Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2021 | Aug. 09, 2021 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-39652 | |
Registrant Name | PLAYSTUDIOS, Inc. | |
Entity Incorporation, State Code | DE | |
Entity Tax Identification Number | 98-1606155 | |
Entity Address, Address Line One | 10150 Covington Cross Drive | |
Entity Address, City or Town | Las Vegas | |
Entity Address, State or Province | NV | |
Entity Address, Postal Zip Code | 89144 | |
City Area Code | 725 | |
Local Phone Number | 877-7000 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Shell Company | false | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q2 | |
Entity Central Index Key | 0001823878 | |
Current Fiscal Year End Date | --12-31 | |
Entity Ex Transition Period | false | |
Class A common stock | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | Class A common stock | |
Trading Symbol | MYPS | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding | 109,623,364 | |
Redeemable warrants exercisable for one Class A common stock at an exercise price of $11.50 | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | Redeemable warrants exercisable for one Class A common stock at an exercise price of $11.50 | |
Trading Symbol | MYPSW | |
Security Exchange Name | NASDAQ | |
Class B common stock | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 16,130,300 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 229,901 | $ 48,927 |
Receivables | 25,655 | 16,616 |
Prepaid expenses | 3,156 | 2,429 |
Income tax receivable | 10,454 | 6,959 |
Other current assets | 483 | 2,854 |
Total current assets | 269,649 | 77,785 |
Property and equipment, net | 5,254 | 6,201 |
Internal-use software, net | 42,358 | 38,756 |
Goodwill | 5,059 | 5,059 |
Intangibles, net | 1,400 | 1,624 |
Deferred income taxes | 5,759 | 3,109 |
Other long-term assets | 4,696 | 1,927 |
Total non-current assets | 64,526 | 56,676 |
Total assets | 334,175 | 134,461 |
Current liabilities: | ||
Accounts payable | 8,662 | 4,717 |
Warrant liabilities | 20,344 | 0 |
Accrued liabilities | 14,651 | 29,089 |
Total current liabilities | 43,657 | 33,806 |
Minimum guarantee liability | 200 | 300 |
Deferred income taxes | 2,556 | 2,970 |
Other long-term liabilities | 1,739 | 1,306 |
Total non-current liabilities | 4,495 | 4,576 |
Total liabilities | 48,152 | 38,382 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock, $0.0001 par value (100,000 shares authorized, 0 shares issued and outstanding as of June 30, 2021 and December 31, 2020) | 0 | 0 |
Additional paid-in capital | 262,931 | 71,786 |
Retained earnings | 22,685 | 23,802 |
Accumulated other comprehensive income | 394 | 481 |
Total stockholders’ equity | 286,023 | 96,079 |
Total liabilities and stockholders’ equity | 334,175 | 134,461 |
Class A common stock | ||
Stockholders’ equity: | ||
Common stock | $ 11 | $ 8 |
Common stock, shares issued | 109,623,000 | 74,422,000 |
Common stock, shares outstanding | 109,623,000 | 74,422,000 |
Class B common stock | ||
Stockholders’ equity: | ||
Common stock | $ 2 | $ 2 |
Common stock, shares issued | 16,130,000 | 18,977,000 |
Common stock, shares outstanding | 16,130,000 | 18,977,000 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (USD per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 100,000,000 | 100,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Class A common stock | ||
Common stock, par value (USD per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 2,000,000,000 | 2,000,000,000 |
Common stock, shares issued | 109,623,000 | 74,422,000 |
Common stock, shares outstanding | 109,623,000 | 74,422,000 |
Class B common stock | ||
Common stock, par value (USD per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 25,000,000 | 25,000,000 |
Common stock, shares issued | 16,130,000 | 18,977,000 |
Common stock, shares outstanding | 16,130,000 | 18,977,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | ||
Income Statement [Abstract] | |||||
Net revenues | $ 70,822 | $ 77,870 | $ 144,919 | $ 136,172 | |
Operating expenses: | |||||
Cost of revenue | [1] | 23,032 | 26,625 | 47,520 | 46,359 |
Selling and marketing | 24,187 | 14,228 | 41,187 | 26,154 | |
Research and development | 17,296 | 11,647 | 32,042 | 21,130 | |
General and administrative | 12,398 | 3,811 | 16,677 | 9,521 | |
Depreciation and amortization | 6,898 | 5,440 | 12,932 | 10,828 | |
Total operating costs and expenses | 83,811 | 61,751 | 150,358 | 113,992 | |
Income (loss) from operations | (12,989) | 16,119 | (5,439) | 22,180 | |
Other income (expense), net: | |||||
Change in fair value of warrant liabilities | 110 | 0 | 110 | 0 | |
Interest income (expense), net | (107) | (41) | (149) | 13 | |
Other income (expense), net | 113 | 203 | (129) | 15 | |
Total other income (expense), net | 116 | 162 | (168) | 28 | |
Income (loss) before income taxes | (12,873) | 16,281 | (5,607) | 22,208 | |
Income tax benefit (expense) | 5,838 | (3,322) | 4,490 | (3,757) | |
Net income (loss) | $ (7,035) | $ 12,959 | $ (1,117) | $ 18,451 | |
Net income (loss) per share attributable to Class A and Class B common stockholders: | |||||
Basic (USD per share) | $ (0.07) | $ 0.14 | $ (0.01) | $ 0.20 | |
Diluted (USD per share) | $ (0.07) | $ 0.13 | $ (0.01) | $ 0.18 | |
Denominator | |||||
Basic (shares) | 99,297 | 93,071 | 97,251 | 93,023 | |
Diluted (shares) | 99,297 | 101,560 | 97,251 | 100,277 | |
[1] | Amounts exclude depreciation and amortization. |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | ||
Statement of Comprehensive Income [Abstract] | |||||
Net income (loss) | $ (7,035) | $ 12,959 | $ (1,117) | $ 18,451 | |
Other comprehensive income (loss): | |||||
Change in foreign currency translation adjustment | [1] | 209 | 306 | (87) | 251 |
Total other comprehensive income (loss) | 209 | 306 | (87) | 251 | |
Comprehensive income (loss) | $ (6,826) | $ 13,265 | $ (1,204) | $ 18,702 | |
[1] | These amounts are presented gross of the effect of income taxes. The total change in foreign currency translation adjustment and the corresponding effect of income taxes are immaterial. |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Previously reported | Retroactive application of reverse recapitalization | Class A common stock | Class B common stock | Common Stock | Common StockPreviously reported | Common StockRetroactive application of reverse recapitalization | Common StockClass A common stock | Common StockClass A common stockPreviously reported | Common StockClass A common stockRetroactive application of reverse recapitalization | Common StockClass B common stock | Common StockClass B common stockPreviously reported | Common StockClass B common stockRetroactive application of reverse recapitalization | Additional Paid-In Capital | Additional Paid-In CapitalPreviously reported | Additional Paid-In CapitalRetroactive application of reverse recapitalization | Accumulated Other Comprehensive Income | Accumulated Other Comprehensive IncomePreviously reported | Accumulated Other Comprehensive IncomeRetroactive application of reverse recapitalization | Retained Earnings | Retained EarningsPreviously reported | Retained EarningsRetroactive application of reverse recapitalization |
Beginning balance temporary equity (shares) at Dec. 31, 2019 | 0 | 162,596 | (162,596) | 0 | 225,490 | (225,490) | |||||||||||||||||
Beginning balance, temporary equity at Dec. 31, 2019 | $ 0 | $ 8 | $ (8) | $ 0 | $ 11 | $ (11) | |||||||||||||||||
Beginning balance (shares) at Dec. 31, 2019 | 72,871 | 0 | 72,871 | 18,977 | 0 | 18,977 | |||||||||||||||||
Beginning balance at Dec. 31, 2019 | 80,313 | $ 80,313 | $ 0 | $ 8 | $ 0 | $ 8 | $ 2 | $ 0 | $ 2 | $ 66,670 | $ 66,661 | $ 9 | $ 98 | $ 98 | $ 0 | $ 13,535 | $ 13,535 | $ 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||||||
Net income (loss) | 18,451 | $ 14,687 | $ 3,764 | 18,451 | |||||||||||||||||||
Exercise of stock options (shares) | 235 | ||||||||||||||||||||||
Exercise of stock options | 144 | 144 | |||||||||||||||||||||
Stock-based compensation expense | 1,658 | 1,658 | |||||||||||||||||||||
Repurchase and retirement of common stock (shares) | (6) | ||||||||||||||||||||||
Repurchase and retirement of common stock | (25) | (25) | |||||||||||||||||||||
Other comprehensive income | $ 251 | 251 | |||||||||||||||||||||
Ending balance temporary equity (shares) at Jun. 30, 2020 | 0 | 0 | |||||||||||||||||||||
Ending balance, temporary equity at Jun. 30, 2020 | $ 0 | $ 0 | |||||||||||||||||||||
Ending balance (shares) at Jun. 30, 2020 | 73,100 | 18,977 | |||||||||||||||||||||
Ending balance at Jun. 30, 2020 | $ 100,792 | $ 8 | $ 2 | 68,472 | 349 | 31,961 | |||||||||||||||||
Beginning balance temporary equity (shares) at Mar. 31, 2020 | 0 | 162,596 | (162,596) | 0 | 225,936 | (225,936) | |||||||||||||||||
Beginning balance, temporary equity at Mar. 31, 2020 | $ 0 | $ 8 | $ (8) | $ 0 | $ 11 | $ (11) | |||||||||||||||||
Beginning balance (shares) at Mar. 31, 2020 | 72,975 | 0 | 72,975 | 18,977 | 0 | 18,977 | |||||||||||||||||
Beginning balance at Mar. 31, 2020 | 86,558 | $ 86,558 | $ 0 | $ 8 | $ 0 | $ 8 | $ 2 | $ 0 | $ 2 | 67,478 | 67,469 | 9 | 43 | 43 | 0 | 19,027 | 19,027 | 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||||||
Net income (loss) | 12,959 | 10,317 | 2,642 | 12,959 | |||||||||||||||||||
Exercise of stock options (shares) | 131 | ||||||||||||||||||||||
Exercise of stock options | 123 | 123 | |||||||||||||||||||||
Stock-based compensation expense | 871 | 871 | |||||||||||||||||||||
Repurchase and retirement of common stock (shares) | (6) | ||||||||||||||||||||||
Repurchase and retirement of common stock | (25) | (25) | |||||||||||||||||||||
Other comprehensive income | $ 306 | 306 | |||||||||||||||||||||
Ending balance temporary equity (shares) at Jun. 30, 2020 | 0 | 0 | |||||||||||||||||||||
Ending balance, temporary equity at Jun. 30, 2020 | $ 0 | $ 0 | |||||||||||||||||||||
Ending balance (shares) at Jun. 30, 2020 | 73,100 | 18,977 | |||||||||||||||||||||
Ending balance at Jun. 30, 2020 | $ 100,792 | $ 8 | $ 2 | 68,472 | 349 | 31,961 | |||||||||||||||||
Beginning balance temporary equity (shares) at Dec. 31, 2020 | 0 | 162,596 | (162,596) | 0 | 238,186 | (238,186) | |||||||||||||||||
Beginning balance, temporary equity at Dec. 31, 2020 | $ 0 | $ 8 | $ (8) | $ 0 | $ 12 | $ (12) | |||||||||||||||||
Beginning balance (shares) at Dec. 31, 2020 | 74,422 | 0 | 74,422 | 18,977 | 0 | 18,977 | |||||||||||||||||
Beginning balance at Dec. 31, 2020 | 96,079 | $ 96,079 | $ 0 | $ 8 | $ 0 | $ 8 | $ 2 | $ 0 | $ 2 | 71,786 | 71,776 | 10 | 481 | 481 | 0 | 23,802 | 23,802 | 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||||||
Net income (loss) | (1,117) | (932) | (185) | (1,117) | |||||||||||||||||||
Business Combination and PIPE Financing (shares) | 32,968 | ||||||||||||||||||||||
Business Combination and PIPE Financing | $ 186,000 | $ 3 | $ (2,847) | 185,997 | |||||||||||||||||||
Exercise of stock options (shares) | 2,233 | 2,233 | |||||||||||||||||||||
Exercise of stock options | $ 1,899 | 1,899 | |||||||||||||||||||||
Stock-based compensation expense | 3,249 | 3,249 | |||||||||||||||||||||
Other comprehensive income | $ (87) | (87) | |||||||||||||||||||||
Ending balance temporary equity (shares) at Jun. 30, 2021 | 0 | 0 | |||||||||||||||||||||
Ending balance, temporary equity at Jun. 30, 2021 | $ 0 | $ 0 | |||||||||||||||||||||
Ending balance (shares) at Jun. 30, 2021 | 109,623 | 16,130 | |||||||||||||||||||||
Ending balance at Jun. 30, 2021 | $ 286,023 | $ 11 | $ 2 | 262,931 | 394 | 22,685 | |||||||||||||||||
Beginning balance temporary equity (shares) at Mar. 31, 2021 | 0 | 162,596 | (162,596) | 0 | 241,347 | (241,347) | |||||||||||||||||
Beginning balance, temporary equity at Mar. 31, 2021 | $ 0 | $ 8 | $ (8) | $ 0 | $ 12 | $ (12) | |||||||||||||||||
Beginning balance (shares) at Mar. 31, 2021 | 75,158 | 0 | 75,158 | 18,977 | 0 | 18,977 | |||||||||||||||||
Beginning balance at Mar. 31, 2021 | 103,618 | $ 103,618 | $ 0 | $ 8 | $ 0 | $ 8 | $ 2 | $ 0 | $ 2 | 73,703 | $ 73,693 | $ 10 | 185 | $ 185 | $ 0 | 29,720 | $ 29,720 | $ 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||||||
Net income (loss) | (7,035) | $ (5,893) | $ (1,142) | (7,035) | |||||||||||||||||||
Business Combination and PIPE Financing (shares) | 32,968 | ||||||||||||||||||||||
Business Combination and PIPE Financing | 186,000 | $ 3 | $ (2,847) | 185,997 | |||||||||||||||||||
Exercise of stock options (shares) | 1,497 | ||||||||||||||||||||||
Exercise of stock options | 1,091 | 1,091 | |||||||||||||||||||||
Stock-based compensation expense | 2,140 | 2,140 | |||||||||||||||||||||
Other comprehensive income | $ 209 | 209 | |||||||||||||||||||||
Ending balance temporary equity (shares) at Jun. 30, 2021 | 0 | 0 | |||||||||||||||||||||
Ending balance, temporary equity at Jun. 30, 2021 | $ 0 | $ 0 | |||||||||||||||||||||
Ending balance (shares) at Jun. 30, 2021 | 109,623 | 16,130 | |||||||||||||||||||||
Ending balance at Jun. 30, 2021 | $ 286,023 | $ 11 | $ 2 | $ 262,931 | $ 394 | $ 22,685 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (1,117) | $ 18,451 |
Adjustments: | ||
Depreciation and amortization | 12,932 | 10,828 |
Amortization of loan costs | 196 | 0 |
Stock-based compensation expense | 2,929 | 1,355 |
Change in fair value of warrant liabilities | (110) | 0 |
Deferred income tax expense | (2,290) | (68) |
Other | 131 | 32 |
Receivables | (9,270) | (10,856) |
Prepaid expenses and other current assets | 5,189 | 146 |
Income tax receivable | (3,495) | 0 |
Accounts payable & accrued liabilities | 9,836 | 5,611 |
Other | 206 | (743) |
Net cash provided by operating activities | 15,137 | 24,756 |
Cash flows from investing activities: | ||
Purchase of property and equipment | (491) | (789) |
Additions to internal-use software | (13,153) | (11,732) |
Additions to notes receivable | (7,533) | 0 |
Net cash used in investing activities | (21,177) | (12,521) |
Cash flows from financing activities: | ||
Proceeds from stock option exercises | 1,899 | 144 |
Net proceeds from Business Combination | 185,722 | 0 |
Other | (406) | (25) |
Net cash provided by financing activities | 187,215 | 119 |
Foreign currency translation | (201) | 44 |
Net change in cash and cash equivalents | 180,974 | 12,398 |
Cash and cash equivalents at beginning of period | 48,927 | 31,022 |
Cash and cash equivalents at end of period | 229,901 | 43,420 |
Supplemental cash flow disclosures: | ||
Interest paid | 53 | 0 |
Income taxes paid, net of refunds | 465 | 904 |
Non-cash investing and financing activities: | ||
Capitalization of stock-based compensation | 320 | 302 |
Reduction of notes receivable in exchange for internal-use software | 1,495 | 0 |
Settlement of MGM Profit Share liability through the issuance of shares of Class A common stock | $ 20,000 | $ 0 |
BACKGROUND AND BASIS OF PRESENT
