therefore, such driver incentives are recorded as a reduction to revenue. Driver incentives are recorded as a reduction to revenue if the Company does not receive a distinct good or service in exchange for the payment or cannot reasonably estimate the fair value of the good or service received. Driver incentives for referring new drivers or riders are accounted for as sales and marketing expense. The amount recorded as an expense is the lesser of the amount of the payment or the established fair value of the benefit received. The fair value of the benefit is established using amounts paid to third parties for similar services. Rideshare Rider Incentives The Company has several rideshare rider incentive programs, which are offered to encourage rider activity on the Lyft Platform. Generally, the rider incentive programs are as follows: (i) Market-wide marketing promotions. Market-wide promotions reduce the fare charged by drivers to riders for all or substantially all rides in a specific market. This type of incentive effectively reduces the overall pricing of the service provided by drivers for that specific market and the gross fare charged by the driver to the rider, and thereby results in a lower fee earned by the Company. Accordingly, the Company records this type of incentive as a reduction to revenue at the date it records the corresponding revenue transaction. (ii) Targeted marketing promotions. Targeted marketing promotions are used to promote the use of the Lyft Platform to a targeted group of riders. An example is a promotion where the Company offers a number of discounted rides (capped at a given number of rides) which are valid only during a limited period of time to a targeted group of riders. The Company believes that the incentives that provide consideration to riders to be applied to a limited number of rides are similar to marketing coupons. These incentives differ from the market-wide marketing promotions because they do not reduce the overall pricing of the service provided by drivers for a specific market. During the promotion period, riders not utilizing an incentive would be charged the full fare. These incentives represent marketing costs. When a rider redeems the incentive, the Company recognizes revenue equal to the transaction price and the cost of the incentive is recorded as sales and marketing expense. (iii) Rider referral programs. Under the rider referral program, the referring rider (the referrer) earns referral coupons when a new rider (the referee) completes their first ride on the Lyft Platform. The Company records the incentive as a liability at the time the incentive is earned by the referrer with the corresponding charge recorded to sales and marketing expense. Referral coupons typically expire within one year. The Company estimates breakage using its historical experience. As of December 31, 2022 and 2021, the rider referral coupon liability was not material. Light Vehicle Rider and Lyft Rentals Renter Incentives Incentives offered to Light Vehicle riders and Lyft Rentals renters were not material for the years ended December 31, 2022 and 2021. For the years ended December 31, 2022, 2021 and 2020, in relation to the driver, rider, Light Vehicle riders and Lyft Rentals renters incentive programs, the Company recorded $1.4 billion, $1.3 billion and $390.8 million as a reduction to revenue and $109.8 million, $64.7 million and $135.0 million as sales and marketing expense, respectively. Refunds From time to time the Company issues credits or refunds to riders unsatisfied by the level of service provided by the driver. There is no legal obligation to remunerate such riders nor does the Company issue such credits or refunds to riders on behalf of the drivers. The Company accounts for credits or refunds, which are not recoverable from the drivers as sales and marketing expenses when incurred. For the years ended December 31, 2022, 2021 and 2020, rider refunds were $21.5 million, $19.1 million and $18.8 million, respectively. The Company accounts for credits and refunds issued to Light Vehicle riders as cost of revenue and were $7.8 million and $6.5 million for the years ended December 31, 2022 and 2021, respectively. For the year ended December 31, 2020, refunds issued to Light Vehicle riders were not material. Cost of Revenue Cost of revenue consists of costs directly related to revenue generating transactions through the Company’s multimodal platform which primarily includes insurance costs, payment processing charges, and other costs. Insurance costs consist of insurance generally required under TNC and city regulations for ridesharing and bike and scooter rentals and also includes occupational hazard insurance for drivers. Payment processing charges include merchant fees, chargebacks and failed charges. Other costs included in cost of revenue are hosting and platform-related technology costs, vehicle lease expenses, personnel-related compensation costs, depreciation, amortization of technology-related intangible assets, asset write-off charges, and gains and losses related to the sale of vehicles. Operations and Support Operations and support expenses primarily consist of personnel-related compensation costs of local operations teams and teams who provide phone, email and chat support to users, bike and scooter fleet operations support costs, driver background checks and onboarding costs, facility cost, certain car rental fleet support costs, and fees paid to third-parties providing operations support. Bike and scooter fleet operations support costs include general repairs and maintenance, and other customer support activities related to repositioning bikes and scooters for rider convenience, cleaning and safety checks. Research and Development Research and development expenses primarily consist of personnel-related compensation costs and facilities costs. Such expenses include costs related to the Company’s autonomous vehicle technology initiatives. Research and development costs are expensed as incurred. Sales and Marketing Sales and marketing expenses primarily consist of rider incentives, personnel-related compensation costs, driver incentives for referring new drivers or riders, advertising expenses, rider refunds and marketing partnerships with third parties. Sales and marketing costs are expensed as incurred. Advertising expenses were $162.1 million, $145.4 million and $102.5 million, respectively, for the years ended December 31, 2022, 2021 and 2020. General and Administrative General and administrative expenses primarily consist of personnel-related compensation costs, professional services fees, certain insurance costs that are generally not required under TNC regulations, certain loss contingency expenses including legal accruals and settlements, insurance claims administrative fees, policy spend, depreciation, facility costs, and other corporate costs. General and administrative expenses are expensed as incurred. Stock-Based Compensation The Company incurs stock-based compensation expense primarily from RSUs, PSUs, and ESPP purchase rights. The Company estimates the fair value of stock options granted to employees, directors, and consultants and ESPP purchase rights using the Black-Scholes option-pricing model. The Black-Scholes model considers several variables and assumptions in estimating the fair value of stock-based awards. These variables include: • per share fair value of the underlying common stock; • exercise price; • expected term; • risk-free interest rate; • expected annual dividend yield; and • expected stock price volatility over the expected term. The Company estimates the expected term for stock options using the simplified method for “plain vanilla” stock option awards. The expected term of the ESPP purchase rights is estimated using the period from the beginning of the offering period to the end of each purchase period. Since the Company has limited history as a public company and does not yet have sufficient trading history for the Company's common stock, the Company estimates volatility for stock options and ESPP purchase rights using the historical volatility of the stock price of similar publicly traded peer companies. The risk-free interest rate is based on the yield available on U.S. Treasury zero-coupon issues similar in duration to the expected term of the stock options or ESPP purchase rights granted. The fair value of stock options that are expected to vest is recognized as compensation expense on a straight-line basis over the requisite service period. The Company recognizes compensation expense related to the ESPP purchase rights on a straight-line basis over the offering period, which is typically 12 months. The fair value of RSUs and PSUs is estimated based on the fair market value of the Company’s common stock on the date of grant, which is determined based on the closing price of the Company’s Class A common stock as reported on the date of grant. Compensation expense for RSUs is generally recognized based on a straight-line basis over the requisite service period. Stock-based compensation expense is based on awards ultimately expected to vest and reflects estimated forfeitures. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from initial estimates. Income Taxes The Company accounts for income taxes using the asset and liability method. Under this method, deferred income tax assets and liabilities are recorded based on the estimated future tax effects of differences between the financial statement and income tax basis of existing assets and liabilities. These differences are measured using the enacted statutory tax rates that are expected to apply to taxable income for the years in which differences are expected to reverse. The Company recognizes the effect on deferred income taxes of a change in tax rates in the period that includes the enactment date. The Company records a valuation allowance to reduce its deferred tax assets to the net amount that it believes is more-likely-than-not to be realized. Management considers all available evidence, both positive and negative, including historical levels of income, expectations and risks associated with estimates of future taxable income and ongoing tax planning strategies in assessing the need for a valuation allowance. Under the provisions of ASC 740-10, Income Taxes, the Company evaluates uncertain tax positions by reviewing against applicable tax law for all positions taken by the Company with respect to tax years for which the statute of limitations is still open. ASC 740-10 provides that a tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits. The Company recognizes interest and penalties related to the liability for unrecognized tax benefits, if any, as a component of the income tax expense line in the accompanying consolidated statement of operations. Business Combinations The Company accounts for its business combinations using the acquisition method of accounting, which requires, among other things, allocation of the fair value of purchase consideration to the tangible and intangible assets acquired and liabilities assumed at their estimated fair values on the acquisition date. The excess of the fair value of purchase consideration over the values of these identifiable assets and liabilities is recorded as goodwill. When determining the fair value of assets acquired and liabilities assumed, management makes significant estimates and assumptions, especially with respect to intangible assets. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. During the measurement period, not to exceed one year from the date of acquisition, the Company may record adjustments to the assets acquired and liabilities assumed, with a corresponding offset to goodwill if new information is obtained related to facts and circumstances that existed as of the acquisition date. After the measurement period, any subsequent adjustments are reflected on the consolidated statements of operations and comprehensive loss. Acquisition costs, such as legal and consulting fees, are expensed as incurred. Cash and Cash Equivalents Cash equivalents consist of institutional money market funds and certificates of deposits denominated in U.S. dollars as well as commercial paper. Cash equivalents are highly liquid, short-term investments having an original maturity of 90 days or less that are readily convertible to known amounts of cash. Also included in cash and cash equivalents are cash in transit from payment processors for credit and debit card transactions. Restricted Cash and Cash Equivalents Restricted cash and cash equivalents consist primarily of amounts held in separate trust accounts and restricted bank accounts as collateral for insurance purposes and amounts pledged to secure certain letters of credit. Investments Debt Securities The Company’s accounting for its investments in debt securities is based on the legal form of the security, the Company’s intended holding period for the security, and the nature of the transaction. Investments in debt securities include commercial paper, certificates of deposit, corporate bonds and U.S. government securities. Investments in debt securities are classified as available-for-sale and are recorded at fair value. The Company considers an available-for-sale debt security to be impaired if the fair value of the investment is less than its amortized cost basis. The entire difference between the amortized cost basis and the fair value of the Company’s available-for-sale debt securities is recognized on the consolidated statements of operations as an impairment if, (i) the fair value of the security is below its amortized cost and (ii) the Company intends to sell or is more likely than not required to sell the security before recovery of its amortized cost basis. If neither criterion is met, the Company evaluates whether the decline in fair value is due to credit losses or other factors. In making this assessment, the Company considers the extent to which the security’s fair value is less than amortized cost, changes to the rating of the security by third-party rating agencies, and adverse conditions specific to the security, among other factors. If the Company's assessment indicates that a credit loss exists, the credit loss is measured based on the Company's best estimate of the cash flows expected to be collected. When developing its estimate of cash flows expected to be collected, the Company considers all available information relevant to the collectability of the security, including past events, current conditions, and reasonable and supportable forecasts. Credit loss impairments are recognized through an allowance for credit losses adjustment to the amortized cost basis of the debt securities on the balance sheet with an offsetting credit loss expense on the consolidated statements of operations. Impairments related to factors other than credit losses are recognized as an adjustment to the amortized cost basis of the security and an offsetting amount in accumulated other comprehensive income (loss), net of tax. As of December 31, 2022, the Company had not recorded any credit impairments. The Company determines realized gains or losses on the sale of debt securities on a specific identification method. The Company's investments in debt securities include: (i) Cash and cash equivalents. Cash equivalents include certificates of deposits, commercial paper and corporate bonds that have an original maturity of 90 days or less and are readily convertible to known amounts of cash. (ii) Short-term investments. Short-term investments are comprised of commercial paper, certificates of deposit, and corporate bonds, which mature in twelve months or less. As a result, the Company classifies these investments as current assets in the accompanying consolidated balance sheets. (iii) Restricted investments. Restricted investments are comprised of debt security investments in commercial paper, certificates of deposit, corporate bonds and U.S. government securities which are held in trust accounts at third-party financial institutions pursuant to certain contracts with insurance providers. Non-marketable Equity Securities The Company has elected to measure its investments in non-marketable equity securities at cost, with remeasurements to fair value only upon the occurrence of observable transactions for identical or similar investments of the same issuer or impairment. The Company qualitatively assesses whether indicators of impairment exist. Factors considered in this assessment include the investees’ financial and liquidity position, access to capital resources, exposure to industries and markets impacted by COVID-19, and the time since the last adjustment to fair value, among others. If an impairment exists, the Company estimates the fair value of the investment by using the best information available, which may include cash flow projections or other available market data, and recognizes a loss for the amount by which the carrying value exceeds the fair value of the investment on the consolidated statements of operations. Concentrations of Credit Risk The Company’s cash, cash equivalents and short-term investments are potentially subject to concentration of credit risk. Although the Company deposits its cash with multiple financial institutions, the deposits, at times, may exceed federally insured limits. The Company has not experienced any losses on its deposits of cash and cash equivalents. Management believes that the institutions are |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions | Acquisitions Acquisition of PBSC Urban Solutions Inc. ("PBSC") On May 17, 2022 (the “Closing Date”), the Company completed its acquisition of one hundred percent of PBSC's outstanding equity, a global leader in bikeshare that supplies stations and bikes to markets internationally, for a total purchase price of $163.5 million inclusive of $14.1 million in estimated fair value of contingent consideration. The acquisition was treated as a business combination and increases the Company’s scale in micromobility by leveraging PBSC’s deep sales experience and customer relationships. Acquisition costs were immaterial and are included in general and administrative expenses in the consolidated statements of operations. The earn out incentives, ranging from zero to $15.0 million, is included in contingent consideration on the accompanying consolidated balance sheet at December 31, 2022 at a fair value of $15.0 million. The earn out incentives are based on hardware and software for new system sales, either earned or committed during the earn out period. It will be remeasured on a recurring basis at fair value. To estimate the fair value of the contingent consideration liability, management utilized an option-pricing model to value the earn out based on the likelihood of reaching firm-specific targets. Significant inputs used in the calculations include probability of success, duration of the earn-out and discount rate. The following table summarizes the preliminary fair value of the assets acquired and liabilities assumed at the Closing Date (in thousands): Cash and cash equivalents $ 2,665 Prepaid expenses and other current assets 34,845 Other investments 22,175 Property and equipment 2,202 Operating lease right-of-use assets 786 Identifiable intangible assets 45,047 Total identifiable assets acquired 107,720 Accounts payable 6,004 Accrued and other liabilities 3,344 Operating lease liabilities — current 292 Operating lease liabilities 494 Other liabilities 14,678 Total liabilities assumed 24,812 Non-controlling interest (recorded to equity) 140 Net assets assumed 82,768 Goodwill 80,748 Total acquisition consideration $ 163,516 The purchase accounting for the acquisition of PBSC remains incomplete with respect to certain opening current asset and liability balances. Additionally, identifiable intangible assets, deferred tax liabilities and purchase consideration, may be adjusted as management continues to gather and evaluate information about circumstances that existed as of the acquisition date. Measurement period adjustments will be recognized prospectively. The measurement period is not to exceed 12 months from the date of acquisition The Company adopted ASU 2021-08 on April 1, 2022, prior to the acquisition of PBSC, the Company's only acquisition in 2022. Upon the adoption of this update, contract assets and contract liabilities (i.e., deferred revenue) acquired in a business combination are recognized and measured by the acquirer on the acquisition date in accordance with ASC 606 as if the acquirer had originated the contracts, which would generally result in an acquirer recognizing and measuring acquired contract assets and contract liabilities consistent with how they were recognized and measured in the acquiree’s financial statements. Therefore, PBSC’s historical deferred revenue balance as of May 17, 2022 has been included in the purchase price allocation in accordance with ASU 2021-08 . The goodwill is attributable to (i) expanded sales opportunities for the Company's current products and services by leveraging PBSC's assembled workforce and (ii) cost synergies associated with economies of scale and a streamlined supply chain as the combined businesses operate on a global scale. The acquisition is a non-taxable business combination and goodwill recognized in the acquisition is not deductible for tax purposes. The Company recorded intangible assets at their fair value, which consisted of the following (in thousands): Estimated useful life (in years) Amount Tradename 2 $ 1,009 Customer relationships – cities 7 - 11 22,157 Developed technology (hardware and software) 2 - 3 21,881 Total intangible assets $ 45,047 The fair value of the tradename was determined to be $1.0 million with an estimated useful life of two years. The fair value of the tradename was determined using the relief-from-royalty method under the income approach. This involves forecasting avoided royalties, reducing them by taxes and discounting the resulting net cash flows to a present value using an appropriate discount rate. The fair value of the contractual relationships – cities was determined to be $22.2 million with estimated useful lives between seven years and eleven years. The fair value of the contractual relationships – cities was determined using the multi-period excess earnings. The multi-period excess earnings approach involves forecasting the net earnings expected to be generated by the asset, reducing them by appropriate returns on contributory assets, and then discounting the resulting net cash flows to a present value using an appropriate discount rate. The fair value of the developed technology intangible asset was determined to be $21.9 million with an estimated useful life between two years and three years. The fair value of the developed technology was determined using the replacement cost approach. In the replacement cost approach, the fair value of an asset is based on the cost of a market participant to reconstruct a substitute asset of comparable utility, adjusted for any obsolescence. The fair value of the asset would include the expected profit margin a hypothetical third party developer would charge and a market participant buyer's opportunity costs lost over the period to reconstruct the substitute asset. Judgment was applied for a number of assumptions in valuing the identified intangible assets, including revenue and cash flow forecasts, technology life, royalty rate, obsolescence and discount rate. Refer to Note 17 “ Variable Interest Entities” to the consolidated financial statements for information regarding the variable interest entities included in this transaction. The results of operations for the acquired business have been included in the consolidated statements of operations for the period subsequent to the Company's acquisition of PBSC. PBSC’s results of operations for periods prior to this acquisition were not material to the consolidated statements of operations and, accordingly, pro forma financial information has not been presented. Acquisition of Flexdrive Services, LLC (“Flexdrive”) On February 7, 2020 (the “Closing Date”), the Company completed its acquisition of Flexdrive for approximately $20.0 million and treated the acquisition as a business combination. The acquisition is expected to contribute to the growth of the Company's current business, and help expand the range of the Company's use cases. Prior to the acquisition, the Company acted as the lessee of Flexdrive’s vehicles and sublessor for each vehicle prior to its rental by drivers. As of the Closing Date, the Company had approximately $133.1 million of operating lease right-of-use assets and $130.1 million of operating lease liabilities on the balance sheet related to this preexisting contractual relationship with Flexdrive. This preexisting contractual relationship and others were settled on the Closing Date as an adjustment to the purchase price, resulting in a total acquisition consideration paid of $13.0 million. Acquisition costs were immaterial and are included in general and administrative expenses on the consolidated statements of operations for the year ended December 31, 2020. The following table summarizes the fair value of the assets acquired and liabilities assumed at the Closing Date (in thousands): Cash and cash equivalents $ 587 Prepaid expenses and other current assets 276 Property and equipment 111,881 Finance lease right-of-use assets 56,014 Identifiable intangible assets - developed technology 13,200 Total identifiable assets acquired 181,958 Loans 134,121 Finance lease & other liabilities 57,265 Total liabilities assumed 191,386 Net liabilities assumed (9,428) Goodwill 22,455 Total acquisition consideration $ 13,027 Goodwill represents the excess of the total purchase consideration over the fair value of the underlying assets acquired and liabilities assumed. Goodwill is attributable to expected synergies and monetization opportunities from gaining control over the Flexdrive platform (“developed technology” intangible asset) and gaining greater flexibility in monetizing the fleet of owned and leased vehicles from the combined operations of the Company and Flexdrive. The acquisition is a taxable business combination for tax purposes and goodwill recognized in the acquisition is deductible for tax purposes. The fair value of the developed technology intangible asset was determined to be $13.2 million with an estimated useful life of three years. The fair value of the developed technology was determined using the avoided cost approach. In the avoided cost approach, the fair value of an asset is based on the future after-tax costs which are avoided (or reduced) as a result of owning (or having the rights to) the asset for three years after the Closing Date. Indications of value were developed by discounting these benefits to their present value. The results of operations for the acquired business have been included on the consolidated statements of operations for the period subsequent to the Company's acquisition of Flexdrive. Flexdrive's results of operations for periods prior to this acquisition were not material to the consolidated statements of operations and, accordingly, pro forma financial information has not been presented. |
Divestitures
Divestitures | 12 Months Ended |
Dec. 31, 2022 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Divestitures | Divestitures Transaction with Woven Planet Holdings, Inc. (“Woven Planet”) On July 13, 2021, the Company completed a multi-element transaction with Woven Planet, a subsidiary of Toyota Motor Corporation, for the divestiture of certain assets related to the Company’s self-driving vehicle division, Level 5, as well as commercial agreements for the utilization of Lyft rideshare and fleet data to accelerate the safety and commercialization of the automated-driving vehicles that Woven Planet is developing. The Company will receive, in total, approximately $515 million in cash in connection with this transaction, with $165 million paid upfront and $350 million to be paid over a five-year period. |
Goodwill and Intangible Assets,
Goodwill and Intangible Assets, Net | 12 Months Ended |
Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets, Net | Goodwill and Intangible Assets, Net The changes in the carrying amount of goodwill for the years ended December 31, 2022, 2021 and 2020 were as follows (in thousands): Balance as of December 31, 2020 $ 182,687 Additions — Foreign currency translation and other adjustments (3) Transaction with Woven Planet (2,168) Balance as of December 31, 2021 $ 180,516 Additions 81,108 Foreign currency translation and other adjustments (42) Balance as of December 31, 2022 $ 261,582 Intangible assets, net consisted of the following as of the dates indicated (in thousands): December 31, 2022 Weighted-average Gross Carrying Accumulated Net Carrying Developed technology and patents 2.3 $ 41,262 $ 20,424 $ 20,838 Contractual relationship – cities and user relationships 8.2 100,429 45,059 55,370 Total intangible assets $ 141,691 $ 65,483 $ 76,208 December 31, 2021 Weighted-average Gross Carrying Accumulated Net Carrying Developed technology and patents 2.9 $ 22,151 $ 12,643 $ 9,508 Contractual relationship – cities and user relationships 7.9 79,800 38,543 41,257 Total intangible assets $ 101,951 $ 51,186 $ 50,765 Amortization expense was $18.4 million, $18.1 million and $29.2 million for the years ended December 31, 2022, 2021 and 2020, respectively. As of December 31, 2022, future amortization of intangible assets that will be recorded in cost of revenue and operating expenses is estimated as follows (in thousands). Year ended December 31: 2023 $ 18,255 2024 17,308 2025 8,407 2026 8,184 2027 8,184 Thereafter 15,870 Total remaining amortization $ 76,208 |
Supplemental Financial Statemen
Supplemental Financial Statement Information | 12 Months Ended |
Dec. 31, 2022 | |
Additional Financial Information Disclosure [Abstract] | |
Supplemental Financial Statement Information | Supplemental Financial Statement Information Cash Equivalents and Short-Term Investments The following tables summarize the cost or amortized cost, gross unrealized gain, gross unrealized loss and fair value of the Company’s cash equivalents and short-term investments as of the dates indicated (in thousands): December 31, 2022 Cost or Unrealized Estimated Gains Losses Unrestricted Balances (1) Money market funds $ 3,276 $ — $ — $ 3,276 Money market deposit accounts 126,994 — — 126,994 Term deposits 5,000 — — 5,000 Certificates of deposit 502,374 295 (510) 502,159 Commercial paper 964,410 403 (1,663) 963,150 Corporate bonds 61,605 — (104) 61,501 U.S. government securities 7,059 1 — 7,060 Total unrestricted cash equivalents and short-term investments 1,670,718 699 (2,277) 1,669,140 Restricted Balances (2) Money market funds 93,362 — — 93,362 Term deposits 3,539 — — 3,539 Certificates of deposit 355,241 174 (437) 354,978 Commercial paper 596,213 243 (865) 595,591 Corporate bonds 14,933 — (17) 14,916 U.S. government securities 74,699 2 (167) 74,534 Total restricted cash equivalents and investments 1,137,987 419 (1,486) 1,136,920 Total unrestricted and restricted cash equivalents and investments $ 2,808,705 $ 1,118 $ (3,763) $ 2,806,060 _______________ (1) Excludes $126.5 million of cash and $1.1 million of marketable equity securities, which are included within the $1.8 billion of cash and cash equivalents and short-term investments on the consolidated balance sheets. (2) Excludes $1.3 million of restricted cash, which is included within the $1.1 billion of restricted cash and cash equivalents and restricted short-term investments on the consolidated balance sheets. December 31, 2021 Cost or Unrealized Estimated Gains Losses Unrestricted Balances (1) Money market funds $ 22,250 $ — $ — $ 22,250 Money market deposit accounts 330,252 — — 330,252 Term deposits 385,000 — — 385,000 Certificates of deposit 505,562 25 (149) 505,438 Commercial paper 806,446 132 (190) 806,388 Corporate bonds 99,779 4 (78) 99,705 Total unrestricted cash equivalents and short-term investments 2,149,289 161 (417) 2,149,033 Restricted Balances (2) Money market funds 20,161 — — 20,161 Term deposits 5,046 — — 5,046 Certificates of deposit 421,243 35 (134) 421,144 Commercial paper 523,616 43 (169) 523,490 Corporate bonds 63,506 — (48) 63,458 U.S. government securities 31,745 — (28) 31,717 Total restricted cash equivalents and investments 1,065,317 78 (379) 1,065,016 Total unrestricted and restricted cash equivalents and investments $ 3,214,606 $ 239 $ (796) $ 3,214,049 _______________ (1) Excludes $104.8 million of cash, which is included within the $2.3 billion of cash and cash equivalents and short-term investments on the consolidated balance sheets. (2) Excludes $53.7 million of restricted cash, which is included within the $1.1 billion of restricted cash and cash equivalents and restricted short-term investments on the consolidated balance sheets. The Company’s short-term investments consist of available-for-sale debt securities and term deposits. The term deposits are at cost, which approximates fair value. The weighted-average remaining maturity of the Company’s investment portfolio was less than one year as of the periods presented. No individual security incurred continuous unrealized losses for greater than 12 months. The Company purchases investment grade marketable debt securities which are rated by nationally recognized statistical credit rating organizations in accordance with its investment policy. This policy is designed to minimize the Company's exposure to credit losses. As of December 31, 2022, the credit-quality of the Company’s marketable available-for-sale debt securities had remained stable. The unrealized losses recognized on marketable available-for-sale debt securities as of December 31, 2022 was primarily related to the continued market volatility associated with market expectations of an aggressive pace of interest rate increases by the Federal Reserve. The contractual terms of these investments do not permit the issuer to settle the securities at a price less than the amortized cost basis of the investments and it is not expected that the investments would be settled at a price less than their amortized cost basis. The Company does not intend to sell the investments and it is not more likely than not that the Company will be required to sell the investments before recovery of their amortized cost basis. The Company is not aware of any specific event or circumstance that would require the Company to change its quarterly assessment of credit losses for any marketable available-for-sale debt security as of December 31, 2022. These estimates may change, as new events occur and additional information is obtained, and will be recognized on the consolidated financial statements as soon as they become known. No credit losses were recognized as of December 31, 2022 for the Company’s marketable and non-marketable debt securities. The following table summarizes the Company’s available-for-sale debt securities in an unrealized loss position for which no allowance for credit losses was recorded, aggregated by major security type (in thousands): December 31, 2022 Estimated Fair Value Unrealized Losses Certificates of deposit $ 188,209 $ (947) Corporate bonds 76,417 (121) Commercial paper 718,771 (2,528) U.S. government securities 62,801 (167) Total available-for-sale debt securities in an unrealized loss position $ 1,046,198 $ (3,763) Property and Equipment, net Property and equipment, net consisted of the following as of the dates indicated (in thousands): December 31, 2022 2021 Bike fleet $ 179,330 $ 138,216 Leasehold improvements 91,334 100,252 Owned vehicles 143,391 150,443 Finance lease right-of-use assets 32,887 26,802 Computer equipment and software 36,271 19,103 Furniture and fixtures 5,602 5,110 Construction in progress 48,523 25,270 537,338 465,196 Less: Accumulated depreciation (223,936) (167,001) Property and equipment, net $ 313,402 $ 298,195 Depreciation and amortization expense related to property and equipment was $127.8 million, $115.3 million, and $121.0 million for the years ended December 31, 2022, 2021 and 2020, respectively. Accrued and Other Current Liabilities Accrued and other current liabilities consisted of the following as of the dates indicated (in thousands): December 31, 2022 2021 Insurance-related accruals $ 566,831 $ 336,340 Legal accruals 458,209 349,518 Ride-related accruals 181,138 196,716 Long-term debt, current 36,287 56,264 Insurance claims payable and related fees 53,280 33,696 Deferred gain related to the Reinsurance Transaction (1) 2,357 52,785 Other 263,507 239,107 Accrued and other current liabilities $ 1,561,609 $ 1,264,426 _______________ (1) Refer to Note 2 “Summary of Significant Accounting Policies” above and the rest of this Note 6 “Supplemental Financial Information - Insurance Reserves” below for more information on this deferred gain. Insurance Reserves The following table provides a rollforward of the insurance reserve for the periods presented (in thousands): Year Ended December 31, 2022 2021 2020 Balance at beginning of period $ 1,068,628 $ 987,064 $ 1,378,462 Additions 1 1,146,482 772,321 569,180 Deductions 2 (797,760) (690,757) (960,578) Balance at end of period $ 1,417,350 $ 1,068,628 $ 987,064 _______________ (1) Additions to insurance reserves include $895.0 million, $527.1 million and $569.2 million for the years ended December 31, 2022, 2021 and 2020, respectively, for changes in estimates resulting from new developments in prior period claims. Additions also include adjustments related to the Commutation Transaction of $247.4 million for the year ended December 31, 2022. See below for more details of the "Commutation of the Reinsurance Agreement". Additions include $4.0 million and $245.2 million of reinsurance recoverable for the years ended December 31, 2022 and 2021, respectively. There was no such recoverable for the year ended December 31, 2020. (2) Deductions include losses paid of $552.6 million, $439.4 million and $552.7 million for the years ended December 31, 2022, 2021 and 2020, respectively, in addition to a transfer of certain legacy auto insurance liabilities of $407.9 million for the year ended December 31, 2020. Deductions