BACKGROUND AND BASIS OF PRESENTATION | 6 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BACKGROUND AND BASIS OF PRESENTATION | BACKGROUND AND BASIS OF PRESENTATION Organization and Description of Business PLAYSTUDIOS, Inc., formerly known as Acies Acquisition Corp. (the "Company” or "PLAYSTUDIOS"), was incorporated on August 14, 2020 as a Cayman Islands exempted company, and domesticated into a Delaware corporation on June 21, 2021 (the "Domestication"). The Company's legal name became PLAYSTUDIOS, Inc. following the closing of the business combination discussed in Note 3. The prior period financial information represents the financial results and conditions of Old PLAYSTUDIOS (as defined in Note 3). The Company develops and operates online and mobile social gaming applications (“games” or “game”) and leverages marketing relationships with various partners to provide players a unique social gaming experience while earning “real world” rewards provided by the Company’s rewards partners. The Company’s games are free-to-play and available via the Apple App Store, Google Play Store, Amazon Appstore, and Facebook (collectively, “platforms” or “platform operators”). The Company creates games based on its own original content as well as third-party licensed brands. The Company generates revenue through the in-game sale of virtual currency and through advertising. Unless the context indicates otherwise, all references herein to “PLAYSTUDIOS” the “Company,” “we,” “us,” and “our” are used to refer collectively to PLAYSTUDIOS, Inc. and its subsidiaries. Basis of Presentation and Consolidation The accompanying condensed consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The consolidated financial statements include the accounts of PLAYSTUDIOS, Inc. and its consolidated subsidiaries. All intercompany balances and transactions have been eliminated upon consolidation. Certain reclassifications in these financial statements have been made to comply with US GAAP applicable to public companies and SEC Regulation S-X. In the opinion of the Company, the accompanying unaudited financial statements contain all adjustments, consisting of only normal recurring adjustments, necessary for a fair presentation of its financial position as of June 30, 2021, and its results of operations for the three and six months ended June 30, 2021, and 2020, and cash flows for the six months ended June 30, 2021, and 2020. The Consolidated Balance Sheets as of December 31, 2020 was derived from the audited annual financial statements but does not contain all of the footnote disclosures from the annual financial statements. Use of Estimates The preparation of condensed consolidated financial statements in conformity with US GAAP requires us to make estimates and assumptions that affect the reported amounts in the consolidated financial statements and notes thereto. Significant estimates and assumptions reflected in the Company’s condensed consolidated financial statements include the estimated consumption rate of virtual goods that is used in the determination of revenue recognition, useful lives of property and equipment and definite-lived intangible assets, the expensing and capitalization of research and development costs for internal-use software, assumptions used in accounting for income taxes, stock-based compensation, the associated valuation of the Company’s common stock and the evaluation of goodwill and long-lived assets for impairment. The Company believes the accounting estimates are appropriate and reasonably determined. Due to the inherent uncertainties in making these estimates, actual amounts could differ materially. Segments Operating segments are defined as components of an entity for which discrete 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 CODM, the Company’s Chief Executive Officer, reviews financial information on a consolidated basis for purposes of evaluating performance and allocating resources. As such, the Company has one operating and reportable segment. Emerging Growth Company At June 30, 2021, the Company qualified as an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and the Company has taken and may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies are required to comply with the new or revised standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has opted to take advantage of such extended transition period available to emerging growth companies which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company can adopt the new or revised standard at the time private companies adopt the new or revised standard. The Company expects to lose its emerging growth company status on December 31, 2021. As a result, the Company will adopt all accounting pronouncements currently deferred based on private company standards for purposes of the Quarterly Form on 10-Q for the first quarter of 2022. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Warrant Liabilities The Company evaluates all of its financial instruments, including issued warrants, to determine if such instruments are liability classified, pursuant to ASC Topic 480, Distinguishing Liabilities from Equity (“ASC 480”) or derivatives or contain features that qualify as embedded derivatives pursuant to ASC Topic 815, Derivatives and Hedging (“ASC 815”). The classification of instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed at the end of each reporting period. Issuance costs incurred with the Business Combination that are attributable to liability classified warrants are expensed as incurred. Share-Based Compensation The Company measures compensation expense for all share-based awards at fair value on the date of grant and recognizes compensation expense over the service period on a straight-line basis for awards expected to vest. The Company uses the Black-Scholes-Merton option-pricing model to determine the fair value for option awards. In valuing our option awards, the Company makes assumptions about risk-free interest rates, dividend yields, volatility and weighted-average expected lives. The Company accounts for forfeitures as they occur. Risk-free interest rates are derived from United States Treasury securities as of the option award grant date. Expected dividend yield is based on our historical cash dividend payments, which have been zero to date. The expected volatility for shares of the Company's Class A common stock is estimated using our historical volatility. The weighted-average expected life of the option awards is estimated based on our historical exercise data. The Company's dual class structure was created upon the Domestication (as defined in Note 3). The Class B common stock including Class B common stock underlying vested stock options, held by Mr. Andrew Pascal, the Company's Chairman and Chief Executive Officer, or his affiliates (the "Founder Group") carry a super vote premium. As the Founder Group did not have control of Old PLAYSTUDIOS prior to the Business Combination, and Mr. Pascal is an employee of the Company, the incremental value resulting from the super vote premium is accounted for as incremental compensation costs. The Company utilized the market approach by observing other market participants with (i) dual class structures, (ii) super vote premiums for a single class and (iii) both classes trading on a national exchange. Based on the observed data, management selected a premium for the Class B common stock and the stock options held by members of the Founder Group. Recently Issued Accounting Pronouncements Not Yet Adopted In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . The amended guidance is intended to increase transparency and comparability among organizations by recognizing lease assets and liabilities in the Consolidated Balance Sheets and disclosing key information about leasing arrangements. The adoption of this guidance is expected to result in a significant portion of the Company’s operating leases, where the Company is the lessee, to be recognized in the Company’s Consolidated Balance Sheets. The guidance requires lessees and lessors to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. This guidance is effective for the Company for fiscal years beginning after December 15, 2021 and interim periods within that annual reporting period, with earlier adoption permitted. The Company is currently evaluating the impact of adopting this guidance. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326). The new guidance replaces the incurred loss impairment methodology in current guidance with a current expected credit loss model (“CECL”) that incorporates a broader range of reasonable and supportable information including the forward-looking information. This guidance is effective for the Company for fiscal year beginning after December 15, 2021, including interim periods within that annual reporting period, with early adoption permitted. Application of the amendments is through a cumulative-effect adjustment to retained earnings as of the effective date. The Company is currently evaluating the impact of adopting this guidance. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes . The new guidance removes certain exceptions for recognizing deferred taxes for investments, performing intraperiod allocation and calculating income taxes in interim periods. It also adds guidance to reduce complexity in certain areas, including recognizing deferred taxes for tax goodwill and allocating taxes to members of a consolidated group. This guidance is effective for the Company for fiscal years beginning after December 15, 2021 and interim periods within that annual reporting period, with early adoption permitted with simultaneous adoption of all provisions of the new standard. The Company is currently evaluating the impact of adopting this guidance. Recently Adopted Accounting Pronouncements In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment , which simplifies the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. Under the new amendment, the Company is required to perform its annual or interim goodwill impairment test by comparing the fair value of the reporting unit with its carrying amount, and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. The guidance is effective for the Company for fiscal year beginning after December 15, 2022, with early adoption permitted. The Company early adopted this guidance prospectively on January 1, 2021, and it did not have any impact on the Company’s consolidated financial statements. In August 2018, the FASB issued ASU 2018-15, Customer’s Accounting for Implementation costs Incurred in a Cloud Computing Arrangement that is a Service Contract , that requires implementation costs incurred by customers in cloud computing arrangements to be deferred and recognized over the term of the arrangement, if those costs would be capitalized by the customer in a software licensing arrangement under the internal-use software guidance in ASC Topic 350, Intangibles—Goodwill and Other . This guidance is effective for the Company for fiscal years beginning after December 15, 2020, and interim periods within annual periods beginning after December 15, 2021. The Company early adopted this guidance prospectively on January 1, 2020, and it did not have a material impact on the Company’s consolidated financial statements. In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting . This temporary guidance provides optional expedients and exceptions for applying US GAAP to contracts, hedging relationships and other transactions that reference London Interbank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued. ASU 2020-04 is effective as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020 and may be applied prospectively through December 31, 2022. The Company adopted this guidance prospectively on January 1, 2021, and it did not have any impact on the Company’s consolidated financial statements. |
BUSINESS COMBINATION
BUSINESS COMBINATION | 6 Months Ended |
Jun. 30, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
BUSINESS COMBINATION | BUSINESS COMBINATION Business Combination On June 21, 2021 (the “Closing Date”), Acies Acquisition Corp., a Cayman Islands exempted company (prior to the Closing Date, “Acies”), consummated the previously announced business combination (“Business Combination”) with PlayStudios, Inc., a Delaware corporation (“Old PLAYSTUDIOS”) pursuant to the Agreement and Plan of Merger, dated as of February 1, 2021 (the “Merger Agreement”), by and among Acies, Catalyst Merger Sub I, Inc., a Delaware corporation and a direct wholly owned subsidiary of Acies (“First Merger Sub”), Catalyst Merger Sub II, LLC, a Delaware limited liability company and a direct wholly owned subsidiary of Acies (“Second Merger Sub”), and Old PLAYSTUDIOS. In connection with the closing of the Business Combination, Acies filed a notice of deregistration with the Cayman Islands Registrar of Companies, together with the necessary accompanying documents, and filed a certificate of incorporation (the “Certificate of Incorporation”) and a certificate of corporate domestication with the Secretary of State of the State of Delaware, under which Acies was domesticated and continues as a Delaware corporation, changing its name to PLAYSTUDIOS, Inc. (the “Domestication”). As a consequence of filing the Certificate of Incorporation, the Company adopted a dual class structure, comprised of the Company’s Class A common stock, which is entitled to one vote per share, and the Company’s Class B common stock, which is entitled to 20 votes per share. See Note 16 for further discussion on the dual class structure. As a result of and upon the effective time of the Domestication, among other things, (1) each of the then-issued and outstanding Class A ordinary shares, par value $0.0001 per share, of Acies (the “Acies Class A ordinary shares”), automatically converted, on a one-for-one basis, into a share of the Class A common stock, par value $0.0001 per share, of the Company (the “Class A common stock”); (2) each then-issued and outstanding redeemable warrant of Acies automatically converted into a redeemable warrant (the "Warrants") to acquire one share of Class A common stock; and (3) each of the then-issued and outstanding units of Acies that had not been previously separated into the underlying Acies Class A ordinary shares and underlying Acies warrants upon the request of the holder thereof were cancelled and entitled the holder thereof to one share of Class A common stock and one-third of one Warrant. Any fractional Warrants for any holder of units were rounded down and canceled for no consideration. Following the Domestication, the following transactions (the “Transactions”) occurred: • First Merger Sub merged with and into Old PLAYSTUDIOS, with Old PLAYSTUDIOS surviving as a wholly owned subsidiary of Acies (the “First Merger”); • immediately following the First Merger, and as part of an integrated transaction with the First Merger, Old PLAYSTUDIOS merged with and into Second Merger Sub, with Second Merger Sub surviving as a wholly owned subsidiary of Acies (the “Second Merger” and, together with the First Merger, the “Mergers”); • as a result of the Mergers, among other things, each outstanding share of common stock of Old PLAYSTUDIOS (“PlayStudios Common Stock”) and each outstanding share of preferred stock of Old PLAYSTUDIOS (“PlayStudios Preferred Stock”) and, together with the "PlayStudios Common Stock," the "Old PLAYSTUDIOS Stock" as of the effective time of the First Merger (the “Effective Time”) were cancelled in exchange for the following: ◦ if the holder of such share made an election to receive cash, 0.233 in cash per share of Old PLAYSTUDIOS Stock subject to such cash election, provided that no holder could elect to receive cash for more than 15% of such holder's shares of Old PLAYSTUDIOS Stock; ◦ if the holder of such share did not make a cash election, as of the Effective Time, the capital stock held by the holder was automatically canceled and converted into the right to receive 0.233 shares of the Company's common stock (the "Exchange Ratio"), rounded down to the nearest whole number of shares; • as a result of the Mergers, each outstanding share of PlayStudios Common Stock and PlayStudios Preferred Stock issued and outstanding immediately prior to the Effective Time as well as any outstanding unexercised vested options to purchase shares of PlayStudios Common Stock received the contingent right to receive the applicable Earnout Pro Rata Portion (as defined in the Merger Agreement) of an aggregate of 15.0 million additional shares of Class A common stock (the “Earnout Shares”), which right shall be contingent upon the closing price of the Class A common stock exceeding $12.50 and $15.00 per share, respectively, for any 20 trading days within any 30-trading day period commencing on or after November 18, 2021 and ending no later than the June 21, 2026 (the Earnout Shares will also vest based on the price targets in connection with a sale of the Company) (each of the foregoing vesting events, an “Earnout Triggering Event”); and • as a result of the Mergers, each outstanding and unexercised option to purchase PlayStudios Common Stock, whether or not vested or exercisable, converted into an option to purchase a share of Class A common stock or Class B common stock, except for any such option that is held by any member of the Founder Group, which will be converted into an option to purchase a share of Class B common stock, in each case with the same terms except for the number of shares exercisable thereunder and the exercise price, each of which were adjusted using the Exchange Ratio. In connection with the Business Combination, Acies entered into subscription agreements with certain investors ("PIPE Investors"), whereby it issued 25.0 million shares of Class A common stock at $10.00 per share (the "PIPE Shares") for an aggregate purchase price of $250.0 million (the "PIPE Financing"), which closed simultaneously with the consummation of the Business Combination. $20.0 million of the PIPE Financing was used to terminate the profit share provision of an agreement with MGM Resorts International, one of the PIPE Investors. The following table summarizes the total number of shares of common stock outstanding immediately following the Closing. Shares Acies public stockholders (1) 10,191 Sponsor (1)(2) 3,724 PLAYSTUDIOS stockholders (excluding the Founder Group) (3) 70,708 Founder Group (3) 16,130 PIPE Investors 25,000 Common Stock 125,753 Class A common stock 109,623 Class B common stock 16,130 (1) Excludes the shares of Class A common stock underlying the Warrants, as the Warrants are not exercisable until October 27, 2021. Reflects the redemption of 11.3 million Acies Class A ordinary shares. (2) Includes 0.9 million shares of Class A common stock, held by Acies Acquisition, LLC (the "Sponsor") that are subject to forfeiture if certain earnout conditions are not satisfied, as the shares are issued and outstanding as of the Closing of the Business Combination. The 0.9 million shares do not have voting rights until the Earnout Triggering Events have occurred. (3) Excludes the shares of Class A and Class B common stock underlying stock options and the Earnout Shares, as they do not represent legally outstanding shares of common stock at Closing. In connection with the Business Combination, the Company incurred direct and incremental costs of $32.4 million related to the equity issuance, consisting primarily of investment banking and other professional fees, which were recorded to additional paid-in capital as a reduction of proceeds. The Company incurred approximately $1.4 million of expenses primarily related to advisory, legal and accounting fees in conjunction with the Business Combination. Of this, $0.8 million and $1.2 million was recorded in general and administrative expenses on the consolidated statements of operations for the three and six months ended June 30, 2021, respectively. The aggregate consideration for the Business Combination was approximately $1,041.0 million, payable in the form of the Company's Class A and Class B common stock and cash. The following table summarizes the merger consideration (in thousands, except per share information). Consideration Cash consideration $ 102,020 Shares transferred at closing (1) 86,838 Value per share $ 10.00 Share consideration $ 868,380 Total consideration $ 970,400 Shares of common stock underlying vested options 7,060 Value per share $ 10.00 70,600 Aggregate consideration $ 1,041,000 (1) Excludes shares of common stock underlying stock options that are vested but unexercised as of the closing date of the Business Combination. As the shares do not represent legally outstanding shares of common stock at closing, they are excluded from the total consideration amount. The following table reconciles the elements of the Business Combination to the condensed consolidated statements of cash flows for the six months ended June 30, 2021: Cash - Acies Trust and cash (net of redemptions) $ 101,962 Cash - PIPE 230,000 Less: Cash consideration (102,020) Less: Transaction costs (44,220) Net Business Combination and PIPE Financing $ 185,722 Reverse Recapitalization The Business Combination was accounted for as a reverse recapitalization and Acies was treated as the “acquired” company for accounting purposes. The Business Combination was accounted as the equivalent of Old PLAYSTUDIOS issuing stock for the net assets of Acies, accompanied by a recapitalization. Accordingly, all historical financial information presented in these condensed consolidated interim financial statements represents the accounts of Old PLAYSTUDIOS “as if” Old PLAYSTUDIOS is the predecessor to the Company. The common stock and net income per share, prior to the Business Combination, have been adjusted to share amounts reflecting the Exchange Ratio. |
RELATED-PARTY TRANSACTIONS
RELATED-PARTY TRANSACTIONS | 6 Months Ended |
Jun. 30, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure | RELATED-PARTY TRANSACTIONS The following table is a summary of balance sheet assets and liabilities from related parties: June 30, December 31, Financial Statement Line Item Marketing Agreement $ 1,000 $ 1,000 Intangibles, net Marketing Agreement $ — $ 20,000 Accrued liabilities The Company did not have any revenues recognized from related parties during the three and six months ended June 30, 2021 and 2020. In connection with the Business Combination and in accordance with the Merger Agreement, during the three months ended June 30, 2021, the Company paid $2.5 million to myCause Charitable Foundation ("myCause"), a 501(c)(3) foundation established and administered by certain members of management of the Company. The Company’s remaining expenses recognized from related parties were immaterial during the three and six months ended June 30, 2021 and 2020. MGM Resorts International (“MGM”) MGM is a stockholder and an MGM senior executive also serves on the Company’s Board of Directors. MGM owns approximately 16.6 million and 14.6 million shares of the Company's outstanding Class A common stock as of June 30, 2021 and December 31, 2020, respectively. Marketing Agreement In April 2011, the Company entered into a joint marketing agreement with MGM (as amended, the “Marketing Agreement”) in exchange for assistance with marketing campaigns and the exclusive right to utilize MGM’s licensed marks and licensed copyrights for the development of certain of the Company’s social casino games. The initial term was for one year from the go-live date of the first such game in July 2012, with an automatic renewal provision for successive two-year terms based on the games meeting certain performance criteria. If the games do not achieve the specified performance criteria, the term will be automatically renewed for a one-year period and the right to utilize MGM’s licensed marks and copyrights will become non-exclusive. The non-exclusive term will be automatically renewed for successive one-year periods so long as the games meet certain other performance criteria. As consideration for the use of MGM’s intellectual property, the Company issued 19.2 million shares of its common stock representing 10% of its then-outstanding common stock; and in lieu of royalty payments, the Company agreed to pay MGM a profit share of: (i) during the exclusive term, a mid- to high-single digit percentage of cumulative net operating income, as defined in the Marketing Agreement, and (ii) during the non-exclusive term, a low- to mid-single digit percentage of cumulative net operating income. As further described in Note 9, the Marketing Agreement was recorded as an indefinite-lived intangible asset. On October 30, 2020, the Company and MGM agreed to amend the Marketing Agreement (the “MGM Amendment”), under which the Company and MGM agreed to terminate the profit share provision. In exchange, the Company agreed to remit to MGM a one-time payment of $20.0 million, payable on the earliest to occur of (i) the PIPE Investment, (ii) the date that the Company waives MGM’s commitment to participate in the PIPE Investment, or (iii) two years from the date of the MGM Amendment. In addition, MGM agreed to reinvest in the Company at a minimum amount of $20.0 million by participating in the PIPE Investment or a private placement of equity offering to third party investors for a minimum gross proceeds to the Company of $50.0 million. As a result of the termination, the Company is no longer obligated to make profit share payments, but the other rights and obligations under the Marketing Agreement continue in full force and effect. The Company recorded none and $0.3 million as profit share expense during the three months ended June 30, 2021 and 2020, respectively, and recorded none and $0.3 million as profit share expense during the six months ended June 30, 2021 and 2020, respectively. |
RECEIVABLES
RECEIVABLES | 6 Months Ended |
Jun. 30, 2021 | |
Receivables [Abstract] | |
RECEIVABLES | RECEIVABLES Receivables consist of the following: June 30, December 31, Trade receivables $ 23,293 $ 16,616 Notes receivables 2,320 — Other receivables 42 — Total receivables $ 25,655 $ 16,616 Trade receivables represent amounts due to the Company from social and mobile platform operators, including Apple, Google, Amazon and Facebook. Trade receivables are recorded when the right to consideration becomes unconditional. No allowance for doubtful accounts was considered necessary as of June 30, 2021 and December 31, 2020. Concentration of Credit Risk As of June 30, 2021, Apple, Inc. and Google, Inc. accounted for 57.8 and 26.3% of the Company’s total receivables, respectively, while as of December 31, 2020, Apple, Inc. and Google, Inc. accounted for 48.9% and 42.7% of the Company’s total receivables, respectively. As of June 30, 2021 and December 31, 2020, the Company did not have any additional counterparties that exceeded 10% of the Company’s net accounts receivable. |
FAIR VALUE MEASUREMENT
FAIR VALUE MEASUREMENT | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENT | FAIR VALUE MEASUREMENT The carrying values of the Company’s cash and cash equivalents, trade receivables and accounts payable approximate fair value due to their short maturities. The following tables present the financial assets not measured at fair value on a recurring basis as of June 30, 2021 and December 31, 2020: June 30, 2021 Carrying Value Estimated Fair Value Fair Value Hierarchy Financial Statement Line Item Financial assets: Notes receivable - current $ 2,320 $ 2,320 Level 3 Receivables Notes receivable - non-current 3,091 3,091 Level 3 Other long-term assets Total financial assets $ 5,411 $ 5,411 December 31, 2020 Carrying Value Estimated Fair Value Fair Value Hierarchy Financial Statement Line Item Financial assets: Notes receivable - non-current $ 815 $ 815 Level 3 Other long-term assets Total financial assets $ 815 $ 815 The notes receivable are fixed-rate investments, are not traded and do not have observable market inputs, therefore, the fair value is estimated to be equal to the carrying value. The following table presents the liabilities measured at fair value on a recurring basis, by input level, in the Consolidated Balance Sheets at June 30, 2021: June 30, 2021 Level 1 Level 2 Level 3 Total Financial liabilities: Public Warrants $ 13,274 — — 13,274 Private Warrants — 7,070 — 7,070 Total financial liabilities $ 13,274 $ 7,070 $ — $ 20,344 The Company did not have any liabilities similar to those above requiring fair value measurement at December 31, 2020. |
PROPERTY AND EQUIPMENT, NET
PROPERTY AND EQUIPMENT, NET | 6 Months Ended |
Jun. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT, NET | PROPERTY AND EQUIPMENT, NET Property and equipment, net consists of the following: June 30, December 31, Computer equipment $ 8,770 $ 8,328 Leasehold improvements 6,318 6,365 Furniture and fixtures 2,303 2,266 Construction in progress 89 90 Total property and equipment 17,480 17,049 Less: accumulated depreciation (12,226) (10,848) Total property and equipment, net $ 5,254 $ 6,201 The aggregate depreciation expense for property and equipment, net is reflected in “Depreciation and amortization” in the Consolidated Statements of Operations. During the three months ended June 30, 2021 and 2020, depreciation expense was $0.7 million and $0.7 million, respectively, and during the six months ended June 30, 2021 and 2020, depreciation expense was $1.4 million and $1.4 million, respectively. No impairment charges or material write-offs were recorded for the three and six months ended June 30, 2021 and 2020. Property and equipment, net by region consists of the following: June 30, December 31, United States $ 1,657 $ 2,098 EMEA (1) 3,136 3,436 All other countries 461 667 Total property and equipment, net $ 5,254 $ 6,201 (1) Europe, Middle East, and Africa (“EMEA”). Amounts primarily represent leasehold improvements of local office space and computer equipment. |
INTERNAL-USE SOFTWARE, NET
INTERNAL-USE SOFTWARE, NET | 6 Months Ended |
Jun. 30, 2021 | |
Research and Development [Abstract] | |
INTERNAL-USE SOFTWARE, NET | INTERNAL-USE SOFTWARE, NET Internal-use software, net consists of the following: June 30, December 31, Internal-use software $ 117,610 $ 103,041 Less: accumulated amortization (75,252) (64,285) Total internal-use software, net $ 42,358 $ 38,756 The aggregate amortization expense for internal-use software, net is reflected in "Depreciation and amortization" in the Consolidated Statements of Operations. During the three months ended June 30, 2021 and 2020, the Company capitalized internal-use software development costs of $8.1 million and $6.1 million, respectively, and during the during the six months ended June 30, 2021 and 2020, the Company capitalized internal-use software development costs of $15.0 million and $12.0 million, respectively. Total amortization expense associated with its capitalized internal-use software development costs for the three months ended June 30, 2021 and 2020 was $6.1 million and $4.6 million, respectively, and for the six months ended June 30, 2021 and 2020 was $11.3 million and $8.9 million, respectively. There were no write-offs or impairment charges recorded for the three and six months ended June 30, 2021 and 2020. |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 6 Months Ended |
Jun. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | GOODWILL AND INTANGIBLE ASSETS Goodwill The Company had $5.1 million in goodwill as of June 30, 2021 and December 31, 2020. Other than the Business Combination and Reverse Recapitalization described in Note 1, there were no business combinations during the three and six months ended June 30, 2021 and 2020. There were no indicators of impairment as of June 30, 2021 and December 31, 2020. Intangible Assets The following table provides the gross carrying value and accumulated amortization for each major class of intangible asset other than goodwill: June 30, 2021 December 31, 2020 Gross Accumulated Net Gross Accumulated Net Amortizable intangible assets: Licenses $ 1,000 $ (600) $ 400 $ 1,000 $ (500) $ 500 Trade names 1,240 (1,240) — 1,240 (1,116) 124 2,240 (1,840) 400 2,240 (1,616) 624 Nonamortizable intangible assets: Marketing Agreement with a related party 1,000 — 1,000 1,000 — 1,000 Total intangible assets $ 3,240 $ (1,840) $ 1,400 $ 3,240 $ (1,616) $ 1,624 Intangible assets consist of trade names and long-term license agreements with various third parties as described in Note 2 to the consolidated financial statements. As further described in Note 4 to the consolidated financial statements, the MGM Marketing Agreement is an indefinite-lived intangible asset, which gives us the exclusive rights to feature MGM’s intellectual property in the Company’s games subject to automatic renewal provisions described in Note 4. The weighted-average period remaining until the next renewal is 0.3 years as of June 30, 2021. The Company is reasonably certain that it will renew the Marketing Agreement. The aggregate amortization expense for amortizable intangible assets is reflected in “Depreciation and amortization” in the Consolidated Statements of Operations. During the three months ended June 30, 2021 and 2020, amortization was $0.1 million and $0.1 million, respectively, and during the six months ended June 30, 2021 and 2020, amortization was $0.2 million and $0.5 million, respectively. There were no impairment charges for intangible assets for the three and six months ended June 30, 2021 and 2020. As of June 30, 2021, the estimated annual amortization expense for the years ending December 31, 2021 through 2025 is as follows: Year Ending December 31, Projected Amortization Remaining 2021 $ 100 2022 200 2023 100 2024 — 2025 — Total $ 400 |
WARRANT LIABILITIES
WARRANT LIABILITIES | 6 Months Ended |
Jun. 30, 2021 | |
Other Liabilities Disclosure [Abstract] | |