include reinsurance recoverable at the beginning of the period of $245.2 million and $251.3 million for the years ended December 31, 2022 and 2021, respectively. There was no such recoverable at the beginning of the period for the year ended December 31, 2020. Transfer of Certain Legacy Auto Liability Insurance On March 31, 2020, the Company’s wholly-owned subsidiary, PVIC, entered into a Novation Agreement with Clarendon, and certain underwriting companies of Zurich. Pursuant to the terms of the Novation, on the effective date March 31, 2020, the obligations of PVIC as reinsurer to Zurich for the Legacy Auto Liability, were assigned to, assumed by, and novated to Clarendon, for cash consideration of $465.0 million. As a result of the Novation, the Company’s obligations related to the Legacy Auto Liability were fully extinguished and novated to Clarendon on March 31, 2020. The Company paid the $465.0 million cash consideration to Clarendon on April 3, 2020. The Company derecognized $407.9 million of insurance reserves liabilities and recognized a loss of $64.7 million for the net cost of the Novation on the consolidated statements of operations for the year ended December 31, 2021, with $62.5 million in cost of revenue and $2.2 million in general and administrative expenses. In conjunction with the Novation, Clarendon and PVIC executed a Retrocession Agreement, pursuant to which PVIC will reinsure Clarendon’s losses related to the Legacy Auto Liability in excess of an aggregate limit of $816.0 million. Reinsurance of Certain Legacy Auto Liability Insurance On April 22, 2021, the Company’s wholly-owned subsidiary, Pacific Valley Insurance Company, Inc. (“PVIC”), entered into a Quota Share Reinsurance Agreement (the “Reinsurance Agreement”) with DARAG Bermuda LTD (“DARAG”), under which DARAG reinsured a legacy portfolio of auto insurance policies, based on reserves in place as of March 31, 2021, for $183.2 million of coverage above the liabilities recorded as of that date. Under the terms of the Reinsurance Agreement, PVIC ceded to DARAG approximately $251.3 million of certain legacy insurance liabilities for policies underwritten during the period of October 1, 2018 to October 1, 2020, with an aggregate limit of $434.5 million, for a premium of $271.5 million (“the Reinsurance Transaction”). The Reinsurance Agreement was on a funds withheld basis, meaning that funds are withheld by PVIC from the insurance premium owed to DARAG in order to pay future reinsurance claims on DARAG’s behalf. Upon consummation of the Reinsurance Transaction, a reinsurance recoverable of $251.3 million was established, and since a contractual right of offset exists, the reinsurance recoverable was netted against the funds withheld liability balance of $271.5 million for a $20.2 million net funds withheld liability balance included in accrued and other current liabilities on the consolidated balance sheet. In addition to the initial funds withheld balance of $271.5 million, additional coverage of certain legacy insurance liabilities was collateralized by a trust account established by DARAG for the benefit of PVIC, which was $75.0 million upon consummation. At the inception of the Reinsurance Agreement, a loss of approximately $20.4 million for the total cost of the Reinsurance Transaction was recognized on the consolidated statement of operations for the year ended December 31, 2021, with $20.2 million in cost of revenue and $0.2 million in general and administrative expenses. The Reinsurance Transaction does not discharge PVIC of its obligations to the policyholder. Management evaluated reinsurance counterparty credit risk and does not consider it to be material. Commutation of the Reinsurance Agreement On June 21, 2022, PVIC and DARAG entered into a Commutation Agreement, which effectively commuted and settled the previous Reinsurance Agreement. Under the terms of the Commutation Agreement, DARAG released $89.3 million of assets held in trust to PVIC and the remaining balance of the funds withheld liability of $90.3 million from the Reinsurance Transaction for a total consideration of $178.6 million. In addition, the Commutation Agreement caused a DARAG affiliate, DNA Insurance Company (“DNA”), to simultaneously enter into an Adverse Development Cover Reinsurance Agreement (“ADC”) with PVIC (the Commutation Agreement and the ADC will collectively be referred to as the “Commutation Transaction”). Under the terms of the ADC, DNA agreed to reinsure up to $20 million of the legacy insurance liabilities contemplated in the Reinsurance Agreement for a premium of $1.0 million, which will be retained by PVIC on a funds withheld basis. DNA also has the option to commute this agreement for $5.0 million prior to November 1, 2023, which may be offset by any premiums retained as funds withheld. As a result of the Commutation Transaction, the Company noted the following impacts on its financial statements: • The Company recognized a $36.8 million gain in cost of revenue in the three months ended June 30, 2022, including amortization of a portion of the previously recognized deferred gain. • The Company reduced its reinsurance recoverable by $247.4 million. As of December 31, 2022, the balance of reinsurance recoverables was $4.0 million, reflecting the ultimate amount it anticipates receiving from DNA as a result of this transaction. The reinsurance recoverable from DNA, net of the funds withheld liability, is included in prepaid expenses and other current assets on the consolidated balance sheets. • The Company reduced the funds withheld liability balance by $90.3 million. As of December 31, 2022 the balance of the funds withheld liability was $1.0 million, reflecting the premium retained by PVIC for the Adverse Development Cover. • The Company amortized deferred gains related to losses ceded under the Reinsurance Agreement by $105.7 million. As of December 31, 2022, the Company had $2.4 million of deferred gains related to losses ceded under the Reinsurance Agreement remaining following the Commutation Transaction, which are included within accrued and other current liabilities on the consolidated balance sheets. On February 8, 2023, PVIC and DNA entered into a Commutation and Mutual Release Agreement, whereby DNA agreed to exercise its option to fully settle and commute the ADC. DNA commuted the ADC for $5.0 million consisting of a $4.0 million payment made to PVIC and the release of $1.0 million premium which was retained by PVIC as a funds withheld. As a result, PVIC recognized a gain of $3.4 million, comprised of $2.4 million amortization of the remaining deferred gain and $1.0 million related to the release of the funds withheld. PVIC also reduced its reinsurance recoverable by $4.0 million related to the payment received. The Company recorded these amounts during the first quarter of 2023. Other Income (Expense), Net The following table sets forth the primary components of other income (expense), net as reported on the consolidated statements of operations (in thousands): Year Ended December 31, 2022 2021 2020 Interest income $ 47,142 $ 9,074 $ 43,654 Gain (loss) on sale of securities, net (287) 687 (868) Foreign currency exchange gains (losses), net (4,387) 788 1,818 Sublease income 11,591 6,624 — Gain from transaction with Woven Planet — 119,284 — Impairment charges (1) (135,714) — — Other, net (18,333) (524) (935) Other income (expense), net $ (99,988) $ 135,933 $ 43,669 _______________ (1) In the third quarter of 2022, the Company impaired the entire amount of a non-marketable equity investment in addition to other assets with the investee. This impairment was triggered due to the announced winding down of the equity investee. Refer to Note 7 “Fair Value Measurements” for additional details. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis The following tables set forth the Company’s financial assets and liabilities that were measured at fair value on a recurring basis as of the dates indicated by level within the fair value hierarchy (in thousands): December 31, 2022 Level 1 Level 2 Level 3 Total Assets Unrestricted cash equivalents and investments (1) Money market funds $ 3,276 $ — $ — $ 3,276 Certificates of deposit — 502,159 — 502,159 Commercial paper — 963,150 — 963,150 Corporate bonds — 61,501 — 61,501 U.S. government securities — 7,060 — 7,060 Total unrestricted cash equivalents and short-term investments 3,276 1,533,870 — 1,537,146 Restricted cash equivalents and investments (2) Money market funds 93,362 — — 93,362 Certificates of deposit — 354,978 — 354,978 Commercial paper — 595,591 — 595,591 Corporate bonds — 14,916 — 14,916 U.S. government securities — 74,534 — 74,534 Total restricted cash equivalents and investments 93,362 1,040,019 — 1,133,381 Marketable equity securities (3) 1,136 — — 1,136 Total financial assets $ 97,774 $ 2,573,889 $ — $ 2,671,663 Liabilities Contingent consideration (4) $ — $ — $ 15,000 $ 15,000 Total financial liabilities $ — $ — $ 15,000 $ 15,000 _______________ (1) $126.5 million of cash, $127.0 million of money market deposit accounts and $5.0 million of term deposits are not subject to recurring fair value measurement and therefore excluded from this table. However, these balances are included within the $1.8 billion of cash and cash equivalents and short-term investments on the consolidated balance sheets. (2) $1.3 million of restricted cash and $3.5 million of a restricted term deposit are not subject to recurring fair value measurement and therefore excluded from this table. However, these balances are included within the $1.1 billion of restricted cash and cash equivalents and restricted short-term investments on the consolidated balance sheets. (3) Included in other investments on the consolidated balance sheets. (4) In the second quarter of 2022, the Company completed the acquisition of PBSC which included up to $15.0 million in contingent consideration to be paid over the next year. The contingent consideration was classified as a liability and included in accrued and other current liabilities on the consolidated balance sheets. Refer to Note 3 "Acquisitions" to the consolidated financial statements for information regarding this contingent consideration. December 31, 2021 Level 1 Level 2 Level 3 Total Unrestricted Balances (1) Money market funds $ 22,250 $ — $ — $ 22,250 Certificates of deposit — 505,438 — 505,438 Commercial paper — 806,388 — 806,388 Corporate bonds — 99,705 — 99,705 Total unrestricted cash equivalents and short-term investments 22,250 1,411,531 — 1,433,781 Restricted Balances (2) Money market funds 20,161 — — 20,161 Certificates of deposit — 421,144 — 421,144 Commercial paper — 523,489 — 523,489 Corporate bonds — 63,458 — 63,458 U.S. government securities — 31,717 — 31,717 Total restricted cash equivalents and investments 20,161 1,039,808 — 1,059,969 Total unrestricted and restricted cash equivalents and investments $ 42,411 $ 2,451,339 $ — $ 2,493,750 _______________ (1) $104.8 million of cash, $330.3 million of money market deposit accounts and $385.0 million of term deposits are not subject to recurring fair value measurement and therefore excluded from this table. However, these balances are included within the $2.3 billion of cash and cash equivalents and short-term investments on the consolidated balance sheets. (2) $53.7 million of restricted cash and $5.0 million of a restricted term deposit are not subject to recurring fair value measurement and therefore excluded from this table. However, these balances are included within the $1.1 billion of restricted cash and cash equivalents and restricted short-term investments on the consolidated balance sheets. During the year ended December 31, 2022, the Company did not make any transfers between the levels of the fair value hierarchy. Financial Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis The Company’s non-marketable equity securities are investments in privately held companies without readily determinable fair values and the carrying value of these non-marketable equity securities are remeasured to fair value based on price changes from observable transactions of identical or similar securities of the same issuer (referred to as the measurement alternative) or for impairment. Any changes in carrying value are recorded within other income (expense), net in the consolidated statements of operations. In June 2021 and June 2022, the Company received investments in a non-marketable equity security in a privately held company without a readily determinable market value as part of licensing and data access agreements. The investment had an initial carrying value of $128.1 million as of June 30, 2022 which was categorized as Level 3. The Company did not have the ability to exercise significant influence over this privately-held company and had elected to measure this investment as a non-marketable equity security and classified it in other investments on the consolidated balance sheet. The entire amount of the investment in the non-marketable equity security was impaired due to the announced winding down of the equity investee in October 2022. In addition to the impairment of this non-marketable equity security, an associated other asset was impaired, resulting in a total impairment of $135.7 million recorded to other income (expense), net on the consolidated statement of operations. In February 2022, the issuer of the Company's $10.0 million investment in non-marketable equity securities in a privately held company was acquired by a publicly-traded company. As a result of the acquisition in exchange for the securities in the privately-held entity, the Company received common stock of a publicly-traded entity with a value of $8.4 million upon receipt, with the remainder to be received in cash. These shares are classified as marketable equity securities in the table above and measured at fair value on a recurring basis. The shares are categorized as Level 1 and changes in fair value are recorded within other income (expense), net in the consolidated statements of operations. At December 31, 2022, there were $5.9 million of financial assets measured at fair value on a non-recurring basis within other investments on the consolidated balance sheets. Reconciliation of Level 3 Financial Assets and Liabilities The following table provides a reconciliation of the beginning balances of the Level 3 financial assets (in thousands): Year Ended December 31, 2022 2021 Balance at beginning of period $ 80,411 $ 10,000 Additions (1) 64,044 70,260 Change in fair value (2) (138,552) 151 Balance at end of period $ 5,903 $ 80,411 _______________ (1) Relates to non-marketable equity securities included in other investments on the consolidated balance sheets. (2) Includes a $128.1 million impairment related to an investment in the non-marketable equity security due to the announced winding down of the equity investee in the third quarter of 2022 and a $10.0 million reduction in securities in a privately-held company related to an exchange of securities in a privately-held entity following its acquisition. The impairment charge was recorded to other income (expense), net on the consolidated statement of operations. The following table provides a reconciliation of the beginning balances of the Level 3 financial liabilities (in thousands): Year Ended December 31, 2022 2021 Balance at beginning of period $ — $ — Additions (1) 14,100 — Change in fair value 900 — Balance at end of period $ 15,000 $ — _______________ (1) Relates the contingent consideration from the acquisition of PBSC, which are included in accrued and other current liabilities on the consolidated balance sheets. Refer to Note 3 "Acquisitions" to the consolidated financial statements for information regarding this contingent consideration. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Leases | Leases Real Estate Operating Leases The Company leases real estate property at approximately 71 locations of which all leases have commenced as of December 31, 2022. These leases are classified as operating leases. As of December 31, 2022, the remaining lease terms vary from approximately two months to seven years. For certain leases the Company has options to extend the lease term for periods varying from two months to ten years. These renewal options are not considered in the remaining lease term unless it is reasonably certain that the Company will exercise such options. For leases with an initial term of 12 months or longer, the Company has recorded a right-of-use asset and lease liability representing the fixed component of the lease payment. Any fixed payments related to non-lease components, such as common area maintenance or other services provided by the landlord, are accounted for as a component of the lease payment and therefore, a part of the total lease cost. Flexdrive Program The Company operates a fleet of rental vehicles through its independently managed subsidiary, a portion of which are leased from third-party vehicle leasing companies. These leases are classified as finance leases and are included in property and equipment, net on the consolidated balance sheets. As of December 31, 2022, the remaining lease terms vary between one month to four years. These leases generally do not contain any non-lease components and, as such, all payments due under these arrangements are allocated to the respective lease component. Lease Position as of December 31, 2022 The table below presents the lease-related assets and liabilities recorded on the consolidated balance sheets (in thousands, except for remaining lease terms and percentages): December 31, 2022 December 31, 2021 Operating Leases Assets Operating lease right-of-use assets (1) $ 135,213 $ 223,412 Liabilities Operating lease liabilities, current $ 45,803 $ 53,765 Operating lease liabilities, non-current 176,356 210,232 Total operating lease liabilities $ 222,159 $ 263,997 Finance Leases Assets Finance lease right-of-use assets (2) $ 32,887 $ 26,802 Liabilities Finance lease liabilities, current (3) 15,053 13,556 Finance lease liabilities, non-current (4) 19,921 14,242 Total finance lease liabilities $ 34,974 $ 27,798 Weighted-average remaining lease term (years) Operating leases 5.1 5.6 Finance leases 2.5 2.2 Weighted-average discount rate Operating leases 6.4 % 6.3 % Finance leases 5.2 % 2.8 % _______________ (1) On November 3, 2022, the Company committed to a decision to exit and sublease or cease use of certain facilities to align with the Company’s anticipated operating needs and incurred impairment charges related to real estate operating right-of-use assets of $55.3 million in the fourth quarter of 2022. (2) This balance is included within property and equipment, net on the consolidated balance sheets and is primarily related to leases acquired in the Flexdrive transaction. Refer to Note 3 "Acquisitions" to the consolidated financial statements for information regarding this transaction. (3) This balance is included within other current liabilities on the consolidated balance sheets and is primarily related to leases acquired in the Flexdrive transaction. Refer to Note 3 "Acquisitions" to the consolidated financial statements for information regarding this transaction. (4) This balance is included within other liabilities on the consolidated balance sheets and is primarily related to leases acquired in the Flexdrive transaction. Refer to Note 3 "Acquisitions" to the consolidated financial statements for information regarding this transaction. Lease Costs The table below presents certain information related to the costs for operating leases and finance leases for the year ended December 31, 2022 (in thousands): Year Ended December 31, 2022 2021 Operating Leases Operating lease cost $ 67,283 $ 73,973 Finance Leases Amortization of right-of-use assets 15,124 24,756 Interest on lease liabilities 1,034 1,073 Other Lease Costs Short-term lease cost 5,355 5,264 Variable lease cost (1) 17,040 13,282 Total lease cost $ 105,836 $ 118,348 _______________ (1) Consists primarily of common-area maintenance, taxes and utilities for real estate leases, and certain vehicle related charges under the Flexdrive program. Sublease income was $11.6 million for the year ended December 31, 2022 and $6.6 million for the year ended December 31, 2021 which was primarily related to subleases from the Company's transaction with Woven Planet in the third quarter of 2021. Sublease income is included within other income, net on the consolidated statement of operations. The related lease expense for these leases is included within operating expenses on the consolidated statement of operations. On November 3, 2022, the Company committed to a plan of termination which included restructuring charges related to a decision to exit and sublease or cease use of certain facilities to align with the Company’s anticipated operating needs. Refer to Note 16 “Restructuring” to the consolidated financial statements for information regarding this transaction. The table below presents certain supplemental information related to the cash flows for operating and finance leases recorded on the consolidated statements of cash flows (in thousands): Year Ended December 31, 2022 2021 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 76,188 $ 80,329 Operating cash flows from finance leases 1,095 1,102 Financing cash flows from finance leases 34,783 35,547 Undiscounted Cash Flows The table below reconciles the undiscounted cash flows for each of the first five years and total of the remaining years to the lease liabilities recorded on the consolidated balance sheet as of December 31, 2022 (in thousands): Operating Leases Finance Leases Total Leases 2023 $ 66,458 $ 16,511 $ 82,969 2024 54,918 13,052 67,970 2025 42,832 5,877 48,709 2026 28,642 770 29,412 2027 25,368 1,400 26,768 Thereafter 43,234 — 43,234 Total minimum lease payments 261,452 37,610 299,062 Less: amount of lease payments representing interest (39,293) (2,636) (41,929) Present value of future lease payments 222,159 34,974 257,133 Less: current obligations under leases (45,803) (15,053) (60,856) Long-term lease obligations $ 176,356 $ 19,921 $ 196,277 Future lease payments receivable in car rental transactions under the Flexdrive Program are not material since the lease term is less than a month. |
Leases | Leases Real Estate Operating Leases The Company leases real estate property at approximately 71 locations of which all leases have commenced as of December 31, 2022. These leases are classified as operating leases. As of December 31, 2022, the remaining lease terms vary from approximately two months to seven years. For certain leases the Company has options to extend the lease term for periods varying from two months to ten years. These renewal options are not considered in the remaining lease term unless it is reasonably certain that the Company will exercise such options. For leases with an initial term of 12 months or longer, the Company has recorded a right-of-use asset and lease liability representing the fixed component of the lease payment. Any fixed payments related to non-lease components, such as common area maintenance or other services provided by the landlord, are accounted for as a component of the lease payment and therefore, a part of the total lease cost. Flexdrive Program The Company operates a fleet of rental vehicles through its independently managed subsidiary, a portion of which are leased from third-party vehicle leasing companies. These leases are classified as finance leases and are included in property and equipment, net on the consolidated balance sheets. As of December 31, 2022, the remaining lease terms vary between one month to four years. These leases generally do not contain any non-lease components and, as such, all payments due under these arrangements are allocated to the respective lease component. Lease Position as of December 31, 2022 The table below presents the lease-related assets and liabilities recorded on the consolidated balance sheets (in thousands, except for remaining lease terms and percentages): December 31, 2022 December 31, 2021 Operating Leases Assets Operating lease right-of-use assets (1) $ 135,213 $ 223,412 Liabilities Operating lease liabilities, current $ 45,803 $ 53,765 Operating lease liabilities, non-current 176,356 210,232 Total operating lease liabilities $ 222,159 $ 263,997 Finance Leases Assets Finance lease right-of-use assets (2) $ 32,887 $ 26,802 Liabilities Finance lease liabilities, current (3) 15,053 13,556 Finance lease liabilities, non-current (4) 19,921 14,242 Total finance lease liabilities $ 34,974 $ 27,798 Weighted-average remaining lease term (years) Operating leases 5.1 5.6 Finance leases 2.5 2.2 Weighted-average discount rate Operating leases 6.4 % 6.3 % Finance leases 5.2 % 2.8 % _______________ (1) On November 3, 2022, the Company committed to a decision to exit and sublease or cease use of certain facilities to align with the Company’s anticipated operating needs and incurred impairment charges related to real estate operating right-of-use assets of $55.3 million in the fourth quarter of 2022. (2) This balance is included within property and equipment, net on the consolidated balance sheets and is primarily related to leases acquired in the Flexdrive transaction. Refer to Note 3 "Acquisitions" to the consolidated financial statements for information regarding this transaction. (3) This balance is included within other current liabilities on the consolidated balance sheets and is primarily related to leases acquired in the Flexdrive transaction. Refer to Note 3 "Acquisitions" to the consolidated financial statements for information regarding this transaction. (4) This balance is included within other liabilities on the consolidated balance sheets and is primarily related to leases acquired in the Flexdrive transaction. Refer to Note 3 "Acquisitions" to the consolidated financial statements for information regarding this transaction. Lease Costs The table below presents certain information related to the costs for operating leases and finance leases for the year ended December 31, 2022 (in thousands): Year Ended December 31, 2022 2021 Operating Leases Operating lease cost $ 67,283 $ 73,973 Finance Leases Amortization of right-of-use assets 15,124 24,756 Interest on lease liabilities 1,034 1,073 Other Lease Costs Short-term lease cost 5,355 5,264 Variable lease cost (1) 17,040 13,282 Total lease cost $ 105,836 $ 118,348 _______________ (1) Consists primarily of common-area maintenance, taxes and utilities for real estate leases, and certain vehicle related charges under the Flexdrive program. Sublease income was $11.6 million for the year ended December 31, 2022 and $6.6 million for the year ended December 31, 2021 which was primarily related to subleases from the Company's transaction with Woven Planet in the third quarter of 2021. Sublease income is included within other income, net on the consolidated statement of operations. The related lease expense for these leases is included within operating expenses on the consolidated statement of operations. On November 3, 2022, the Company committed to a plan of termination which included restructuring charges related to a decision to exit and sublease or cease use of certain facilities to align with the Company’s anticipated operating needs. Refer to Note 16 “Restructuring” to the consolidated financial statements for information regarding this transaction. The table below presents certain supplemental information related to the cash flows for operating and finance leases recorded on the consolidated statements of cash flows (in thousands): Year Ended December 31, 2022 2021 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 76,188 $ 80,329 Operating cash flows from finance leases 1,095 1,102 Financing cash flows from finance leases 34,783 35,547 Undiscounted Cash Flows The table below reconciles the undiscounted cash flows for each of the first five years and total of the remaining years to the lease liabilities recorded on the consolidated balance sheet as of December 31, 2022 (in thousands): Operating Leases Finance Leases Total Leases 2023 $ 66,458 $ 16,511 $ 82,969 2024 54,918 13,052 67,970 2025 42,832 5,877 48,709 2026 28,642 770 29,412 2027 25,368 1,400 26,768 Thereafter 43,234 — 43,234 Total minimum lease payments 261,452 37,610 299,062 Less: amount of lease payments representing interest (39,293) (2,636) (41,929) Present value of future lease payments 222,159 34,974 257,133 Less: current obligations under leases (45,803) (15,053) (60,856) Long-term lease obligations $ 176,356 $ 19,921 $ 196,277 Future lease payments receivable in car rental transactions under the Flexdrive Program are not material since the lease term is less than a month. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Noncancelable Purchase Commitments In March 2018, the Company entered into a noncancelable arrangement with Amazon Web Services (“AWS”), a web-hosting services provider, under which the Company had an obligation to purchase a minimum amount of services from this vendor through June 2021. The parties modified the aggregate commitment amounts and timing in January 2019, May 2020 and February 2022. Under the most recent amended arrangement, the Company committed to spend an aggregate of at least $350 million between February 2022 and January 2026, with a minimum amount of $80 million in each of the four contractual periods, on services with AWS. As of December 31, 2022, the Company has made payments of $104.6 million under the amended arrangement. In November 2018, the Company completed the acquisition of Motivate, a New York headquartered bikeshare company. Over the approximately five years following the transaction, the Company committed to invest an aggregate of $100 million in the bikeshare program for the New York metro area. The Company also assumed certain pre-existing contractual obligations to increase the bike fleets in other locations which are not considered to be material. As of December 31, 2022, The Company has made investments in excess of $100.0 million under the arrangement. In May 2019, the Company entered into a noncancelable arrangement with the City of Chicago, with respect to the Divvy bike share program, under which the Company has an obligation to pay approximately $7.5 million per year to the City of Chicago through January 2028 and to spend a minimum of $50 million on capital equipment for the bike share program through January 2028. As of December 31, 2022, the Company has made payments totaling $29.2 million and capital equipment investments totaling $37.0 million under the arrangement. As of December 31, 2022, the future minimum payments under the Company’s noncancelable purchase commitments were as follows (in thousands) : 2023 $ 108,519 2024 88,800 2025 94,477 2026 9,396 2027 24,240 Thereafter — Total future minimum payments $ 325,432 Letters of Credit The Company maintains certain stand-by letters of credit from third-party financial institutions in the ordinary course of business to guarantee certain performance obligations related to leases, insurance policies and other various contractual arrangements. None of the outstanding letters of credit are collateralized by cash. As of December 31, 2022 and 2021, the Company had letters of credit outstanding of $55.1 million and $53.1 million, respectively. Indemnification The Company enters into indemnification provisions under agreements with other parties in the ordinary course of business, including certain business partners, investors, contractors, parties to certain acquisition or divestiture transactions and the Company’s officers, directors and certain employees. The Company has agreed to indemnify and defend the indemnified party’s claims and related losses suffered or incurred by the indemnified party resulting from actual or threatened third-party claims because of the Company’s activities or, in some cases, non-compliance with certain representations and warranties made by the Company. It is not possible to determine the maximum potential loss under these indemnification provisions due to the Company’s limited history of prior indemnification claims and the unique facts and circumstances involved in each particular provision. To date, losses recorded on the consolidated statements of operations in connection with the indemnification provisions have not been material. Legal Proceedings The Company is currently involved in, and may in the future be involved in, legal proceedings, claims, regulatory inquiries, and governmental investigations in the ordinary course of business, including suits by drivers, riders, renters, third parties and governmental entities (individually or as class actions) alleging, among other things, various wage and expense related claims, violations of state or federal laws, improper disclosure of the Company’s fees, rules or policies, that such fees, rules or policies violate applicable law, or that the Company has not acted in conformity with such fees, rules or policies, as well as proceedings related to product liability, antitrust, its acquisitions, securities issuances or business practices, or public disclosures about the business. In addition, the Company has been, and is currently, named as a defendant in a number of litigation matters related to accidents or other trust and safety incidents involving drivers or riders using the Lyft Platform. The outcomes of the Company’s legal proceedings are inherently unpredictable and subject to significant uncertainties. For some matters for which a material loss is reasonably possible, an estimate of the amount of loss or range of losses is not possible nor is the Company able to estimate the loss or range of losses that could potentially result from the application of nonmonetary remedies. Until the final resolution of legal matters, there may be an exposure to a material loss in excess of the amount recorded. Independent Contractor Classification Matters With regard to independent contractor classification of drivers on the Lyft Platform, the Company is regularly subject to claims, lawsuits, arbitration proceedings, administrative actions, government investigations and other legal and regulatory proceedings at the federal, state and municipal levels challenging the classification of these drivers as independent contractors, and claims that, by the alleged misclassification, the Company has violated various labor and other laws that would apply to driver employees. Laws and regulations that govern the status and classification of independent contractors are subject to change and divergent interpretations by various authorities, which can create uncertainty and unpredictability for the Company. For example, Assembly Bill 5 (as codified in part at Cal. Labor Code sec. 2750.3) codified and extended an employment classification test set forth by the California Supreme Court that established a new standard for determining employee or independent contractor status. The passage of this bill led to additional challenges to the independent contractor classification of drivers using the Lyft Platform. For example, on May 5, 2020, the California Attorney General and the City Attorneys of Los Angeles, San Diego and San Francisco filed a lawsuit against the Company and Uber for allegedly misclassifying drivers on the companies’ respective platforms as independent contractors in violation of Assembly Bill 5 and California’s Unfair Competition Law, and on August 5, 2020, the California Labor Commissioner filed lawsuits against the Company and Uber for allegedly misclassifying drivers on the companies’ respective platforms as independent contractors, seeking injunctive relief and material damages and penalties. On August 10, 2020, the court granted a motion for a preliminary injunction, forcing the Company and Uber to reclassify drivers in California as employees until the end of the lawsuit. Subsequently, voters in California approved Proposition 22, a state ballot initiative that provided a framework for drivers utilizing platforms like Lyft to maintain their status as independent contractors under California law. Proposition 22 went into effect on December 16, 2020. On April 20, 2021, the court granted the parties’ joint request to dissolve the preliminary injunction in light of the passage of Proposition 22. On May 5, 2021, the California Labor Commissioner filed a petition to coordinate its lawsuit with the Attorney General lawsuit and three other cases against the Company and Uber. The coordination petition was granted and the coordinated cases have been assigned to a judge in San Francisco Superior Court. On December 19, 2022, the California Attorney General’s and California Labor Commissioner's cases were stayed in San Francisco Superior Court pending the appeal of a Superior Court order denying Lyft’s and Uber’s motions to compel arbitration. On January 12, 2021, a separate lawsuit was filed in the California Supreme Court against the State of California alleging that Proposition 22 is unconstitutional under the California Constitution. The California Supreme Court denied review on February 3, 2021. Plaintiffs then filed a similar lawsuit in Alameda County Superior Court on February 11, 2021. Protect App-Based Drivers & Services (PADS) -- the coalition that established and operated the official ballot measure committee that successfully advocated for the passage of Proposition 22 -- intervened in the Alameda lawsuit. On August 20, 2021, after a merits hearing, the Alameda Superior Court issued an order finding that Proposition 22 is unenforceable. Both the California Attorney General and PADS filed appeals to the California Court of Appeal. Oral arguments were heard on December 13, 2022 and a decision is expected soon. Separately, on July 14, 2020, the Massachusetts Attorney General filed a lawsuit against the Company and Uber for allegedly misclassifying drivers as independent contractors under Massachusetts law, and seeking declaratory and injunctive relief. The Company and Uber filed motions to dismiss, which were denied by the court in March 2021. In September 2021, the Massachusetts Attorney General served Lyft and Uber with a motion for summary judgment on the issue of driver classification. In January 2022, before Lyft and Uber served their opposition briefs, the court continued the summary judgment motion to allow the parties more time to conduct discovery. Certain adverse outcomes of such actions would have a material impact on the Company’s business, financial condition and results of operations, including damages, penalties and potential suspension of operations in impacted jurisdictions, including California or Massachusetts. The Company’s chances of success on the merits are still uncertain and any possible loss or range of loss cannot be reasonably estimated. Such regulatory scrutiny or action may create different or conflicting obligations from one jurisdiction to another. The Company is currently involved in a number of putative class actions, thousands of individual claims, including those brought in arbitration or compelled pursuant to the Company's Terms of Service to arbitration, matters brought, in whole or in part, as representative actions under California’s Private Attorney General Act, Labor Code Section 2698, et seq., alleging that the Company misclassified drivers as independent contractors and other matters challenging the classification of drivers on the Company’s platform as independent contractors. The Company is currently defending allegations in a number of lawsuits that the Company has failed to properly classify drivers and provide those drivers with sick leave and related benefits during the COVID-19 pandemic. The Company’s chances of success on the merits are still uncertain and any possible loss or range of loss cannot be reasonably estimated. The Company disputes any allegations of wrongdoing and intends to continue to defend itself vigorously in these matters. However, results of litigation, arbitration and regulatory actions are inherently unpredictable and legal proceedings related to these driver claims, individually or in the aggregate, could have a material impact on the Company’s business, financial condition and results of operations. Regardless of the outcome, litigation and arbitration of these matters can have an adverse impact on the Company because of defense and settlement costs individually and in the aggregate, diversion of management resources and other factors. Unemployment Insurance Assessment The Company is involved in administrative audits with various state employment agencies, including audits related to driver classification, in California, Oregon, Wisconsin, Illinois, New York, Pennsylvania and New Jersey. The Company believes that drivers are properly classified as independent contractors and plans to vigorously contest any adverse assessment or determination. The Company’s chances of success on the merits are still uncertain. The Company accrues liabilities that may result from assessments by, or any negotiated agreements with, these employment agencies when a loss is probable and reasonably estimable, and the expense is recorded to general and administrative expenses. In 2018, the New Jersey Department of Labor & Workforce Development ( “ NJDOL ” ) opened an audit reviewing whether drivers were independent contractors or employees for purposes of determining whether unemployment insurance regulations apply from 2014 through March 31, 2018. The NJDOL issued an assessment on June 4, 2019 and subsequently issued an updated assessment on March 31, 2021. The assessment was calculated through April 30, 2019, but only calculated the alleged contributions, penalties, and interests owed from 2014 through 2017. We filed a petition to challenge the assessment, and are awaiting a hearing. The Company has also submitted payment for the principal revised amount of the assessment to stop interest from accruing on this amount. While the ultimate resolution of this matter is uncertain, the Company recorded this matter within accrued and other current liabilities on the consolidated balance sheet as of December 31, 2022. Indirect Taxes The Company is under audit by various domestic tax authorities with regard to indirect tax matters. The subject matter of indirect tax audits primarily arises from disputes on tax treatment and tax rates applied to the sale of the Company’s services in these jurisdictions. The Company accrues indirect taxes that may result from examinations by, or any negotiated agreements with, these tax authorities when a loss is probable and reasonably estimable and the expense is recorded to general and administrative expenses. Patent Litigation The Company is currently involved in legal proceedings related to alleged infringement of patents and other intellectual property and, in the ordinary course of business, the Company receives correspondence from other purported holders of patents and other intellectual property offering to sell or license such property and/or asserting infringement of such property. The Company disputes any allegation of wrongdoing and intends to defend itself vigorously in these matters. The Company’s chances of success on the merits are still uncertain and any possible loss or range of loss cannot be reasonably estimated. Consumer and Other Class Actions The Company is involved in a number of putative class actions alleging violations of consumer protection, civil rights, and other laws, such as the Telephone Consumer Protection Act of 1991, or TCPA; antitrust and unfair competition laws such as California’s Cartwright Act, Unfair Practices Act and Unfair Competition Law; and the Americans with Disabilities Act, or the ADA, among others. In 2021, the Company received a favorable outcome in a case in the Northern District of California alleging ADA violations with respect to Lyft’s wheelchair accessible vehicle (“WAV”) offerings in three Bay Area counties, Independent Living Resource Center San Francisco (“ILRC”) v. Lyft, Inc. After hearing evidence at a 5-day bench trial, the court ruled that plaintiffs failed their burden to prove that Lyft violates the ADA. The plaintiffs did not appeal the ruling. Lyft is facing a similar ADA lawsuit seeking injunctive and other relief in the Southern District of New York, Lowell v. Lyft, Inc. On December 22, 2022, a magistrate judge recommended certification of three classes encompassing regions where Lyft does not currently offer WAV service (Westchester County, NY; New York State except New York City; and all other “non-WAV” regions in the U.S.). Lyft filed objections to the magistrate judge’s recommendation and the district judge will issue a final decision, after which a trial date will be set. The Company disputes any allegations of wrongdoing and intends to continue to defend itself vigorously in these matters. The Company’s chances of success on the merits are still uncertain and any possible loss or range of loss cannot be reasonably estimated. Personal Injury and Other Safety Matters In the ordinary course of the Company’s business, various parties have from time to time claimed, and may claim in the future, that the Company is liable for damages related to accidents or other incidents involving drivers, riders, renters or third parties using or who have used services offered on the Lyft Platform, as well as from third parties. The Company is currently named as a defendant in a number of matters related to accidents or other incidents involving drivers, riders, renters and third parties. The Company believes it has meritorious defenses, disputes the allegations of wrongdoing and intends to defend itself vigorously in these matters. There is no pending or threatened claim that has arisen from these accidents or incidents that individually, in the Company’s opinion, is likely to have a material impact on its business, financial condition or results of operations; however, results of litigation and claims are inherently unpredictable and legal proceedings related to such accidents or incidents, in the aggregate, could have a material impact on the Company’s business, financial condition and results of operations. For example, on January 17, 2020, the Superior Court of California, County of Los Angeles, granted the petition of multiple plaintiffs to coordinate their claims relating to alleged sexual assault or harassment by drivers on the Lyft Platform, and a Judicial Council Coordinated Proceeding has been created before the Superior Court of California, County of San Francisco, where the claims of these and other plaintiffs are currently pending. Regardless of the outcome of these or other matters, litigation can have an adverse impact on the Company because of defense and settlement costs individually and in the aggregate, diversion of management resources and other factors. Although the Company intends to vigorously defend against these lawsuits, its chances of success on the merits are still uncertain as these matters are at various stages of litigation and present a wide range of potential outcomes. The Company accrues for losses that may result from these matters when a loss is probable and reasonably estimable. Securities Litigation Beginning in April 2019, multiple putative class actions and derivative actions have been filed in state and federal courts against the Company, its directors, certain of its officers, and certain of the underwriters named in the registration statement relating to the Company’s initial public offering (“IPO”) alleging violation of securities laws, breach of fiduciary duties, and other causes of action in connection with the IPO. The putative class actions have been consolidated into two putative class actions, one in California state court and the other in federal court. The derivative actions have also been consolidated into one action in federal court in California. On July 1, 2020, the California state court sustained in part and overruled in part the Company's demurrer to the consolidated complaint. The Company filed its answer to this consolidated complaint on August 3, 2020. On February 26, 2021, the California state court struck additional allegations from the consolidated complaint and granted plaintiffs leave to amend, and plaintiffs filed an amended complaint on March 17, 2021. The Company filed its demurrer and motion to strike the amended claim on April 13, 2021, and on July 16, 2021, the California state court overruled the demurrer but struck additional allegations from the consolidated complaint and granted plaintiffs leave to amend. The state court plaintiffs filed their renewed motion to certify a class action on June 24, 2021, and on January 25, 2022, the court denied plaintiffs’ motion without prejudice and stayed the case in light of the certified class action proceeding in federal court. In the California federal court class action, on May 14, 2020, the Company filed a motion to dismiss the consolidated complaint and on September 8, 2020, the federal court granted in part and denied in part that motion. The Company filed its answer to this consolidated complaint on October 2, 2020, and the court certified the class action on August 20, 2021. On February 8, 2022, the parties informed the court they had reached an agreement in principle to settle the case on a class-wide basis, and the plaintiff filed an unopposed motion for preliminary approval of the settlement on June 16, 2022. On August 19, 2022, the putative lead plaintiffs in the California state court action filed a motion to intervene in the California federal court class action for purposes of challenging the proposed class action settlement. In response, the parties in the federal case submitted an amended stipulation of settlement on September 27, 2022 which now allows the state plaintiffs to opt-in to the federal class for purposes of objecting to the settlement, which rendered the motion to intervene moot. The federal parties’ motion for preliminary settlement approval was granted by the court on December 16, 2022. The court subsequently issued a scheduling order setting forth deadlines for notifying the class of the proposed settlement, for filing objections or opting out of the class, briefing schedules for the parties seeking final approval of the settlement and for seeking attorneys’ fees and costs, and setting a final fairness hearing for June 22, 2023. In the consolidated derivative action, at the parties’ joint request, the California federal court stayed the case on February 17, 2021. Although the Company believes these lawsuits are without merit and intends to vigorously defend against them, the Company has accrued amounts related to such matters when a loss is probable and reasonably estimable and the expense is recorded to general and administrative expenses. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Debt | Debt Outstanding debt obligations as of December 31, 2022 were as follows (in thousands): Maturities Interest Rate December 31, 2022 December 31, 2021 Convertible senior notes (1) May 2025 1.50% $ 740,609 $ 604,317 Non-revolving Loan (2) 2022 - 2024 2.88% - 4.50% 24,429 75,680 Master Vehicle Loan (2) 2022 - 2025 2.60% - 6.85% 74,456 31,440 Total long-term debt, including current maturities $ 839,494 $ 711,437 Less: long-term debt maturing within one year 36,287 56,264 Total long-term debt $ 803,207 $ 655,173 _______________ (1) The Company adopted ASC 2020-06 on January 1, 2022 using the modified retrospective approach, which resulted in a $133.5 million increase to the carrying value of the convertible senior notes to reflect the full principal amount of the convertible senior notes outstanding net of issuance costs at the time of adoption. (2) These loans were acquired as part of the Flexdrive acquisition on February 7, 2020. The following table sets forth the primary components of interest expense as reported on the consolidated statements of operations (in thousands): Year Ended December 31, 2022 2021 2020 Contractual interest expense related to the 2025 Notes $ 11,212 $ 11,212 $ 7,008 Amortization of debt discount and issuance costs (1) 2,928 35,575 21,050 Interest expense related to vehicle loans 5,595 4,848 4,620 Interest expense $ 19,735 $ 51,635 $ 32,678 _______________ (1) Following the adoption of ASC 2020-06 on January 1, 2022 using the modified retrospective approach, the debt discount associated with the equity component on convertible debt outstanding is now classified as debt, which results in a decrease in the amount of interest expense being recorded each period from January 1, 2022 to maturity. Convertible Senior Notes In May 2020, the Company issued $747.5 million aggregate principal amount of 1.50% convertible senior notes due 2025 (the "2025 Notes") pursuant to an indenture, dated May 15, 2020 (the "Indenture"), between the Company and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association), as trustee. The 2025 Notes were offered and sold pursuant to a purchase agreement (the "Purchase Agreement") with J.P. Morgan Securities LLC and Credit Suisse Securities (USA) LLC, as representatives of the several initial purchasers (the "Initial Purchasers") in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). The 2025 Notes mature on May 15, 2025, unless earlier converted, redeemed or repurchased. The 2025 Notes are senior unsecured obligations of the Company with interest payable semiannually in arrears on May 15 and November 15 of each year, beginning on November 15, 2020, at a rate of 1.50% per year. The net proceeds from this offering were approximately $733.2 million, after deducting the Initial Purchasers’ discounts and commissions and debt issuance costs. The initial conversion rate for the 2025 Notes is 26.0491 shares of the Company's Class A common stock per $1,000 principal amount of 2025 Notes, which is equivalent to an initial conversion price of approximately $38.39 per share of the Class A common stock. The initial conversion price of the 2025 Notes represents a premium of approximately 30% to the $29.53 per share closing price of the Company's Class A common stock on The Nasdaq Global Select Market on May 12, 2020. The conversion rate is subject to adjustment under certain circumstances in accordance with the terms of the Indenture. The 2025 Notes will be convertible at the option of the holders at any time prior to the close of business on the business day immediately preceding February 15, 2025, only under the following circumstances: • during any fiscal quarter (and only during such fiscal 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 fiscal quarter is greater than or equal to 130% of the conversion price on each applicable trading day; • during the five • if the Company calls such Notes for redemption, at any time prior to the close of business on the second scheduled trading day immediately preceding the redemption date; or • upon the occurrence of specified corporate events. On or after February 15, 2025, the 2025 Notes will be convertible at the option of the holder until the close of business on the second scheduled trading day immediately preceding the maturity date. Upon conversion, the Company may satisfy its conversion obligation by paying and/or delivering, as the case may be, cash, shares of the Company's Class A common stock or a combination of cash and shares of the Company's Class A common stock, at the Company’s election, in the manner and subject to the terms and conditions provided in the Indenture. Holders of the 2025 Notes who convert their 2025 Notes in connection with certain corporate events that constitute a make-whole fundamental change (as defined in the Indenture) are, under certain circumstances, entitled to an increase in the conversion rate. Additionally in the event of a corporate event constituting a fundamental change (as defined in the Indenture), holders of the 2025 Notes may require us to repurchase all or a portion of their 2025 Notes at a repurchase price equal to 100% of the principal amount of the 2025 Notes being repurchased, plus any accrued and unpaid interest to, but excluding, the repurchase date. Prior to the adoption of ASU 2020-06, the Company separated the 2025 Notes into a liability and an equity component. At the date of issuance, the Company determined the fair value of the liability component to be $558.3 million calculated as the present value of future cash flows discounted at the borrowing rate for a similar nonconvertible debt instrument. The equity component representing the conversion option was $189.2 million and was determined by deducting the fair value of the liability component from the par value of the 2025 Notes. The equity component is not remeasured as long as it continues to meet the conditions for equity classification. The difference between the principal amount of the 2025 Notes and the liability component ("debt discount") was amortized to interest expense over the contractual term at an effective interest rate of 8.0%. Following the adoption of ASU 2020-06 on January 1, 2022, the Company no longer bifurcates the 2025 Notes, but rather accounts for the conversion feature as a single debt instrument. The difference between the carrying amount and face value of the liability results in a reduced liability component. Therefore, less interest expense is being recorded each period from January 1, 2022 to maturity and the equity component is now classified as debt, eliminating the subsequent amortization of the debt discount as interest expense. Accordingly, the Company recorded a net decrease to additional paid-in capital of approximately $140.0 million, net of tax, to remove the equity component separately recorded for the conversion features associated with the 2025 Notes and equity component associated with the issuance costs, an increase of approximately $133.5 million in the carrying value of the 2025 Notes to reflect the full principal amount, net of issuance costs, and an increase to accumulated deficit of approximately $6.5 million, net of tax in the Company’s consolidated balance sheet with no impact to the Company’s consolidated statements of operations. Debt issuance costs related to the 2025 Notes totaled $14.3 million at inception were comprised of discounts and commissions payable to the Initial Purchasers and third-party offering costs and will be amortized to interest expense using the effective interest method over the contractual term. As of December 31, 2022, the unamortized debt discount and debt issuance cost of the 2025 Notes was $6.9 million on the consolidated balance sheet. The last reported sale price of the Company's Class A common stock exceeded 130% of the conversion price of the 2025 Notes for at least 20 trading days during the 30 consecutive trading day period ended June 30, 2021. Accordingly, the 2025 Notes were convertible at the option of the holders at any time during the quarter ended September 30, 2021. During the quarter ended September 30, 2021 , holders of $2,000 in aggregate principal amount of the 2025 Notes elected early conversion. The Company settled the conversion in cash resulting in an immaterial recognized loss on extinguishment of the liability and equity components during the third quarter of 2021. During the quarter ended December 31, 2022, the 2025 Notes did not meet any of the circumstances that would allow for a conversion. Based on the last reported sale price of the Company’s Class A common stock on December 31, 2022 , the if-converted value of the 2025 Notes was $214.6 million, which would not exceed the outstanding principal amount. The net carrying amounts of the liability component of the 2025 Notes were as follows (in thousands): December 31, 2022 Principal $ 747,498 Unamortized debt discount and debt issuance costs (1) (6,889) Net carrying amount of liability component $ 740,609 _______________ (1) The Company adopted ASC 2020-06 on January 1, 2022 using the modified retrospective approach, which resulted in a $133.5 million increase to the carrying value of the convertible senior notes to reflect the full principal amount of the convertible senior notes outstanding net of issuance costs at the time of adoption. As of December 31, 2022 , the total estimated fair values (which represents a Level 2 valuation) of the 2025 Notes were approximately $656.8 million. The estimated fair value of the 2025 Notes was determined based on a market approach which was determined based on the actual bids and offers of the 2025 Notes in an over-the-counter market on the last trading day of the period. The 2025 Notes are unsecured and do not contain any financial covenants, restrictions on dividends, incurrence of senior debt or other indebtedness, or restrictions on the issuance or repurchase of securities by the Company. Capped Calls In connection with the issuance of the 2025 Notes, the Company entered into privately negotiated capped call transactions (the “Capped Calls”) with certain of the Initial Purchasers or their respective affiliates (the "option counterparties") at a cost of approximately $132.7 million. The Capped Calls cover, subject to anti-dilution adjustments, the number of shares of Class A common stock underlying the 2025 Notes sold in the offering. By entering into the Capped Calls, the Company expects to reduce the potential dilution to its Class A common stock (or, in the event a conversion of the 2025 Notes is settled in cash, to reduce its cash payment obligation) in the event that at the time of conversion of the 2025 Notes the trading price of the Company’s Class A common stock price exceeds the conversion price of the 2025 Notes. The cap price of the Capped Calls will initially be $73.83 per share, which represents a premium of 150% over the last reported sale price of the Company's Class A common stock of $29.53 per share on the Nasdaq Global Select Market on May 12, 2020, and is subject to certain adjustments under the terms of the Capped Calls. The Capped Calls meet the criteria for classification in equity, are not remeasured each reporting period and included as a reduction to additional paid-in-capital within shareholders’ equity. Non-revolving Loan Following the acquisition of Flexdrive by the Company on February 7, 2020, Flexdrive remained responsible for its obligations under a Loan and Security Agreement dated March 11, 2019, as amended (the “Non-revolving Loan”) with a third-party lender. Pursuant to the term of the Non-revolving Loan as amended on June 21, 2021 and most recently on September 27, 2022, Flexdrive may request an extension of credit in the form of advances up to a maximum principal amount of $130 million to purchase new Hyundai and Kia vehicles, or for other purposes, subject to approval by the lender. Advances paid or prepaid under the Non-revolving Loan may not be reborrowed. Repayment terms for each advance include equal monthly installments sufficient to fully amortize the advances over the term, with an option for the final installment to be greater than the others. The repayment term for each advance ranges from 24 months to 48 months. Interest is payable monthly in arrears at a fixed interest rate equal to the two-year U.S. Treasury note yield plus a spread of 3.4% for a 24-month term, the three-year U.S. Treasury note yield plus a spread of 3.4% for a 36 month term, and the average of the three and five-year U.S. Treasury note yields plus a spread of 3.4% for a 48 month term. The Non-revolving Loan is secured by all vehicles financed under the Non-revolving Loan. The Non-revolving Loan also contains customary affirmative and negative covenants that, among other things, limit Flexdrive’s ability to enter into certain acquisitions or consolidations or engage in certain asset dispositions. Upon the occurrence of certain events of default, including bankruptcy and insolvency events with respect to Flexdrive or the Company, all amounts due under the Non-revolving Loan may become immediately due and payable, among other remedies. As of December 31, 2022 , the Company was in compliance with all covenants related to the Non-revolving Loan in all material aspects. Further, the Company continued to guarantee the payments of Flexdrive for any amounts borrowed following the acquisition. Master Vehicle Loan Following the acquisition of Flexdrive by the Company on February 7, 2020, Flexdrive remained responsible for its obligations under a Master Vehicle Acquisition Financing and Security Agreement, dated February 7, 2020 as amended (the “Master Vehicle Loan”) with a third-party lender. Pursuant to the term of the Master Vehicle Loan, Flexdrive may request loans up to a maximum principal amount of $50 million to purchase vehicles. Repayment terms for each loan include equal monthly installments sufficient to amortize the loan over the term, with an option for the final installment to be greater than the others and is typically equal to the residual value guarantee the Company provides to the lender. The repayment term for each loan ranges from 12 months to 48 months. Interest is payable monthly in advance at a fixed interest rate equal to the three-year swap rate plus a spread of 2.10% on the date of the loan. Principal amounts outstanding related to the Master Vehicle Loan may be fully or partially prepaid at the option of Flexdrive and must be prepaid under certain circumstances. However, if a loan is terminated for any reason prior to the last day of the minimum loan term Flexdrive will be obligated to pay to the lender, an early termination fee in an amount which is equal to the interest which would otherwise be payable by Flexdrive to lender for the remainder of the minimum loan term for that loan. The Master Vehicle Loan is secured by all vehicles financed under the Master Vehicle Loan as well as certain amounts held in escrow for the benefit of the lender. Amounts held in escrow are recorded as restricted cash on the consolidated balance sheets. The Master Vehicle Loan contains customary affirmative and negative covenants that, among other things, limit Flexdrive’s ability to enter into certain acquisitions or consolidations or engage in certain asset dispositions. Upon the occurrence of certain events of default, including bankruptcy and insolvency events with respect to Flexdrive or the Company, all amounts due under the Master Vehicle Loan may become immediately due and payable, among other remedies. As of December 31, 2022, Flexdrive was in compliance with all covenants related to the Master Vehicle Loan in all material respects. Further, the Company continued to guarantee the payments of Flexdrive for any amounts borrowed following the acquisition. The fair values of the Non-revolving Loan and Master Vehicle Loan were $24.9 million and $72.3 million, respectively, as of December 31, 2022 and were determined based on quoted prices in markets that are not active, which are considered a Level 2 valuation input. As of December 31, 2022, the Company made repayments of $67.6 million on these loans. Maturities of long-term debt outstanding, including current maturities, as of December 31, 2022 were as follows (in thousands): 2023 $ 36,290 2024 30,920 2025 772,284 2026 — 2027 — Thereafter — Total long-term debt outstanding $ 839,494 Vehicle Procurement Agreement Following the acquisition of Flexdrive by the Company on February 7, 2020, Flexdrive remained responsible for its obligations under a Vehicle Procurement Agreement (“VPA”), as amended, with a third-party (“the Procurement Provider”). Procurement services under the VPA include purchasing and upfitting certain motor vehicles as specified by Flexdrive, interim financing, providing certain fleet management services, including without limitation vehicle titling, registration and tracking services on behalf of Flexdrive. Pursuant to the terms of the VPA, Flexdrive will make the applicable payments to the Procurement Provider for the procurement services either directly or through an advance made by the Master Vehicle Loan or the Non-revolving Loan. Interest on interim financing is payable on any unpaid amount based on either the base rate on corporate loans posted by at least seven of the ten largest US banks or LIBOR of interest for one month periods as set forth in The Wall Street Journal plus a spread of 3.00%, as applicable. The Procurement Provider has a security interest in vehicles purchased until the full specified payment has been indefeasibly paid. The VPA contains customary affirmative and negative covenants restricting certain activities by Flexdrive. As of December 31, 2022, the Company was in compliance with all covenants of the VPA. As of December 31, 2022, the outstanding borrowings from the interim financing under the VPA was $3.0 million. On March 11, 2019, the Procurement Provider entered into a $95.0 million revolving credit facility with a third-party lender to finance the acquisition of motor vehicles on behalf of Flexdrive under the VPA. On September 17, 2020, the revolving credit facility was amended, extending the stated maturity date to December 31, 2021 and reducing the borrowing capacity to $50.0 million. On March 11, 2019, Flexdrive entered into a Limited Non-Recourse Secured Continuing Guaranty and Subordination Agreement with the third-party lender to guarantee the Procurement Provider's performance for any amount borrowed under the revolving credit facility. As of December 31, 2022, there was no exposure to loss under the terms of the guarantee. Revolving Credit Facility On November 3, 2022, Lyft, Inc. entered into a revolving credit agreement (the “Revolving Credit Agreement”) by and among the Company, as the borrower, JPMorgan Chase Bank, N.A., as administrative agent, and certain lenders party thereto from time to time. The Revolving Credit Agreement provides the Company with a senior secured revolving credit facility (the “Revolving Credit Facility”) in an aggregate principal amount of $420.0 million that matures on the earlier of (i) November 3, 2027 and (ii) February 13, 2025, if, as of such date, the Company’s Liquidity (as defined in the Revolving Credit Agreement) minus the aggregate principal amount of the Company’s 2025 Convertible Notes (as defined in the Revolving Credit Agreement) outstanding on such date is less than $1.25 billion. Subject to certain conditions precedent, the Revolving Credit Agreement also grants the Company the option to increase the commitment under the Revolving Credit Facility by or obtain incremental term loans in an aggregate principal amount of up to $300.0 million, plus, after September 30, 2023, an unlimited amount so long as the senior secured leverage ratio does not exceed 2.50:1.00. The Revolving Credit Facility provides for borrowings up to the amount of the facility, with a sublimit of $168 million for the issuance of letters of credit. At closing, $53.5 million in letters of credit were issued under the Revolving Credit Facility and no amount had been drawn under the Revolving Credit Facility. Under the Revolving Credit Agreement, loans bear interest, at the Company’s option, at an annual rate equal to either (i) the sum of (x) the Adjusted Term SOFR Rate (as defined in the Revolving Credit Agreement) plus (y) a variable rate based on the Company’s total leverage ratio, ranging from 1.50% to 2.25% or (ii) the sum of (x) the highest of (A) the rate of interest last quoted by The Wall Street Journal as the prime rate in effect in the United States, (B) the greater of the rate calculated by the Federal Reserve Bank of New York as the federal funds effective rate or the rate that is published by the Federal Reserve Bank of New York as the overnight bank funding rate, in either case, plus 0.50%, and (C) the one-month Adjusted Term SOFR Rate plus 1.00% and (y) a variable rate based on the Company’s total leverage ratio, ranging from 0.05% to 1.25%. The Company is required to pay a commitment fee between 0.225% and 0.375%, depending on the Company’s total leverage ratio, per annum on the undrawn portion available under the Revolving Credit Facility. The Revolving Credit Agreement contains customary affirmative and negative covenants and restrictions typical for a financing of this type that, among other things, restrict the Company and its restricted subsidiaries’ ability to incur additional indebtedness, create liens, merge or consolidate or make certain dispositions, pay dividends and make distributions or other restricted payments, engage in transactions with affiliates, and make certain investments and acquisitions. The Revolving Credit Agreement also contains financial covenants that require the Company to maintain (a) a minimum liquidity amount of at least $1.5 billion, tested on a quarterly basis, commencing with the quarter ending December 31, 2022 through the quarter ending September 30, 2023, (b) a total leverage ratio not to exceed 3.50:1:00 commencing with the quarter ending December 31, 2023 through the quarter ending September 30, 2024 and thereafter a ratio not to exceed 3.00:1:00 (with an increase to 3.50:1:00 if the Company has an acquisition for cash consideration greater than $75 million for the fiscal quarter during which such acquisition takes place and the three fiscal quarters immediately following such acquisition), and (c) a fixed charge coverage ratio of at least 1.25:1.00, commencing with the quarter ending December 31, 2023. The Revolving Credit Agreement contains customary events of default relating to, among other things, payment defaults, breach of representation or warranty or covenants, cross default to material indebtedness, bankruptcy-related defaults, judgment defaults, and the occurrence of certain change of control events. Non-compliance with one or more of the covenants and restrictions or the occurrence of an event of default could result in the full or partial principal balance of the Revolving Credit Agreement becoming immediately due and payable and termination of the commitments. The Company’s obligations under the Revolving Credit Facility are guaranteed by certain of the Company’s present and future material domestic subsidiaries. The Company’s obligations under, and each guarantor’s obligations under its guaranty of, the Revolving Credit Facility are secured by a first priority interest on substantially all of the Company’s or such guarantor’s respective assets. As of December 31, 2022 , the Company was in compliance with all covenants related to the Revolving Credit Facility in all material aspects and no amounts had been drawn under the Revolving Credit Facility. As of December 31, 2022, there was $0.2 million outstanding from other financings. |
Common Stock and Employee Stock