WARRANT LIABILITIES | WARRANT LIABILITIES Public Warrants and Private Warrants Upon the closing of the Business Combination, there were here were approximately 7.2 million publicly-traded redeemable warrants to purchase shares of Class A common stock (the "Public Warrants") and 3.8 million redeemable warrants to purchase shares of Class A common stock initially issued to the Sponsor in a private placement (the "Private Warrants") were issued by Acies prior to the Business Combination. Each whole Warrant entitles the registered holder to purchase one whole share of the Company’s common stock at a price of $11.50 in cash per share, subject to adjustment as discussed below, starting on October 27, 2021, provided that the Company has an effective registration statement under the Securities Act covering the shares of Common Stock issuable upon exercise of the Warrants and a current prospectus relating to them is available. If the Company fails to maintain an effective registration statement covering the issuance of the shares of Class A common stock issuable upon exercise of the Warrants, the Company is required to allow the Warrants to be exercised on a "cashless basis" in accordance with the terms of the warrant agreement governing the Warrants (the "Warrant Agreement"). Pursuant to the Warrant Agreement, a holder of Warrants may exercise the Warrants only for a whole number of shares of Class A common stock. The Warrants will expire 5 years after the completion of the Business Combination, or earlier upon redemption or liquidation. The Private warrants are identical to the Public Warrants, except that the Private Warrants and the shares of Class A common stock issuable upon exercise of the Private Warrants were not transferable until after the completion of the Business Combination, subject to certain limited exceptions. Additionally, the Private Warrants are non- redeemable so long as they are held by the initial holder or any of its permitted transferees. If the Private Warrants are held by someone other than the initial holder or its permitted transferees, the Private Warrants will be redeemable by the Company and exercisable by such holders on the same basis as the Public Warrants. The Private Warrants may be exercised on a cashless basis so long as held by the Sponsor or certain permitted transferees. The Company may redeem the outstanding Public Warrants in whole, but not in part, at a price of $0.01 per Public Warrant upon a minimum of 30 days’ prior written notice of redemption, if and only if the last sale price of the Company’s common stock equals or exceeds $18.00 per share for any 20-trading days within a 30-trading day period ending three business days before the Company sends the notice of redemption to the Warrant Holders. If the Company calls the Public Warrants for redemption, management will have the option to require all holders that wish to exercise the Public Warrants to do so on a cashless basis. In no event will the Company be required to net cash settle the exercise of Warrants. At June 30, 2021, there were approximately 7.2 million Public Warrants and 3.8 million Private Warrants outstanding. Refer to Note 6 – Fair Value Measurements for further information. |
ACCRUED LIABILITIES
ACCRUED LIABILITIES | 6 Months Ended |
Jun. 30, 2021 | |
Payables and Accruals [Abstract] | |
ACCRUED LIABILITIES | ACCRUED LIABILITIES Accrued liabilities consist of the following: June 30, December 31, MGM profit share buyout $ — $ 20,000 Accrued payroll and vacation 11,093 4,860 Other accruals 3,558 4,229 Total accrued liabilities $ 14,651 $ 29,089 MGM Profit Share Buyout As further described in Note 4 to these condensed consolidated financial statements, in October 2020, the Company and MGM agreed to amend the Marketing Agreement to terminate the profit share provision. In exchange, the Company agreed to remit to MGM a one-time payment of $20.0 million, payable on the earliest to occur of (i) the PIPE Investment, (ii) the date that the Company waives MGM’s commitment to participate in the PIPE Investment, or (iii) two years from the date of the MGM Amendment. At the Closing of the Business Combination, the Company satisfied all obligations related to the MGM profit share buyout. Accrued payroll and vacation Accrued payroll and vacation includes a $5.0 million transaction bonus to employees per the terms of the Merger Agreement. This amount was subsequently paid in July 2021. Other Accruals |
REVENUE FROM CONTRACTS WITH CUS
REVENUE FROM CONTRACTS WITH CUSTOMERS | 6 Months Ended |
Jun. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE FROM CONTRACTS WITH CUSTOMERS | REVENUE FROM CONTRACTS WITH CUSTOMERS Disaggregation of Revenue The following table summarizes the Company’s revenue disaggregated by type, and by over time or point in time recognition: Three Months Ended Six Months Ended 2021 2020 2021 2020 Virtual currency (over time) (1) $ 69,746 $ 77,453 $ 142,972 $ 135,621 Advertising (point in time) 1,076 417 1,947 551 Total net revenue $ 70,822 $ 77,870 $ 144,919 $ 136,172 (1) Virtual currency is recognized over the estimated consumption period. The following table summarizes the Company’s revenue disaggregated by geography: Three Months Ended Six Months Ended 2021 2020 2021 2020 United States $ 61,670 $ 66,317 $ 125,743 $ 115,467 All other countries 9,152 11,553 19,176 20,705 Total net revenue $ 70,822 $ 77,870 $ 144,919 $ 136,172 Contract Balances |
LONG-TERM DEBT
LONG-TERM DEBT | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | LONG-TERM DEBT Credit Agreement On June 24, 2021, in connection with the Closing, the Company terminated and replaced the Revolver (as defined below). The Company, a subsidiary of the Company, JPMorgan Chase Bank, N.A., as administrative agent and JPMorgan Chase Bank, N.A., Silicon Valley Bank and Wells Fargo Securities, LLC, as joint bookrunners and joint lead arrangers entered into a credit agreement (the “Credit Agreement”) which provides for a five-year revolving credit facility in an aggregate principal amount of $75.0 million. Borrowings under the Credit Agreement may be borrowed, repaid and re-borrowed by the Company, and are available for working capital, general corporate purposes and permitted acquisitions. Commitment fees and interest rates are determined on the basis of either a Eurodollar rate or an Alternate Base Rate plus an applicable margin. The applicable margins are initially 2.50%, in the case of Eurodollar loans, and 1.50%, in the case of Alternate Base Rate loans. The applicable margin is subject to adjustment based upon the Company's Total Net Leverage Ratio (as defined in the Credit Agreement). Eurodollar rates and the Alternate Base Rate are subject to floors of 0.00% and 1.00%, respectively. The Credit Agreement contains various affirmative and negative financial and operational covenants applicable to the Company and its subsidiaries. The Credit Agreement includes customary reporting requirements, conditions precedent to borrowing and affirmative, negative and financial covenants. Specific financial covenants include the following:, commencing with the quarter ending September 30, 2021: • Maximum Net Leverage Ratio of 3.50:1.00 (subject to increase to 4.00:1.00 following consummation of certain material acquisitions) • Minimum Fixed Charge Coverage Ratio of 1.25:1.00. At issuance, the Company capitalized $0.7 million in debt issuance costs. As of June 30, 2021 the Company has not made any drawdowns on the Credit Agreement. Private Venture Growth Capital Loans On March 27, 2020, the Company entered into an agreement for a revolving credit facility (the “Revolver”) with Silicon Valley Bank (“SVB”). The Revolver was secured by the assets including intellectual property of the Company and matures on September 27, 2022. Borrowings under the Revolver may be borrowed, repaid and re-borrowed by the Company, and are available for working capital, general corporate purposes and permitted acquisitions. Up to $3.0 million of the Revolver may be used for letters of credit. On June 24, 2021, in connection with the Closing, the Company terminated and replaced the Revolver as described above. |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXESThe Company recorded an income tax benefit of $5.8 million and income tax expense of $3.3 million for the three months ended June 30, 2021 and 2020, respectively, and the Company recorded an income tax benefit of $4.5 million and income tax expense of $3.8 million for the six months ended June 30, 2021 and 2020, respectively. The Company has historically calculated the income tax provision or benefit for income taxes during interim reporting periods by applying an estimate of the annual effective tax rate for the full fiscal year to “ordinary” income or loss (pre-tax income or loss excluding unusual or infrequently occurring discrete items) for the reporting period. For the period ended June 30, 2021, the Company determined that small changes in estimated "ordinary” income would result in significant changes in the estimated annual effective tax rate, and therefore, the Company used a discrete effective tax rate method to calculate the income tax provision or benefit for the six months ended June 30, 2021. The Company has analyzed filing positions in all of the federal, state, and foreign jurisdictions where it is required to file income tax returns and for all open tax years. The Company believes that an adequate provision has been made for any adjustments that may result from tax examinations. Although timing of the resolution and/or closure of audits is highly uncertain, the Company does not believe it is reasonably possible that its unrecognized tax benefits would materially change in the next 12 months. The Company’s policy for recording interest and penalties associated with audits and unrecognized tax benefits is to record such items as a component of income tax expense. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Minimum Guarantee Liability The following are the Company’s total minimum guaranteed obligations as of: June 30, December 31, Accrued royalties (1) $ 200 $ 100 Minimum guarantee liability 200 300 Total minimum guarantee obligations $ 400 $ 400 Weighted-average remaining term (in years) 2.25 2.5 (1) Accrued royalties are included within the Accrued liabilities line item on the Consolidated Balance Sheets. The following are the Company’s remaining expected future payments of minimum guarantee obligations as of June 30, 2021: Year Ending December 31, Minimum Guarantee Remainder of 2021 $ 200 2022 200 2023 — 2024 — 2025 — Total $ 400 Leases The Company leases both office space and office equipment and classifies these leases as either operating or capital leases for accounting purposes based upon the terms and conditions of the individual lease agreements. As of June 30, 2021 and December 31, 2020, all leases were classified as operating leases and expire at various dates through 2024, with certain leases containing renewal option periods of two The Company’s future minimum rental commitments as of June 30, 2021, are as follows: Year Ending December 31, Minimum Rental Remaining 2021 $ 2,342 2022 3,203 2023 1,153 2024 429 2025 — Total $ 7,127 Certain lease agreements have rent escalation provisions over the lives of the leases. The Company recognizes rental expense based on a straight-line basis over the term of the leases. Rental expense was $1.2 million and $1.1 million for the three months ended June 30, 2021 and 2020, respectively, and $2.4 million and $2.2 million for the six months ended June 30, 2021 and 2020, respectively, which is included within “General and administrative” expenses in the Consolidated Statements of Operations. Other The Company is party to ordinary and routine litigation incidental to its business. On a case-by-case basis, the Company engages inside and outside counsel to assess the probability of potential liability resulting from such litigation. After making such assessments, the Company makes an accrual for the estimated loss only when the loss is reasonably probable and an amount can be reasonably estimated. The Company does not expect the outcome of any pending litigation to have a material effect on the Company’s Consolidated Balance Sheets, Consolidated Statements of Operations, or Consolidated Statements of Cash Flows. In May 2021, the Company became party to a litigation matter brought by TeamSava d.o.o. Beograd (“TeamSava”) and other related parties. The plaintiffs filed a Statement of Claim in May 2021 in Tel Aviv District Court in Israel, alleging claims, among other things, that the Company breached the terms of a commercial contract relating to services provided by TeamSava and related parties in connection with the sourcing and administrative management of personnel in Serbia who provided game development services exclusively for the Company. The pending litigation seeks damages of 27.3 million New Israeli Shekels ("NIS"). The Company believes that the claims are without merit and the Company intends to vigorously defend against them; however, there can be no assurance that the Company will be successful in the defense of this litigation. The Company’s range of possible loss could be up to 27.3 million NIS based on the claim amount of the litigation, but the Company is not able to reasonably estimate the probability or amount of loss and therefore has not made any accruals. |
STOCKHOLDERS_ EQUITY
STOCKHOLDERS’ EQUITY | 6 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
STOCKHOLDERS’ EQUITY | STOCKHOLDERS’ EQUITY The condensed consolidated statements of stockholders’ equity reflect the reverse recapitalization as discussed in Note 3 as of June 21, 2021. As Old PLAYSTUDIOS was deemed the accounting acquirer in the reverse recapitalization with Acies, all periods prior to the consummation date reflect the balances and activity of Old PLAYSTUDIOS. The consolidated balances and the audited consolidated financial statements of Old PLAYSTUDIOS, as of December 31, 2020, and the share activity and per share amounts in these condensed consolidated statements of equity were retroactively adjusted, where applicable, using the recapitalization exchange ratio of 0.233 for Old PLAYSTUDIOS common stock. Old PLAYSTUDIOS Series A Preferred Stock, Old PLAYSTUDIOS Series B Preferred Stock, Old PLAYSTUDIOS Series C-1 Preferred Stock, Old PLAYSTUDIOS Series C Preferred Stock, and Old PLAYSTUDIOS Series B Preferred Stock were converted into shares of Old PLAYSTUDIOS common stock at a share conversion factor of 1.0 as a result of the reverse recapitalization. Old PLAYSTUDIOS warrants to purchase preferred stock were deemed exercised and the underlying shares converted based on the respective preferred stock conversion ratio. See Note 3 for further discussion. Common Stock As of June 30, 2021, the Company was authorized to issue 2.0 billion and 25.0 million shares of Class A and Class B common stock, respectively. The company had 109.6 million and 74.4 million shares of Class A common stock and 16.1 million and 19.0 million shares of Class B common stock issued and outstanding as of June 30, 2021 and December 31, 2020, respectively. Subject to the prior rights of the holders of any preferred stock, the holders of common stock are entitled to receive dividends out of the funds legally available at the times and in the amounts determined by the Company's Board of Directors. Each holder of Class A common stock is entitled to one vote for each share of Class A common stock held and each holder of Class B common stock is entitled to twenty votes for each share of Class B common stock held. After the full preferential amounts due to preferred stockholders have been paid or set aside, the remaining assets of the Company available for distribution to its stockholders, if any, are distributed to the holders of common stock ratably in proportion to the number of shares of common stock then held by each such holder. None of the Company’s common stock is entitled to preemptive rights and neither is subject to redemption. The Company’s common stock is not convertible into any other shares of the Company’s capital stock. The shares of Class B common stock are subject to a “sunset” provision if any member of the Founder Group transfers shares of Class B common stock outside the Founder Group (except for certain permitted transfers). In the event of such non-permitted transfers, any share transferred will automatically convert into shares of Class A common stock. In addition, the outstanding shares of Class B common stock will be subject to a “sunset” provision by which all outstanding shares of Class B common stock will automatically convert into shares of Class A common stock (i) if holders representing a majority of the Class B common stock vote to convert the Class B common stock into Class A common stock, (ii) if the Founder Group and its permitted transferees collectively no longer beneficially own at least 20% of the number of shares of Class B common stock collectively held by the Founder Group as of the Effective Time, or (iii) on the nine-month anniversary of the Founder’s death or disability, unless such date is extended by a majority of independent directors. Accumulated Other Comprehensive Income The following tables shows a summary of changes in accumulated other comprehensive income from December 31, 2019 to June 30, 2020 and December 31, 2020 to June 30, 2021: Currency Total Accumulated Balance as of December 31, 2020 $ 481 $ 481 Foreign currency translation (87) (87) Balance as of June 30, 2021 $ 394 $ 394 Currency Total Accumulated Balance as of December 31, 2019 $ 98 $ 98 Foreign currency translation 251 251 Balance as of June 30, 2020 $ 349 $ 349 |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 6 Months Ended |