Common Stock and Employee Stock Plans | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Common Stock and Employee Stock Plans | Common Stock and Employee Stock Plans Common Stock The Company’s amended and restated certificate of incorporation authorizes the issuance of Class A common stock and Class B common stock. The rights of the holders of Class A common stock and Class B common stock are identical, except with respect to voting and conversion. Holders of Class A common stock are entitled to one vote per share and holders of Class B common stock are entitled to 20 votes per share. Shares of Class B common stock are convertible into an equivalent number of shares of Class A common stock and generally convert into shares of Class A common stock upon transfer. Any dividends paid to the holders of Class A common stock and Class B common stock will be paid on a pro rata basis. On a liquidation event, any distribution to common stockholders is made on a pro rata basis to the holders of the Class A common stock and Class B common stock. The following table summarizes the Company’s shares of common stock reserved for issuance as of December 31, 2022: Options issued and outstanding under the 2008 Plan 993,145 RSUs outstanding under the 2008 Plan, the 2018 Plan, and the 2019 Plan 22,315,333 Remaining shares available for future issuance under the 2019 ESPP Plan and the 2019 Plan 72,818,573 Equity Award Plans 2008 Equity Incentive Plan In July 2008, the board of directors of the Company adopted the 2008 Equity Incentive Plan (the 2008 Plan) under which the Company may grant options to purchase its common stock and offer to sell and issue restricted shares of its common stock and issue RSUs to selected employees, officers, directors and consultants of the Company. In June 2018, this plan was superseded by the 2018 Equity Incentive Plan (the 2018 Plan) and all reserved shares under the 2008 Plan were transferred to the 2018 Plan. Under the 2008 Plan, incentive stock options and nonqualified stock options are to be granted at a price that is not less than 100% of the fair value of the underlying common stock at the date of grant; provided, that incentive stock options granted to a person who directly or by attribution owns more than ten percent (10%) of the total combined voting power of all classes of stock of the Company are to be at a price not less than one hundred ten percent (110%) of the fair value of the underlying common stock at the date of grant. Stock options granted to newly hired employees typically vest 25% on the first anniversary of the date of hire and ratably each month over the ensuing 36-month period. The maximum term for stock options granted under the 2008 Plan might not exceed ten years from the date of grant. RSUs granted to newly hired employees typically vest 25% on the first Company-established vest date after the first anniversary of the employee’s date of hire and ratably each quarter over the ensuing 12-quarter period for purposes of the service condition. The maximum term for RSUs granted under the 2008 Plan might not exceed seven years from the date of grant. 2018 Equity Incentive Plan In June 2018, the board of directors and the stockholders of the Company adopted the 2018 Plan, which serves as the successor to the 2008 Plan and provides for the grant of stock options, stock appreciation rights, restricted stock, and RSUs to employees and consultants of the Company and its subsidiaries and non-employee directors of the Company. A total of 75,504,222 shares of the Company’s common stock initially was reserved for issuance under the 2018 Plan, which was increased in June 2018 by an additional 11,836,692 shares. In addition, the shares reserved for issuance under the 2018 Plan also will include any shares subject to stock options, RSUs or similar awards granted under its 2008 Plan that, after the date the Company’s board of directors initially approved its 2018 Plan, expire or otherwise terminate without having been exercised in full, are tendered to or withheld by the Company for payment of an exercise price or for satisfying tax withholding obligations or are forfeited to or repurchased by the Company due to failure to vest (provided that the maximum number of shares that may be added to its 2018 Plan from its 2008 Plan is 75,504,222 shares). Under the 2018 Plan, RSUs granted to newly hired employees typically vest 25% on the first Company-established vest date after the first anniversary of the employee’s date of hire and ratably each quarter over the ensuing 12-quarter period for purposes of the service condition. The maximum term for RSUs granted under the 2018 Plan might not exceed seven years from the date of grant. In March 2019, this plan was superseded by the 2019 Equity Incentive Plan (the 2019 Plan) and all reserved shares under the 2018 Plan were transferred to the 2019 Plan. 2019 Equity Incentive Plan In March 2019, the board of directors of the Company and the stockholders of the Company adopted the 2019 Plan which serves as the successor to the 2018 Plan and provides for the grant of stock options, stock appreciation rights, restricted stock, and RSUs to employees and consultants of the Company and its subsidiaries and non-employee directors of the Company. RSUs granted with only service conditions under the 2019 Plan to employees generally vest in a period up to four years. A total of 44,000,000 shares of the Company’s Class A common stock were reserved for issuance pursuant to the 2019 Plan. In addition, the shares reserved for issuance under the Company’s 2019 Plan also included (i) those shares reserved but unissued under our 2018 Plan as of immediately prior to the termination of the 2018 Plan and (ii) any shares subject to stock options, RSUs or similar awards granted under the 2018 Plan or 2008 Plan that, after the date the Company’s board of directors approved the 2019 Plan, expire or otherwise terminate without having been exercised in full, are tendered to or withheld by the Company for payment of an exercise price or for satisfying tax withholding obligations or are forfeited to or repurchased by the Company due to failure to vest (provided that the maximum number of shares that may be added to the Company’s 2019 Plan pursuant to (i) and (ii) is 80,604,678 shares). The number of shares available for issuance under the 2019 Plan will be increased on January 1 of each year, beginning on January 1, 2020, in an amount equal to the least of (i) 35,000,000 shares, (ii) five percent of the outstanding shares of all classes of the Company’s common stock on the last day of the immediately preceding fiscal year or (iii) such number of shares determined by the administrator. On January 1, 2020, an additional 15,129,789 shares of Class A common stock were reserved for issuance under the 2019 Plan. On January 1, 2021, an additional 16,186,855 shares of Class A common stock were reserved for issuance under the 2019 Plan. On January 1, 2022, an additional 17,246,911 shares of Class A common stock were reserved for issuance under the 2019 Plan. The summary of stock option activity is as follows (in thousands, except per share data): Options Outstanding Number of Weighted- Weighted- Aggregate (in years) Balance as of December 31, 2021 1,105 $ 4.79 1.83 $ 41,916 Exercises (112) 4.09 Forfeitures — — Cancellations — — Balance as of December 31, 2022 993 $ 4.87 1.89 $ 6,109 There were no stock options granted during the year ended December 31, 2022 and 2021. As of December 31, 2022, all outstanding options were fully vested and exercisable. The aggregate intrinsic value of stock options exercised during the years ended December 31, 2022, 2021 and 2020 was $2.9 million, $41.9 million and $36.1 million, respectively. The aggregate intrinsic value disclosed in the above table is based on the difference between the original exercise price of the stock option and the fair value of the Company’s common stock of $11.02 and $42.73 per share as of December 31, 2022 and 2021, respectively. In the first quarter of 2019, the Company issued 3,162,797 shares of its common stock, valued at $205.6 million, pursuant to the exercise by the Company’s co-founders of all their respective vested and outstanding options (after withholding an aggregate of 3,617,460 shares of common stock subject to such options for payment of the exercise price and satisfaction of the aggregate tax withholding obligations, totaling $223.5 million, in connection with the exercise of certain of those options). In the second quarter of 2019, these shares of common stock were reclassified into shares of Class A common stock and subsequently exchanged for shares of Class B common stock. Restricted Stock Units The summary of restricted stock unit activity (“RSU”) is as follows (in thousands, except per share data): Number of Weighted- Aggregate Nonvested units as of December 31, 2021 17,116 $ 45.75 $ 730,528 Granted 35,189 24.57 Vested (23,928) 33.78 Canceled (6,062) 34 Nonvested units as of December 31, 2022 22,315 $ 28.15 $ 244,926 Expected to vest as of December 31, 2022 21,165 $ 233,242 Included in the grants for the year ended December 31, 2022 are approximately 942,428 performance based restricted stock units (“PSUs”). The weighted average grant date fair value per share of the PSUs granted in the year ended December 31, 2022 was $36.72. Included in these PSUs were the following: i. PSUs that have performance criteria tied to the Company’s stock performance. The Company valued these PSUs using a Monte Carlo valuation model and took into consideration the likelihood of the market criteria being achieved. The resulting fair value expense is amortized over the life of the PSU award. ii. PSUs that have performance criteria tied to the achievement of certain performance milestones. Compensation cost associated with these PSUs are recognized based on the estimated number of shares that the Company ultimately expects will vest and amortized on a straight-line basis over the requisite service period of each performance milestone. Each reporting period, the Company assesses the probability that the performance criteria will be met and records expense for those shares for which vesting is probable. All PSUs are subject to a continuous service condition in addition to certain performance criteria. The fair value as of the respective vesting dates of RSUs that vested during the years ended December 31, 2022, 2021 and 2020 was $354.3 million, $1.0 billion and $700.9 million, respectively. In connection with RSUs that vested in the year ended December 31, 2022, the Company withheld 358,330 shares and remitted cash payments of $6.7 million on behalf of the RSU holders to the relevant tax authorities. In connection with RSUs that vested in the year ended December 31, 2021, the Company withheld 508,934 shares and remitted cash payments of $26.3 million on behalf of the RSU holders to the relevant tax authorities. In connection with RSUs that vested in the year ended December 31, 2020, the Company withheld 551,372 shares and remitted cash payments of $20.2 million on behalf of the RSU holders to the relevant tax authorities. The Company’s default tax withholding method for RSUs is the sell-to-cover method with the exception of RSUs held by Section 16 officers, as set forth in Rule 16a-1 of the the Securities Exchange Act of 1934, of the Company that will use the net settlement method. 2019 Employee Stock Purchase Plan In March 2019, the Company’s board of directors adopted, and the Company’s stockholders approved, the 2019 Employee Stock Purchase Plan (the “ESPP”). The initial ESPP went into effect on March 27, 2019 and was amended on July 18, 2022. Subject to any limitations contained therein, the ESPP allows eligible employees to contribute, through payroll deductions, up to 15% of their eligible compensation to purchase the Company’s Class A common stock at a discounted price per share. The ESPP provides for consecutive, overlapping 12-month offering periods, subject to certain reset provisions as defined in the plan. The initial offering period ran from March 28, 2019 through June 30, 2020. A total of 6,000,000 shares of Class A common stock were initially reserved for issuance under the ESPP. On January 1, 2020, an additional 3,025,957 shares of Class A common stock were reserved for issuance under the ESPP. On January 1, 2021, an additional 3,237,371 shares of Class A common stock were reserved for issuance under the ESPP. On January 1, 2022, an additional 3,449,382 shares of Class A common stock were reserved for issuance under the ESPP. As of December 31, 2022, 3,803,504 shares of Class A common stock have been purchased under the 2019 ESPP. The number of shares reserved under the 2019 ESPP will automatically increase on the first day of each calendar year beginning on January 1, 2020 in a number of shares equal to the least of (i) 7,000,000 shares of Class A common stock, (ii) one percent of the outstanding shares of all classes of the Company’s common stock on the last day of the immediately preceding fiscal year, or (iii) an amount determined by the administrator of the 2019 ESPP. Stock-Based Compensation The Company recorded stock-based compensation expense on the consolidated statements of operations for the periods indicated as follows (in thousands): Year Ended December 31, 2022 2021 2020 Cost of revenue $ 44,132 $ 39,491 $ 28,743 Operations and support 25,442 24,083 15,829 Research and development 391,983 414,324 325,624 Sales and marketing 49,867 38,243 23,385 General and administrative 239,343 208,419 172,226 Total stock-based compensation expense $ 750,767 $ 724,560 $ 565,807 In conjunction with one of the acquisitions in 2018, the Company issued 241,390 shares of restricted stock awards to executives of an acquired company with an aggregate grant-date fair value of $11.4 million. These restricted stock awards are fully vested as of the year ended December 31, 2020. The Company recorded $4.2 million as compensation related to these vested restricted stock awards which is included in research and development expense on the consolidated statement of operations for the year ended December 31, 2020. As of December 31, 2022, 2021, and 2020 there are no remaining unrecognized compensation costs related to unvested stock options and restricted stock awards. As of December 31, 2022, the total unrecognized compensation cost was $499.5 million. The Company expects to recognize this expense over the remaining weighted-average period of approximately 1.0 year. The Company recognizes compensation expense on the RSUs granted prior to the effectiveness of its IPO registration statement on March 28, 2019 using the accelerated attribution method. All RSUs granted after March 28, 2019 vest on the satisfaction of a service-based condition only. The Company recognizes compensation expense for such RSUs upon a straight-line basis over their requisite service periods. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The components of the provision for income taxes for the periods indicated are as follows (in thousands): Year Ended December 31, 2022 2021 2020 United States $ (1,600,323) $ (1,072,489) $ (1,804,623) Foreign 21,684 21,570 7,232 Loss before income taxes $ (1,578,639) $ (1,050,919) $ (1,797,391) The provision for income taxes for the periods indicated are as follows (in thousands): Year Ended December 31, 2022 2021 2020 Current provision Federal $ — $ — $ — State 1,256 1,272 1,201 Foreign 4,240 7,228 1,156 Total current $ 5,496 $ 8,500 $ 2,357 Deferred provision Federal 481 639 (36,375) State 1,256 — (9,534) Foreign (1,361) 2,086 (982) Total deferred 376 2,725 (46,891) Total provision for (benefit from) income taxes $ 5,872 $ 11,225 $ (44,534) A reconciliation of the U.S. federal statutory income tax rates to the Company’s effective tax rate is as follows: Year Ended December 31, 2022 2021 2020 Provision at federal statutory rate 21.0 % 21.0 % 21.0 % State, net of federal benefit 2.1 2.6 3.2 Permanent tax adjustments (0.4) (0.2) (0.4) Nondeductible expenses (0.7) (1.1) (0.6) Stock-based compensation (4.9) 2.5 1.0 Convertible senior notes — — 2.7 Change in valuation allowance (17.1) (25.2) (24.0) Other adjustments (0.4) (0.7) (0.3) Provision for income taxes (0.4) % (1.1) % 2.6 % Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes at the enacted rates. The significant components of the Company’s deferred tax assets and liabilities as of the periods indicated were as follows (in thousands): December 31, 2022 2021 Deferred tax assets: Net operating loss carryforwards $ 2,127,233 $ 2,079,896 Insurance reserves and accruals 296,423 276,625 Stock-based compensation 19,132 38,066 Capitalized research expenses 163,370 — Accrued legal settlement/fees 114,963 89,680 Lease liability 55,579 66,211 Accrued and other liabilities 76,311 64,555 Total deferred tax assets 2,853,011 2,615,033 Less: Valuation allowance (2,706,982) (2,408,647) Deferred tax assets, net of valuation allowance 146,029 206,386 Deferred tax liabilities: State income taxes (124,982) (115,768) Operating lease right of use assets (36,379) (59,838) Convertible senior notes — (31,892) Total deferred tax liabilities (161,361) (207,498) Net deferred tax assets (liabilities) $ (15,332) $ (1,112) A reconciliation of the valuation allowance is as follows (in thousands): Year Ended December 31, 2022 2021 2020 Beginning balance $ 2,408,647 $ 2,144,548 $ 1,751,118 Net changes in deferred tax assets and liabilities 298,335 264,099 393,430 Ending balance $ 2,706,982 $ 2,408,647 $ 2,144,548 The valuation allowance increased by $298.3 million for the year ended December 31, 2022, compared to the increase of $264.1 million for the year ended December 31, 2021. The Company believes that, based on a number of factors, the available objective evidence creates sufficient uncertainty regarding the realizability of the deferred tax assets such that a valuation allowance has been recorded. These factors include the Company’s history of net losses since its inception. As of December 31, 2022, the Company had U.S. federal and state net operating loss carryforwards of approximately $7.8 billion and $6.7 billion, respectively. The federal net operating loss carryforwards generated through December 31, 2017 expire at various dates beginning in 2030 and will continue to expire through 2037, while federal net operating loss carryforwards generated in 2018 or later do not expire. The state net operating loss carryovers will begin to expire in 2023 and will continue to expire at various times depending upon individual state carryforward rules. Utilization of the net operating loss carryforwards are subject to various limitations including the ownership change limitations provided by Internal Revenue Code (IRC) Section 382 and similar state provisions. The Company is subject to taxation in the United States and various foreign jurisdictions. All net operating losses generated to date are subject to adjustment for U.S. federal and state income tax purposes. Additionally, all tax years remain open to examination as of December 31, 2022 with the exception of tax years beginning before 2018 in Canada and 2021 in the United Kingdom. The Company has not provided foreign withholding taxes on the undistributed earnings of its foreign subsidiaries as of December 31, 2022, 2021, and 2020, because it intends to permanently reinvest such earnings outside of the U.S. If these foreign earnings were to be repatriated in the future, the related U.S. tax liability will be immaterial, due to the participation exemption put in place by the 2017 Tax Act. The Company’s policy is to recognize interest and penalties associated with uncertain tax benefits as part of the income tax provision and include accrued interest and penalties with the related income tax liability on the Company’s consolidated balance sheets. To date, the Company has not recognized any interest and penalties in its consolidated statements of operations, nor has it accrued for or made payments for interest and penalties. The Company has no material unrecognized tax benefits as of December 31, 2022, 2021 and 2020. |
Net Loss Per Share
Net Loss Per Share | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share Basic net loss per share is computed by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period, less shares subject to repurchase. The diluted net loss per share is computed by giving effect to all potentially dilutive common stock equivalents outstanding for the period. For purposes of this calculation, stock options, RSUs, PSUs, the 2025 Notes and stock purchase rights granted under the Company’s ESPP are considered to be common stock equivalents but are excluded from the calculation of diluted net loss per share when including them has an anti-dilutive effect. Basic and diluted net loss per share are the same for each class of common stock because they are entitled to the same liquidation and dividend rights. The following table sets forth the computation of basic and diluted net loss per share for the periods indicated (in thousands, except per share data): Year Ended December 31, 2022 2021 2020 Net loss $ (1,584,511) $ (1,062,144) $ (1,752,857) Weighted-average shares used in computing net loss per share, basic and diluted 354,731 334,724 312,175 Net loss per share, basic and diluted $ (4.47) $ (3.17) $ (5.61) The following potentially dilutive outstanding shares were excluded from the computation of diluted net loss per share for the periods presented because including them would have had an anti-dilutive effect, or issuance of such shares is contingent upon the satisfaction of certain conditions which were not satisfied by the end of the period (in thousands): As of December 31, 2022 2021 2020 2025 Notes (1) 19,471 19,471 19,471 Restricted stock units 20,542 16,285 33,428 Performance based restricted stock units 1,773 831 175 Stock options 993 1,105 1,919 ESPP 307 115 89 Total 43,086 37,807 55,082 _______________ (1) In connection with the issuance of the 2025 Notes, the Company entered into Capped Calls, which were not included for purposes of calculating the number of diluted shares outstanding, as their effect would have been anti-dilutive. The Capped Calls are expected to reduce the potential dilution to the Company's Class A common stock (or, in the event a conversion of the 2025 Notes is settled in cash, to reduce its cash payment obligation) in the event that at the time of conversion of the 2025 Notes the Company's Class A common stock price exceeds the conversion price of the 2025 Notes. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions The Company's transactions with related parties were immaterial for the years ended December 31, 2022, 2021 and 2020. |
401(k) Plan
401(k) Plan | 12 Months Ended |
Dec. 31, 2022 | |
Retirement Benefits [Abstract] | |
401(k) Plan | 401(k) PlanThe Company adopted a 401(k) Plan that qualifies as a deferred salary arrangement under Section 401 of the IRC. Under the 401(k) Plan, participating employees may defer a portion of their pretax earnings not to exceed the maximum amount allowable. The Company does not make contributions for employees. |
Restructuring
Restructuring | 12 Months Ended |
Dec. 31, 2022 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | Restructuring November 2022 Restructuring Plan In November 2022, the Company announced a restructuring plan to reduce operating expenses and adjust cash flows. As a result of the restructuring plan, in the fourth quarter of 2022, the Company recorded $29.5 million in employee severance and other employee costs costs and $9.5 million in net stock-based compensation expense related to equity compensation for employees impacted by the plan of termination. The Company’s plan of termination also included restructuring charges related to a decision to exit and sublease or cease use of certain facilities to align with the Company’s anticipated operating needs. The Company reassessed its real estate asset groups and estimated the fair value of the space to be subleased using current market conditions. Where the carrying value of the individual asset groups exceeded their fair value, an impairment charge was recognized for the difference. During the year ended December 31, 2022, this included $55.3 million in impairment charges related to real estate operating lease right-of-use assets, $23.9 million in accelerated depreciation of certain fixed assets and $2.1 million in write-off fixed assets not yet placed into service. As a result of the above, the Company incurred net restructuring charges of $120.3 million in the year ended December 31, 2022. In the first quarter of 2023, the Company expects to finalize the exit of certain leases as part of the plan of termination and the Company completed a transaction for the divestiture of certain assets related to the Company’s first party vehicle services business. As a result, in the first quarter of 2023, the Company expects to record lease termination penalties and impairment charges related to the cease use of certain facilities to real estate operating lease right-of-use assets. The remaining employee related charges, which include employee severance, benefits and stock-based compensation, will not be material in the first quarter of 2023. The following table summarizes the above restructuring related charges (benefits) by line item within the Company’s consolidated statements of operations where they were recorded in the year ended December 31, 2022 (in thousands): Stock-Based Compensation Severance and Other Employee Costs Right-of-Use Asset Impairments and Other Costs Accelerated Depreciation Total Cost of revenue $ 182 $ 1,612 $ — $ — $ 1,794 Operation and support (31) 5,173 4,851 8,680 18,673 Research and development 3,818 9,706 15,393 36 28,953 Sales and marketing 458 3,123 — — 3,581 General and administrative 5,082 9,861 37,120 15,192 67,255 Total $ 9,509 $ 29,475 $ 57,364 $ 23,908 $ 120,256 Cash paid for restructuring in 2022 was related to severance and other employee costs which include cash severance expense and other termination benefits. As of December 31, 2022, there were $1.6 million in restructuring-related liabilities. As of December 31, 2021, there were no restructuring-related liabilities. November 2020 Restructuring Plan In November 2020, the Company announced an additional restructuring plan to reduce operating expenses and adjust cash flows in light of the ongoing economic challenges resulting from the COVID-19 pandemic and its impact on the Company’s business. As a result of the restructuring plan, which was substantially completed in the fourth quarter of 2020, the Company recognized a severance and other employee costs of $1.5 million. This was offset by a stock based compensation benefit of $0.1 million due to the accelerated vesting of certain equity awards for employees who were terminated. As a result, the Company recognized net restructuring costs of $1.4 million in the year ended December 31, 2020. April 2020 Restructuring Plan In April 2020, the Company announced a restructuring plan to reduce operating expenses and adjust cash flows in light of the ongoing economic challenges resulting from the COVID-19 pandemic and its impact on the Company’s business. As a result of the restructuring plan, which was substantially completed in the second quarter of 2020, the Company recognized a stock-based compensation benefit related to the reversal of previously recognized stock-based compensation expenses for unvested stock awards, primarily related to RSUs granted prior to the effectiveness of its IPO registration statement on March 28, 2019 using the accelerated attribution method, of $72.7 million. This was offset by a $22.9 million charge related to the accelerated vesting of certain equity awards for employees who were terminated, resulting in a net stock-based compensation benefit of $49.8 million. Additionally, the Company recognized other restructuring charges including severance and other employee costs of $32.1 million as well as lease termination and other restructuring charges of $3.1 million. As a result of the above, the Company recognized a net restructuring benefit of $14.5 million in the year ended December 31, 2020. The following table summarizes the above restructuring related charges (benefits) by line item within the Company’s consolidated statements of operations where they were recorded in the year ended December 31, 2020 (in thousands): Stock-Based Compensation Benefit Severance and Other Employee Costs Lease Termination and Other Costs Total Cost of revenue $ (4,237) $ 2,010 $ 1,529 $ (698) Operation and support (2,830) 8,281 1,060 6,511 Research and development (37,082) 11,706 — (25,376) Sales and marketing (1,626) 3,071 — 1,445 General and administrative (4,031) 7,062 539 3,570 Total $ (49,806) $ 32,130 $ 3,128 $ (14,548) |
Variable Interest Entities
Variable Interest Entities | 12 Months Ended |
Dec. 31, 2022 | |
Noncontrolling Interest [Abstract] | |
Variable Interest Entities | Variable Interest Entities As part of its acquisition of PBSC, the Company acquired several joint ventures (“JVs”) which were deemed to be variable interest entities (“VIEs”) in accordance with ASC 810 Consolidation on the acquisition date. The Company determined that PBSC is the primary beneficiary of one of the acquired VIEs, in which it owns an 80% equity interest, as PBSC has the power to direct the majority of the activities of the VIE that most significantly impact its economic performance, the obligation to absorb losses and the right to receive benefits. As PBSC is the primary beneficiary of the VIE, the assets, liabilities, non-controlling interest, revenues and operating results are included in the consolidated financial statements. During the quarter ended September 30, 2022, PBSC entered into another joint venture deemed to be a VIE which was accounted for under the equity method which was immaterial. The acquisition date fair value of the VIEs acquired as part of the PBSC acquisition was $22.2 million, which exceeds the carrying value and is recorded within other investments in the consolidated balance sheet. The maximum potential financial statement loss the Company would incur if these VIEs were to default on all their obligations would be the loss of the carrying value of these investments as well as any current or future investments, if any, PBSC were to make which was immaterial as of December 31, 2022. The Company has determined that PBSC does not direct the activities that would significantly affect the economic performance of these VIEs. Therefore, the Company is not the primary beneficiary of these VIEs. As a result, the Company accounts for its investment in these VIEs under the equity method, and they are not consolidated into the Company’s consolidated financial statements. In addition, the Company recognizes its proportionate share of the reported profits or losses of these VIEs in other income (expense), net in the consolidated statements of operations, and as an adjustment to its investment in VIEs in the consolidated balance sheets. The profits and losses of these unconsolidated VIEs were not material to the consolidated statements of operations for the period ended December 31, 2022. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation These consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP) and include the accounts of the Company and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated. The Company uses the U.S. dollar predominantly as the functional currency of its foreign subsidiaries. For foreign subsidiaries where the U.S. dollar is the functional currency, gains and losses from remeasurement of foreign currency balances into U.S. dollars are included on the consolidated statements of operations. For the foreign subsidiary where the local currency is the functional currency, translation adjustments of foreign currency financial statements into U.S. dollars are recorded to a separate component of accumulated other comprehensive loss. |
Reclassification | Reclassification Certain insignificant amounts in the non-cash investing and financing activities supplemental information on the consolidated statements of cash flow for the years ended December 31, 2021 and December 31, 2020 have been conformed to the current year presentation. This reclassification did not impact any other amounts on the consolidated statements of cash flows, including the cash flows from operating, investing, and financing activities. The remaining consolidated financial statements were not impacted by this reclassification. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with 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 consolidated financial statements and reported amounts of revenues and expenses during the reporting periods. The Company bases its estimates on various factors and information which may include, but are not limited to, history and prior experience, expected future results, new related events and economic conditions, which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results could differ materially from those estimates. Significant items subject to estimates and assumptions include those related to losses resulting from insurance claims, fair value of financial assets and liabilities, goodwill and identifiable intangible assets, leases, indirect tax obligations, legal contingencies, valuation allowance for deferred income taxes, and the valuation of stock-based compensation. The ongoing COVID-19 pandemic continues to impact communities in the United States, Canada, and globally. In March 2020, when it became apparent that COVID-19 was a pandemic, governments and private businesses - at the recommendation of public health officials - began enacting precautions to mitigate the spread of the virus. Although there has been an improvement in demand and marketplace health, demand for the Company’s platform has not returned to pre-pandemic levels in all markets and the exact timing, pace, and sustainability of the recovery remain uncertain. The extent to which the Company’s operations will continue to be impacted by the pandemic will depend largely on future developments which are highly uncertain and cannot be accurately |
Segment Information | Segment InformationOperating segments are defined as components of an entity for which separate financial information is available and that is regularly reviewed by the Chief Operating Decision Maker (“CODM”) in deciding how to allocate resources to an individual segment and in assessing performance. The Company’s Chief Executive Officer is the Company’s CODM. The CODM reviews financial information presented on a consolidated basis for purposes of making operating decisions, allocating resources, and evaluating financial performance. As such, the Company has determined that it operates as one operating segment. |