Jun. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
STOCK-BASED COMPENSATION | STOCK-BASED COMPENSATION 2011 and 2021 Equity Incentive Plans Old PLAYSTUDIOS' 2011 Omnibus Stock and Incentive Plan (the “2011 Plan”) provides for the grant of incentive and non-statutory options, stock appreciation rights, restricted stock awards and restricted stock units to employees, directors and consultants of the Company, collectively referred to as “Awards.” Each Old PLAYSTUDIOS stock option from the 2011 Plan that was outstanding immediately prior to the Mergers and held by current employees or service providers, whether vested of unvested, was converted into an option to purchase 0.233 shares of common stock (each such option, an “Exchanged Option”). Except as specifically provided in the Merger Agreement, following the Merger, each Exchanged Option will continue to be governed by the same terms and conditions (including vesting and exercisability terms) as were applicable to the corresponding former Old PLAYSTUDIOS option immediately prior to the consummation of the Merger. All equity awards activity was retroactively restated to reflect the Exchanged Options. On June 17, 2021, the Company approved the 2021 Equity Incentive Plan (the “2021 Plan”). The aggregate number of shares of common stock reserved for future issuance under the 2021 Plan is 16.7 million. The number of shares of common stock available under the 2021 Plan will increase annually on the first day of each calendar year, beginning with the calendar year ending December 31, 2022, with such annual increase equal to the lesser of (i) 5% of the number of shares of common stock issued and outstanding on the last business day of the immediately preceding fiscal year and (ii) an amount determined by the Company's Board of Directors. The Company has not issued any awards under the 2021 Plan. The 2021 Plan provides for the grant of non-qualified stock options, incentive stock options, stock appreciation rights, restricted stock, restricted stock units and other stock awards, and performance awards to employees, officers, non-employee directors and independent service providers of the Company. The 2021 Plan became effective immediately upon the closing of the Merger and replaces the 2011 Plan. Stock-Based Compensation In connection with the Domestication and the Closing of the Business Combination, the Founder Group beneficially owned 16.1 million shares of Class B common stock, resulting in 74.7% of voting power of the Company. In addition, on the Closing Date of the Business Combination, the Founder Group was the beneficial owner of 2.2 million fully vested options underlying shares of Class B common stock, which accounted for all of Mr. Pascal's outstanding options on the Closing Date of the Business Combination. As a result of the Business Combination, the Founder Group has a controlling interest in the Company. As the Founder Group did not have control of Old PLAYSTUDIOS immediately prior to the Business Combination, and as Mr. Pascal is an employee of the Company, the incremental value resulting from the super vote premium is accounted for as incremental compensation costs. During the three and six months ended June 30, 2021, the Company incurred $1.1 million of additional compensation expense related to the Founder Group's beneficial ownership interest in Class B common stock and the underlying vested options as of the Closing Date. The following table summarizes stock-based compensation expense that the Company recorded in income (loss) from operations for the periods shown: Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Selling and marketing $ 14 $ 24 $ 32 $ 47 General and administrative 1,238 263 1,469 525 Research and development 777 444 1,428 783 Stock-based compensation expense $ 2,029 $ 731 $ 2,929 $ 1,355 Capitalized stock-based compensation $ 111 $ 141 $ 320 $ 302 Stock Options All of the options granted under the 2011 Plan have time-based vesting periods vesting over a period of three Separate from the 2011 Plan, and in connection with the acquisition of our Israeli subsidiary, a limited number of employees have been granted performance-based stock options. The Company awarded 4.2 million performance-based stock options in 2017. These options had vesting that was tied to the achievement of defined performance and profitability metrics. The performance-based stock options have a weighted-average grant-date fair value of $0.56 per share. The performance-based stock options fully vested in 2018. During the year ended December 31, 2020, the majority of performance-based stock options were exercised, resulting in 0.1 million options outstanding as of June 30, 2021. The following is a summary of stock option activity for time-based and performance-based options for the six months ended June 30, 2021 (in thousands, except weighted-average exercise price and remaining term): No. of Weighted-Average Weighted-Average Aggregate Outstanding - December 31, 2020 18,090 $ 0.85 Granted 128 7.85 Exercised (2,233) 0.86 Forfeited (267) 1.81 Expired (22) 1.45 Outstanding - June 30, 2021 15,696 0.89 6.7 $ 78,433 Unvested - June 30, 2021 5,793 0.98 8.0 27,885 Exercisable - June 30, 2021 9,903 0.84 6.0 50,548 The following table presents the weighted-average assumptions used to estimate the fair value of the stock options granted in the Company’s consolidated financial statements: Six Months Ended 2021 2020 Expected term (in years) 5.86 5.96 Expected volatility 51.24% 55.41% Risk-free interest rate range 0.54% – 0.60% 0.41% – 0.51% Dividend yield 0% 0% Grant-date fair value $0.52 $0.33 |
NET INCOME (LOSS) PER SHARE
NET INCOME (LOSS) PER SHARE | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
NET INCOME (LOSS) PER SHARE | NET INCOME (LOSS) PER SHARE Basic net income (loss) per share is computed by dividing net income (loss) attributable to Class A and Class B common stockholders by the weighted-average number of shares of each respective class of common stock outstanding during the period. Diluted net income (loss) per share is computed by dividing net income (loss) attributable to Class A and Class B common stockholders by the weighted-average number of each respective class of common stock outstanding, including the potential dilutive securities. For the calculation of diluted net income (loss) per share, net income (loss) attributable to Class A and Class B common stockholders is adjusted to reflect the potential effect of dilutive securities. As result of the reverse recapitalization, the Company has retroactively adjusted the weighted average shares outstanding prior to the Business Combination to give effect to the Exchange Ratio used to determine the number of shares of common stock into which they were converted. The following table sets forth the computation of basic and diluted net income (loss) attributable to Class A and Class B common stockholders per share (in thousands except per share data): Three Months Ended June 30, 2021 Three Months Ended June 30, 2020 Class A Class B Class A Class B Numerator Net income (loss) attributable to common stockholders – basic $ (5,893) $ (1,142) $ 10,317 $ 2,642 Potential dilutive effect of stock options — — 55 (55) Net income (loss) attributable to common stockholders – diluted $ (5,893) $ (1,142) $ 10,372 $ 2,587 Denominator Weighted average shares of common stock outstanding - basic 83,167 16,130 74,094 18,977 Potential dilutive effect of stock options — — 7,188 1,301 Weighted average shares of common stock outstanding - diluted 83,167 16,130 81,282 20,278 Net income (loss) attributable to common stockholders per share Basic $ (0.07) $ (0.07) $ 0.14 $ 0.14 Diluted $ (0.07) $ (0.07) $ 0.13 $ 0.13 Six Months Ended June 30, 2021 Six Months Ended June 30, 2020 Class A Class B Class A Class B Numerator Net income (loss) attributable to common stockholders – basic $ (932) $ (185) $ 14,687 $ 3,764 Potential dilutive effect of stock options — — 57 (57) Net income (loss) attributable to common stockholders – diluted $ (932) $ (185) $ 14,744 $ 3,707 Denominator Weighted average shares of common stock outstanding - basic 81,121 16,130 74,046 18,977 Potential dilutive effect of stock options — — 6,083 1,171 Weighted average shares of common stock outstanding - dilutive 81,121 16,130 80,129 20,148 Net income (loss) attributable to common stockholders per share Basic $ (0.01) $ (0.01) $ 0.20 $ 0.20 Diluted $ (0.01) $ (0.01) $ 0.18 $ 0.18 For the periods presented above, the net income (loss) per share amounts are the same for Class A and Class B common stock because the holders of each class are entitled to equal per share dividends or distributions in liquidation in accordance with the Certificate of Incorporation. The undistributed earnings (losses) for each period are allocated based on the contractual participation rights of the Class A and Class B common stock as if the earnings (losses) for the period had been distributed. As the liquidation and dividend rights are identical, the undistributed earnings (losses) are allocated on a proportionate basis. The following equity awards outstanding at the end of each period presented have been excluded from the computation of diluted net income (loss) per share of common stock for the periods presented due to their anti-dilutive effect: Three Months Ended June 30, Six Months Ended June 30, 2021 2021 2020 2021 2020 Stock options 15,696 587 15,696 2,630 Public Warrants 7,175 — 7,175 — Private Warrants 3,821 — 3,821 — Earnout Shares 15,000 — 15,000 — 41,692 587 41,692 2,630 |
EMPLOYEE BENEFIT PLAN
EMPLOYEE BENEFIT PLAN | 6 Months Ended |
Jun. 30, 2021 | |
Retirement Benefits [Abstract] | |
EMPLOYEE BENEFIT PLAN | EMPLOYEE BENEFIT PLANThe Company offers a 401(k) retirement savings plan to eligible employees. Employee contributions are voluntary and made on a pretax basis subject to Internal Revenue Service limitations. The Company does not match any of the contributions made by its employees. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Consolidation | Basis of Presentation and Consolidation The accompanying condensed consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The consolidated financial statements include the accounts of PLAYSTUDIOS, Inc. and its consolidated subsidiaries. All intercompany balances and transactions have been eliminated upon consolidation. Certain reclassifications in these financial statements have been made to comply with US GAAP applicable to public companies and SEC Regulation S-X. In the opinion of the Company, the accompanying unaudited financial statements contain all adjustments, consisting of only normal recurring adjustments, necessary for a fair presentation of its financial position as of June 30, 2021, and its results of operations for the three and six months ended June 30, 2021, and 2020, and cash flows for the six months ended June 30, 2021, and 2020. The Consolidated Balance Sheets as of December 31, 2020 was derived from the audited annual financial statements but does not contain all of the footnote disclosures from the annual financial statements. |
Use of Estimates | Use of Estimates The preparation of condensed consolidated financial statements in conformity with US GAAP requires us to make estimates and assumptions that affect the reported amounts in the consolidated financial statements and notes thereto. Significant estimates and assumptions reflected in the Company’s condensed consolidated financial statements include the estimated consumption rate of virtual goods that is used in the determination of revenue recognition, useful lives of property and equipment and definite-lived intangible assets, the expensing and capitalization of research and development costs for internal-use software, assumptions used in accounting for income taxes, stock-based compensation, the associated valuation of the Company’s common stock and the evaluation of goodwill and long-lived assets for impairment. The Company believes the accounting estimates are appropriate and reasonably determined. Due to the inherent uncertainties in making these estimates, actual amounts could differ materially. |
Segments | Segments Operating segments are defined as components of an entity for which discrete 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 CODM, the Company’s Chief Executive Officer, reviews financial information on a consolidated basis for purposes of evaluating performance and allocating resources. As such, the Company has one operating and reportable segment. |
Warrant Liabilities | Warrant Liabilities The Company evaluates all of its financial instruments, including issued warrants, to determine if such instruments are liability classified, pursuant to ASC Topic 480, Distinguishing Liabilities from Equity (“ASC 480”) or derivatives or contain features that qualify as embedded derivatives pursuant to ASC Topic 815, Derivatives and Hedging (“ASC 815”). The classification of instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed at the end of each reporting period. Issuance costs incurred with the Business Combination that are attributable to liability classified warrants are expensed as incurred. |
Share-Based Compensation | Share-Based Compensation The Company measures compensation expense for all share-based awards at fair value on the date of grant and recognizes compensation expense over the service period on a straight-line basis for awards expected to vest. The Company uses the Black-Scholes-Merton option-pricing model to determine the fair value for option awards. In valuing our option awards, the Company makes assumptions about risk-free interest rates, dividend yields, volatility and weighted-average expected lives. The Company accounts for forfeitures as they occur. Risk-free interest rates are derived from United States Treasury securities as of the option award grant date. Expected dividend yield is based on our historical cash dividend payments, which have been zero to date. The expected volatility for shares of the Company's Class A common stock is estimated using our historical volatility. The weighted-average expected life of the option awards is estimated based on our historical exercise data. The Company's dual class structure was created upon the Domestication (as defined in Note 3). The Class B common stock including Class B common stock underlying vested stock options, held by Mr. Andrew Pascal, the Company's Chairman and Chief Executive Officer, or his affiliates (the "Founder Group") carry a super vote premium. As the Founder Group did not have control of Old PLAYSTUDIOS prior to the Business Combination, and Mr. Pascal is an employee of the Company, the incremental value resulting from the super vote premium is accounted for as incremental compensation costs. The Company utilized the market approach by observing other market participants with (i) dual class structures, (ii) super vote premiums for a single class and (iii) both classes trading on a national exchange. Based on the observed data, management selected a premium for the Class B common stock and the stock options held by members of the Founder Group. |