Revenue Recognition, Incentive Programs and Refunds | Revenue Recognition The Company generates its revenue from its multimodal transportation networks that offer access to a variety of transportation options through the Lyft Platform and mobile-based applications. Substantially all, or approximately 85% or more, of the Company’s revenue is generated from its ridesharing marketplace that connects drivers and riders and is recognized in accordance with Accounting Standards Codification Topic 606 (“ASC 606”). In addition, the Company generates revenue in accordance with ASC 606 from licensing and data access, primarily with third-party autonomous vehicle companies, subscription fees, auto maintenance and collision repair services and revenue from bikes and bike station hardware and software sales, which are not material components of the Company’s consolidated revenues. The Company also generates rental revenue from Flexdrive, its network of Light Vehicles and Lyft Rentals, which is recognized in accordance with Accounting Standards Codification Topic 842 (“ASC 842”). The table below presents the Company's revenues as included on the consolidated statements of operations (in thousands): Year Ended December 31, 2022 2021 2020 Revenue from contracts with customers (ASC 606) $ 3,811,993 $ 2,957,979 $ 2,208,656 Rental revenue (ASC 842) 283,142 250,344 156,025 Total revenue $ 4,095,135 $ 3,208,323 $ 2,364,681 Revenue from Contracts with Customers (ASC 606) The Company recognizes revenue for its rideshare marketplace in accordance with ASC 606. The Company generates revenue from service fees and commissions (collectively, “fees”) paid by drivers for use of the Lyft Platform and related activities to connect drivers with riders to facilitate and successfully complete rides via the Lyft App where the Company operates as a TNC. The Company recognizes revenue upon completion of each ride. Drivers enter into terms of service (“ToS”) with the Company in order to use the Lyft Driver App. Under the ToS, drivers agree that the Company retains the applicable fee as consideration for their use of the Lyft Platform and related activities from the fare and related charges it collects from riders on behalf of drivers. The Company is acting as an agent in facilitating the ability of a driver to provide a transportation service to a rider. The Company reports revenue on a net basis, reflecting the fee owed to the Company from a driver as revenue, and not the gross amount collected from the rider. As the Company’s customary business practice, a contract exists between the driver and the Company when the driver’s ability to cancel the ride lapses, which typically is upon pickup of the rider. The Company’s single performance obligation in the transaction is to connect drivers with riders to facilitate the completion of a successful transportation service for riders. The Company recognizes revenue upon completion of a ride as its performance obligation is satisfied upon the completion of the ride. The Company collects the fare and related charges from riders on behalf of drivers using the rider’s pre-authorized credit card or other payment mechanism and retains its fees before making the remaining disbursement to drivers; thus the driver’s ability and intent to pay is not subject to significant judgment. The Company recognizes revenue from subscription fees paid to access transportation options through the Lyft Platform and mobile-based applications over the applicable subscription period in accordance with ASC 606. The Company also recognizes revenue from auto maintenance and collision repair services and revenue from bikes and bike station hardware and software sales in accordance with ASC 606. The Company generates revenue from licensing and data access agreements. The Company is primarily responsible for fulfilling its promise to provide rideshare data and access to Flexdrive vehicles and bears the fulfillment risk, and the responsibility of providing the data, over the license period. The Company is acting as a principal in delivering the data and access licenses and presents revenue on a gross basis. Consideration allocated to each performance obligation, the data delivery and vehicle access, is determined by assigning the relative fair value to each of the performance obligations. Revenue is recorded upon delivery of the rideshare data and ratably over the quarter for access to fleet vehicles as the Company’s respective performance obligation is satisfied upon the delivery of each. These revenues are not material to the Company’s consolidated revenue. Rental Revenue (ASC 842) The Company generates rental revenues primarily from Flexdrive, its network of Light Vehicles, and Lyft Rentals. Rental revenues are recognized for rental and rental related activities where an identified asset is transferred to the customer and the customer has the ability to control that asset in accordance with ASC 842. The Company operates a fleet of rental vehicles through its independently managed subsidiary, Flexdrive, comprised of both owned vehicles and vehicles leased from third-party leasing companies. The Company either leases or subleases vehicles to drivers and Lyft Rentals renters, and as a result, the Company considers itself to be the accounting lessor or sublessor, as applicable, in these arrangements in accordance with ASC 842. Fleet operating costs include monthly fixed lease payments and other vehicle operating or ownership costs, as applicable. For vehicles that are subleased, sublease income and head lease expense for these transactions are recognized on a gross basis on the consolidated financial statements. Drivers who rent vehicles are charged rental fees, which the Company collects from the driver by deducting such amounts from the driver’s earnings on the Lyft Platform. The Company owns and operates its Light Vehicles in some cities and operates city-owned Light Vehicles in other cities. Though the specific terms of arrangements with cities vary, the Company earns operations fees from cities or shares revenue generated by the systems with cities. Light Vehicle revenue is accounted for under ASC 842 for single-use rides. A single-use ride allows the user to select a specific Light Vehicle at the time the arrangement is entered into and provides the user the right to control the selected Light Vehicle for the desired term of the arrangement. Due to the short-term nature of the Flexdrive, Lyft Rentals, and Light Vehicle transactions, the Company classifies these rentals as operating leases. Revenue generated from single-use ride fees paid by Light Vehicle riders is recognized upon completion of each related ride. Revenue generated from Flexdrive and Lyft Rentals is recognized evenly over the rental period, which is typically seven days or less. Enterprise and Trade Receivables The Company collects any fees owed for completed transactions on the Lyft Platform primarily from the rider’s authorized payment method. Uncollected fees are included in prepaid expenses and other current assets on the consolidated balance sheets and represent receivables from (i) participants in the Company’s enterprise programs (“Enterprise Users”), where the transactions have been completed and the amounts owed from the Enterprise Users have either been invoiced or are unbilled as of the reporting date; and (ii) riders where the authorized payment method is a credit card but the fare amounts have not yet settled with third-party payment processors. Under the ToS, drivers agree that the Company retains the applicable fee as consideration for their use of the Lyft Platform and related activities from the fare and related charges it collects from riders on behalf of drivers. Accordingly, the Company has no trade receivables from drivers. The portion of the fare receivable to be remitted to drivers is included in accrued and other current liabilities on the consolidated balance sheets. The Company records an allowance for credit losses for fees owed for completed transactions that may never settle or be collected. As a result of the adoption of Accounting Standards Update No. 2016-13 “Financial Instruments—Credit Losses" (“ASC 326”), the Company’s measurement of the allowance for credit losses has been augmented to reflect the change from the incurred loss model to the expected credit loss model. The allowance for credit losses reflects the Company’s current estimate of expected credit losses inherent in the enterprise and trade receivables balance. In determining the expected credit losses, the Company considers its historical loss experience, the aging of its receivable balance, current economic and business conditions, and anticipated future economic events that may impact collectability. The Company reviews its allowance for credit losses periodically and as needed, and amounts are written off when determined to be uncollectible. Incentive Programs The Company offers incentives to attract drivers, riders, Light Vehicle riders and Lyft Rentals renters to use the Lyft Platform. Drivers generally receive cash incentives while riders, Light Vehicle riders and Lyft Rentals renters generally receive free or discounted rides under such incentive programs. Incentives provided to drivers, Light Vehicle riders and Lyft Rental renters, the customers of the Company, are accounted for as a reduction of the transaction price. As the riders are not the Company’s customers, incentives provided to riders are generally recognized as sales and marketing expense except for certain pricing programs described below. Driver Incentives The Company offers various incentive programs to drivers, including minimum guaranteed payments, volume-based discounts and performance-based bonus payments. These driver incentives are similar to retrospective volume-based rebates and represent variable consideration that is typically settled within a week. The Company reduces the transaction price by the estimated amount of the incentives expected to be paid upon completion of the performance criteria by applying the most likely outcome method. Therefore, such driver incentives are recorded as a reduction to revenue. Driver incentives are recorded as a reduction to revenue if the Company does not receive a distinct good or service in exchange for the payment or cannot reasonably estimate the fair value of the good or service received. Driver incentives for referring new drivers or riders are accounted for as sales and marketing expense. The amount recorded as an expense is the lesser of the amount of the payment or the established fair value of the benefit received. The fair value of the benefit is established using amounts paid to third parties for similar services. Rideshare Rider Incentives The Company has several rideshare rider incentive programs, which are offered to encourage rider activity on the Lyft Platform. Generally, the rider incentive programs are as follows: (i) Market-wide marketing promotions. Market-wide promotions reduce the fare charged by drivers to riders for all or substantially all rides in a specific market. This type of incentive effectively reduces the overall pricing of the service provided by drivers for that specific market and the gross fare charged by the driver to the rider, and thereby results in a lower fee earned by the Company. Accordingly, the Company records this type of incentive as a reduction to revenue at the date it records the corresponding revenue transaction. (ii) Targeted marketing promotions. Targeted marketing promotions are used to promote the use of the Lyft Platform to a targeted group of riders. An example is a promotion where the Company offers a number of discounted rides (capped at a given number of rides) which are valid only during a limited period of time to a targeted group of riders. The Company believes that the incentives that provide consideration to riders to be applied to a limited number of rides are similar to marketing coupons. These incentives differ from the market-wide marketing promotions because they do not reduce the overall pricing of the service provided by drivers for a specific market. During the promotion period, riders not utilizing an incentive would be charged the full fare. These incentives represent marketing costs. When a rider redeems the incentive, the Company recognizes revenue equal to the transaction price and the cost of the incentive is recorded as sales and marketing expense. (iii) Rider referral programs. Under the rider referral program, the referring rider (the referrer) earns referral coupons when a new rider (the referee) completes their first ride on the Lyft Platform. The Company records the incentive as a liability at the time the incentive is earned by the referrer with the corresponding charge recorded to sales and marketing expense. Referral coupons typically expire within one year. The Company estimates breakage using its historical experience. As of December 31, 2022 and 2021, the rider referral coupon liability was not material. Light Vehicle Rider and Lyft Rentals Renter Incentives Incentives offered to Light Vehicle riders and Lyft Rentals renters were not material for the years ended December 31, 2022 and 2021. |
Cost of Revenue | Cost of Revenue Cost of revenue consists of costs directly related to revenue generating transactions through the Company’s multimodal platform which primarily includes insurance costs, payment processing charges, and other costs. Insurance costs consist of insurance generally required under TNC and city regulations for ridesharing and bike and scooter rentals and also includes occupational hazard insurance for drivers. Payment processing charges include merchant fees, chargebacks and failed charges. Other costs included in cost of revenue are hosting and platform-related technology costs, vehicle lease expenses, personnel-related compensation costs, depreciation, amortization of technology-related intangible assets, asset write-off charges, and gains and losses related to the sale of vehicles. |
Operations and Support | Operations and Support Operations and support expenses primarily consist of personnel-related compensation costs of local operations teams and teams who provide phone, email and chat support to users, bike and scooter fleet operations support costs, driver background checks and onboarding costs, facility cost, certain car rental fleet support costs, and fees paid to third-parties providing operations support. Bike and scooter fleet operations support costs include general repairs and maintenance, and other customer support activities related to repositioning bikes and scooters for rider convenience, cleaning and safety checks. |
Research and Development | Research and Development Research and development expenses primarily consist of personnel-related compensation costs and facilities costs. Such expenses include costs related to the Company’s autonomous vehicle technology initiatives. Research and development costs are expensed as incurred. |
Sales and Marketing | Sales and MarketingSales and marketing expenses primarily consist of rider incentives, personnel-related compensation costs, driver incentives for referring new drivers or riders, advertising expenses, rider refunds and marketing partnerships with third parties. Sales and marketing costs are expensed as incurred. |
General and Administrative | General and Administrative General and administrative expenses primarily consist of personnel-related compensation costs, professional services fees, certain insurance costs that are generally not required under TNC regulations, certain loss contingency expenses including legal accruals and settlements, insurance claims administrative fees, policy spend, depreciation, facility costs, and other corporate costs. General and administrative expenses are expensed as incurred. |
Stock-Based Compensation | Stock-Based Compensation The Company incurs stock-based compensation expense primarily from RSUs, PSUs, and ESPP purchase rights. The Company estimates the fair value of stock options granted to employees, directors, and consultants and ESPP purchase rights using the Black-Scholes option-pricing model. The Black-Scholes model considers several variables and assumptions in estimating the fair value of stock-based awards. These variables include: • per share fair value of the underlying common stock; • exercise price; • expected term; • risk-free interest rate; • expected annual dividend yield; and • expected stock price volatility over the expected term. The Company estimates the expected term for stock options using the simplified method for “plain vanilla” stock option awards. The expected term of the ESPP purchase rights is estimated using the period from the beginning of the offering period to the end of each purchase period. Since the Company has limited history as a public company and does not yet have sufficient trading history for the Company's common stock, the Company estimates volatility for stock options and ESPP purchase rights using the historical volatility of the stock price of similar publicly traded peer companies. The risk-free interest rate is based on the yield available on U.S. Treasury zero-coupon issues similar in duration to the expected term of the stock options or ESPP purchase rights granted. The fair value of stock options that are expected to vest is recognized as compensation expense on a straight-line basis over the requisite service period. The Company recognizes compensation expense related to the ESPP purchase rights on a straight-line basis over the offering period, which is typically 12 months. The fair value of RSUs and PSUs is estimated based on the fair market value of the Company’s common stock on the date of grant, which is determined based on the closing price of the Company’s Class A common stock as reported on the date of grant. Compensation expense for RSUs is generally recognized based on a straight-line basis over the requisite service period. Stock-based compensation expense is based on awards ultimately expected to vest and reflects estimated forfeitures. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from initial estimates. |
Income Taxes | Income Taxes The Company accounts for income taxes using the asset and liability method. Under this method, deferred income tax assets and liabilities are recorded based on the estimated future tax effects of differences between the financial statement and income tax basis of existing assets and liabilities. These differences are measured using the enacted statutory tax rates that are expected to apply to taxable income for the years in which differences are expected to reverse. The Company recognizes the effect on deferred income taxes of a change in tax rates in the period that includes the enactment date. The Company records a valuation allowance to reduce its deferred tax assets to the net amount that it believes is more-likely-than-not to be realized. Management considers all available evidence, both positive and negative, including historical levels of income, expectations and risks associated with estimates of future taxable income and ongoing tax planning strategies in assessing the need for a valuation allowance. |
Business Combinations | Business Combinations The Company accounts for its business combinations using the acquisition method of accounting, which requires, among other things, allocation of the fair value of purchase consideration to the tangible and intangible assets acquired and liabilities assumed at their estimated fair values on the acquisition date. The excess of the fair value of purchase consideration over the values of these identifiable assets and liabilities is recorded as goodwill. When determining the fair value of assets acquired and liabilities assumed, management makes significant estimates and assumptions, especially with respect to intangible assets. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. During the measurement period, not to exceed one year from the date of acquisition, the Company may record adjustments to the assets acquired and liabilities assumed, with a corresponding offset to goodwill if new information is obtained related to facts and circumstances that existed as of the acquisition date. After the measurement period, any |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash equivalents consist of institutional money market funds and certificates of deposits denominated in U.S. dollars as well as commercial paper. Cash equivalents are highly liquid, short-term investments having an original maturity of 90 days or less that are readily convertible to known amounts of cash. Also included in cash and cash equivalents are cash in transit from payment processors for credit and debit card transactions. |
Restricted Cash and Cash Equivalents | Restricted Cash and Cash Equivalents Restricted cash and cash equivalents consist primarily of amounts held in separate trust accounts and restricted bank accounts as collateral for insurance purposes and amounts pledged to secure certain letters of credit. |
Investments | Investments Debt Securities The Company’s accounting for its investments in debt securities is based on the legal form of the security, the Company’s intended holding period for the security, and the nature of the transaction. Investments in debt securities include commercial paper, certificates of deposit, corporate bonds and U.S. government securities. Investments in debt securities are classified as available-for-sale and are recorded at fair value. The Company considers an available-for-sale debt security to be impaired if the fair value of the investment is less than its amortized cost basis. The entire difference between the amortized cost basis and the fair value of the Company’s available-for-sale debt securities is recognized on the consolidated statements of operations as an impairment if, (i) the fair value of the security is below its amortized cost and (ii) the Company intends to sell or is more likely than not required to sell the security before recovery of its amortized cost basis. If neither criterion is met, the Company evaluates whether the decline in fair value is due to credit losses or other factors. In making this assessment, the Company considers the extent to which the security’s fair value is less than amortized cost, changes to the rating of the security by third-party rating agencies, and adverse conditions specific to the security, among other factors. If the Company's assessment indicates that a credit loss exists, the credit loss is measured based on the Company's best estimate of the cash flows expected to be collected. When developing its estimate of cash flows expected to be collected, the Company considers all available information relevant to the collectability of the security, including past events, current conditions, and reasonable and supportable forecasts. Credit loss impairments are recognized through an allowance for credit losses adjustment to the amortized cost basis of the debt securities on the balance sheet with an offsetting credit loss expense on the consolidated statements of operations. Impairments related to factors other than credit losses are recognized as an adjustment to the amortized cost basis of the security and an offsetting amount in accumulated other comprehensive income (loss), net of tax. As of December 31, 2022, the Company had not recorded any credit impairments. The Company determines realized gains or losses on the sale of debt securities on a specific identification method. The Company's investments in debt securities include: (i) Cash and cash equivalents. Cash equivalents include certificates of deposits, commercial paper and corporate bonds that have an original maturity of 90 days or less and are readily convertible to known amounts of cash. (ii) Short-term investments. Short-term investments are comprised of commercial paper, certificates of deposit, and corporate bonds, which mature in twelve months or less. As a result, the Company classifies these investments as current assets in the accompanying consolidated balance sheets. (iii) Restricted investments. Restricted investments are comprised of debt security investments in commercial paper, certificates of deposit, corporate bonds and U.S. government securities which are held in trust accounts at third-party financial institutions pursuant to certain contracts with insurance providers. Non-marketable Equity Securities The Company has elected to measure its investments in non-marketable equity securities at cost, with remeasurements to fair value only upon the occurrence of observable transactions for identical or similar investments of the same issuer or impairment. The Company qualitatively assesses whether indicators of impairment exist. Factors considered in this assessment include the investees’ financial and liquidity position, access to capital resources, exposure to industries and markets impacted by COVID-19, and the time since the last adjustment to fair value, among others. If an impairment exists, the Company estimates the fair value of the investment by using the best information available, which may include cash flow projections or other available market data, and recognizes a loss for the amount by which the carrying value exceeds the fair value of the investment on the consolidated statements of operations. |
Concentrations of Credit Risk | Concentrations of Credit Risk The Company’s cash, cash equivalents and short-term investments are potentially subject to concentration of credit risk. Although the Company deposits its cash with multiple financial institutions, the deposits, at times, may exceed federally insured limits. The Company has not experienced any losses on its deposits of cash and cash equivalents. Management believes that the institutions are financially stable and, accordingly, minimal credit risk exists. The Company limits purchases of debt securities to investment-grade securities. |
Fair Value Measurements | Fair Value Measurements The Company measures assets and liabilities at fair value based on an expected exit price, which represents the amount that would be received on the sale of an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value may be based on assumptions that market participants would use in pricing an asset or liability. The authoritative guidance on fair value measurements establishes a consistent framework for measuring fair value on either a recurring or nonrecurring basis, whereby inputs used in valuation techniques, are assigned a hierarchical level. The following are the hierarchical levels of inputs to measure fair value: Level 1 Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2 Inputs reflect quoted prices for identical assets or liabilities in markets that are not active; quoted prices for similar assets or liabilities in active markets; inputs other than quoted prices that are observable for the assets or liabilities; or inputs that are derived principally from or corroborated by observable market data by correlation or other means. Level 3 Unobservable inputs reflecting our own assumptions incorporated in valuation techniques used to determine fair value. These assumptions are required to be consistent with market participant assumptions that are reasonably available. The carrying values of the Company’s accounts payable and accrued and other liabilities approximate their respective fair values due to the short period of time to payment. |
Light Vehicle Fleet and Property and Equipment | Light Vehicle FleetThe Company’s Light Vehicle fleet consists of bikes and scooters. Scooters are stated at cost less accumulated depreciation and are included in prepaid expenses and other current assets on the consolidated balance sheets. Depreciation is computed using a straight-line method over the estimated useful life of the scooters, which is less than 12 months. Property and Equipment Property and equipment are stated at cost less accumulated depreciation. Depreciation is computed using a straight-line method over the estimated useful life of the related asset, which is generally between two |
Leases, Lessor | Leases The Company adopted ASC 842 using the modified retrospective approach with an effective date as of the beginning of the fiscal year, January 1, 2019. The Company elected the package of transition provisions available for expired or existing contracts, which allowed the Company to carryforward the historical assessments of (1) whether contracts are or contain leases, (2) lease classification and (3) initial direct costs. In accordance with ASC 842, the Company determines if an arrangement is or contains a lease at contract inception by assessing whether the arrangement contains an identified asset and whether the lessee has the right to control such asset. The Company determines the classification and measurement of its leases upon lease commencement. The Company enters into certain agreements as a lessor and either leases or subleases the underlying asset in the agreement to customers. The Company also enters into certain agreements as a lessee. If any of the following criteria are met, the Company classifies the lease as a financing lease (as a lessee) or as a direct financing or sales-type lease (both as a lessor): • The lease transfers ownership of the underlying asset to the lessee by the end of the lease term; • The lease grants the lessee an option to purchase the underlying asset that the Company is reasonably certain to exercise; • The lease term is for 75% or more of the remaining economic life of the underlying asset, unless the commencement date falls within the last 25% of the economic life of the underlying asset; • The present value of the sum of the lease payments equals or exceeds 90% of the fair value of the underlying asset; or • The underlying asset is of such a specialized nature that it is expected to have no alternative use to the lessor at the end of the lease term. Leases that do not meet any of the above criteria are accounted for as operating leases. Lessor The Company's lease arrangements include vehicle rentals to drivers or renters under the Flexdrive and Lyft Rentals programs and Light Vehicle rentals to single-use riders. Due to the short-term nature of these arrangements, the Company classifies |
Leases, Lessee | Leases The Company adopted ASC 842 using the modified retrospective approach with an effective date as of the beginning of the fiscal year, January 1, 2019. The Company elected the package of transition provisions available for expired or existing contracts, which allowed the Company to carryforward the historical assessments of (1) whether contracts are or contain leases, (2) lease classification and (3) initial direct costs. In accordance with ASC 842, the Company determines if an arrangement is or contains a lease at contract inception by assessing whether the arrangement contains an identified asset and whether the lessee has the right to control such asset. The Company determines the classification and measurement of its leases upon lease commencement. The Company enters into certain agreements as a lessor and either leases or subleases the underlying asset in the agreement to customers. The Company also enters into certain agreements as a lessee. If any of the following criteria are met, the Company classifies the lease as a financing lease (as a lessee) or as a direct financing or sales-type lease (both as a lessor): • The lease transfers ownership of the underlying asset to the lessee by the end of the lease term; • The lease grants the lessee an option to purchase the underlying asset that the Company is reasonably certain to exercise; • The lease term is for 75% or more of the remaining economic life of the underlying asset, unless the commencement date falls within the last 25% of the economic life of the underlying asset; • The present value of the sum of the lease payments equals or exceeds 90% of the fair value of the underlying asset; or • The underlying asset is of such a specialized nature that it is expected to have no alternative use to the lessor at the end of the lease term. Leases that do not meet any of the above criteria are accounted for as operating leases. Lessee The Company's leases include real estate property to support its operations and Flexdrive vehicles that may be used by drivers to provide ridesharing services on the Lyft Platform or renters for personal reasons through Lyft Rentals. For leases with a term greater than 12 months, the Company records the related right-of-use asset and lease liability at the present value of lease payments over the term. The lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise such options. The Company does not separate lease and non-lease components of contracts for real estate property leases, but has elected to do so for vehicle leases when non-lease components exist in these arrangements. For certain leases, the Company also applies a portfolio approach to account for right-of-use assets and lease liabilities that are similar in nature and have nearly identical contract provisions. The Company’s leases do not provide a readily determinable implicit rate. Therefore, the Company estimates its incremental borrowing rate to discount the lease payments based on information available at lease commencement. The Company determines its incremental borrowing rate based on the rate of interest that the Company would have to pay to borrow on a collateralized basis over a similar term for an amount equal to the lease payments in a similar economic environment. Lease payments may be fixed or variable; however, only fixed payments are included in the Company’s lease liability calculation. Operating leases are included in operating lease right-of-use assets, operating lease liabilities — current and operating lease liabilities on the consolidated balance sheets. Lease costs for the Company's operating leases are recognized on a straight-line basis primarily within operating expenses over the lease term. Finance leases are included in property and equipment, net, accrued and other current liabilities, and other liabilities on the consolidated balance sheets. Finance lease assets are amortized on a straight-line basis over the shorter of the estimated useful lives of the assets or the lease term in cost of revenue on the consolidated statements of operations. The interest component of finance leases is included in cost of revenue on the consolidated statements of operations and recognized using the effective interest method over the lease term. Variable lease payments are recognized primarily in operating expenses in the period in which the obligation for those payments is incurred. Similar to other long-lived assets discussed below, the Company measures recoverability of these assets by comparing the carrying amounts to the future undiscounted cash flows that the assets or the asset group are expected to generate. If the carrying value of the assets are not recoverable, the impairment recognized is measured as the amount by which the carrying value of the asset exceeds its fair value. For leased assets, such circumstances would include the decision to leave a leased facility prior to the end of the minimum lease term or subleases for which estimated cash flows do not fully cover the costs of the associated lease. On November 3, 2022, the Company committed to a decision to exit and sublease or cease use of certain facilities to align with the Company’s anticipated operating needs and incurred impairment charges related to real estate operating right-of-use assets of $55.3 million. Refer to Note 16 “Restructuring” to the consolidated financial statements for further information. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill represents the excess of the purchase price over the fair value of the net tangible and identifiable intangible assets acquired in a business combination. Intangible assets resulting from the acquisition of entities are accounted for using the purchase method of accounting based on management’s estimate of the fair value of assets received. Intangible assets are amortized on a straight-line basis over the estimated useful lives which range from two Goodwill is not subject to amortization, but is tested for impairment on an annual basis during the fourth quarter or whenever events or changes in circumstances indicate the carrying value of the reporting unit may be in excess of its fair value. As part of the annual goodwill impairment test, the Company first performs a qualitative assessment to determine whether further impairment testing |
Impairment of Long-Lived Assets | Impairment of Long-Lived AssetsThe Company reviews long-lived assets, including property and equipment and intangible assets, for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. Such events and changes may include: significant changes in performance relative to expected operating results, changes in asset use, negative industry or economic trends, and changes in the Company’s business strategy. The Company measures recoverability of these assets by comparing the carrying amounts to the future undiscounted cash flows that the assets or the asset group are expected to generate. If the carrying value of the assets are not recoverable, the impairment recognized is measured as the amount by which the carrying value of the asset exceeds its fair value. |
Software Development Costs | Software Development CostsThe Company incurs costs related to developing the Lyft Platform and related support systems. The Company capitalizes development costs related to the Lyft Platform and related support systems once the preliminary project stage is complete and it is probable that the project will be completed and the software will be used to perform the function intended. |
Insurance Reserves | Insurance Reserves The Company utilizes both a wholly-owned captive insurance subsidiary and third-party insurance, which may include deductibles and self-insured retentions, to insure or reinsure costs including auto liability, uninsured and underinsured motorist, auto physical damage, first party injury coverages including personal injury protection under state law and general business liabilities up to certain limits. The recorded liabilities reflect the estimated cost for claims incurred but not paid and claims that have been incurred but not yet reported and any estimable administrative run-out expenses related to the processing of these outstanding claim payments. Liabilities are determined on a quarterly basis by internal actuaries through an analysis of historical trends, changes in claims experience including consideration of new information and application of loss development factors among other inputs and assumptions. On an annual basis or more frequently as determined by management, an independent third-party actuary will evaluate the liabilities for appropriateness with claims reserve valuations. Insurance claims may take years to completely settle, and the Company has available limited historical loss experience because of the limited operational history. The Company makes certain assumptions based on currently available information and industry statistics, with the loss development factors as one of the most significant assumptions, and utilizes actuarial models and techniques to estimate the reserves. A number of factors can affect the actual cost of a claim, including the length of time the claim remains open, economic and healthcare cost trends and the results of related litigation. Furthermore, claims may emerge in future years for events that occurred in a prior year at a rate that differs from previous actuarial projections. The impact of these factors on ultimate costs for insurance is difficult to estimate and could be material. However, while the Company believes that the insurance reserve amount is adequate, the ultimate liability may be in excess of, or less than, the amount provided. As a result, the net amounts that will ultimately be paid to settle the liability and when amounts will be paid may significantly vary from the estimated amounts provided for on the consolidated balance sheets. For example, disruptive factors may distort data, metrics and patterns and result in rapid increases in insurance cost and reserve deficiency. These disruptive factors can include recent economic conditions and ongoing global events such as the high inflationary environment, increased litigation, and higher than expected losses across the commercial auto industry as well as the continued impact of the COVID-19 pandemic. The Company continues to review its insurance estimates in a regular, ongoing process as historical loss experience develops, additional claims are reported and settled, and the legal, regulatory and economic environment evolves. On April 22, 2021, PVIC entered into a Reinsurance Agreement with DARAG, under which DARAG reinsured a legacy portfolio of auto insurance policies, based on reserves in place as of March 31, 2021, for $183.2 million of coverage above the liabilities recorded as of that date (the “Reinsurance Transaction”). Under the terms of the Reinsurance Agreement, PVIC ceded to DARAG approximately $251.3 million of certain legacy insurance liabilities for policies underwritten during the period of October 1, 2018 to October 1, 2020, with an aggregate limit of $434.5 million, for a premium of $271.5 million. Losses ceded under the Reinsurance Agreement that exceed $271.5 million, but are below the aggregate limit of $434.5 million, resulted in the recognition of a deferred gain liability. The deferred gain liability was amortized and recognized as a benefit to the statement of operations over the estimated remaining settlement period of the ceded reserves. The settlement period of the ceded reserves was based on the life-to-date cumulative losses collected and likely extends over periods longer than a quarter. The amount of the deferral that was amortized was recalculated each period based on loss payments and updated estimates of the portfolio’s total losses. When the amount and timing of |
Net Loss Per Share | Net Loss Per Share The Company follows the two-class method when computing net loss per common share when shares are issued that meet the definition of participating securities. The two-class method determines net loss per common share for each class of common stock and participating securities according to dividends declared or accumulated and participation rights in undistributed earnings. The two-class method requires income available to common stockholders for the period to be allocated between common stock and participating securities based upon their respective rights to receive dividends as if all income for the period had been distributed. The Company’s redeemable convertible preferred stock contractually entitles the holders of such shares to participate in dividends but does not contractually require the holders of such shares to participate in the Company’s losses. There were no redeemable convertible preferred shares issued and outstanding as of December 31, 2022 and 2021. Basic net loss per share is computed by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period, less shares subject to repurchase. The diluted net loss per share is computed by giving effect to all potentially dilutive securities outstanding for the period. For periods in which the Company reports net losses, diluted net loss per common share attributable to common stockholders is the same as basic net loss per common share attributable to common stockholders, because potentially dilutive common shares are not assumed to have been issued if their effect is anti-dilutive. |
Variable Interest Entities | Variable Interest Entities In accordance with ASC 810, Consolidation, the Company evaluates its ownership, contractual and other interests in entities to assess whether it has a variable interest in entities in which it has a financial relationship and, if so, whether or not those entities are variable interest entities (“VIEs”). These evaluations are complex, involving judgment and the use of estimates and assumptions based on available historical and prospective information, among other factors. For an entity to qualify as a VIE, ASC 810 requires the Company to determine if the Company is the primary beneficiary of the VIE, and, if so, to consolidate such entity into its consolidated financial statements. The Company consolidates VIEs in which it has a controlling financial interest and is therefore deemed the primary beneficiary. A controlling financial interest will have both of the following characteristics: (a) the power to direct the VIE activities that most significantly impact economic performance; and (b) the obligation to absorb the VIE losses and the right to receive benefits that are significant to the VIE. Periodically, the Company reevaluates its ownership, contractual and other interests in entities to determine whether any changes in its interest or relationship with an entity impacts the determination of whether it is still the primary beneficiary of such entity. The Company has determined that it was the primary beneficiary of one VIE as of December 31, 2022. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recently Adopted Accounting Pronouncements In August 2020, the FASB issued ASU No. 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”, which simplifies the accounting for convertible instruments by eliminating the requirement to separate embedded conversion features from the host contract when the conversion features are not required to be accounted for as derivatives under Topic 815, Derivatives and Hedging, or that do not result in substantial premiums accounted for as paid-in capital. By removing the separation model, a convertible debt instrument will be reported as a single liability instrument with no separate accounting for embedded conversion features. This new standard also removes certain settlement conditions that are required for contracts to qualify for equity classification and simplifies the diluted earnings per share calculations by requiring that an entity use the if-converted method and that the effect of potential share settlement be included in diluted earnings per share calculations. This new standard is effective for the Company for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. The Company adopted this standard effective January 1, 2022, using the modified retrospective method. In the consolidated balance sheets, the adoption of this new guidance resulted in: • an increase of $133.5 million to the total carrying value of the convertible senior notes to reflect the full principal amount of the convertible notes outstanding net of issuance costs, • a reduction of $140.0 million (net of tax) to additional paid-in capital to remove the equity component separately recorded for the conversion features associated with the convertible notes, and • a cumulative-effect adjustment of $6.5 million (net of tax) to the beginning balance of accumulated deficit as of January 1, 2022. In October 2021, the FASB issued ASU No. 2021-08, “Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers” (“ASU 2021-08”), which requires companies to apply the definition of a performance obligation under ASC 606, Revenue from Contracts with Customers, to recognize and measure contract assets and contract liabilities relating to contracts with customers that are acquired in a business combination. This will result in the acquirer recording acquired contract assets and liabilities on the same basis that would have been recorded by the acquiree before the acquisition under ASC Topic 606. This new standard will be effective for the Company for fiscal years beginning after December 15, 2022, including interim periods within that fiscal year, with early adoption permitted. The Company adopted ASU 2021-08 in the second quarter of 2022 on a prospective basis. There were no acquisitions in the first quarter of 2022. In December 2022, the FASB issued ASU No. 2022-06, which defers the sunset date of “Reference Rate Reform (Topic 848)”, from December 31, 2022 to December 31, 2024. ASC 848 provides temporary relief relating to the potential accounting impact relating to the replacement of LIBOR or other reference rates expected to be discounted as a result of reference rate reform. ASU 2022-06 is effective immediately for all entities. Recent Accounting Pronouncements Not Yet Adopted |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Schedule of Revenues | The table below presents the Company's revenues as included on the consolidated statements of operations (in thousands): Year Ended December 31, 2022 2021 2020 Revenue from contracts with customers (ASC 606) $ 3,811,993 $ 2,957,979 $ 2,208,656 Rental revenue (ASC 842) 283,142 250,344 156,025 Total revenue $ 4,095,135 $ 3,208,323 $ 2,364,681 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Assets Acquired And Liabilities Assumed | The following table summarizes the preliminary fair value of the assets acquired and liabilities assumed at the Closing Date (in thousands): Cash and cash equivalents $ 2,665 Prepaid expenses and other current assets 34,845 Other investments 22,175 Property and equipment 2,202 Operating lease right-of-use assets 786 Identifiable intangible assets 45,047 Total identifiable assets acquired 107,720 Accounts payable 6,004 Accrued and other liabilities 3,344 Operating lease liabilities — current 292 Operating lease liabilities 494 Other liabilities 14,678 Total liabilities assumed 24,812 Non-controlling interest (recorded to equity) 140 Net assets assumed 82,768 Goodwill 80,748 Total acquisition consideration $ 163,516 The following table summarizes the fair value of the assets acquired and liabilities assumed at the Closing Date (in thousands): Cash and cash equivalents $ 587 Prepaid expenses and other current assets 276 Property and equipment 111,881 Finance lease right-of-use assets 56,014 Identifiable intangible assets - developed technology 13,200 Total identifiable assets acquired 181,958 Loans 134,121 Finance lease & other liabilities 57,265 Total liabilities assumed 191,386 Net liabilities assumed (9,428) Goodwill 22,455 Total acquisition consideration $ 13,027 |
Schedule of Fair Value and Useful Lives of Identified Intangible Assets | The Company recorded intangible assets at their fair value, which consisted of the following (in thousands): Estimated useful life (in years) Amount Tradename 2 $ 1,009 Customer relationships – cities 7 - 11 22,157 Developed technology (hardware and software) 2 - 3 21,881 Total intangible assets $ 45,047 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in Carrying Amount of Goodwill | The changes in the carrying amount of goodwill for the years ended December 31, 2022, 2021 and 2020 were as follows (in thousands): Balance as of December 31, 2020 $ 182,687 Additions — Foreign currency translation and other adjustments (3) Transaction with Woven Planet (2,168) Balance as of December 31, 2021 $ 180,516 Additions 81,108 Foreign currency translation and other adjustments (42) Balance as of December 31, 2022 $ 261,582 |
Schedule of Intangible Assets, Net | Intangible assets, net consisted of the following as of the dates indicated (in thousands): December 31, 2022 Weighted-average Gross Carrying Accumulated Net Carrying Developed technology and patents 2.3 $ 41,262 $ 20,424 $ 20,838 Contractual relationship – cities and user relationships 8.2 100,429 45,059 55,370 Total intangible assets $ 141,691 $ 65,483 $ 76,208 December 31, 2021 Weighted-average Gross Carrying Accumulated Net Carrying Developed technology and patents 2.9 $ 22,151 $ 12,643 $ 9,508 Contractual relationship – cities and user relationships 7.9 79,800 38,543 41,257 Total intangible assets $ 101,951 $ 51,186 $ 50,765 |
Schedule of Future Amortization Expense | As of December 31, 2022, future amortization of intangible assets that will be recorded in cost of revenue and operating expenses is estimated as follows (in thousands). Year ended December 31: 2023 $ 18,255 2024 17,308 2025 8,407 2026 8,184 2027 8,184 Thereafter 15,870 Total remaining amortization $ 76,208 |
Supplemental Financial Statem_2
Supplemental Financial Statement Information (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Additional Financial Information Disclosure [Abstract] | |
Summary of Cash Equivalents and Short-Term Investments | The following tables summarize the cost or amortized cost, gross unrealized gain, gross unrealized loss and fair value of the Company’s cash equivalents and short-term investments as of the dates indicated (in thousands): December 31, 2022 Cost or Unrealized Estimated Gains Losses Unrestricted Balances (1) Money market funds $ 3,276 $ — $ — $ 3,276 Money market deposit accounts 126,994 — — 126,994 Term deposits 5,000 — — 5,000 Certificates of deposit 502,374 295 (510) 502,159 Commercial paper 964,410 403 (1,663) 963,150 Corporate bonds 61,605 — (104) 61,501 U.S. government securities 7,059 1 — 7,060 Total unrestricted cash equivalents and short-term investments 1,670,718 699 (2,277) 1,669,140 Restricted Balances (2) Money market funds 93,362 — — 93,362 Term deposits 3,539 — — 3,539 Certificates of deposit 355,241 174 (437) 354,978 Commercial paper 596,213 243 (865) 595,591 Corporate bonds 14,933 — (17) 14,916 U.S. government securities 74,699 2 (167) 74,534 Total restricted cash equivalents and investments 1,137,987 419 (1,486) 1,136,920 Total unrestricted and restricted cash equivalents and investments $ 2,808,705 $ 1,118 $ (3,763) $ 2,806,060 _______________ (1) Excludes $126.5 million of cash and $1.1 million of marketable equity securities, which are included within the $1.8 billion of cash and cash equivalents and short-term investments on the consolidated balance sheets. (2) Excludes $1.3 million of restricted cash, which is included within the $1.1 billion of restricted cash and cash equivalents and restricted short-term investments on the consolidated balance sheets. December 31, 2021 Cost or Unrealized Estimated Gains Losses Unrestricted Balances (1) Money market funds $ 22,250 $ — $ — $ 22,250 Money market deposit accounts 330,252 — — 330,252 Term deposits 385,000 — — 385,000 Certificates of deposit 505,562 25 (149) 505,438 Commercial paper 806,446 132 (190) 806,388 Corporate bonds 99,779 4 (78) 99,705 Total unrestricted cash equivalents and short-term investments 2,149,289 161 (417) 2,149,033 Restricted Balances (2) Money market funds 20,161 — — 20,161 Term deposits 5,046 — — 5,046 Certificates of deposit 421,243 35 (134) 421,144 Commercial paper 523,616 43 (169) 523,490 Corporate bonds 63,506 — (48) 63,458 U.S. government securities 31,745 — (28) 31,717 Total restricted cash equivalents and investments 1,065,317 78 (379) 1,065,016 Total unrestricted and restricted cash equivalents and investments $ 3,214,606 $ 239 $ (796) $ 3,214,049 _______________ (1) Excludes $104.8 million of cash, which is included within the $2.3 billion of cash and cash equivalents and short-term investments on the consolidated balance sheets. (2) Excludes $53.7 million of restricted cash, which is included within the $1.1 billion of restricted cash and cash equivalents and restricted short-term investments on the consolidated balance sheets. |
Schedule of AFS Debt Securities | The following table summarizes the Company’s available-for-sale debt securities in an unrealized loss position for which no allowance for credit losses was recorded, aggregated by major security type (in thousands): December 31, 2022 Estimated Fair Value Unrealized Losses Certificates of deposit $ 188,209 $ (947) Corporate bonds 76,417 (121) Commercial paper 718,771 (2,528) U.S. government securities 62,801 (167) Total available-for-sale debt securities in an unrealized loss position $ 1,046,198 $ (3,763) |
Schedule of Property and Equipment, Net | Property and equipment, net consisted of the following as of the dates indicated (in thousands): December 31, 2022 2021 Bike fleet $ 179,330 $ 138,216 Leasehold improvements 91,334 100,252 Owned vehicles 143,391 150,443 Finance lease right-of-use assets 32,887 26,802 Computer equipment and software 36,271 19,103 Furniture and fixtures 5,602 5,110 Construction in progress 48,523 25,270 537,338 465,196 Less: Accumulated depreciation (223,936) (167,001) Property and equipment, net $ 313,402 $ 298,195 |
Schedule of Accrued and Other Current Liabilities | Accrued and other current liabilities consisted of the following as of the dates indicated (in thousands): December 31, 2022 2021 Insurance-related accruals $ 566,831 $ 336,340 Legal accruals 458,209 349,518 Ride-related accruals 181,138 196,716 Long-term debt, current 36,287 56,264 Insurance claims payable and related fees 53,280 33,696 Deferred gain related to the Reinsurance Transaction (1) 2,357 52,785 Other 263,507 239,107 Accrued and other current liabilities $ 1,561,609 $ 1,264,426 _______________ |
Summary of Rollforward of the Insurance Reserve | The following table provides a rollforward of the insurance reserve for the periods presented (in thousands): Year Ended December 31, 2022 2021 2020 Balance at beginning of period $ 1,068,628 $ 987,064 $ 1,378,462 Additions 1 1,146,482 772,321 569,180 Deductions 2 (797,760) (690,757) (960,578) Balance at end of period $ 1,417,350 $ 1,068,628 $ 987,064 _______________ (1) Additions to insurance reserves include $895.0 million, $527.1 million and $569.2 million for the years ended December 31, 2022, 2021 and 2020, respectively, for changes in estimates resulting from new developments in prior period claims. Additions also include adjustments related to the Commutation Transaction of $247.4 million for the year ended December 31, 2022. See below for more details of the "Commutation of the Reinsurance Agreement". Additions include $4.0 million and $245.2 million of reinsurance recoverable for the years ended December 31, 2022 and 2021, respectively. There was no such recoverable for the year ended December 31, 2020. (2) Deductions include losses paid of $552.6 million, $439.4 million and $552.7 million for the years ended December 31, 2022, 2021 and 2020, respectively, in addition to a transfer of certain legacy auto insurance liabilities of $407.9 million for the year ended December 31, 2020. Deductions include reinsurance recoverable at the beginning of the period of $245.2 million and $251.3 million for the years ended December 31, 2022 and 2021, respectively. There was no such recoverable at the beginning of the period for the year ended December 31, 2020. |
Schedule of Other Income (Expense), Net | The following table sets forth the primary components of other income (expense), net as reported on the consolidated statements of operations (in thousands): Year Ended December 31, 2022 2021 2020 Interest income $ 47,142 $ 9,074 $ 43,654 Gain (loss) on sale of securities, net (287) 687 (868) Foreign currency exchange gains (losses), net (4,387) 788 1,818 Sublease income 11,591 6,624 — Gain from transaction with Woven Planet — 119,284 — Impairment charges (1) (135,714) — — Other, net (18,333) (524) (935) Other income (expense), net $ (99,988) $ 135,933 $ 43,669 _______________ (1) In the third quarter of 2022, the Company impaired the entire amount of a non-marketable equity investment in addition to other assets with the investee. This impairment was triggered due to the announced winding down of the equity investee. Refer to Note 7 “Fair Value Measurements” for additional details. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Summary of Financial Instruments Measured at Fair Value on Recurring Basis | The following tables set forth the Company’s financial assets and liabilities that were measured at fair value on a recurring basis as of the dates indicated by level within the fair value hierarchy (in thousands): December 31, 2022 Level 1 Level 2 Level 3 Total Assets Unrestricted cash equivalents and investments (1) Money market funds $ 3,276 $ — $ — $ 3,276 Certificates of deposit — 502,159 — 502,159 Commercial paper — 963,150 — 963,150 Corporate bonds — 61,501 — 61,501 U.S. government securities — 7,060 — 7,060 Total unrestricted cash equivalents and short-term investments 3,276 1,533,870 — 1,537,146 Restricted cash equivalents and investments (2) Money market funds 93,362 — — 93,362 Certificates of deposit — 354,978 — 354,978 Commercial paper — 595,591 — 595,591 Corporate bonds — 14,916 — 14,916 U.S. government securities — 74,534 — 74,534 Total restricted cash equivalents and investments 93,362 1,040,019 — 1,133,381 Marketable equity securities (3) 1,136 — — 1,136 Total financial assets $ 97,774 $ 2,573,889 $ — $ 2,671,663 Liabilities Contingent consideration (4) $ — $ — $ 15,000 $ 15,000 Total financial liabilities $ — $ — $ 15,000 $ 15,000 _______________ (1) $126.5 million of cash, $127.0 million of money market deposit accounts and $5.0 million of term deposits are not subject to recurring fair value measurement and therefore excluded from this table. However, these balances are included within the $1.8 billion of cash and cash equivalents and short-term investments on the consolidated balance sheets. (2) $1.3 million of restricted cash and $3.5 million of a restricted term deposit are not subject to recurring fair value measurement and therefore excluded from this table. However, these balances are included within the $1.1 billion of restricted cash and cash equivalents and restricted short-term investments on the consolidated balance sheets. (3) Included in other investments on the consolidated balance sheets. (4) In the second quarter of 2022, the Company completed the acquisition of PBSC which included up to $15.0 million in contingent consideration to be paid over the next year. The contingent consideration was classified as a liability and included in accrued and other current liabilities on the consolidated balance sheets. Refer to Note 3 "Acquisitions" to the consolidated financial statements for information regarding this contingent consideration. December 31, 2021 Level 1 Level 2 Level 3 Total Unrestricted Balances (1) Money market funds $ 22,250 $ — $ — $ 22,250 Certificates of deposit — 505,438 — 505,438 Commercial paper — 806,388 — 806,388 Corporate bonds — 99,705 — 99,705 Total unrestricted cash equivalents and short-term investments 22,250 1,411,531 — 1,433,781 Restricted Balances (2) Money market funds 20,161 — — 20,161 Certificates of deposit — 421,144 — 421,144 Commercial paper — 523,489 — 523,489 Corporate bonds — 63,458 — 63,458 U.S. government securities — 31,717 — 31,717 Total restricted cash equivalents and investments 20,161 1,039,808 — 1,059,969 Total unrestricted and restricted cash equivalents and investments $ 42,411 $ 2,451,339 $ — $ 2,493,750 _______________ (1) $104.8 million of cash, $330.3 million of money market deposit accounts and $385.0 million of term deposits are not subject to recurring fair value measurement and therefore excluded from this table. However, these balances are included within the $2.3 billion of cash and cash equivalents and short-term investments on the consolidated balance sheets. (2) $53.7 million of restricted cash and $5.0 million of a restricted term deposit are not subject to recurring fair value measurement and therefore excluded from this table. However, these balances are included within the $1.1 billion of restricted cash and cash equivalents and restricted short-term investments on the consolidated balance sheets. |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation | The following table provides a reconciliation of the beginning balances of the Level 3 financial assets (in thousands): Year Ended December 31, 2022 2021 Balance at beginning of period $ 80,411 $ 10,000 Additions (1) 64,044 70,260 Change in fair value (2) (138,552) 151 Balance at end of period $ 5,903 $ 80,411 _______________ (1) Relates to non-marketable equity securities included in other investments on the consolidated balance sheets. |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The following table provides a reconciliation of the beginning balances of the Level 3 financial liabilities (in thousands): Year Ended December 31, 2022 2021 Balance at beginning of period $ — $ — Additions (1) 14,100 — Change in fair value 900 — Balance at end of period $ 15,000 $ — _______________ (1) Relates the contingent consideration from the acquisition of PBSC, which are included in accrued and other current liabilities on the consolidated balance sheets. Refer to Note 3 "Acquisitions" to the consolidated financial statements for information regarding this contingent consideration. |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Schedule of Lease Position | The table below presents the lease-related assets and liabilities recorded on the consolidated balance sheets (in thousands, except for remaining lease terms and percentages): December 31, 2022 December 31, 2021 Operating Leases Assets Operating lease right-of-use assets (1) $ 135,213 $ 223,412 Liabilities Operating lease liabilities, current $ 45,803 $ 53,765 Operating lease liabilities, non-current 176,356 210,232 Total operating lease liabilities $ 222,159 $ 263,997 Finance Leases Assets Finance lease right-of-use assets (2) $ 32,887 $ 26,802 Liabilities Finance lease liabilities, current (3) 15,053 13,556 Finance lease liabilities, non-current (4) 19,921 14,242 Total finance lease liabilities $ 34,974 $ 27,798 Weighted-average remaining lease term (years) Operating leases 5.1 5.6 Finance leases 2.5 2.2 Weighted-average discount rate Operating leases 6.4 % 6.3 % Finance leases 5.2 % 2.8 % _______________ (1) On November 3, 2022, the Company committed to a decision to exit and sublease or cease use of certain facilities to align with the Company’s anticipated operating needs and incurred impairment charges related to real estate operating right-of-use assets of $55.3 million in the fourth quarter of 2022. (2) This balance is included within property and equipment, net on the consolidated balance sheets and is primarily related to leases acquired in the Flexdrive transaction. Refer to Note 3 "Acquisitions" to the consolidated financial statements for information regarding this transaction. (3) This balance is included within other current liabilities on the consolidated balance sheets and is primarily related to leases acquired in the Flexdrive transaction. Refer to Note 3 "Acquisitions" to the consolidated financial statements for information regarding this transaction. |
Schedule of Lease Costs and Supplemental Cash Flow Information | The table below presents certain information related to the costs for operating leases and finance leases for the year ended December 31, 2022 (in thousands): Year Ended December 31, 2022 2021 Operating Leases Operating lease cost $ 67,283 $ 73,973 Finance Leases Amortization of right-of-use assets 15,124 24,756 Interest on lease liabilities 1,034 1,073 Other Lease Costs Short-term lease cost 5,355 5,264 Variable lease cost (1) 17,040 13,282 Total lease cost $ 105,836 $ 118,348 _______________ (1) Consists primarily of common-area maintenance, taxes and utilities for real estate leases, and certain vehicle related charges under the Flexdrive program. The table below presents certain supplemental information related to the cash flows for operating and finance leases recorded on the consolidated statements of cash flows (in thousands): Year Ended December 31, 2022 2021 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 76,188 $ 80,329 Operating cash flows from finance leases 1,095 1,102 Financing cash flows from finance leases 34,783 35,547 |
Schedule of Operating Lease Liabilities | The table below reconciles the undiscounted cash flows for each of the first five years and total of the remaining years to the lease liabilities recorded on the consolidated balance sheet as of December 31, 2022 (in thousands): Operating Leases Finance Leases Total Leases 2023 $ 66,458 $ 16,511 $ 82,969 2024 54,918 13,052 67,970 2025 42,832 5,877 48,709 2026 28,642 770 29,412 2027 25,368 1,400 26,768 Thereafter 43,234 — 43,234 Total minimum lease payments 261,452 37,610 299,062 Less: amount of lease payments representing interest (39,293) (2,636) (41,929) Present value of future lease payments 222,159 34,974 257,133 Less: current obligations under leases (45,803) (15,053) (60,856) Long-term lease obligations $ 176,356 $ 19,921 $ 196,277 |
Schedule of Finance Lease Liabilities | The table below reconciles the undiscounted cash flows for each of the first five years and total of the remaining years to the lease liabilities recorded on the consolidated balance sheet as of December 31, 2022 (in thousands): Operating Leases Finance Leases Total Leases 2023 $ 66,458 $ 16,511 $ 82,969 2024 54,918 13,052 67,970 2025 42,832 5,877 48,709 2026 28,642 770 29,412 2027 25,368 1,400 26,768 Thereafter 43,234 — 43,234 Total minimum lease payments 261,452 37,610 299,062 Less: amount of lease payments representing interest (39,293) (2,636) (41,929) Present value of future lease payments 222,159 34,974 257,133 Less: current obligations under leases (45,803) (15,053) (60,856) Long-term lease obligations $ 176,356 $ 19,921 $ 196,277 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Minimum Payments Under Noncancelable Purchase Commitments | As of December 31, 2022, the future minimum payments under the Company’s noncancelable purchase commitments were as follows (in thousands) : 2023 $ 108,519 2024 88,800 2025 94,477 2026 9,396 2027 24,240 Thereafter — Total future minimum payments $ 325,432 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Outstanding Debt Obligations and Interest Expense Related to Convertible Debt | Outstanding debt obligations as of December 31, 2022 were as follows (in thousands): Maturities Interest Rate December 31, 2022 December 31, 2021 Convertible senior notes (1) May 2025 1.50% $ 740,609 $ 604,317 Non-revolving Loan (2) 2022 - 2024 2.88% - 4.50% 24,429 75,680 Master Vehicle Loan (2) 2022 - 2025 2.60% - 6.85% 74,456 31,440 Total long-term debt, including current maturities $ 839,494 $ 711,437 Less: long-term debt maturing within one year 36,287 56,264 Total long-term debt $ 803,207 $ 655,173 _______________ (1) The Company adopted ASC 2020-06 on January 1, 2022 using the modified retrospective approach, which resulted in a $133.5 million increase to the carrying value of the convertible senior notes to reflect the full principal amount of the convertible senior notes outstanding net of issuance costs at the time of adoption. (2) These loans were acquired as part of the Flexdrive acquisition on February 7, 2020. The following table sets forth the primary components of interest expense as reported on the consolidated statements of operations (in thousands): Year Ended December 31, 2022 2021 2020 Contractual interest expense related to the 2025 Notes $ 11,212 $ 11,212 $ 7,008 Amortization of debt discount and issuance costs (1) 2,928 35,575 21,050 Interest expense related to vehicle loans 5,595 4,848 4,620 Interest expense $ 19,735 $ 51,635 $ 32,678 _______________ |
Schedule of Convertible Notes | The net carrying amounts of the liability component of the 2025 Notes were as follows (in thousands): December 31, 2022 Principal $ 747,498 Unamortized debt discount and debt issuance costs (1) (6,889) Net carrying amount of liability component $ 740,609 _______________ |
Schedule of Maturities of Long-term Debt Outstanding | Maturities of long-term debt outstanding, including current maturities, as of December 31, 2022 were as follows (in thousands): 2023 $ 36,290 2024 30,920 2025 772,284 2026 — 2027 — Thereafter — Total long-term debt outstanding $ 839,494 |
Common Stock and Employee Sto_2
Common Stock and Employee Stock Plans (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Common Stock Reserved for Future Issuance | The following table summarizes the Company’s shares of common stock reserved for issuance as of December 31, 2022: Options issued and outstanding under the 2008 Plan 993,145 RSUs outstanding under the 2008 Plan, the 2018 Plan, and the 2019 Plan 22,315,333 Remaining shares available for future issuance under the 2019 ESPP Plan and the 2019 Plan 72,818,573 |
Schedule of Stock Options Activity | The summary of stock option activity is as follows (in thousands, except per share data): Options Outstanding Number of Weighted- Weighted- Aggregate (in years) Balance as of December 31, 2021 1,105 $ 4.79 1.83 $ 41,916 Exercises (112) 4.09 Forfeitures — — Cancellations — — Balance as of December 31, 2022 993 $ 4.87 1.89 $ 6,109 |
Schedule of Restricted Stock Unit Activity | The summary of restricted stock unit activity (“RSU”) is as follows (in thousands, except per share data): Number of Weighted- Aggregate Nonvested units as of December 31, 2021 17,116 $ 45.75 $ 730,528 Granted 35,189 24.57 Vested (23,928) 33.78 Canceled (6,062) 34 Nonvested units as of December 31, 2022 22,315 $ 28.15 $ 244,926 Expected to vest as of December 31, 2022 21,165 $ 233,242 |
Schedule of Stock-Based Compensation Expense | The Company recorded stock-based compensation expense on the consolidated statements of operations for the periods indicated as follows (in thousands): Year Ended December 31, 2022 2021 2020 Cost of revenue $ 44,132 $ 39,491 $ 28,743 Operations and support 25,442 24,083 15,829 Research and development 391,983 414,324 325,624 Sales and marketing 49,867 38,243 23,385 General and administrative 239,343 208,419 172,226 Total stock-based compensation expense $ 750,767 $ 724,560 $ 565,807 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
U.S. and Foreign Components of Loss Before Income Taxes | The components of the provision for income taxes for the periods indicated are as follows (in thousands): Year Ended December 31, 2022 2021 2020 United States $ (1,600,323) $ (1,072,489) $ (1,804,623) Foreign 21,684 21,570 7,232 Loss before income taxes $ (1,578,639) $ (1,050,919) $ (1,797,391) |
Components of Provision for Income Taxes | The provision for income taxes for the periods indicated are as follows (in thousands): Year Ended December 31, 2022 2021 2020 Current provision Federal $ — $ — $ — State 1,256 1,272 1,201 Foreign 4,240 7,228 1,156 Total current $ 5,496 $ 8,500 $ 2,357 Deferred provision Federal 481 639 (36,375) State 1,256 — (9,534) Foreign (1,361) 2,086 (982) Total deferred 376 2,725 (46,891) Total provision for (benefit from) income taxes $ 5,872 $ 11,225 $ (44,534) |
Reconciliation of Statutory Federal Income Tax Rate to the Effective Rate | A reconciliation of the U.S. federal statutory income tax rates to the Company’s effective tax rate is as follows: Year Ended December 31, 2022 2021 2020 Provision at federal statutory rate 21.0 % 21.0 % 21.0 % State, net of federal benefit 2.1 2.6 3.2 Permanent tax adjustments (0.4) (0.2) (0.4) Nondeductible expenses (0.7) (1.1) (0.6) Stock-based compensation (4.9) 2.5 1.0 Convertible senior notes — — 2.7 Change in valuation allowance (17.1) (25.2) (24.0) Other adjustments (0.4) (0.7) (0.3) Provision for income taxes (0.4) % (1.1) % 2.6 % |
Schedule of Deferred Tax Assets and Liabilities | The significant components of the Company’s deferred tax assets and liabilities as of the periods indicated were as follows (in thousands): December 31, 2022 2021 Deferred tax assets: Net operating loss carryforwards $ 2,127,233 $ 2,079,896 Insurance reserves and accruals 296,423 276,625 Stock-based compensation 19,132 38,066 Capitalized research expenses 163,370 — Accrued legal settlement/fees 114,963 89,680 Lease liability 55,579 66,211 Accrued and other liabilities 76,311 64,555 Total deferred tax assets 2,853,011 2,615,033 Less: Valuation allowance (2,706,982) (2,408,647) Deferred tax assets, net of valuation allowance 146,029 206,386 Deferred tax liabilities: State income taxes (124,982) (115,768) Operating lease right of use assets (36,379) (59,838) Convertible senior notes — (31,892) Total deferred tax liabilities (161,361) (207,498) Net deferred tax assets (liabilities) $ (15,332) $ (1,112) |
Summary of Rollforward of Valuation Allowance | A reconciliation of the valuation allowance is as follows (in thousands): Year Ended December 31, 2022 2021 2020 Beginning balance $ 2,408,647 $ 2,144,548 $ 1,751,118 Net changes in deferred tax assets and liabilities 298,335 264,099 393,430 Ending balance $ 2,706,982 $ 2,408,647 $ 2,144,548 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Net Loss Per Share | The following table sets forth the computation of basic and diluted net loss per share for the periods indicated (in thousands, except per share data): Year Ended December 31, 2022 2021 2020 Net loss $ (1,584,511) $ (1,062,144) $ (1,752,857) Weighted-average shares used in computing net loss per share, basic and diluted 354,731 334,724 312,175 Net loss per share, basic and diluted $ (4.47) $ (3.17) $ (5.61) |
Schedule of Outstanding Shares of Common Stock Equivalents Excluded from Computation of Diluted Net Loss Per Share | The following potentially dilutive outstanding shares were excluded from the computation of diluted net loss per share for the periods presented because including them would have had an anti-dilutive effect, or issuance of such shares is contingent upon the satisfaction of certain conditions which were not satisfied by the end of the period (in thousands): As of December 31, 2022 2021 2020 2025 Notes (1) 19,471 19,471 19,471 Restricted stock units 20,542 16,285 33,428 Performance based restricted stock units 1,773 831 175 Stock options 993 1,105 1,919 ESPP 307 115 89 Total 43,086 37,807 55,082 _______________ (1) In connection with the issuance of the 2025 Notes, the Company entered into Capped Calls, which were not included for purposes of calculating the number of diluted shares outstanding, as their effect would have been anti-dilutive. The Capped Calls are expected to reduce the potential dilution to the Company's Class A common stock (or, in the event a conversion of the 2025 Notes is settled in cash, to reduce its cash payment obligation) in the event that at the time of conversion of the 2025 Notes the Company's Class A common stock price exceeds the conversion price of the 2025 Notes. |
Restructuring (Tables)
Restructuring (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring Related Charges (Benefits) | The following table summarizes the above restructuring related charges (benefits) by line item within the Company’s consolidated statements of operations where they were recorded in the year ended December 31, 2022 (in thousands): Stock-Based Compensation Severance and Other Employee Costs Right-of-Use Asset Impairments and Other Costs Accelerated Depreciation Total Cost of revenue $ 182 $ 1,612 $ — $ — $ 1,794 Operation and support (31) 5,173 4,851 8,680 18,673 Research and development 3,818 9,706 15,393 36 28,953 Sales and marketing 458 3,123 — — 3,581 General and administrative 5,082 9,861 37,120 15,192 67,255 Total $ 9,509 $ 29,475 $ 57,364 $ 23,908 $ 120,256 The following table summarizes the above restructuring related charges (benefits) by line item within the Company’s consolidated statements of operations where they were recorded in the year ended December 31, 2020 (in thousands): Stock-Based Compensation Benefit Severance and Other Employee Costs Lease Termination and Other Costs Total Cost of revenue $ (4,237) $ 2,010 $ 1,529 $ (698) Operation and support (2,830) 8,281 1,060 6,511 Research and development (37,082) 11,706 — (25,376) Sales and marketing (1,626) 3,071 — 1,445 General and administrative (4,031) 7,062 539 3,570 Total $ (49,806) $ 32,130 $ 3,128 $ (14,548) |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) | 12 Months Ended | ||||||
Nov. 03, 2022 USD ($) | Apr. 22, 2021 USD ($) | Apr. 03, 2020 USD ($) | Dec. 31, 2022 USD ($) segment | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Jan. 01, 2022 USD ($) | |
Significant Accounting Policies | |||||||
Number of operating segments | segment | 1 | ||||||
Accounts receivable | $ 278,900,000 | $ 196,200,000 | $ 104,700,000 | ||||
Allowance for credit loss | 11,600,000 | 9,300,000 | 15,200,000 | ||||
Provisions for expected credit losses | 1,900,000 | 4,500,000 | 11,700,000 | ||||
Accounts receivable, writeoff | 400,000 | 1,400,000 | 2,700,000 | ||||
Revenue | 4,095,135,000 | 3,208,323,000 | 2,364,681,000 | ||||
Sales and marketing | 531,512,000 | 411,406,000 | 416,331,000 | ||||
Advertising expenses | 162,100,000 | 145,400,000 | 102,500,000 | ||||
Impairment loss | $ 55,300,000 | ||||||
Prepaid expenses and other current assets | 786,067,000 | 522,212,000 | |||||
Goodwill impairment | 0 | 0 | 0 | ||||
Impairment of long-lived assets | 0 | 0 | 0 | ||||
Capitalized software development costs | 12,100,000 | 16,200,000 | 12,800,000 | ||||
Transfer of certain legacy auto insurance liabilities | $ 407,900,000 | ||||||
Net carrying amount of liability component | 839,494,000 | 711,437,000 | |||||
Additional paid-in capital | 10,335,013,000 | 9,706,293,000 | |||||
Accumulated deficit | (9,940,595,000) | (8,362,572,000) | |||||
DARAG Bermuda LTD | |||||||
Significant Accounting Policies | |||||||
Reserves for current period | $ 183,200,000 | ||||||
Pacific Valley Insurance Company, Inc. | DARAG Bermuda LTD | |||||||
Significant Accounting Policies | |||||||
Transfer of certain legacy auto insurance liabilities | 251,300,000 | ||||||
Reinsurance obligations | 434,500,000 | ||||||
Unearned premiums | $ 271,500,000 | ||||||
Sales and marketing | |||||||
Significant Accounting Policies | |||||||
Credit and refund payments | 21,500,000 | 19,100,000 | 18,800,000 | ||||
Cost of revenue | |||||||
Significant Accounting Policies | |||||||
Credit and refund payments | 7,800,000 | 6,500,000 | 0 | ||||
Cumulative Effect, Period of Adoption, Adjustment | |||||||
Significant Accounting Policies | |||||||
Additional paid-in capital | $ (140,000,000) | ||||||
Accumulated deficit | 6,500,000 | ||||||
Convertible Senior Notes Due 2025 | |||||||
Significant Accounting Policies | |||||||
Net carrying amount of liability component | $ 740,609,000 | 604,317,000 | |||||