Recently Issued Accounting Pronouncements Not Yet Adopted and Recently Adopted Accounting Pronouncements | Recently Issued Accounting Pronouncements Not Yet Adopted In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . The amended guidance is intended to increase transparency and comparability among organizations by recognizing lease assets and liabilities in the Consolidated Balance Sheets and disclosing key information about leasing arrangements. The adoption of this guidance is expected to result in a significant portion of the Company’s operating leases, where the Company is the lessee, to be recognized in the Company’s Consolidated Balance Sheets. The guidance requires lessees and lessors to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. This guidance is effective for the Company for fiscal years beginning after December 15, 2021 and interim periods within that annual reporting period, with earlier adoption permitted. The Company is currently evaluating the impact of adopting this guidance. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326). The new guidance replaces the incurred loss impairment methodology in current guidance with a current expected credit loss model (“CECL”) that incorporates a broader range of reasonable and supportable information including the forward-looking information. This guidance is effective for the Company for fiscal year beginning after December 15, 2021, including interim periods within that annual reporting period, with early adoption permitted. Application of the amendments is through a cumulative-effect adjustment to retained earnings as of the effective date. The Company is currently evaluating the impact of adopting this guidance. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes . The new guidance removes certain exceptions for recognizing deferred taxes for investments, performing intraperiod allocation and calculating income taxes in interim periods. It also adds guidance to reduce complexity in certain areas, including recognizing deferred taxes for tax goodwill and allocating taxes to members of a consolidated group. This guidance is effective for the Company for fiscal years beginning after December 15, 2021 and interim periods within that annual reporting period, with early adoption permitted with simultaneous adoption of all provisions of the new standard. The Company is currently evaluating the impact of adopting this guidance. Recently Adopted Accounting Pronouncements In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment , which simplifies the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. Under the new amendment, the Company is required to perform its annual or interim goodwill impairment test by comparing the fair value of the reporting unit with its carrying amount, and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. The guidance is effective for the Company for fiscal year beginning after December 15, 2022, with early adoption permitted. The Company early adopted this guidance prospectively on January 1, 2021, and it did not have any impact on the Company’s consolidated financial statements. In August 2018, the FASB issued ASU 2018-15, Customer’s Accounting for Implementation costs Incurred in a Cloud Computing Arrangement that is a Service Contract , that requires implementation costs incurred by customers in cloud computing arrangements to be deferred and recognized over the term of the arrangement, if those costs would be capitalized by the customer in a software licensing arrangement under the internal-use software guidance in ASC Topic 350, Intangibles—Goodwill and Other . This guidance is effective for the Company for fiscal years beginning after December 15, 2020, and interim periods within annual periods beginning after December 15, 2021. The Company early adopted this guidance prospectively on January 1, 2020, and it did not have a material impact on the Company’s consolidated financial statements. In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting . This temporary guidance provides optional expedients and exceptions for applying US GAAP to contracts, hedging relationships and other transactions that reference London Interbank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued. ASU 2020-04 is effective as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020 and may be applied prospectively through December 31, 2022. The Company adopted this guidance prospectively on January 1, 2021, and it did not have any impact on the Company’s consolidated financial statements. |
BUSINESS COMBINATION (Tables)
BUSINESS COMBINATION (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule Of Reverse Recapitalization | The following table summarizes the total number of shares of common stock outstanding immediately following the Closing. Shares Acies public stockholders (1) 10,191 Sponsor (1)(2) 3,724 PLAYSTUDIOS stockholders (excluding the Founder Group) (3) 70,708 Founder Group (3) 16,130 PIPE Investors 25,000 Common Stock 125,753 Class A common stock 109,623 Class B common stock 16,130 (1) Excludes the shares of Class A common stock underlying the Warrants, as the Warrants are not exercisable until October 27, 2021. Reflects the redemption of 11.3 million Acies Class A ordinary shares. (2) Includes 0.9 million shares of Class A common stock, held by Acies Acquisition, LLC (the "Sponsor") that are subject to forfeiture if certain earnout conditions are not satisfied, as the shares are issued and outstanding as of the Closing of the Business Combination. The 0.9 million shares do not have voting rights until the Earnout Triggering Events have occurred. (3) Excludes the shares of Class A and Class B common stock underlying stock options and the Earnout Shares, as they do not represent legally outstanding shares of common stock at Closing. The aggregate consideration for the Business Combination was approximately $1,041.0 million, payable in the form of the Company's Class A and Class B common stock and cash. The following table summarizes the merger consideration (in thousands, except per share information). Consideration Cash consideration $ 102,020 Shares transferred at closing (1) 86,838 Value per share $ 10.00 Share consideration $ 868,380 Total consideration $ 970,400 Shares of common stock underlying vested options 7,060 Value per share $ 10.00 70,600 Aggregate consideration $ 1,041,000 (1) Excludes shares of common stock underlying stock options that are vested but unexercised as of the closing date of the Business Combination. As the shares do not represent legally outstanding shares of common stock at closing, they are excluded from the total consideration amount. The following table reconciles the elements of the Business Combination to the condensed consolidated statements of cash flows for the six months ended June 30, 2021: Cash - Acies Trust and cash (net of redemptions) $ 101,962 Cash - PIPE 230,000 Less: Cash consideration (102,020) Less: Transaction costs (44,220) Net Business Combination and PIPE Financing $ 185,722 |
RELATED-PARTY TRANSACTIONS (Tab
RELATED-PARTY TRANSACTIONS (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Related Party Transactions [Abstract] | |
Summary of Balance Sheet Assets and Liabilities from Related Parties | The following table is a summary of balance sheet assets and liabilities from related parties: June 30, December 31, Financial Statement Line Item Marketing Agreement $ 1,000 $ 1,000 Intangibles, net Marketing Agreement $ — $ 20,000 Accrued liabilities |
RECEIVABLES (Tables)
RECEIVABLES (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Receivables [Abstract] | |
Schedule Receivables | Receivables consist of the following: June 30, December 31, Trade receivables $ 23,293 $ 16,616 Notes receivables 2,320 — Other receivables 42 — Total receivables $ 25,655 $ 16,616 |
FAIR VALUE MEASUREMENT (Tables)
FAIR VALUE MEASUREMENT (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Financial Assets not Measured at Fair Value on a Recurring Basis | The following tables present the financial assets not measured at fair value on a recurring basis as of June 30, 2021 and December 31, 2020: June 30, 2021 Carrying Value Estimated Fair Value Fair Value Hierarchy Financial Statement Line Item Financial assets: Notes receivable - current $ 2,320 $ 2,320 Level 3 Receivables Notes receivable - non-current 3,091 3,091 Level 3 Other long-term assets Total financial assets $ 5,411 $ 5,411 December 31, 2020 Carrying Value Estimated Fair Value Fair Value Hierarchy Financial Statement Line Item Financial assets: Notes receivable - non-current $ 815 $ 815 Level 3 Other long-term assets Total financial assets $ 815 $ 815 |
Liabilities Measured at Fair Value on a Recurring Basis | The following table presents the liabilities measured at fair value on a recurring basis, by input level, in the Consolidated Balance Sheets at June 30, 2021: June 30, 2021 Level 1 Level 2 Level 3 Total Financial liabilities: Public Warrants $ 13,274 — — 13,274 Private Warrants — 7,070 — 7,070 Total financial liabilities $ 13,274 $ 7,070 $ — $ 20,344 |
PROPERTY AND EQUIPMENT, NET (Ta
PROPERTY AND EQUIPMENT, NET (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property, and Equipment, net | Property and equipment, net consists of the following: June 30, December 31, Computer equipment $ 8,770 $ 8,328 Leasehold improvements 6,318 6,365 Furniture and fixtures 2,303 2,266 Construction in progress 89 90 Total property and equipment 17,480 17,049 Less: accumulated depreciation (12,226) (10,848) Total property and equipment, net $ 5,254 $ 6,201 |
Property and Equipment, net by Region | Property and equipment, net by region consists of the following: June 30, December 31, United States $ 1,657 $ 2,098 EMEA (1) 3,136 3,436 All other countries 461 667 Total property and equipment, net $ 5,254 $ 6,201 (1) Europe, Middle East, and Africa (“EMEA”). Amounts primarily represent leasehold improvements of local office space and computer equipment. |
INTERNAL-USE SOFTWARE, NET (Tab
INTERNAL-USE SOFTWARE, NET (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Research and Development [Abstract] | |
Schedule of Internal-Use Software | Internal-use software, net consists of the following: June 30, December 31, Internal-use software $ 117,610 $ 103,041 Less: accumulated amortization (75,252) (64,285) Total internal-use software, net $ 42,358 $ 38,756 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | The following table provides the gross carrying value and accumulated amortization for each major class of intangible asset other than goodwill: June 30, 2021 December 31, 2020 Gross Accumulated Net Gross Accumulated Net Amortizable intangible assets: Licenses $ 1,000 $ (600) $ 400 $ 1,000 $ (500) $ 500 Trade names 1,240 (1,240) — 1,240 (1,116) 124 2,240 (1,840) 400 2,240 (1,616) 624 Nonamortizable intangible assets: Marketing Agreement with a related party 1,000 — 1,000 1,000 — 1,000 Total intangible assets $ 3,240 $ (1,840) $ 1,400 $ 3,240 $ (1,616) $ 1,624 |
Schedule of Indefinite-Lived Intangible Assets | The following table provides the gross carrying value and accumulated amortization for each major class of intangible asset other than goodwill: June 30, 2021 December 31, 2020 Gross Accumulated Net Gross Accumulated Net Amortizable intangible assets: Licenses $ 1,000 $ (600) $ 400 $ 1,000 $ (500) $ 500 Trade names 1,240 (1,240) — 1,240 (1,116) 124 2,240 (1,840) 400 2,240 (1,616) 624 Nonamortizable intangible assets: Marketing Agreement with a related party 1,000 — 1,000 1,000 — 1,000 Total intangible assets $ 3,240 $ (1,840) $ 1,400 $ 3,240 $ (1,616) $ 1,624 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | As of June 30, 2021, the estimated annual amortization expense for the years ending December 31, 2021 through 2025 is as follows: Year Ending December 31, Projected Amortization Remaining 2021 $ 100 2022 200 2023 100 2024 — 2025 — Total $ 400 |
ACCRUED LIABILITIES (Tables)
ACCRUED LIABILITIES (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | Accrued liabilities consist of the following: June 30, December 31, MGM profit share buyout $ — $ 20,000 Accrued payroll and vacation 11,093 4,860 Other accruals 3,558 4,229 Total accrued liabilities $ 14,651 $ 29,089 |
REVENUE FROM CONTRACTS WITH C_2
REVENUE FROM CONTRACTS WITH CUSTOMERS (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue by Type | The following table summarizes the Company’s revenue disaggregated by type, and by over time or point in time recognition: Three Months Ended Six Months Ended 2021 2020 2021 2020 Virtual currency (over time) (1) $ 69,746 $ 77,453 $ 142,972 $ 135,621 Advertising (point in time) 1,076 417 1,947 551 Total net revenue $ 70,822 $ 77,870 $ 144,919 $ 136,172 (1) Virtual currency is recognized over the estimated consumption period. |
Disaggregation of Revenue by Geography | The following table summarizes the Company’s revenue disaggregated by geography: Three Months Ended Six Months Ended 2021 2020 2021 2020 United States $ 61,670 $ 66,317 $ 125,743 $ 115,467 All other countries 9,152 11,553 19,176 20,705 Total net revenue $ 70,822 $ 77,870 $ 144,919 $ 136,172 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Minimum Guaranteed Obligations | The following are the Company’s total minimum guaranteed obligations as of: June 30, December 31, Accrued royalties (1) $ 200 $ 100 Minimum guarantee liability 200 300 Total minimum guarantee obligations $ 400 $ 400 Weighted-average remaining term (in years) 2.25 2.5 (1) Accrued royalties are included within the Accrued liabilities line item on the Consolidated Balance Sheets. |
Schedule of Remaining Expected Future Minimum Guarantee Obligations | The following are the Company’s remaining expected future payments of minimum guarantee obligations as of June 30, 2021: Year Ending December 31, Minimum Guarantee Remainder of 2021 $ 200 2022 200 2023 — 2024 — 2025 — Total $ 400 |
Future Minimum Rental Commitments | The Company’s future minimum rental commitments as of June 30, 2021, are as follows: Year Ending December 31, Minimum Rental Remaining 2021 $ 2,342 2022 3,203 2023 1,153 2024 429 2025 — Total $ 7,127 |
STOCKHOLDERS_ EQUITY (Tables)
STOCKHOLDERS’ EQUITY (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Summary of Changes in Accumulated Other Comprehensive Income | The following tables shows a summary of changes in accumulated other comprehensive income from December 31, 2019 to June 30, 2020 and December 31, 2020 to June 30, 2021: Currency Total Accumulated Balance as of December 31, 2020 $ 481 $ 481 Foreign currency translation (87) (87) Balance as of June 30, 2021 $ 394 $ 394 Currency Total Accumulated Balance as of December 31, 2019 $ 98 $ 98 Foreign currency translation 251 251 Balance as of June 30, 2020 $ 349 $ 349 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Stock-based Compensation Expense | The following table summarizes stock-based compensation expense that the Company recorded in income (loss) from operations for the periods shown: Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Selling and marketing $ 14 $ 24 $ 32 $ 47 General and administrative 1,238 263 1,469 525 Research and development 777 444 1,428 783 Stock-based compensation expense $ 2,029 $ 731 $ 2,929 $ 1,355 Capitalized stock-based compensation $ 111 $ 141 $ 320 $ 302 |
Summary of Stock Option Activity | The following is a summary of stock option activity for time-based and performance-based options for the six months ended June 30, 2021 (in thousands, except weighted-average exercise price and remaining term): No. of Weighted-Average Weighted-Average Aggregate Outstanding - December 31, 2020 18,090 $ 0.85 Granted 128 7.85 Exercised (2,233) 0.86 Forfeited (267) 1.81 Expired (22) 1.45 Outstanding - June 30, 2021 15,696 0.89 6.7 $ 78,433 Unvested - June 30, 2021 5,793 0.98 8.0 27,885 Exercisable - June 30, 2021 9,903 0.84 6.0 50,548 |
Schedule of Weighted-average Assumptions | The following table presents the weighted-average assumptions used to estimate the fair value of the stock options granted in the Company’s consolidated financial statements: Six Months Ended 2021 2020 Expected term (in years) 5.86 5.96 Expected volatility 51.24% 55.41% Risk-free interest rate range 0.54% – 0.60% 0.41% – 0.51% Dividend yield 0% 0% Grant-date fair value $0.52 $0.33 |
NET INCOME (LOSS) PER SHARE (Ta