Convertible Senior Notes Due 2025 | Cumulative Effect, Period of Adoption, Adjustment | |||||||
Significant Accounting Policies | |||||||
Net carrying amount of liability component | 133,500,000 | ||||||
Scooter | |||||||
Significant Accounting Policies | |||||||
Estimated useful life of property and equipment | 12 months | ||||||
Depreciation expense | $ 8,600,000 | 5,900,000 | 7,200,000 | ||||
Scooter | Not Yet Placed Into Service | |||||||
Significant Accounting Policies | |||||||
Prepaid expenses and other current assets | 0 | 0 | |||||
Scooter | Placed Into Service | |||||||
Significant Accounting Policies | |||||||
Prepaid expenses and other current assets | $ 7,500,000 | 15,300,000 | |||||
Adjustments | |||||||
Significant Accounting Policies | |||||||
Additional paid-in capital | (140,000,000) | ||||||
Accumulated deficit | $ 6,500,000 | ||||||
Minimum | |||||||
Significant Accounting Policies | |||||||
Estimated useful lives of intangible assets | 2 years | ||||||
Minimum | Property, Plant and Equipment | |||||||
Significant Accounting Policies | |||||||
Estimated useful life of property and equipment | 2 years | ||||||
Maximum | |||||||
Significant Accounting Policies | |||||||
Estimated useful lives of intangible assets | 12 years | ||||||
Maximum | Property, Plant and Equipment | |||||||
Significant Accounting Policies | |||||||
Estimated useful life of property and equipment | 7 years | ||||||
Driver Passenger and Light Vehicle Renter Incentive Programs | Adjustments | |||||||
Significant Accounting Policies | |||||||
Revenue | $ (1,400,000,000) | (1,300,000,000) | (390,800,000) | ||||
Sales and marketing | $ (109,800,000) | $ (64,700,000) | $ (135,000,000) |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Revenues (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Accounting Policies [Abstract] | |||
Revenue from contracts with customers (ASC 606) | $ 3,811,993 | $ 2,957,979 | $ 2,208,656 |
Rental revenue (ASC 842) | 283,142 | 250,344 | 156,025 |
Total revenue | $ 4,095,135 | $ 3,208,323 | $ 2,364,681 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) - USD ($) | 12 Months Ended | ||||
May 17, 2022 | Feb. 07, 2020 | Dec. 31, 2022 | Jun. 30, 2022 | Dec. 31, 2021 | |
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | |||||
Intangible assets, net | $ 76,208,000 | $ 50,765,000 | |||
Minimum | |||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | |||||
Weighted-average Remaining Useful Life (Years) | 2 years | ||||
Maximum | |||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | |||||
Weighted-average Remaining Useful Life (Years) | 12 years | ||||
PBSC Urban Solutions | |||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | |||||
Percentage of voting interests acquired | 100% | ||||
Purchase price | $ 163,500,000 | ||||
Fair valur of consideration | 14,100,000 | $ 15,000,000 | |||
Business combination, contingent consideration arrangements, range of outcomes, value, low | 0 | ||||
Business combination, contingent consideration arrangements, range of outcomes, value, high | 15,000,000 | $ 15,000,000 | |||
Intangible assets, net | 45,047,000 | ||||
Identifiable intangible assets | 45,047,000 | ||||
PBSC Urban Solutions | Tradename | |||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | |||||
Intangible assets, net | $ 1,009,000 | ||||
Weighted-average remaining useful life | 2 years | ||||
PBSC Urban Solutions | Customer relationships – cities | |||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | |||||
Intangible assets, net | $ 22,157,000 | ||||
PBSC Urban Solutions | Customer relationships – cities | Minimum | |||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | |||||
Weighted-average remaining useful life | 7 years | ||||
PBSC Urban Solutions | Customer relationships – cities | Maximum | |||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | |||||
Weighted-average remaining useful life | 11 years | ||||
PBSC Urban Solutions | Developed technology (hardware and software) | |||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | |||||
Intangible assets, net | $ 21,881,000 | ||||
PBSC Urban Solutions | Developed technology (hardware and software) | Minimum | |||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | |||||
Weighted-average remaining useful life | 2 years | ||||
PBSC Urban Solutions | Developed technology (hardware and software) | Maximum | |||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | |||||
Weighted-average remaining useful life | 3 years | ||||
Flexdrive Services, LLC | |||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | |||||
Purchase price | $ 20,000,000 | ||||
Operating lease right-of-use assets | 133,100,000 | ||||
Operating lease liabilities | 130,100,000 | ||||
acquisition consideration | 13,027,000 | ||||
Identifiable intangible assets | $ 13,200,000 | ||||
Flexdrive Services, LLC | Developed technology (hardware and software) | |||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | |||||
Weighted-average Remaining Useful Life (Years) | 3 years |
Acquisitions - Schedule of Asse
Acquisitions - Schedule of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | May 17, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Feb. 07, 2020 |
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | |||||
Goodwill | $ 261,582 | $ 180,516 | $ 182,687 | ||
PBSC Urban Solutions | |||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | |||||
Cash and cash equivalents | $ 2,665 | ||||
Prepaid expenses and other current assets | 34,845 | ||||
Other investments | 22,175 | ||||
Property and equipment | 2,202 | ||||
Operating lease right-of-use assets | 786 | ||||
Identifiable intangible assets | 45,047 | ||||
Total identifiable assets acquired | 107,720 | ||||
Accounts payable | 6,004 | ||||
Accrued and other liabilities | 3,344 | ||||
Operating lease liabilities — current | 292 | ||||
Operating lease liabilities | 494 | ||||
Other liabilities | 14,678 | ||||
Total liabilities assumed | 24,812 | ||||
Non-controlling interest (recorded to equity) | 140 | ||||
Net liabilities assumed | 82,768 | ||||
Goodwill | 80,748 | ||||
Total acquisition consideration | $ 163,516 | ||||
Flexdrive Services, LLC | |||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | |||||
Cash and cash equivalents | $ 587 | ||||
Prepaid expenses and other current assets | 276 | ||||
Property and equipment | 111,881 | ||||
Finance lease right-of-use assets | 56,014 | ||||
Identifiable intangible assets | 13,200 | ||||
Total identifiable assets acquired | 181,958 | ||||
Operating lease liabilities | 57,265 | ||||
Loans | 134,121 | ||||
Total liabilities assumed | 191,386 | ||||
Net liabilities assumed | (9,428) | ||||
Goodwill | 22,455 | ||||
Total acquisition consideration | $ 13,027 |
Acquisitions - Fair Value and U
Acquisitions - Fair Value and Useful Lives of Identified Intangible Assets Acquired (Details) - USD ($) $ in Thousands | May 17, 2022 | Dec. 31, 2022 | Dec. 31, 2021 |
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets, net | $ 76,208 | $ 50,765 | |
PBSC Urban Solutions | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets, net | $ 45,047 | ||
PBSC Urban Solutions | Tradename | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life (in years) | 2 years | ||
Intangible assets, net | $ 1,009 | ||
PBSC Urban Solutions | Customer relationships – cities | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets, net | $ 22,157 | ||
PBSC Urban Solutions | Customer relationships – cities | Minimum | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life (in years) | 7 years | ||
PBSC Urban Solutions | Customer relationships – cities | Maximum | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life (in years) | 11 years | ||
PBSC Urban Solutions | Developed technology (hardware and software) | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets, net | $ 21,881 | ||
PBSC Urban Solutions | Developed technology (hardware and software) | Minimum | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life (in years) | 2 years | ||
PBSC Urban Solutions | Developed technology (hardware and software) | Maximum | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful life (in years) | 3 years |
Divestitures (Details)
Divestitures (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Jul. 13, 2021 | Sep. 30, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | |||||
Gain from transaction with Woven Planet | $ 0 | $ 119,284 | $ 0 | ||
Deferred revenue liability | $ 42,500 | ||||
Decrease in assets held for sale | $ 3,400 | ||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Level 5 | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | |||||
Proceeds from the sales of assets | $ 515,000 | ||||
Upfront proceeds from the sales of assets | 165,000 | ||||
Deferred proceeds from the sales of asset | $ 350,000 | ||||
Unpaid consideration, term | 5 years | ||||
Gain from transaction with Woven Planet | $ 119,300 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets, Net - Schedule of Changes in Carrying Amount of Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Goodwill | ||
Goodwill, beginning balance | $ 180,516 | $ 182,687 |
Additions | 81,108 | 0 |
Foreign currency translation and other adjustments | (42) | (3) |
Transaction with Woven Planet | (2,168) | |
Goodwill, ending balance | $ 261,582 | $ 180,516 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets, Net - Intangible Assets, Net by Major Class (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Finite-lived intangible assets | ||
Gross Carrying Amount | $ 141,691 | $ 101,951 |
Accumulated Amortization | 65,483 | 51,186 |
Net Carrying Amount | $ 76,208 | $ 50,765 |
Developed technology and patents | ||
Finite-lived intangible assets | ||
Weighted-average Remaining Useful Life (Years) | 2 years 3 months 18 days | 2 years 10 months 24 days |
Gross Carrying Amount | $ 41,262 | $ 22,151 |
Accumulated Amortization | 20,424 | 12,643 |
Net Carrying Amount | $ 20,838 | $ 9,508 |
Contractual relationship – cities and user relationships | ||
Finite-lived intangible assets | ||
Weighted-average Remaining Useful Life (Years) | 8 years 2 months 12 days | 7 years 10 months 24 days |
Gross Carrying Amount | $ 100,429 | $ 79,800 |
Accumulated Amortization | 45,059 | 38,543 |
Net Carrying Amount | $ 55,370 | $ 41,257 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets, Net - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Amortization expense | $ 18.4 | $ 18.1 | $ 29.2 |
Goodwill and Intangible Asset_6
Goodwill and Intangible Assets, Net - Future Amortization of Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Estimated amortization expense for each of the next five fiscal years | ||
2023 | $ 18,255 | |
2024 | 17,308 | |
2025 | 8,407 | |
2026 | 8,184 | |
2027 | 8,184 | |
Thereafter | 15,870 | |
Net Carrying Amount | $ 76,208 | $ 50,765 |
Supplemental Financial Statem_3
Supplemental Financial Statement Information - Summary of Cash Equivalents and Short-Term Investments (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Cash Equivalents and Short-Term Investments | ||
Unrestricted cash equivalents and short-term investments, cost or amortized cost | $ 1,670,718 | $ 2,149,289 |
Unrestricted cash equivalents and short-term investments, unrealized gains | 699 | 161 |
Unrestricted cash equivalents and short-term investments, unrealized losses | (2,277) | (417) |
Unrestricted cash equivalents and short-term investments, estimated fair value | 1,669,140 | 2,149,033 |
Restricted cash equivalents and investments, cost or amortized cost | 1,137,987 | 1,065,317 |
Restricted cash equivalents and investments, unrealized gains | 419 | 78 |
Restricted cash equivalents and investments, unrealized losses | (1,486) | (379) |
Restricted cash equivalents and investments, estimated fair value | 1,136,920 | 1,065,016 |
Unrestricted and restricted cash equivalents and investments, cost or amortized cost | 2,808,705 | 3,214,606 |
Unrestricted and restricted cash equivalents and investments, unrealized gains | 1,118 | 239 |
Unrestricted and restricted cash equivalents and investments, unrealized losses | (3,763) | (796) |
Total financial assets | 2,806,060 | 3,214,049 |
Marketable securities | 1,100 | |
Cash and cash equivalents and short-term investments | 1,800,000 | 2,300,000 |
Restricted cash | 1,300 | 53,700 |
Restricted cash and cash equivalents and restricted short-term investments | 1,100,000 | 1,100,000 |
Cash and Cash Equivalents and Short-Term Investments | ||
Cash Equivalents and Short-Term Investments | ||
Cash | 126,500 | 104,800 |
Money market funds | ||
Cash Equivalents and Short-Term Investments | ||
Unrestricted cash equivalents and short-term investments, cost or amortized cost | 3,276 | 22,250 |
Unrestricted cash equivalents and short-term investments, unrealized gains | 0 | 0 |
Unrestricted cash equivalents and short-term investments, unrealized losses | 0 | 0 |
Unrestricted cash equivalents and short-term investments, estimated fair value | 3,276 | 22,250 |
Restricted cash equivalents and investments, cost or amortized cost | 93,362 | 20,161 |
Restricted cash equivalents and investments, unrealized gains | 0 | 0 |
Restricted cash equivalents and investments, unrealized losses | 0 | 0 |
Restricted cash equivalents and investments, estimated fair value | 93,362 | 20,161 |
Money market deposit accounts | ||
Cash Equivalents and Short-Term Investments | ||
Unrestricted cash equivalents and short-term investments, cost or amortized cost | 126,994 | 330,252 |
Unrestricted cash equivalents and short-term investments, unrealized gains | 0 | 0 |
Unrestricted cash equivalents and short-term investments, unrealized losses | 0 | 0 |
Unrestricted cash equivalents and short-term investments, estimated fair value | 126,994 | 330,252 |
Term deposits | ||
Cash Equivalents and Short-Term Investments | ||
Unrestricted cash equivalents and short-term investments, cost or amortized cost | 5,000 | 385,000 |
Unrestricted cash equivalents and short-term investments, unrealized gains | 0 | 0 |
Unrestricted cash equivalents and short-term investments, unrealized losses | 0 | 0 |
Unrestricted cash equivalents and short-term investments, estimated fair value | 5,000 | 385,000 |
Restricted cash equivalents and investments, cost or amortized cost | 3,539 | 5,046 |
Restricted cash equivalents and investments, unrealized gains | 0 | 0 |
Restricted cash equivalents and investments, unrealized losses | 0 | 0 |
Restricted cash equivalents and investments, estimated fair value | 3,539 | 5,046 |
Certificates of deposit | ||
Cash Equivalents and Short-Term Investments | ||
Unrestricted cash equivalents and short-term investments, cost or amortized cost | 502,374 | 505,562 |
Unrestricted cash equivalents and short-term investments, unrealized gains | 295 | 25 |
Unrestricted cash equivalents and short-term investments, unrealized losses | (510) | (149) |
Unrestricted cash equivalents and short-term investments, estimated fair value | 502,159 | 505,438 |
Restricted cash equivalents and investments, cost or amortized cost | 355,241 | 421,243 |
Restricted cash equivalents and investments, unrealized gains | 174 | 35 |
Restricted cash equivalents and investments, unrealized losses | (437) | (134) |
Restricted cash equivalents and investments, estimated fair value | 354,978 | 421,144 |
Commercial paper | ||
Cash Equivalents and Short-Term Investments | ||
Unrestricted cash equivalents and short-term investments, cost or amortized cost | 964,410 | 806,446 |
Unrestricted cash equivalents and short-term investments, unrealized gains | 403 | 132 |
Unrestricted cash equivalents and short-term investments, unrealized losses | (1,663) | (190) |
Unrestricted cash equivalents and short-term investments, estimated fair value | 963,150 | 806,388 |
Restricted cash equivalents and investments, cost or amortized cost | 596,213 | 523,616 |
Restricted cash equivalents and investments, unrealized gains | 243 | 43 |
Restricted cash equivalents and investments, unrealized losses | (865) | (169) |
Restricted cash equivalents and investments, estimated fair value | 595,591 | 523,490 |
Corporate bonds | ||
Cash Equivalents and Short-Term Investments | ||
Unrestricted cash equivalents and short-term investments, cost or amortized cost | 61,605 | 99,779 |
Unrestricted cash equivalents and short-term investments, unrealized gains | 0 | 4 |
Unrestricted cash equivalents and short-term investments, unrealized losses | (104) | (78) |
Unrestricted cash equivalents and short-term investments, estimated fair value | 61,501 | 99,705 |
Restricted cash equivalents and investments, cost or amortized cost | 14,933 | 63,506 |
Restricted cash equivalents and investments, unrealized gains | 0 | 0 |
Restricted cash equivalents and investments, unrealized losses | (17) | (48) |
Restricted cash equivalents and investments, estimated fair value | 14,916 | 63,458 |
U.S. government securities | ||
Cash Equivalents and Short-Term Investments | ||
Unrestricted cash equivalents and short-term investments, cost or amortized cost | 7,059 | |
Unrestricted cash equivalents and short-term investments, unrealized gains | 1 | |
Unrestricted cash equivalents and short-term investments, unrealized losses | 0 | |
Unrestricted cash equivalents and short-term investments, estimated fair value | 7,060 | |
Restricted cash equivalents and investments, cost or amortized cost | 74,699 | 31,745 |
Restricted cash equivalents and investments, unrealized gains | 2 | 0 |
Restricted cash equivalents and investments, unrealized losses | (167) | (28) |
Restricted cash equivalents and investments, estimated fair value | $ 74,534 | $ 31,717 |
Supplemental Financial Statem_4
Supplemental Financial Statement Information - Additional Information (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||
Feb. 08, 2023 | Jun. 21, 2022 | Apr. 22, 2021 | Apr. 03, 2020 | Mar. 31, 2020 | Jun. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Cash And Restricted Cash | |||||||||
Allowance for credit loss on marketable and non-marketable available for sale debt securities | $ 0 | ||||||||
Depreciation and amortization | 154,798,000 | $ 139,347,000 | $ 157,353,000 | ||||||
Transfer of certain legacy auto insurance liabilities | $ 407,900,000 | ||||||||
Loss recognized from net cost of novation agreement | 64,700,000 | ||||||||
Reinsurance recoverables | 4,000,000 | ||||||||
Funds withheld | 1,000,000 | ||||||||
Consideration received for commutation of reinsurance agreement, funds withheld for liability | $ 90,300,000 | ||||||||
Realized gain from commutation of reinsurance agreement | $ 36,800,000 | ||||||||
Decrease in reinsurance recoverable | 247,400,000 | ||||||||
Reinsurance amortized deferred gains related to losses ceded | 105,700,000 | ||||||||
Deferred gain related to the Reinsurance Transaction | 2,357,000 | 52,785,000 | |||||||
DARAG Bermuda LTD | |||||||||
Cash And Restricted Cash | |||||||||
Reserves for current period | $ 183,200,000 | ||||||||
Reinsurance recoverables | 251,300,000 | ||||||||
Funds withheld | 271,500,000 | ||||||||
Funds withheld liability balance included in accrued and other current liabilities | 20,200,000 | ||||||||
Clarendon National Insurance Company | Cost of revenue | |||||||||
Cash And Restricted Cash | |||||||||
Loss recognized from net cost of novation agreement | 62,500,000 | ||||||||
Clarendon National Insurance Company | General and administrative | |||||||||
Cash And Restricted Cash | |||||||||
Loss recognized from net cost of novation agreement | 2,200,000 | ||||||||
Clarendon National Insurance Company | Pacific Valley Insurance Company, Inc. | |||||||||
Cash And Restricted Cash | |||||||||
Transfer of reinsurance obligations | $ 465,000,000 | $ 465,000,000 | |||||||
Reinsurance obligations | 816,000,000 | ||||||||
DARAG Bermuda LTD | Cost of revenue | |||||||||
Cash And Restricted Cash | |||||||||
Loss recognized from net cost of novation agreement | 20,200,000 | ||||||||
DARAG Bermuda LTD | General and administrative | |||||||||
Cash And Restricted Cash | |||||||||
Loss recognized from net cost of novation agreement | 200,000 | ||||||||
DARAG Bermuda LTD | Pacific Valley Insurance Company, Inc. | |||||||||
Cash And Restricted Cash | |||||||||
Transfer of certain legacy auto insurance liabilities | 251,300,000 | ||||||||
Loss recognized from net cost of novation agreement | 20,400,000 | ||||||||
Reinsurance obligations | 434,500,000 | ||||||||
Unearned premiums | 271,500,000 | ||||||||
Insurance liability, collateralized amount | $ 75,000,000 | ||||||||
Consideration received for commutation of reinsurance agreement, assets | 89,300,000 | ||||||||
Consideration received for commutation of reinsurance agreement, funds withheld for liability | 90,300,000 | ||||||||
Consideration received for commutation of reinsurance agreement | 178,600,000 | ||||||||
Reinsurance premium | 1,000,000 | ||||||||
DARAG Bermuda LTD | DNA Insurance Company | |||||||||
Cash And Restricted Cash | |||||||||
Liability for future policy benefits before reinsurance | 20,000,000 | ||||||||
Liability for future policy benefits option to commute, amount | $ 5,000,000 | ||||||||
DNA Insurance Company | Pacific Valley Insurance Company, Inc. | Subsequent Event | |||||||||
Cash And Restricted Cash | |||||||||
Realized gain from commutation of reinsurance agreement | $ 3,400,000 | ||||||||
Decrease in reinsurance recoverable | 4,000,000 | ||||||||
Settlement amount | 5,000,000 | ||||||||
Proceeds from settlement | 4,000,000 | ||||||||
Premiums released | 1,000,000 | ||||||||
Amortization of remaining realized gain | $ 2,400,000 | ||||||||
Property, Plant and Equipment | |||||||||
Cash And Restricted Cash | |||||||||
Depreciation and amortization | $ 127,800,000 | $ 115,300,000 | $ 121,000,000 |
Supplemental Financial Statem_5
Supplemental Financial Statement Information - Schedule of AFS Debt Securities (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Debt Securities, Available-for-sale | |
Estimated Fair Value | $ 1,046,198 |
Unrealized Losses | (3,763) |
Certificates of deposit | |
Debt Securities, Available-for-sale | |
Estimated Fair Value | 188,209 |
Unrealized Losses | (947) |
Corporate bonds | |
Debt Securities, Available-for-sale | |
Estimated Fair Value | 76,417 |
Unrealized Losses | (121) |
Commercial paper | |
Debt Securities, Available-for-sale | |
Estimated Fair Value | 718,771 |
Unrealized Losses | (2,528) |
U.S. government securities | |
Debt Securities, Available-for-sale | |
Estimated Fair Value | 62,801 |
Unrealized Losses | $ (167) |
Supplemental Financial Statem_6
Supplemental Financial Statement Information - Property and Equipment, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment | ||
Finance lease right-of-use assets | $ 32,887 | $ 26,802 |
Total property and equipment, gross | 537,338 | 465,196 |
Less: Accumulated depreciation | (223,936) | (167,001) |
Property and equipment, net | 313,402 | 298,195 |
Bike fleet | ||
Property, Plant and Equipment | ||
Property and equipment, gross | 179,330 | 138,216 |
Leasehold improvements | ||
Property, Plant and Equipment | ||
Property and equipment, gross | 91,334 | 100,252 |
Owned vehicles | ||
Property, Plant and Equipment | ||
Property and equipment, gross | 143,391 | 150,443 |
Computer equipment and software | ||
Property, Plant and Equipment | ||
Property and equipment, gross | 36,271 | 19,103 |
Furniture and fixtures | ||
Property, Plant and Equipment | ||
Property and equipment, gross | 5,602 | 5,110 |
Construction in progress | ||
Property, Plant and Equipment | ||
Property and equipment, gross | $ 48,523 | $ 25,270 |
Supplemental Financial Statem_7
Supplemental Financial Statement Information - Accrued and Other Current Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Accrued and Other Liabilities | ||
Insurance-related accruals | $ 566,831 | $ 336,340 |
Legal accruals | 458,209 | 349,518 |
Ride-related accruals | 181,138 | 196,716 |
Long-term debt, current | 36,287 | 56,264 |
Insurance claims payable and related fees | 53,280 | 33,696 |
Deferred gain related to the Reinsurance Transaction | 2,357 | 52,785 |
Other | 263,507 | 239,107 |
Accrued and other current liabilities | $ 1,561,609 | $ 1,264,426 |
Supplemental Financial Statem_8
Supplemental Financial Statement Information - Summary of Rollforward of Insurance Reserve (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Insurance Reserves | |||
Accrued insurance, balance at the beginning | $ 1,068,628 | $ 987,064 | $ 1,378,462 |
Additions | 1,146,482 | 772,321 | 569,180 |
Deductions | (797,760) | (690,757) | (960,578) |
Accrued insurance, balance at the end | 1,417,350 | 1,068,628 | 987,064 |
Increase in accrued insurance reserve, adjustment in estimates | 895,000 | 527,100 | 569,200 |
Increase in accrued insurance reserve, communication transactions | 247,400 | ||
Accrued insurance reserve, recoverable | 4,000 | 245,200 | 0 |
Decrease in accrued insurance reserve, payments | 552,600 | 439,400 | 552,700 |
Decrease in accrued insurance reserve, recoverable | $ 245,200 | $ 251,300 | 0 |
Accrued insurance reserve, auto insurance liabilities | $ 407,900 |
Supplemental Financial Statem_9
Supplemental Financial Statement Information - Schedule of Other Income, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Additional Financial Information Disclosure [Abstract] | |||
Interest income | $ 47,142 | $ 9,074 | $ 43,654 |
Gain (loss) on sale of securities, net | (287) | 687 | (868) |
Foreign currency exchange gains (losses), net | (4,387) | 788 | 1,818 |
Sublease income | 11,591 | 6,624 | 0 |
Gain from transaction with Woven Planet | 0 | 119,284 | 0 |
Impairment charges | (135,714) | 0 | 0 |
Other, net | (18,333) | (524) | (935) |
Other income (expense), net | $ (99,988) | $ 135,933 | $ 43,669 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Financial Instruments Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Jun. 30, 2022 | May 17, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Liabilities | |||||
Contingent consideration | $ 15,000 | $ 0 | $ 0 | ||
Cash and cash equivalents and short-term investments | 1,800,000 | 2,300,000 | |||
Restricted cash | 1,300 | 53,700 | |||
Restricted cash and cash equivalents and restricted short-term investments | 1,100,000 | 1,100,000 | |||
PBSC Urban Solutions | |||||
Liabilities | |||||
Business combination, contingent consideration arrangements, range of outcomes, value, high | $ 15,000 | $ 15,000 | |||
Cash and Cash Equivalents and Short-Term Investments | |||||
Liabilities | |||||
Cash | 126,500 | 104,800 | |||
Fair Value Measurements on a Recurring Basis | |||||
Financial Instruments Measured at Fair Value on a Recurring Basis | |||||
Total unrestricted cash equivalents and short-term investments | 1,537,146 | 1,433,781 | |||
Total restricted cash equivalents and investments | 1,133,381 | 1,059,969 | |||
Marketable equity securities | 1,136 | ||||
Total financial assets | 2,671,663 | 2,493,750 | |||
Liabilities | |||||
Contingent consideration | 15,000 | ||||
Total financial liabilities | 15,000 | ||||
Fair Value Measurements on a Recurring Basis | Level 1 | |||||
Financial Instruments Measured at Fair Value on a Recurring Basis | |||||
Total unrestricted cash equivalents and short-term investments | 3,276 | 22,250 | |||
Total restricted cash equivalents and investments | 93,362 | 20,161 | |||
Marketable equity securities | 1,136 | ||||
Total financial assets | 97,774 | 42,411 | |||
Liabilities | |||||
Contingent consideration | 0 | ||||
Total financial liabilities | 0 | ||||
Fair Value Measurements on a Recurring Basis | Level 2 | |||||
Financial Instruments Measured at Fair Value on a Recurring Basis | |||||
Total unrestricted cash equivalents and short-term investments | 1,533,870 | 1,411,531 | |||
Total restricted cash equivalents and investments | 1,040,019 | 1,039,808 | |||
Marketable equity securities | 0 | ||||
Total financial assets | 2,573,889 | 2,451,339 | |||
Liabilities | |||||
Contingent consideration | 0 | ||||
Total financial liabilities | 0 | ||||
Fair Value Measurements on a Recurring Basis | Level 3 | |||||
Financial Instruments Measured at Fair Value on a Recurring Basis | |||||
Total unrestricted cash equivalents and short-term investments | 0 | 0 | |||
Total restricted cash equivalents and investments | 0 | 0 | |||
Marketable equity securities | 0 | ||||
Total financial assets | 0 | 0 | |||
Liabilities | |||||
Contingent consideration | 15,000 | ||||
Total financial liabilities | 15,000 | ||||
Fair Value Measurements on a Recurring Basis | Money market funds | |||||
Financial Instruments Measured at Fair Value on a Recurring Basis | |||||
Total unrestricted cash equivalents and short-term investments | 3,276 | 22,250 | |||
Total restricted cash equivalents and investments | 93,362 | 20,161 | |||
Fair Value Measurements on a Recurring Basis | Money market funds | Level 1 | |||||
Financial Instruments Measured at Fair Value on a Recurring Basis | |||||
Total unrestricted cash equivalents and short-term investments | 3,276 | 22,250 | |||
Total restricted cash equivalents and investments | 93,362 | 20,161 | |||
Fair Value Measurements on a Recurring Basis | Money market funds | Level 2 | |||||
Financial Instruments Measured at Fair Value on a Recurring Basis | |||||
Total unrestricted cash equivalents and short-term investments | 0 | 0 | |||
Total restricted cash equivalents and investments | 0 | 0 | |||
Fair Value Measurements on a Recurring Basis | Money market funds | Level 3 | |||||
Financial Instruments Measured at Fair Value on a Recurring Basis | |||||
Total unrestricted cash equivalents and short-term investments | 0 | 0 | |||
Total restricted cash equivalents and investments | 0 | 0 | |||
Fair Value Measurements on a Recurring Basis | Certificates of deposit | |||||
Financial Instruments Measured at Fair Value on a Recurring Basis | |||||
Total unrestricted cash equivalents and short-term investments | 502,159 | 505,438 | |||
Total restricted cash equivalents and investments | 354,978 | 421,144 | |||
Fair Value Measurements on a Recurring Basis | Certificates of deposit | Level 1 | |||||
Financial Instruments Measured at Fair Value on a Recurring Basis | |||||
Total unrestricted cash equivalents and short-term investments | 0 | 0 | |||
Total restricted cash equivalents and investments | 0 | 0 | |||
Fair Value Measurements on a Recurring Basis | Certificates of deposit | Level 2 | |||||
Financial Instruments Measured at Fair Value on a Recurring Basis | |||||
Total unrestricted cash equivalents and short-term investments | 502,159 | 505,438 | |||
Total restricted cash equivalents and investments | 354,978 | 421,144 | |||
Fair Value Measurements on a Recurring Basis | Certificates of deposit | Level 3 | |||||
Financial Instruments Measured at Fair Value on a Recurring Basis | |||||
Total unrestricted cash equivalents and short-term investments | 0 | 0 | |||
Total restricted cash equivalents and investments | 0 | 0 | |||
Fair Value Measurements on a Recurring Basis | Commercial paper | |||||
Financial Instruments Measured at Fair Value on a Recurring Basis | |||||
Total unrestricted cash equivalents and short-term investments | 963,150 | 806,388 | |||
Total restricted cash equivalents and investments | 595,591 | 523,489 | |||
Fair Value Measurements on a Recurring Basis | Commercial paper | Level 1 | |||||
Financial Instruments Measured at Fair Value on a Recurring Basis | |||||
Total unrestricted cash equivalents and short-term investments | 0 | 0 | |||
Total restricted cash equivalents and investments | 0 | 0 | |||
Fair Value Measurements on a Recurring Basis | Commercial paper | Level 2 | |||||
Financial Instruments Measured at Fair Value on a Recurring Basis | |||||
Total unrestricted cash equivalents and short-term investments | 963,150 | 806,388 | |||
Total restricted cash equivalents and investments | 595,591 | 523,489 | |||
Fair Value Measurements on a Recurring Basis | Commercial paper | Level 3 | |||||
Financial Instruments Measured at Fair Value on a Recurring Basis | |||||
Total unrestricted cash equivalents and short-term investments | 0 | 0 | |||
Total restricted cash equivalents and investments | 0 | 0 | |||
Fair Value Measurements on a Recurring Basis | Corporate bonds | |||||
Financial Instruments Measured at Fair Value on a Recurring Basis | |||||
Total unrestricted cash equivalents and short-term investments | 61,501 | 99,705 | |||
Total restricted cash equivalents and investments | 14,916 | 63,458 | |||
Fair Value Measurements on a Recurring Basis | Corporate bonds | Level 1 | |||||
Financial Instruments Measured at Fair Value on a Recurring Basis | |||||
Total unrestricted cash equivalents and short-term investments | 0 | 0 | |||
Total restricted cash equivalents and investments | 0 | 0 | |||
Fair Value Measurements on a Recurring Basis | Corporate bonds | Level 2 | |||||
Financial Instruments Measured at Fair Value on a Recurring Basis | |||||
Total unrestricted cash equivalents and short-term investments | 61,501 | 99,705 | |||
Total restricted cash equivalents and investments | 14,916 | 63,458 | |||
Fair Value Measurements on a Recurring Basis | Corporate bonds | Level 3 | |||||
Financial Instruments Measured at Fair Value on a Recurring Basis | |||||
Total unrestricted cash equivalents and short-term investments | 0 | 0 | |||
Total restricted cash equivalents and investments | 0 | 0 | |||
Fair Value Measurements on a Recurring Basis | U.S. government securities | |||||
Financial Instruments Measured at Fair Value on a Recurring Basis | |||||
Total unrestricted cash equivalents and short-term investments | 7,060 | ||||
Total restricted cash equivalents and investments | 74,534 | 31,717 | |||
Fair Value Measurements on a Recurring Basis | U.S. government securities | Level 1 | |||||
Financial Instruments Measured at Fair Value on a Recurring Basis | |||||
Total unrestricted cash equivalents and short-term investments | 0 | ||||
Total restricted cash equivalents and investments | 0 | 0 | |||
Fair Value Measurements on a Recurring Basis | U.S. government securities | Level 2 | |||||
Financial Instruments Measured at Fair Value on a Recurring Basis | |||||
Total unrestricted cash equivalents and short-term investments | 7,060 | ||||
Total restricted cash equivalents and investments | 74,534 | 31,717 | |||
Fair Value Measurements on a Recurring Basis | U.S. government securities | Level 3 | |||||
Financial Instruments Measured at Fair Value on a Recurring Basis | |||||
Total unrestricted cash equivalents and short-term investments | 0 | ||||
Total restricted cash equivalents and investments | 0 | 0 | |||
Fair Value, Nonrecurring | |||||
Liabilities | |||||
Cash | 104,800 | ||||
Money market deposit accounts | 330,300 | ||||
Restricted cash | 1,300 | 53,700 | |||
Fair Value, Nonrecurring | Cash and Cash Equivalents and Short-Term Investments | |||||
Liabilities | |||||
Cash | 126,500 | ||||
Money market deposit accounts | 127,000 | ||||
Term deposits | 5,000 | 385,000 | |||
Fair Value, Nonrecurring | Restricted Cash and Cash Equivalents and Restricted Investments | |||||
Liabilities | |||||
Term deposits | $ 3,500 | $ 5,000 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |||
Feb. 28, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2022 | |
Financial Instruments Measured at Fair Value on a Recurring Basis | |||||
Impairment of non-marketable equity security | $ 135,714 | $ 0 | $ 0 | ||
Investment in non-marketable equity securities | $ 10,000 | ||||
Common stock of a publicly-traded entity amount | $ 8,400 | ||||
Other investments | 26,390 | $ 80,411 | |||
Fair Value, Nonrecurring | |||||
Financial Instruments Measured at Fair Value on a Recurring Basis | |||||
Other investments | 5,900 | ||||
Level 3 | Reported Value Measurement | |||||
Financial Instruments Measured at Fair Value on a Recurring Basis | |||||
Equity security | $ 128,100 | ||||
Impairment of equity securities | $ 128,100 |
Fair Value Measurements - Sum_2
Fair Value Measurements - Summary of Reconciliation of level 3 Financial Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation | ||
Fair Value, Asset, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Nonoperating Income (Expense) | |
Level 3 | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation | ||
Balance at beginning of period | $ 80,411 | $ 10,000 |
Additions | 64,044 | 70,260 |
Change in fair value | (138,552) | 151 |
Balance at end of period | $ 5,903 | $ 80,411 |
Fair Value Measurements - Sum_3
Fair Value Measurements - Summary of Reconciliation of Level 3 Financial Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation | ||
Fair Value, Liability, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Nonoperating Income (Expense) | |
Level 3 | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation | ||
Balance at beginning of period | $ 0 | $ 0 |
Additions | 14,100 | 0 |
Change in fair value | 900 | 0 |
Balance at end of period | $ 15,000 | $ 0 |
Leases - Additional Information
Leases - Additional Information (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 USD ($) location | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Lessee, Lease, Description | |||
Sublease income | $ | $ 11,591 | $ 6,624 | $ 0 |
Real Estate Lease | |||
Lessee, Lease, Description | |||
Number of locations | location | 71 | ||
Real Estate Lease | Minimum | |||
Lessee, Lease, Description | |||
Lessee, operating lease, term of contract (in years) | 2 months | ||
Lessee, operating lease, option to extend term (in years) | 2 months | ||
Real Estate Lease | Maximum | |||
Lessee, Lease, Description | |||
Lessee, operating lease, term of contract (in years) | 7 years | ||
Lessee, operating lease, option to extend term (in years) | 10 years | ||
Owned vehicles | Minimum | |||
Lessee, Lease, Description | |||
Finance lease term of contract (in years) | 1 month | ||
Owned vehicles | Maximum | |||
Lessee, Lease, Description | |||
Finance lease term of contract (in years) | 4 years |
Leases - Schedule of Lease Posi
Leases - Schedule of Lease Position (Details) - USD ($) $ in Thousands | Nov. 03, 2022 | Dec. 31, 2022 | Dec. 31, 2021 |
Operating Leases | |||
Operating lease right-of-use assets | $ 135,213 | $ 223,412 | |
Operating lease liabilities, current | 45,803 | 53,765 | |
Operating lease liabilities, non-current | 176,356 | 210,232 | |
Total operating lease liabilities | 222,159 | 263,997 | |
Finance Leases | |||
Finance lease, right of use assets | 32,887 | 26,802 | |
Finance lease liabilities, current | 15,053 | 13,556 | |
Finance lease liabilities, non-current | 19,921 | 14,242 | |
Total finance lease liabilities | $ 34,974 | $ 27,798 | |
Operating lease, weighted-average remaining lease term (in years) | 5 years 1 month 6 days | 5 years 7 months 6 days | |
Finance lease, weighted-average remaining lease term (in years) | 2 years 6 months | 2 years 2 months 12 days | |
Impairment loss | $ 55,300 | ||
Operating lease, weighted-average discount rate | 6.40% | 6.30% | |
Finance lease, weighted-average discount rate | 5.20% | 2.80% | |
Finance lease, liability, current, statement of financial position | Accrued and other current liabilities | Accrued and other current liabilities | |
Finance lease, liability, noncurrent, statement of financial position | Other Liabilities, Noncurrent | Other Liabilities, Noncurrent |
Leases - Schedule of Lease Cost
Leases - Schedule of Lease Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Operating Leases | ||
Operating lease cost | $ 67,283 | $ 73,973 |
Finance Leases | ||
Amortization of right-of-use assets | 15,124 | 24,756 |
Interest on lease liabilities | 1,034 | 1,073 |
Short-term lease cost | 5,355 | 5,264 |
Variable lease cost | 17,040 | 13,282 |
Total lease cost | $ 105,836 | $ 118,348 |
Leases - Schedule of Supplement
Leases - Schedule of Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Cash paid for amounts included in the measurement of lease liabilities | |||
Operating cash flows from operating leases | $ 76,188 | $ 80,329 | |
Operating cash flows from finance leases | 1,095 | 1,102 | |
Financing cash flows from finance leases | $ 34,783 | $ 35,547 | $ 41,682 |
Leases - Schedule of Operating
Leases - Schedule of Operating and Finance Lease Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Operating Leases | ||
2023 | $ 66,458 | |
2024 | 54,918 | |
2025 | 42,832 | |
2026 | 28,642 | |
2027 | 25,368 | |
Thereafter | 43,234 | |
Total minimum lease payments | 261,452 | |
Less: amount of lease payments representing interest | (39,293) | |
Total operating lease liabilities | 222,159 | $ 263,997 |
Less: current obligations under leases | (45,803) | (53,765) |
Long-term lease obligations | 176,356 | 210,232 |
Finance Leases | ||
2023 | 16,511 | |
2024 | 13,052 | |
2025 | 5,877 | |
2026 | 770 | |
2027 | 1,400 | |
Thereafter | 0 | |
Total minimum lease payments | 37,610 | |
Less: amount of lease payments representing interest | (2,636) | |
Total finance lease liabilities | 34,974 | 27,798 |
Less: current obligations under leases | (15,053) | (13,556) |
Long-term lease obligations | 19,921 | $ 14,242 |
Total Leases | ||
2023 | 82,969 | |
2024 | 67,970 | |
2025 | 48,709 | |
2026 | 29,412 | |
2027 | 26,768 | |
Thereafter | 43,234 | |
Total minimum lease payments | 299,062 | |
Less: amount of lease payments representing interest | (41,929) | |
Present value of future lease payments | 257,133 | |
Less: current obligations under leases | (60,856) | |
Long-term lease obligations | $ 196,277 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) | 12 Months Ended | ||||
Nov. 30, 2018 | Dec. 31, 2022 | Dec. 31, 2021 | May 31, 2019 | Jan. 31, 2019 | |
Commitments And Contingencies | |||||
Minimum amount due in next year | $ 108,519,000 | ||||
Minimum amount due in second year | 88,800,000 | ||||
Minimum amount due in third year | 94,477,000 | ||||
Cumulative payment for arrangement | 104,600,000 | ||||
Future obligation to purchase capital equipment | 325,432,000 | ||||
Letters of credit outstanding | 55,100,000 | $ 53,100,000 | |||
Bikeshare Program | Motivate | |||||
Commitments And Contingencies | |||||
Purchase obligation commitment period | 5 years | ||||
Future obligation to purchase capital equipment | $ 100,000,000 | 100,000,000 | |||
Bikeshare Program | City of Chicago | |||||
Commitments And Contingencies | |||||
Future obligation to purchase capital equipment | $ 50,000,000 | ||||
Annual contractual obligation | $ 7,500,000 | ||||
Payments to acquire equipment under purchase obligations | 37,000,000 | ||||
Payment for amended arrangement | $ 29,200,000 | ||||
Minimum | Web-Hosting Service Providers | |||||
Commitments And Contingencies | |||||
Contractual obligation | $ 350,000,000 | ||||
Minimum amount due in next year | 80,000,000 | ||||
Minimum amount due in second year | 80,000,000 | ||||
Minimum amount due in third year | $ 80,000,000 |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Minimum Payments Under Noncancelable Purchase Commitments (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Purchase Obligation, Fiscal Year Maturity | |
2023 | $ 108,519 |
2024 | 88,800 |
2025 | 94,477 |
2026 | 9,396 |
2027 | 24,240 |
Thereafter | 0 |
Total future minimum payments | $ 325,432 |
Debt - Schedule of Outstanding
Debt - Schedule of Outstanding Debt Obligations (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Jan. 01, 2022 | Dec. 31, 2021 |
Debt Instrument | |||
Net carrying amount of liability component | $ 839,494 | $ 711,437 | |
Less: long-term debt maturing within one year | 36,287 | 56,264 | |
Total long-term debt | $ 803,207 | 655,173 | |
Convertible Senior Notes Due 2025 | |||
Debt Instrument | |||
Interest Rate | 1.50% | ||
Net carrying amount of liability component | $ 740,609 | 604,317 | |
Convertible Senior Notes Due 2025 | Cumulative Effect, Period of Adoption, Adjustment | |||
Debt Instrument | |||
Net carrying amount of liability component | $ 133,500 | ||
Non-Revolving Loan | |||
Debt Instrument | |||
Net carrying amount of liability component | $ 24,429 | 75,680 | |
Non-Revolving Loan | Minimum | |||
Debt Instrument | |||
Interest Rate | 2.88% | ||
Non-Revolving Loan | Maximum | |||
Debt Instrument | |||
Interest Rate | 4.50% | ||
Master Vehicle Loan | |||
Debt Instrument | |||
Net carrying amount of liability component | $ 74,456 | $ 31,440 | |
Master Vehicle Loan | Minimum | |||
Debt Instrument | |||
Interest Rate | 2.60% | ||
Master Vehicle Loan | Maximum | |||
Debt Instrument | |||
Interest Rate | 6.85% |
Debt - Schedule of Interest Exp
Debt - Schedule of Interest Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Debt Instrument | |||
Amortization of debt discount and issuance costs | $ 2,823 | $ 35,575 | $ 21,050 |
Interest expense | 19,735 | 51,635 | 32,678 |
Convertible Senior Notes Due 2025 | Convertible Debt | |||
Debt Instrument | |||
Contractual interest expense related to the 2025 Notes | 11,212 | 11,212 | 7,008 |
Amortization of debt discount and issuance costs | 2,928 | 35,575 | 21,050 |
Master Vehicle Loan | |||
Debt Instrument | |||
Interest expense related to vehicle loans | $ 5,595 | $ 4,848 | $ 4,620 |
Debt - Additional Information (
Debt - Additional Information (Details) | 3 Months Ended | 12 Months Ended | ||||||||||||
Nov. 03, 2022 USD ($) | May 15, 2020 USD ($) day $ / shares | Feb. 07, 2020 USD ($) | Sep. 30, 2021 USD ($) | Dec. 31, 2022 USD ($) day $ / shares | Dec. 31, 2021 USD ($) $ / shares | Dec. 31, 2020 USD ($) | Dec. 31, 2024 | Dec. 31, 2023 | Sep. 30, 2023 USD ($) | Jan. 01, 2022 USD ($) | Sep. 17, 2020 USD ($) | May 12, 2020 $ / shares | Mar. 11, 2019 USD ($) | |
Debt Instrument | ||||||||||||||
Price per share (in dollars per share) | $ / shares | $ 11.02 | $ 42.73 | $ 29.53 | |||||||||||
Net carrying amount of liability component | $ 839,494,000 | $ 711,437,000 | ||||||||||||
Additional Paid in Capital | (10,335,013,000) | (9,706,293,000) | ||||||||||||
Accumulated deficit | (9,940,595,000) | (8,362,572,000) | ||||||||||||
Repayment of loans | 67,639,000 | 44,446,000 | $ 50,639,000 | |||||||||||
Covenant minimum liquidity requirements | $ 1,500,000,000 | |||||||||||||
Acquisition cash consideration trigger, percent | 350% | |||||||||||||
Acquisition cash consideration trigger | $ 75,000,000 | |||||||||||||
Fixed coverage ratio | 125% | |||||||||||||
Other financing outstanding | 200,000 | |||||||||||||
Adjustments | ||||||||||||||
Debt Instrument | ||||||||||||||
Additional Paid in Capital | $ 140,000,000 | |||||||||||||
Accumulated deficit | 6,500,000 | |||||||||||||
Forecast | ||||||||||||||
Debt Instrument | ||||||||||||||
Senior secured leverage ratio | 300% | 350% | ||||||||||||
Revolving Credit Facility | JPMorgan Chase Bank | ||||||||||||||
Debt Instrument | ||||||||||||||
Maximum borrowing capacity | $ 420,000,000 | |||||||||||||
Fed Funds Effective Rate | Revolving Credit Facility | JPMorgan Chase Bank | ||||||||||||||
Debt Instrument | ||||||||||||||
Spread on variable rate | 0.50% | |||||||||||||
Secured Overnight Financing Rate (SOFR) | Revolving Credit Facility | JPMorgan Chase Bank | ||||||||||||||
Debt Instrument | ||||||||||||||
Spread on variable rate | 1% | |||||||||||||
Minimum | Revolving Credit Facility | JPMorgan Chase Bank | ||||||||||||||
Debt Instrument | ||||||||||||||
Covenant leverage ratio | 1.50% | |||||||||||||
Leverage ratio during the period | 0.05% | |||||||||||||
Commitment fee | 0.225% | |||||||||||||
Maximum | Revolving Credit Facility | JPMorgan Chase Bank | ||||||||||||||
Debt Instrument | ||||||||||||||
Covenant leverage ratio | 2.25% | |||||||||||||
Leverage ratio during the period | 1.25% | |||||||||||||
Commitment fee | 0.375% | |||||||||||||
Line of Credit | Revolving Credit Facility | JPMorgan Chase Bank | ||||||||||||||
Debt Instrument | ||||||||||||||
Maximum borrowing capacity | $ 168,000,000 | |||||||||||||
Proceeds from lines of credit | 53,500,000 | |||||||||||||
Flexdrive Services, LLC | Revolving Credit Facility | ||||||||||||||
Debt Instrument | ||||||||||||||
Maximum exposure to loss under terms of the guarantee | $ 3,000,000 | |||||||||||||
Procurement Provider | Revolving Credit Facility | ||||||||||||||
Debt Instrument | ||||||||||||||
Maximum borrowing capacity | $ 50,000,000 | $ 95,000,000 | ||||||||||||
Convertible Senior Notes Due 2025 | ||||||||||||||
Debt Instrument | ||||||||||||||
Interest Rate | 1.50% | |||||||||||||
Net carrying amount of liability component | $ 740,609,000 | 604,317,000 | ||||||||||||
Convertible Senior Notes Due 2025 | Convertible Debt | ||||||||||||||
Debt Instrument | ||||||||||||||
Aggregate principal | $ 747,500,000 | |||||||||||||
Interest Rate | 1.50% | |||||||||||||
Net proceeds from issuance of convertible debt | $ 733,200,000 | |||||||||||||
Conversion rate | 0.0260491 | |||||||||||||
Initial conversion price (in dollars per share) | $ / shares | $ 38.39 | |||||||||||||
Initial conversion price of convertible debt, premium percentage | 30% | |||||||||||||
Unamortized debt discount and debt issuance costs | $ 6,889,000 | |||||||||||||
Limitation on sale of common stock, sale price threshold, number of trading days | day | 20 | 20 | ||||||||||||
Aggregate principal amount | $ 2,000 | |||||||||||||
Number of consecutive business days | 5 days | |||||||||||||
Redemption price percentage | 100% | |||||||||||||
Net carrying amount of liability component | $ 558,300,000 | $ 740,609,000 | ||||||||||||
Carrying value of equity component | $ 189,200,000 | |||||||||||||
Effective interest rate | 8% | |||||||||||||
Debt and equity components of convertible loans, discounts and commissions payable | $ 14,300,000 | |||||||||||||
If-converted value in excess of principal | 214,600,000 | |||||||||||||
Fair value of long-term debt | $ 656,800,000 | |||||||||||||
Cost of capped call transactions | $ 132,700,000 | |||||||||||||
Initial cap price (in dollars per share) | $ / shares | $ 73.83 | |||||||||||||
Initial cap price premium percentage | 150% | |||||||||||||
Convertible Senior Notes Due 2025 | Convertible Debt | Adjustments | ||||||||||||||
Debt Instrument | ||||||||||||||
Aggregate principal | $ 133,500,000 | |||||||||||||
Convertible Senior Notes Due 2025 | Convertible Debt | Revolving Credit Facility | JPMorgan Chase Bank | ||||||||||||||
Debt Instrument | ||||||||||||||
Outstanding debt trigger amount | $ 1,250,000,000 | |||||||||||||
Convertible Senior Notes Due 2025 | Convertible Debt | Debt Instrument, Redemption, Period One | ||||||||||||||
Debt Instrument | ||||||||||||||
Threshold percentage of stock price trigger | 130% | 130% | ||||||||||||
Limitation on sale of common stock, sale price threshold, trading period | day | 30 | 30 | ||||||||||||
Convertible Senior Notes Due 2025 | Convertible Debt | Debt Instrument, Redemption, Period Two | ||||||||||||||
Debt Instrument | ||||||||||||||
Threshold percentage of stock price trigger | 98% | |||||||||||||
Limitation on sale of common stock, sale price threshold, trading period | day | 5 | |||||||||||||
Non-Revolving Loan | ||||||||||||||
Debt Instrument | ||||||||||||||
Net carrying amount of liability component | $ 24,429,000 | 75,680,000 | ||||||||||||
Fair value of long-term debt | $ 24,900,000 | |||||||||||||
Non-Revolving Loan | Two Year U S Treasury Note | ||||||||||||||
Debt Instrument | ||||||||||||||
Debt term (in months) | 24 months | |||||||||||||
Variable interest percentage | 3.40% | |||||||||||||
Non-Revolving Loan | Three Year U S Treasury Note | ||||||||||||||
Debt Instrument | ||||||||||||||
Debt term (in months) | 36 months | |||||||||||||
Variable interest percentage | 3.40% | |||||||||||||
Non-Revolving Loan | Five Year U S Treasury Note | ||||||||||||||
Debt Instrument | ||||||||||||||
Debt term (in months) | 48 months | |||||||||||||
Variable interest percentage | 3.40% | |||||||||||||
Non-Revolving Loan | Minimum | ||||||||||||||
Debt Instrument | ||||||||||||||
Interest Rate | 2.88% | |||||||||||||
Debt term (in months) | 24 months | |||||||||||||
Non-Revolving Loan | Maximum | ||||||||||||||
Debt Instrument | ||||||||||||||
Interest Rate | 4.50% | |||||||||||||
Debt term (in months) | 48 months | |||||||||||||
Non-Revolving Loan | Flexdrive Services, LLC | ||||||||||||||
Debt Instrument | ||||||||||||||
Maximum borrowing capacity | $ 130,000,000 | |||||||||||||
Master Vehicle Loan | ||||||||||||||
Debt Instrument | ||||||||||||||
Net carrying amount of liability component | $ 74,456,000 | $ 31,440,000 | ||||||||||||
Fair value of long-term debt | $ 72,300,000 | |||||||||||||
Interest rate swap term | 3 years | |||||||||||||
Variable interest spread rate | 2.10% | |||||||||||||
Master Vehicle Loan | LIBOR | ||||||||||||||
Debt Instrument | ||||||||||||||
Spread on variable rate | 3% | |||||||||||||
Master Vehicle Loan | Minimum | ||||||||||||||
Debt Instrument | ||||||||||||||
Interest Rate | 2.60% | |||||||||||||
Debt term (in months) | 12 months | |||||||||||||
Master Vehicle Loan | Maximum | ||||||||||||||
Debt Instrument | ||||||||||||||
Interest Rate | 6.85% | |||||||||||||
Debt term (in months) | 48 months | |||||||||||||
Master Vehicle Loan | Flexdrive Services, LLC | ||||||||||||||
Debt Instrument | ||||||||||||||
Maximum borrowing capacity | $ 50,000,000 | |||||||||||||
Term Loan | Revolving Credit Facility | JPMorgan Chase Bank | ||||||||||||||
Debt Instrument | ||||||||||||||
Senior secured leverage ratio | 250% | |||||||||||||
Term Loan | Revolving Credit Facility | Forecast | JPMorgan Chase Bank | ||||||||||||||
Debt Instrument | ||||||||||||||
Maximum borrowing capacity | $ 300,000,000 |
Debt - Schedule of Convertible
Debt - Schedule of Convertible Notes (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Jan. 01, 2022 | Dec. 31, 2021 | May 15, 2020 |
Liability component: | ||||
Net carrying amount of liability component | $ 839,494 | $ 711,437 | ||
Convertible Senior Notes Due 2025 | ||||
Liability component: | ||||
Net carrying amount of liability component | 740,609 | $ 604,317 | ||
Convertible Senior Notes Due 2025 | Cumulative Effect, Period of Adoption, Adjustment | ||||
Liability component: | ||||
Net carrying amount of liability component | $ 133,500 | |||
Convertible Debt | Convertible Senior Notes Due 2025 | ||||
Liability component: | ||||
Principal | 747,498 | |||
Unamortized debt discount and debt issuance costs | (6,889) | |||
Net carrying amount of liability component | $ 740,609 | $ 558,300 |
Debt - Schedule of Maturities o
Debt - Schedule of Maturities of Long-term Debt Outstanding (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Debt Disclosure [Abstract] | ||
2023 | $ 36,290 | |
2024 | 30,920 | |
2025 | 772,284 | |
2026 | 0 | |
2027 | 0 | |
Thereafter | 0 | |
Net carrying amount of liability component | $ 839,494 | $ 711,437 |
Common Stock and Employee Sto_3
Common Stock and Employee Stock Plans - Additional Information (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||
Jan. 01, 2022 shares | Jul. 26, 2021 | Jan. 01, 2021 shares | Jan. 01, 2020 shares | Apr. 30, 2020 USD ($) | Mar. 31, 2019 shares | Mar. 31, 2019 USD ($) shares | Dec. 31, 2022 USD ($) vote $ / shares shares | Dec. 31, 2021 USD ($) $ / shares shares | Dec. 31, 2020 USD ($) shares | Dec. 31, 2018 USD ($) shares | May 12, 2020 $ / shares | Mar. 27, 2019 shares | |
Share-based Compensation Arrangement by Share-based Payment Award | |||||||||||||
Increase in number of shares reserved for future issuance (in shares) | 35,000,000 | ||||||||||||
Stock options granted (in shares) | 0 | 0 | |||||||||||
Intrinsic value of stock options exercised | $ | $ 2,900,000 | $ 41,900,000 | $ 36,100,000 | ||||||||||
Fair value of common stock (in dollars per share) | $ / shares | $ 11.02 | $ 42.73 | $ 29.53 | ||||||||||
Issuance of common stock upon exercise of stock options (in shares) | 112,000 | ||||||||||||
Withholding tax adjustment | $ | $ 6,733,000 | $ 26,297,000 | 20,240,000 | ||||||||||
Stock-based compensation expense | $ | 750,767,000 | $ 724,560,000 | $ 565,807,000 | ||||||||||
Aggregate unrecognized compensation cost | $ | $ 499,500,000 | ||||||||||||
Aggregate grant-date fair value, weighted average period | 1 year | ||||||||||||
Common Stock | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||||||||
Issuance of common stock upon exercise of stock options (in shares) | 3,162,797 | ||||||||||||
Value of stock during the period | $ | $ 205,600,000 | ||||||||||||
Stock options | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||||||||
Grant price of stock options, percentage of fair market value | 100% | ||||||||||||
Common stock reserved for issuance (in shares) | 993,145 | ||||||||||||
Restricted stock units | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||||||||
Common stock reserved for issuance (in shares) | 22,315,333 | ||||||||||||
Withholding tax adjustment (in shares) | 358,330 | 508,934 | 551,372 | ||||||||||
Withholding tax adjustment | $ | $ 6,700,000 | $ 26,300,000 | $ 20,200,000 | ||||||||||
Granted (in shares) | 35,189,000 | ||||||||||||
Granted (in dollars per share) | $ / shares | $ 24.57 | ||||||||||||
Fair value of shares vested | $ | $ 354,300,000 | 1,000,000,000 | $ 700,900,000 | ||||||||||
Aggregate grant-date fair value | $ | $ 244,926,000 | 730,528,000 | |||||||||||
Stock-based compensation expense | $ | $ 22,900,000 | ||||||||||||
Restricted stock units | Founder | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||||||||
Withholding tax adjustment (in shares) | 3,617,460 | ||||||||||||
Withholding tax adjustment | $ | $ 223,500,000 | ||||||||||||
Performance based restricted stock units | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||||||||
Granted (in shares) | 942,428 | ||||||||||||
Granted (in dollars per share) | $ / shares | $ 36.72 | ||||||||||||
Restricted Stock Awards | Executives | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||||||||
Number of shares issued in business combination (in shares) | 241,390 | ||||||||||||
Aggregate grant-date fair value | $ | $ 11,400,000 | ||||||||||||
Stock-based compensation expense | $ | 4,200,000 | ||||||||||||
Unvested stock options and restricted stock | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||||||||
Aggregate unrecognized compensation cost | $ | $ 0 | $ 0 | |||||||||||
2008 Equity Incentive Plan | Minimum | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||||||||
Voting power percentage of total outstanding stock | 10% | ||||||||||||
2008 Equity Incentive Plan | Maximum | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||||||||
Voting power percentage of total outstanding stock | 110% | ||||||||||||
2008 Equity Incentive Plan | Stock options | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||||||||
Vesting percentage | 25% | ||||||||||||
2008 Equity Incentive Plan | Restricted stock units | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||||||||
Vesting percentage | 25% | ||||||||||||
Maximum term | 7 years | ||||||||||||
2018 Equity Incentive Plan | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||||||||
Common stock reserved for issuance (in shares) | 75,504,222 | ||||||||||||
Additional common stock reserved for issuance (in shares) | 11,836,692 | ||||||||||||
2018 Equity Incentive Plan | Restricted stock units | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||||||||
Vesting percentage | 25% | ||||||||||||
Maximum term | 7 years | ||||||||||||
2019 Equity Incentive Plan | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||||||||
Service-based condition for majority of satisfied over a period | 4 years | ||||||||||||
Common stock reserved for issuance (in shares) | 44,000,000 | 44,000,000 | |||||||||||
2019 Equity Incentive Plan | Maximum | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||||||||
Common stock reserved for issuance (in shares) | 80,604,678 | 80,604,678 | |||||||||||
2019 Employee Stock Purchase Plan | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||||||||
Common stock reserved for issuance (in shares) | 6,000,000 | ||||||||||||
Increase in number of shares reserved for future issuance (in shares) | 7,000,000 | ||||||||||||
Percentage of common stock outstanding | 1% | ||||||||||||
Percentage of earnings for purchase of common stock | 15% | ||||||||||||
Offering periods (in months) | 12 months | ||||||||||||
Common stock purchased (in shares) | 3,803,504 | ||||||||||||
Class A Common Stock | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||||||||
Common stock, number of votes per share | vote | 1 | ||||||||||||
Number of additional shares reserved for issuance (in shares) | 17,246,911 | 16,186,855 | 15,129,789 | ||||||||||
Class A Common Stock | 2019 Equity Incentive Plan | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||||||||
Percentage of common stock outstanding | 5% | ||||||||||||
Class A Common Stock | 2019 Employee Stock Purchase Plan | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||||||||
Additional common stock reserved for issuance (in shares) | 3,449,382 | 3,237,371 | 3,025,957 | ||||||||||
Class B Common Stock | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||||||||
Common stock, number of votes per share | vote | 20 |
Common Stock and Employee Sto_4
Common Stock and Employee Stock Plans - Common Stock Reserved for Future Issuance (Details) | Dec. 31, 2022 shares |
Options issued and outstanding under the 2008 Plan | |
Class of Stock | |
Common stock reserved for issuance (in shares) | 993,145 |
RSUs outstanding under the 2008 Plan, the 2018 Plan, and the 2019 Plan | |
Class of Stock | |
Common stock reserved for issuance (in shares) | 22,315,333 |
Remaining shares available for future issuance under the 2019 ESPP Plan and the 2019 Plan | |
Class of Stock | |
Common stock reserved for issuance (in shares) | 72,818,573 |
Common Stock and Employee Sto_5
Common Stock and Employee Stock Plans - Summary of Stock Option Activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Number of Shares | ||
Stock options outstanding, beginning balance (in shares) | 1,105 | |
Exercised (in shares) | (112) | |
Forfeitures (in shares) | 0 | |
Cancellations (in shares) | 0 | |
Stock options outstanding, ending balance (in shares) | 993 | 1,105 |
Weighted- Average Exercise Price | ||
Stock options outstanding, weighted-average exercise price, beginning balance (in dollars per share) | $ 4.79 | |
Exercised (in dollars per share) | 4.09 | |
Forfeitures (in dollars per share) | 0 | |
Cancellations (in dollars per share) | 0 | |
Stock options outstanding, weighted-average exercise price, ending balance (in dollars per share) | $ 4.87 | $ 4.79 |
Stock options outstanding, weighted-average remaining contractual term | 1 year 10 months 20 days | 1 year 9 months 29 days |
Outstanding, aggregate intrinsic value | $ 6,109 | $ 41,916 |
Common Stock and Employee Sto_6
Common Stock and Employee Stock Plans - Schedule of Restricted Stock Units (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Weighted- Average Grant Date Fair Value | ||
Expected to vest, aggregate intrinsic value | $ 233,242 | |
Restricted stock units | ||
Number of Shares | ||
Nonvested units at beginning of period (in shares) | 17,116 | |
Granted (in shares) | 35,189 | |
Vested (in shares) | (23,928) | |
Canceled (in shares) | (6,062) | |
Nonvested units at end of period (in shares) | 22,315 | |
Expected to vest (in shares) | 21,165 | |
Weighted- Average Grant Date Fair Value | ||
Nonvested units at beginning of period (in dollars per share) | $ 45.75 | |
Granted (in dollars per share) | 24.57 | |
Vested (in dollars per share) | 33.78 | |
Canceled (in dollars per share) | 34 | |
Nonvested units at end of period (in dollars per share) | $ 28.15 | |
Nonvested units, aggregate intrinsic value | $ 244,926 | $ 730,528 |
Common Stock and Employee Sto_7
Common Stock and Employee Stock Plans - Schedule of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount | |||
Stock-based compensation expense | $ 750,767 | $ 724,560 | $ 565,807 |
Cost of revenue | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount | |||
Stock-based compensation expense | 44,132 | 39,491 | 28,743 |
Operation and support | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount | |||
Stock-based compensation expense | 25,442 | 24,083 | 15,829 |
Research and development | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount | |||
Stock-based compensation expense | 391,983 | 414,324 | 325,624 |
Sales and marketing | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount | |||
Stock-based compensation expense | 49,867 | 38,243 | 23,385 |
General and administrative | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount | |||
Stock-based compensation expense | $ 239,343 | $ 208,419 | $ 172,226 |
Income Taxes - U.S. and Foreign
Income Taxes - U.S. and Foreign Components of Loss Before Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |||
United States | $ (1,600,323) | $ (1,072,489) | $ (1,804,623) |
Foreign | 21,684 | 21,570 | 7,232 |
Loss before income taxes | $ (1,578,639) | $ (1,050,919) | $ (1,797,391) |
Income Taxes - Components of Pr
Income Taxes - Components of Provision for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Current provision | |||
Federal | $ 0 | $ 0 | $ 0 |
State | 1,256 | 1,272 | 1,201 |
Foreign | 4,240 | 7,228 | 1,156 |
Total current | 5,496 | 8,500 | 2,357 |
Deferred provision | |||
Federal | 481 | 639 | (36,375) |
State | 1,256 | 0 | (9,534) |
Foreign | (1,361) | 2,086 | (982) |
Total deferred | 376 | 2,725 | (46,891) |
Total provision for (benefit from) income taxes | $ 5,872 | $ 11,225 | $ (44,534) |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Statutory Federal Income Tax Rate to the Effective Rate (Details) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |||
Provision at federal statutory rate | 21% | 21% | 21% |
State, net of federal benefit | 2.10% | 2.60% | 3.20% |
Permanent tax adjustments | (0.40%) | (0.20%) | (0.40%) |
Nondeductible expenses | (0.70%) | (1.10%) | (0.60%) |
Stock-based compensation | (4.90%) | 2.50% | 1% |
Convertible senior notes | 0% | 0% | 2.70% |
Change in valuation allowance | (17.10%) | (25.20%) | (24.00%) |
Other adjustments | (0.40%) | (0.70%) | (0.30%) |
Provision for income taxes | (0.40%) | (1.10%) | 2.60% |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred tax assets: | ||||
Net operating loss carryforwards | $ 2,127,233 | $ 2,079,896 | ||
Insurance reserves and accruals | 296,423 | 276,625 | ||
Stock-based compensation | 19,132 | 38,066 | ||
Capitalized research expenses | 163,370 | 0 | ||
Accrued legal settlement/fees | 114,963 | 89,680 | ||
Lease liability | 55,579 | 66,211 | ||
Accrued and other liabilities | 76,311 | 64,555 | ||
Total deferred tax assets | 2,853,011 | 2,615,033 | ||
Less: Valuation allowance | (2,706,982) | (2,408,647) | $ (2,144,548) | $ (1,751,118) |
Deferred tax assets, net of valuation allowance | 146,029 | 206,386 | ||
Deferred tax liabilities: | ||||
State income taxes | (124,982) | (115,768) | ||
Operating lease right of use assets | (36,379) | (59,838) | ||
Convertible senior notes | 0 | (31,892) | ||
Total deferred tax liabilities | (161,361) | (207,498) | ||
Net deferred tax assets (liabilities) | $ (15,332) | $ (1,112) |
Income Taxes - Summary of Rollf
Income Taxes - Summary of Rollforward of Valuation Allowance (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Valuation Allowance, Deferred Tax Asset | |||
Valuation allowance, beginning balance | $ 2,408,647 | $ 2,144,548 | $ 1,751,118 |
Net changes in deferred tax assets and liabilities | 298,335 | 264,099 | 393,430 |
Valuation allowance, ending balance | $ 2,706,982 | $ 2,408,647 | $ 2,144,548 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Taxes | |||
Increase in valuation allowance | $ 298,335,000 | $ 264,099,000 | $ 393,430,000 |
Interest and penalties associated with uncertain tax benefits | 0 | 0 | 0 |
Accrued interest and penalties | 0 | 0 | 0 |
Unrecognized tax benefits | 0 | $ 0 | $ 0 |
Federal | |||
Income Taxes | |||
Operating loss carryforwards | 7,800,000,000 | ||
State | |||
Income Taxes | |||
Operating loss carryforwards | $ 6,700,000,000 |
Net Loss Per Share - Computatio
Net Loss Per Share - Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |||
Net loss | $ (1,584,511) | $ (1,062,144) | $ (1,752,857) |
Weighted-average number of shares outstanding used to compute net loss per share, basic (in shares) | 354,731 | 334,724 | 312,175 |
Weighted-average number of shares outstanding used to compute net loss per share, diluted (in shares) | 354,731 | 334,724 | 312,175 |
Net loss per share, basic (in dollars per share) | $ (4.47) | $ (3.17) | $ (5.61) |
Net loss per share, diluted (in dollars per share) | $ (4.47) | $ (3.17) | $ (5.61) |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Outstanding Shares of Common Stock Equivalents Excluded from Computation of Diluted Net Loss Per Share (Details) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share | |||
Antidilutive securities excluded from computation of earnings per share, total (in shares) | 43,086 | 37,807 | 55,082 |
2025 Notes | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share | |||
Antidilutive securities excluded from computation of earnings per share, total (in shares) | 19,471 | 19,471 | 19,471 |
Restricted stock units | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share | |||
Antidilutive securities excluded from computation of earnings per share, total (in shares) | 20,542 | 16,285 | 33,428 |
Performance based restricted stock units | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share | |||
Antidilutive securities excluded from computation of earnings per share, total (in shares) | 1,773 | 831 | 175 |
Stock options | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share | |||
Antidilutive securities excluded from computation of earnings per share, total (in shares) | 993 | 1,105 | 1,919 |
ESPP | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share | |||
Antidilutive securities excluded from computation of earnings per share, total (in shares) | 307 | 115 | 89 |
Restructuring - Additional Info
Restructuring - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||
Nov. 03, 2022 | Nov. 30, 2020 | Apr. 30, 2020 | Dec. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Restructuring Cost and Reserve | |||||||
Restructuring charges (benefits) | $ 120,256 | $ (14,548) | |||||
Operating lease, impairment loss | $ 55,300 | ||||||
Accelerated depreciation | 23,900 | ||||||
Stock-based compensation expense recognized due to accelerated vesting | 750,767 | $ 724,560 | 565,807 | ||||
Restructuring related liabilities | $ 1,600 | 1,600 | $ 0 | ||||
November 2020 Restructuring Plan, Due to COVID-19 | |||||||
Restructuring Cost and Reserve | |||||||
Restructuring charges (benefits) | 1,400 | ||||||
Stock-Based Compensation Benefit | |||||||
Restructuring Cost and Reserve | |||||||
Restructuring charges (benefits) | $ 49,800 | 9,509 | (49,806) | ||||
Stock-Based Compensation Benefit | November 2020 Restructuring Plan, Due to COVID-19 | |||||||
Restructuring Cost and Reserve | |||||||
Restructuring charges (benefits) | $ (100) | ||||||
Severance and Other Employee Costs | |||||||
Restructuring Cost and Reserve | |||||||
Restructuring charges (benefits) | 32,100 | $ 29,475 | 32,130 | ||||
Severance and Other Employee Costs | November 2020 Restructuring Plan, Due to COVID-19 | |||||||
Restructuring Cost and Reserve | |||||||
Restructuring charges (benefits) | $ 1,500 | ||||||
Lease Termination and Other Costs | |||||||
Restructuring Cost and Reserve | |||||||
Restructuring charges (benefits) | 3,100 | $ 3,128 | |||||
Fixed Assets Not Yet Placed Into Service | |||||||
Restructuring Cost and Reserve | |||||||
Restructuring charges (benefits) | 2,100 | ||||||
Accelerated Depreciation | |||||||
Restructuring Cost and Reserve | |||||||
Restructuring charges (benefits) | $ 23,908 | ||||||
Restricted stock units | |||||||
Restructuring Cost and Reserve | |||||||
Benefit from reversal of previously recognized stock-based compensation expense | 72,700 | ||||||
Stock-based compensation expense recognized due to accelerated vesting | $ 22,900 |
Restructuring - Schedule of Cha
Restructuring - Schedule of Charges (Benefits) (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | |
Apr. 30, 2020 | Dec. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2020 | |
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | $ 120,256 | $ (14,548) | ||
Stock-Based Compensation Benefit | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | $ 49,800 | $ 9,509 | (49,806) | |
Severance and Other Employee Costs | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 32,100 | $ 29,475 | 32,130 | |
Right-of-Use Asset Impairments and Other Costs | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 57,364 | |||
Accelerated Depreciation | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 23,908 | |||
Lease Termination and Other Costs | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | $ 3,100 | 3,128 | ||
Cost of revenue | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 1,794 | (698) | ||
Cost of revenue | Stock-Based Compensation Benefit | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 182 | (4,237) | ||
Cost of revenue | Severance and Other Employee Costs | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 1,612 | 2,010 | ||
Cost of revenue | Right-of-Use Asset Impairments and Other Costs | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 0 | |||
Cost of revenue | Accelerated Depreciation | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 0 | |||
Cost of revenue | Lease Termination and Other Costs | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 1,529 | |||
Operation and support | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 18,673 | 6,511 | ||
Operation and support | Stock-Based Compensation Benefit | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | (31) | (2,830) | ||
Operation and support | Severance and Other Employee Costs | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 5,173 | 8,281 | ||
Operation and support | Right-of-Use Asset Impairments and Other Costs | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 4,851 | |||
Operation and support | Accelerated Depreciation | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 8,680 | |||
Operation and support | Lease Termination and Other Costs | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 1,060 | |||
Research and development | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 28,953 | (25,376) | ||
Research and development | Stock-Based Compensation Benefit | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 3,818 | (37,082) | ||
Research and development | Severance and Other Employee Costs | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 9,706 | 11,706 | ||
Research and development | Right-of-Use Asset Impairments and Other Costs | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 15,393 | |||
Research and development | Accelerated Depreciation | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 36 | |||
Research and development | Lease Termination and Other Costs | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 0 | |||
Sales and marketing | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 3,581 | 1,445 | ||
Sales and marketing | Stock-Based Compensation Benefit | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 458 | (1,626) | ||
Sales and marketing | Severance and Other Employee Costs | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 3,123 | 3,071 | ||
Sales and marketing | Right-of-Use Asset Impairments and Other Costs | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 0 | |||
Sales and marketing | Accelerated Depreciation | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 0 | |||
Sales and marketing | Lease Termination and Other Costs | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 0 | |||
General and administrative | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 67,255 | 3,570 | ||
General and administrative | Stock-Based Compensation Benefit | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 5,082 | (4,031) | ||
General and administrative | Severance and Other Employee Costs | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 9,861 | 7,062 | ||
General and administrative | Right-of-Use Asset Impairments and Other Costs | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | 37,120 | |||
General and administrative | Accelerated Depreciation | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | $ 15,192 | |||
General and administrative | Lease Termination and Other Costs | ||||
Restructuring Cost and Reserve | ||||
Restructuring charges (benefits) | $ 539 |
Variable Interest Entities (Det
Variable Interest Entities (Details) $ in Thousands | May 17, 2022 USD ($) |
PBSC Urban Solutions | |
Noncontrolling Interest [Line Items] | |
Other investments | $ 22,175 |
Several Joint Ventures | |
Noncontrolling Interest [Line Items] | |
Noncontrolling interest, ownership percentage | 80% |