NET INCOME (LOSS) PER SHARE (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Schedule Basic and Diluted Net Income Attributable to Common Stockholders | The following table sets forth the computation of basic and diluted net income (loss) attributable to Class A and Class B common stockholders per share (in thousands except per share data): Three Months Ended June 30, 2021 Three Months Ended June 30, 2020 Class A Class B Class A Class B Numerator Net income (loss) attributable to common stockholders – basic $ (5,893) $ (1,142) $ 10,317 $ 2,642 Potential dilutive effect of stock options — — 55 (55) Net income (loss) attributable to common stockholders – diluted $ (5,893) $ (1,142) $ 10,372 $ 2,587 Denominator Weighted average shares of common stock outstanding - basic 83,167 16,130 74,094 18,977 Potential dilutive effect of stock options — — 7,188 1,301 Weighted average shares of common stock outstanding - diluted 83,167 16,130 81,282 20,278 Net income (loss) attributable to common stockholders per share Basic $ (0.07) $ (0.07) $ 0.14 $ 0.14 Diluted $ (0.07) $ (0.07) $ 0.13 $ 0.13 Six Months Ended June 30, 2021 Six Months Ended June 30, 2020 Class A Class B Class A Class B Numerator Net income (loss) attributable to common stockholders – basic $ (932) $ (185) $ 14,687 $ 3,764 Potential dilutive effect of stock options — — 57 (57) Net income (loss) attributable to common stockholders – diluted $ (932) $ (185) $ 14,744 $ 3,707 Denominator Weighted average shares of common stock outstanding - basic 81,121 16,130 74,046 18,977 Potential dilutive effect of stock options — — 6,083 1,171 Weighted average shares of common stock outstanding - dilutive 81,121 16,130 80,129 20,148 Net income (loss) attributable to common stockholders per share Basic $ (0.01) $ (0.01) $ 0.20 $ 0.20 Diluted $ (0.01) $ (0.01) $ 0.18 $ 0.18 |
Schedule of Excluded Securities from Computation of Diluted Net Income Per Share | The following equity awards outstanding at the end of each period presented have been excluded from the computation of diluted net income (loss) per share of common stock for the periods presented due to their anti-dilutive effect: Three Months Ended June 30, Six Months Ended June 30, 2021 2021 2020 2021 2020 Stock options 15,696 587 15,696 2,630 Public Warrants 7,175 — 7,175 — Private Warrants 3,821 — 3,821 — Earnout Shares 15,000 — 15,000 — 41,692 587 41,692 2,630 |
BACKGROUND AND BASIS OF PRESE_2
BACKGROUND AND BASIS OF PRESENTATION - Narrative (Details) | 6 Months Ended |
Jun. 30, 2021subsidiary | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Operating segments | 1 |
Reportable segments | 1 |
BUSINESS COMBINATION - Narrativ
BUSINESS COMBINATION - Narrative (Details) $ / shares in Units, $ in Thousands | Jun. 21, 2021USD ($)votesubsidiary$ / sharesshares | Dec. 31, 2020$ / shares | Jun. 30, 2021USD ($)vote$ / shares | Jun. 30, 2021USD ($)vote$ / shares |
Schedule of Reverse Recapitalization [Line Items] | ||||
Recapitalization exchange ratio | 0.233 | |||
Maximum aggregate cash electing shares available percent | 15.00% | |||
Threshold trading days | subsidiary | 20 | |||
Threshold consecutive trading days | subsidiary | 30 | |||
Value per share (USD per share) | $ / shares | $ 10 | |||
Aggregate purchase price | $ | $ 868,380 | |||
Expenses primarily related to advisory, legal, and accounting fees | $ | $ 1,400 | |||
Equity issuance costs | $ | 32,400 | |||
Aggregate consideration | $ | $ 1,041,000 | |||
General and administrative | ||||
Schedule of Reverse Recapitalization [Line Items] | ||||
Expenses primarily related to advisory, legal, and accounting fees | $ | $ 800 | $ 1,200 | ||
Earnout tranche one | ||||
Schedule of Reverse Recapitalization [Line Items] | ||||
Stock closing price trigger (USD per share) | $ / shares | $ 12.50 | |||
Earnout tranche two | ||||
Schedule of Reverse Recapitalization [Line Items] | ||||
Stock closing price trigger (USD per share) | $ / shares | $ 15 | |||
MGM | MGM | Marketing Agreement | ||||
Schedule of Reverse Recapitalization [Line Items] | ||||
Payment to terminate profit share provision | $ | $ 20,000 | |||
Cash Electing Share | ||||
Schedule of Reverse Recapitalization [Line Items] | ||||
Recapitalization exchange ratio | 0.233 | |||
Class A common stock | ||||
Schedule of Reverse Recapitalization [Line Items] | ||||
Votes per share | vote | 1 | 1 | 1 | |
Common stock, par value (USD per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Recapitalization exchange ratio | 1 | |||
Class B common stock | ||||
Schedule of Reverse Recapitalization [Line Items] | ||||
Votes per share | vote | 20 | |||
Common stock, par value (USD per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | |
Earnout Shares | ||||
Schedule of Reverse Recapitalization [Line Items] | ||||
Additional "Earn out" shares (shares) | shares | 15,000,000 | |||
Old PLAYSTUDIOS Stock | ||||
Schedule of Reverse Recapitalization [Line Items] | ||||
Recapitalization exchange ratio | 0.233 | |||
Acies | ||||
Schedule of Reverse Recapitalization [Line Items] | ||||
Issued shares (shares) | shares | 25,000,000 | |||
Value per share (USD per share) | $ / shares | $ 10 | |||
Aggregate purchase price | $ | $ 250,000 | |||
Acies | Redeemable warrant | ||||
Schedule of Reverse Recapitalization [Line Items] | ||||
Recapitalization exchange ratio | 0.33333 | |||
Acies | Class A common stock | ||||
Schedule of Reverse Recapitalization [Line Items] | ||||
Common stock, par value (USD per share) | $ / shares | $ 0.0001 | |||
Recapitalization exchange ratio | 1 | |||
Acies | Class B common stock | ||||
Schedule of Reverse Recapitalization [Line Items] | ||||
Recapitalization exchange ratio | 1 |
BUSINESS COMBINATION - Schedule
BUSINESS COMBINATION - Schedule Total Number of Common Shares Outstanding After Closing (Details) - shares | Jun. 21, 2021 | Jun. 30, 2021 | Dec. 31, 2020 |
Schedule of Reverse Recapitalization [Line Items] | |||
Common stock, shares outstanding | 125,753,000 | ||
Class A common stock | |||
Schedule of Reverse Recapitalization [Line Items] | |||
Common stock, shares outstanding | 109,623,000 | 109,623,000 | 74,422,000 |
Class A common stock | Acies | |||
Schedule of Reverse Recapitalization [Line Items] | |||
Redemption (shares) | 11,300,000 | ||
Class B common stock | |||
Schedule of Reverse Recapitalization [Line Items] | |||
Common stock, shares outstanding | 16,130,000 | 16,130,000 | 18,977,000 |
Acies | |||
Schedule of Reverse Recapitalization [Line Items] | |||
Common stock, shares outstanding | 10,191,000 | ||
Sponsor | |||
Schedule of Reverse Recapitalization [Line Items] | |||
Common stock, shares outstanding | 3,724,000 | ||
Sponsor | Class A common stock | |||
Schedule of Reverse Recapitalization [Line Items] | |||
Common stock, shares outstanding | 900,000 | ||
PLAYSTUDIOS Stockholders excluding Founders Group | |||
Schedule of Reverse Recapitalization [Line Items] | |||
Common stock, shares outstanding | 70,708,000 | ||
PIPE Investment Shareholders | |||
Schedule of Reverse Recapitalization [Line Items] | |||
Common stock, shares outstanding | 25,000,000 |
BUSINESS COMBINATION - Schedu_2
BUSINESS COMBINATION - Schedule Aggregate Consideration (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | Jun. 21, 2021 | Jun. 30, 2021 | Jun. 30, 2020 |
Business Combination and Asset Acquisition [Abstract] | |||
Cash consideration | $ 102,020 | ||
Shares transferred at closing | 86,838 | ||
Issued shares (USD per share) | $ 10 | ||
Share consideration | $ 868,380 | ||
Total consideration | $ 970,400 | $ 185,722 | $ 0 |
Shares of common stock underlying vested options (shares) | 7,060 | ||
Capital contributions through stock financing | $ 70,600 | ||
Aggregate consideration | $ 1,041,000 |
BUSINESS COMBINATION - Reconcil
BUSINESS COMBINATION - Reconciliation to Condensed Consolidated Statements of Cash Flows (Details) $ in Thousands | Jun. 21, 2021USD ($) |
Business Combination and Asset Acquisition [Abstract] | |
Cash - Acies Trust and cash (net of redemptions) | $ 101,962 |
Cash - PIPE | 230,000 |
Less: Cash consideration | (102,020) |
Less: Transaction costs | (44,220) |
Net Business Combination and PIPE Financing | $ 185,722 |
RELATED-PARTY TRANSACTIONS - Su
RELATED-PARTY TRANSACTIONS - Summary of Balance Sheet Assets and Liabilities from Related Parties (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Related Party Transaction [Line Items] | ||
Intangibles, net | $ 1,400 | $ 1,624 |
MGM | Marketing Agreement | ||
Related Party Transaction [Line Items] | ||
Intangibles, net | $ 1,000 | 1,000 |
Accrued liabilities | $ 20,000 |
RELATED-PARTY TRANSACTIONS - Na
RELATED-PARTY TRANSACTIONS - Narrative (Details) - USD ($) shares in Thousands | Oct. 30, 2020 | Jul. 31, 2012 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 21, 2021 | Dec. 31, 2020 |
Related Party Transaction [Line Items] | ||||||||
Revenues recognized from related parties | $ 0 | $ 0 | $ 0 | $ 0 | ||||
Charitable contribution paid | $ 2,500,000 | |||||||
Common stock, shares outstanding | 125,753 | |||||||
MGM | Marketing Agreement | ||||||||
Related Party Transaction [Line Items] | ||||||||
Related parties liabilities | $ 20,000,000 | |||||||
MGM | MGM | ||||||||
Related Party Transaction [Line Items] | ||||||||
Common stock, shares outstanding | 16,600 | 16,600 | 14,600 | |||||
MGM | MGM | Marketing Agreement | ||||||||
Related Party Transaction [Line Items] | ||||||||
Initial term | 1 year | |||||||
Renewal term | 2 years | |||||||
Automatic nonperformance renewal term | 1 year | |||||||
Automatic nonperformance, non-exclusive renewal term | 1 year | |||||||
Shares issued (shares) | 19,200 | |||||||
Percent of common stock issued | 10.00% | |||||||
Related parties liabilities | $ 20,000,000 | $ 0 | $ 0 | |||||
Profit share expense | $ 0 | $ 0 | $ 300,000 | $ 300,000 | ||||
MGM | MGM | MGM Amendment | ||||||||
Related Party Transaction [Line Items] | ||||||||
Related parties liabilities | $ 20,000,000 | |||||||
Payment term | 2 years | |||||||
Agreed private placement | $ 50,000,000 | |||||||
Equity contribution in settlement of liability | 20,000,000 | |||||||
Related Party Transaction, Amounts of Transaction | $ 20,000,000 |
RECEIVABLES - Schedule Receivab
RECEIVABLES - Schedule Receivables (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Receivables [Abstract] | ||
Trade receivables | $ 23,293 | $ 16,616 |
Notes receivables | 2,320 | 0 |
Other receivables | 42 | 0 |
Total receivables | $ 25,655 | $ 16,616 |
RECEIVABLES - Narrative (Detail
RECEIVABLES - Narrative (Details) - USD ($) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Receivables [Abstract] | ||
Allowance for doubtful accounts | $ 0 | $ 0 |
Notes Receivable | ||
Concentration Risk [Line Items] | ||
Maximum amount of loss | 5,100,000 | |
Loss recorded | $ 3,000,000 | |
Customer concentration | Total receivables | Apple, Inc. | ||
Concentration Risk [Line Items] | ||
Concentration percentage | 57.80% | 48.90% |
Customer concentration | Total receivables | Google, Inc. | ||
Concentration Risk [Line Items] | ||
Concentration percentage | 26.30% | 42.70% |
Customer concentration | Total notes receivable | Notes Receivable | ||
Concentration Risk [Line Items] | ||
Concentration percentage | 93.50% | |
Customer concentration | Total notes receivable | Notes Receivable | Certain intellectual property created, developed or acquired by the developers | ||
Concentration Risk [Line Items] | ||
Concentration percentage | 40.00% |
FAIR VALUE MEASUREMENT - Financ
FAIR VALUE MEASUREMENT - Financial Assets not Measured at Fair Value on a Recurring Basis (Details) - Nonrecurring - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Carrying Value | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total financial assets | $ 5,411 | $ 815 |
Carrying Value | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Notes receivable | 815 | |
Carrying Value | Level 3 | Notes receivable - current | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Notes receivable | 2,320 | |
Carrying Value | Level 3 | Notes receivable - non-current | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Notes receivable | 3,091 | |
Estimated Fair Value | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total financial assets | 5,411 | 815 |
Estimated Fair Value | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Notes receivable | $ 815 | |
Estimated Fair Value | Level 3 | Notes receivable - current | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Notes receivable | 2,320 | |
Estimated Fair Value | Level 3 | Notes receivable - non-current | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Notes receivable | $ 3,091 |
FAIR VALUE MEASUREMENT - Liabil
FAIR VALUE MEASUREMENT - Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total financial liabilities | $ 20,344 | $ 0 |
Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total financial liabilities | 20,344 | |
Recurring | Public Warrants | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrants | 13,274 | |
Recurring | Private Warrants | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrants | 7,070 | |
Recurring | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total financial liabilities | 13,274 | |
Recurring | Level 1 | Public Warrants | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrants | 13,274 | |
Recurring | Level 1 | Private Warrants | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrants | 0 | |
Recurring | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total financial liabilities | 7,070 | |
Recurring | Level 2 | Public Warrants | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrants | 0 | |
Recurring | Level 2 | Private Warrants | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrants | 7,070 | |
Recurring | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total financial liabilities | 0 | |
Recurring | Level 3 | Public Warrants | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrants | 0 | |
Recurring | Level 3 | Private Warrants | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrants | $ 0 |
PROPERTY AND EQUIPMENT, NET - P
PROPERTY AND EQUIPMENT, NET - Property, and Equipment, net (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 17,480 | $ 17,049 |
Less: accumulated depreciation | (12,226) | (10,848) |
Total property and equipment, net | 5,254 | 6,201 |
Computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 8,770 | 8,328 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 6,318 | 6,365 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 2,303 | 2,266 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 89 | $ 90 |
PROPERTY AND EQUIPMENT, NET - N
PROPERTY AND EQUIPMENT, NET - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation expense | $ 0.7 | $ 0.7 | $ 1.4 | $ 1.4 |
Impairment charges or write-offs | $ 0 | $ 0 | $ 0 | $ 0 |
PROPERTY AND EQUIPMENT, NET (De
PROPERTY AND EQUIPMENT, NET (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, net | $ 5,254 | $ 6,201 |
United States | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, net | 1,657 | 2,098 |
EMEA | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, net | 3,136 | 3,436 |
All other countries | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, net | $ 461 | $ 667 |
INTERNAL-USE SOFTWARE, NET (Det
INTERNAL-USE SOFTWARE, NET (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Research and Development [Abstract] | ||
Internal-use software | $ 117,610 | $ 103,041 |
Less: accumulated amortization | (75,252) | (64,285) |
Total internal-use software, net | $ 42,358 | $ 38,756 |
INTERNAL-USE SOFTWARE, NET - NA
INTERNAL-USE SOFTWARE, NET - NARRATIVE (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Research and Development [Abstract] | ||||
Capitalized internal-use software development costs | $ 8,100,000 | $ 6,100,000 | $ 15,000,000 | $ 12,000,000 |
Amortization expense | 6,100,000 | 4,600,000 | 11,300,000 | 8,900,000 |
Impairment charges | $ 0 | $ 0 | $ 0 | $ 0 |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS - NARRATIVE (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||||
Goodwill | $ 5,059,000 | $ 5,059,000 | $ 5,059,000 | ||
Finite-Lived Intangible Assets [Line Items] | |||||
Amortization | 100,000 | $ 100,000 | 200,000 | $ 500,000 | |
Impairment charges | $ 0 | $ 0 | $ 0 | $ 0 | |
Marketing Agreement with a related party | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted-average period remaining until next renewal | 3 months 18 days |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS - INTANGIBLE ASSETS, OTHER THAN GOODWILL (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Total intangible assets, Gross Carrying Amount | $ 3,240 | $ 3,240 |
Total intangible assets, Net Carrying Amount | 1,400 | 1,624 |
Finite-Lived Intangible Assets [Line Items] | ||
Amortizable intangible assets, Gross Carrying Amount | 2,240 | 2,240 |
Amortizable intangible assets, Accumulated Amortization | (1,840) | (1,616) |
Amortizable intangible assets, Net Carrying Amount | 400 | 624 |
Marketing Agreement with a related party | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Nonamortizable intangible assets | 1,000 | 1,000 |
Licenses | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortizable intangible assets, Gross Carrying Amount | 1,000 | 1,000 |
Amortizable intangible assets, Accumulated Amortization | (600) | (500) |
Amortizable intangible assets, Net Carrying Amount | 400 | 500 |
Trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortizable intangible assets, Gross Carrying Amount | 1,240 | 1,240 |
Amortizable intangible assets, Accumulated Amortization | (1,240) | (1,116) |
Amortizable intangible assets, Net Carrying Amount | $ 0 | $ 124 |
GOODWILL AND INTANGIBLE ASSET_4
GOODWILL AND INTANGIBLE ASSETS - PROJECTED AMORTIZATION EXPENSE (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Remaining 2021 | $ 100 | |
2022 | 200 | |
2023 | 100 | |
2024 | 0 | |
2025 | 0 | |
Amortizable intangible assets, Net Carrying Amount | $ 400 | $ 624 |
WARRANT LIABILITIES (Details)
WARRANT LIABILITIES (Details) - $ / shares | Jun. 21, 2021 | Jun. 30, 2021 |
Class of Warrant or Right [Line Items] | ||
Warrant to share conversion (shares) | 1 | |
Redemption price (USD per share) | $ 11.50 | |
Warrants expiration term | 5 years | |
Redemption price (USD per share) | $ 0.01 | |
Minimum days notice to redeem | 30 days | |
Threshold stock price for warrant redemption (USD per share) | $ 18 | |
Threshold trading days | 20 days | |
Threshold consecutive trading days | 30 days | |
Public Warrants | ||
Class of Warrant or Right [Line Items] | ||
Warrants outstanding (shares) | 7,200,000 | |
Private Warrants | ||
Class of Warrant or Right [Line Items] | ||
Warrants outstanding (shares) | 3,800,000 |
ACCRUED LIABILITIES - Schedule
ACCRUED LIABILITIES - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Payables and Accruals [Abstract] | ||
MGM profit share buyout | $ 0 | $ 20,000 |
Accrued payroll and vacation | 11,093 | 4,860 |
Other accruals | 3,558 | 4,229 |
Accrued liabilities | $ 14,651 | $ 29,089 |
ACCRUED LIABILITIES - Narrative
ACCRUED LIABILITIES - Narrative (Details) - USD ($) $ in Millions | Oct. 30, 2020 | Jun. 30, 2021 |
Related Party Transaction [Line Items] | ||
Transaction bonus | $ 5 | |
MGM | MGM Amendment | MGM | ||
Related Party Transaction [Line Items] | ||
Related parties liabilities | $ 20 | |
Payment term | 2 years |
REVENUE FROM CONTRACTS WITH C_3
REVENUE FROM CONTRACTS WITH CUSTOMERS (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | |
Disaggregation of Revenue [Line Items] | |||||
Net revenues | $ 70,822,000 | $ 77,870,000 | $ 144,919,000 | $ 136,172,000 | |
Contract assets | 0 | 0 | $ 0 | ||
United States | |||||
Disaggregation of Revenue [Line Items] | |||||
Net revenues | 61,670,000 | 66,317,000 | 125,743,000 | 115,467,000 | |
All other countries | |||||
Disaggregation of Revenue [Line Items] | |||||
Net revenues | 9,152,000 | 11,553,000 | 19,176,000 | 20,705,000 | |
Over time | |||||
Disaggregation of Revenue [Line Items] | |||||
Net revenues | 69,746,000 | 77,453,000 | 142,972,000 | 135,621,000 | |
Point in time | |||||
Disaggregation of Revenue [Line Items] | |||||
Net revenues | $ 1,076,000 | $ 417,000 | $ 1,947,000 | $ 551,000 |
LONG-TERM DEBT (Details)
LONG-TERM DEBT (Details) | Jun. 24, 2021USD ($) | Jun. 30, 2021USD ($) | Mar. 27, 2020USD ($) |
Revolver | |||
Line of Credit Facility [Line Items] | |||
Write off of debt issuance costs capitalized | $ 100,000 | ||
Revolver | Credit Agreement | |||
Line of Credit Facility [Line Items] | |||
Expiration period | 5 years | ||
Maximum borrowing amount | $ 75,000,000 | ||
Maximum Net Leverage Ratio | 3.50 | ||
Maximum Net Leverage Ratio for material acquisitions | 4 | ||
Minimum Fixed Charge Coverage Ratio | 1.25 | ||
Debt issuance costs capitalized | $ 700,000 | ||
Revolver | Credit Agreement | Eurodollar | |||
Line of Credit Facility [Line Items] | |||
Applicable margin | 2.50% | ||
Applicable floor margin | 0.00% | ||
Revolver | Credit Agreement | Alternate Base Rate | |||
Line of Credit Facility [Line Items] | |||
Applicable margin | 1.50% | ||
Applicable floor margin | 1.00% | ||
Letters of credit | SVB | |||
Line of Credit Facility [Line Items] | |||
Maximum borrowing amount | $ 3,000,000 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | ||||
Income tax expense (benefit) | $ 5,838 | $ (3,322) | $ 4,490 | $ (3,757) |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Schedule of Minimum Guaranteed Obligations (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Commitments and Contingencies Disclosure [Abstract] | ||
Accrued royalties | $ 200 | $ 100 |
Minimum guarantee liability | 200 | 300 |
Total minimum guarantee obligations | $ 400 | $ 400 |
Weighted-average remaining term (in years) | 2 years 3 months | 2 years 6 months |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES - Schedule of Remaining Expected Future Minimum Guarantee Obligations (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Commitments and Contingencies Disclosure [Abstract] | ||
Remainder of 2021 | $ 200 | |
2022 | 200 | |
2023 | 0 | |
2024 | 0 | |
2025 | 0 | |
Total minimum guarantee obligations | $ 400 | $ 400 |
COMMITMENTS AND CONTINGENCIES_3
COMMITMENTS AND CONTINGENCIES - Narrative (Details) ₪ in Millions, $ in Millions | May 19, 2021ILS (₪) | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Dec. 31, 2020 |
Lessee, Lease, Description [Line Items] | ||||||
Rental expense | $ | $ 1.2 | $ 1.1 | $ 2.4 | $ 2.2 | ||
TeamSava and other related parties | Pending litigation | ||||||
Lessee, Lease, Description [Line Items] | ||||||
Damages sought | ₪ | ₪ 27.3 | |||||
Minimum | ||||||
Lessee, Lease, Description [Line Items] | ||||||
Lease renewal option periods | 2 years | 2 years | 2 years | |||
Maximum | ||||||
Lessee, Lease, Description [Line Items] | ||||||
Lease renewal option periods | 5 years | 5 years | 5 years |
COMMITMENTS AND CONTINGENCIES_4
COMMITMENTS AND CONTINGENCIES - Future Minimum Rental Commitments (Details) $ in Thousands | Jun. 30, 2021USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Remaining 2021 | $ 2,342 |
2022 | 3,203 |
2023 | 1,153 |
2024 | 429 |
2025 | 0 |
Total | $ 7,127 |
STOCKHOLDERS_ EQUITY - Narrativ
STOCKHOLDERS’ EQUITY - Narrative (Details) | Jun. 21, 2021voteshares | Dec. 31, 2020shares | Dec. 31, 2020shares | Jun. 30, 2021voteshares |
Class of Stock [Line Items] | ||||
Recapitalization exchange ratio | 0.233 | |||
Share conversion factor | 1 | |||
Common stock, shares outstanding | 125,753,000 | |||
Ownership conversion trigger percent | 20.00% | |||
Founder's death anniversary trigger | 9 months | |||
Class A common stock | ||||
Class of Stock [Line Items] | ||||
Recapitalization exchange ratio | 1 | |||
Common stock, shares authorized | 2,000,000,000 | 2,000,000,000 | 2,000,000,000 | |
Common stock, shares issued | 74,422,000 | 74,422,000 | 109,623,000 | |
Common stock, shares outstanding | 109,623,000 | 74,422,000 | 74,422,000 | 109,623,000 |
Votes per share | vote | 1 | 1 | ||
Class B common stock | ||||
Class of Stock [Line Items] | ||||
Common stock, shares authorized | 25,000,000 | 25,000,000 | 25,000,000 | |
Common stock, shares issued | 18,977,000 | 18,977,000 | 16,130,000 | |
Common stock, shares outstanding | 16,130,000 | 18,977,000 | 18,977,000 | 16,130,000 |
Votes per share | vote | 20 |
STOCKHOLDERS_ EQUITY - Summary
STOCKHOLDERS’ EQUITY - Summary of Changes in Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | $ 103,618 | $ 86,558 | $ 96,079 | $ 80,313 |
Foreign currency translation | 209 | 306 | (87) | 251 |
Ending balance | 286,023 | 100,792 | 286,023 | 100,792 |
Currency Translation Adjustment | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | 481 | 98 | ||
Foreign currency translation | (87) | 251 | ||
Ending balance | 394 | 349 | 394 | 349 |
Total Accumulated Other Comprehensive Income | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | 185 | 43 | 481 | 98 |
Foreign currency translation | 209 | 306 | (87) | 251 |
Ending balance | $ 394 | $ 349 | $ 394 | $ 349 |
STOCK-BASED COMPENSATION - Narr
STOCK-BASED COMPENSATION - Narrative (Details) $ / shares in Units, $ in Thousands | Jun. 21, 2021shares | Jun. 17, 2021 | Dec. 31, 2020shares | Jun. 30, 2021USD ($)shares | Jun. 30, 2020USD ($) | Jun. 30, 2021USD ($)$ / sharesshares | Jun. 30, 2020USD ($)$ / shares | Dec. 31, 2017$ / sharesshares |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||||||
Recapitalization exchange ratio | 0.233 | |||||||
Common stock, shares outstanding | 125,753,000 | |||||||
Stock-based compensation expense | $ | $ 2,029 | $ 731 | $ 2,929 | $ 1,355 | ||||
Granted (shares) | 128,000 | |||||||
Options outstanding (shares) | 18,090,000 | 15,696,000 | 15,696,000 | |||||
Total unrecognized compensation expense | $ | $ 8,300 | $ 8,300 | ||||||
Remaining average period cost expected to be recognized over | 2 years 1 month 6 days | |||||||
The total intrinsic value of stock options exercised | $ | $ 16,100 | $ 200 | $ 21,900 | $ 200 | ||||
Stock options | ||||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||||||
Grant-date fair value (USD per share) | $ / shares | $ 0.52 | $ 0.33 | ||||||
Performance-based stock options | ||||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||||||
Granted (shares) | 4,200,000 | |||||||
Grant-date fair value (USD per share) | $ / shares | $ 0.56 | |||||||
Options outstanding (shares) | 100,000 | 100,000 | ||||||
Founders Group | ||||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||||||
Stock-based compensation expense | $ | $ 1,100 | |||||||
Mr. Pascal | ||||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||||||
Stock-based compensation expense | $ | $ 1,100 | |||||||
Class B common stock | ||||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||||||
Common stock, shares outstanding | 16,130,000 | 18,977,000 | 16,130,000 | 16,130,000 | ||||
Class B common stock | Founders Group | Majority shareholders | ||||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||||||
Common stock, shares outstanding | 16,130,000 | |||||||
Voting percent | 74.70% | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares | 2,200,000 | |||||||
2021 Plan | ||||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||||||
Aggregate number of authorized shares | 16,700,000 | 16,700,000 | ||||||
Maximum annual increase in number of shares of common stock issued and outstanding | 5.00% | |||||||
2021 Plan | Stock options | ||||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||||||
Maximum term | 10 years | |||||||
2021 Plan | Stock options | Minimum | ||||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||||||
Vesting period | 3 years | |||||||
2021 Plan | Stock options | Maximum | ||||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||||||
Vesting period | 4 years | |||||||
Exchanged Option | ||||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||||||
Recapitalization exchange ratio | 0.233 |
STOCK-BASED COMPENSATION - Summ
STOCK-BASED COMPENSATION - Summary of Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | $ 2,029 | $ 731 | $ 2,929 | $ 1,355 |
Capitalized stock-based compensation | 111 | 141 | 320 | 302 |
Selling and marketing | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | 14 | 24 | 32 | 47 |
General and administrative | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | 1,238 | 263 | 1,469 | 525 |
Research and development | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | $ 777 | $ 444 | $ 1,428 | $ 783 |
STOCK-BASED COMPENSATION - Su_2
STOCK-BASED COMPENSATION - Summary of Stock Option Activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 6 Months Ended |
Jun. 30, 2021 | |
No. of Options | |
Beginning balance outstanding (shares) | 18,090 |
Granted (shares) | 128 |
Exercised (shares) | (2,233) |
Forfeited (shares) | (267) |
Expired (shares) | (22) |
Ending balance outstanding (shares) | 15,696 |
Unvested (shares) | 5,793 |
Exercisable (shares) | 9,903 |
Weighted-Average Exercise Price | |
Beginning balance outstanding (USD per share) | $ 0.85 |
Granted (USD per share) | 7.85 |
Exercised (USD per share) | 0.86 |
Forfeited (USD per share) | 1.81 |
Expired (USD per share) | 1.45 |
Ending balance outstanding (USD per share) | 0.89 |
Unvested (USD per share) | 0.98 |
Exercisable (USD per share) | $ 0.84 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |
Outstanding - Weighted-Average Remaining Term (in Years) | 6 years 8 months 12 days |
Unvested - Weighted-Average Remaining Term (in Years) | 8 years |
Exercisable - Weighted-Average Remaining Term (in Years) | 6 years |
Outstanding - Aggregate Intrinsic Value | $ 78,433 |
Unvested - Aggregate Intrinsic Value | 27,885 |
Exercisable - Aggregate Intrinsic Value | $ 50,548 |
STOCK-BASED COMPENSATION - Sche
STOCK-BASED COMPENSATION - Schedule of Weighted-average Assumptions (Details) - Options - $ / shares | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term (in years) | 5 years 10 months 9 days | 5 years 11 months 15 days |
Expected volatility | 51.24% | 55.41% |
Risk-free interest rate range, minimum | 0.54% | 0.41% |
Risk-free interest rate range, maximum | 0.60% | 0.51% |
Dividend yield | 0.00% | 0.00% |
Grant-date fair value (USD per share) | $ 0.52 | $ 0.33 |
NET INCOME (LOSS) PER SHARE - S
NET INCOME (LOSS) PER SHARE - Schedule Basic and Diluted Net Income Attributable to Common Stockholders (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Earnings Per Share, Basic [Abstract] | ||||
Net income (loss) | $ (7,035) | $ 12,959 | $ (1,117) | $ 18,451 |
Denominator | ||||
Weighted average shares of common stock outstanding - basic (shares) | 99,297 | 93,071 | 97,251 | 93,023 |
Weighted average shares of common stock outstanding - diluted (shares) | 99,297 | 101,560 | 97,251 | 100,277 |
Income Amounts Attributable to Parent, Disclosures [Abstract] | ||||
Basic (USD per share) | $ (0.07) | $ 0.14 | $ (0.01) | $ 0.20 |
Diluted (USD per share) | $ (0.07) | $ 0.13 | $ (0.01) | $ 0.18 |
Class A common stock | ||||
Earnings Per Share, Basic [Abstract] | ||||
Net income (loss) | $ (5,893) | $ 10,317 | $ (932) | $ 14,687 |
Potential dilutive effect of stock options | 0 | 55 | 0 | 57 |
Net income (loss) attributable to common stockholders – diluted | $ (5,893) | $ 10,372 | $ (932) | $ 14,744 |
Denominator | ||||
Weighted average shares of common stock outstanding - basic (shares) | 83,167 | 74,094 | 81,121 | 74,046 |
Potential dilutive effect of stock options (shares) | 0 | 7,188 | 0 | 6,083 |
Weighted average shares of common stock outstanding - diluted (shares) | 83,167 | 81,282 | 81,121 | 80,129 |
Income Amounts Attributable to Parent, Disclosures [Abstract] | ||||
Basic (USD per share) | $ (0.07) | $ 0.14 | $ (0.01) | $ 0.20 |
Diluted (USD per share) | $ (0.07) | $ 0.13 | $ (0.01) | $ 0.18 |
Class B common stock | ||||
Earnings Per Share, Basic [Abstract] | ||||
Net income (loss) | $ (1,142) | $ 2,642 | $ (185) | $ 3,764 |
Potential dilutive effect of stock options | 0 | (55) | 0 | (57) |
Net income (loss) attributable to common stockholders – diluted | $ (1,142) | $ 2,587 | $ (185) | $ 3,707 |
Denominator | ||||
Weighted average shares of common stock outstanding - basic (shares) | 16,130 | 18,977 | 16,130 | 18,977 |
Potential dilutive effect of stock options (shares) | 0 | 1,301 | 0 | 1,171 |
Weighted average shares of common stock outstanding - diluted (shares) | 16,130 | 20,278 | 16,130 | 20,148 |
Income Amounts Attributable to Parent, Disclosures [Abstract] | ||||
Basic (USD per share) | $ (0.07) | $ 0.14 | $ (0.01) | $ 0.20 |
Diluted (USD per share) | $ (0.07) | $ 0.13 | $ (0.01) | $ 0.18 |
NET INCOME (LOSS) PER SHARE -_2
NET INCOME (LOSS) PER SHARE - Schedule of Excluded Securities from Computation of Diluted Net Income Per Share (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities | 41,692 | 587 | 41,692 | 2,630 |
Stock options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities | 15,696 | 587 | 15,696 | 2,630 |
Public Warrants | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities | 7,175 | 0 | 7,175 | 0 |
Private Warrants | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities | 3,821 | 0 | 3,821 | 0 |
Earnout Shares | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities | 15,000 | 0 | 15,000 | 0 |