Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2022 | May 05, 2022 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2022 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Entity Registrant Name | The Beachbody Company, Inc. | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Central Index Key | 0001826889 | |
Entity File Number | 001-39735 | |
Entity Tax Identification Number | 85-3222090 | |
Entity Incorporation, State or Country Code | DE | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Address, Address Line One | 400 Continental Blvd | |
Entity Address, Address Line Two | Suite 400 | |
Entity Address, City or Town | El Segundo, | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 90245 | |
City Area Code | 310 | |
Local Phone Number | 883-9000 | |
Entity Shell Company | false | |
Common Class A [Member] | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Class A Common Stock, par value $0.0001 per share | |
Trading Symbol | BODY | |
Security Exchange Name | NYSE | |
Entity Common Stock, Shares Outstanding | 169,506,288 | |
Redeemable Warrants [Member] | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Redeemable warrants, each whole warrant exercisable for one Class A common stock at an exercise price of $11.50 | |
Trading Symbol | BODY WS | |
Security Exchange Name | NYSE | |
Common Class X [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 141,250,310 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 63,426 | $ 104,054 |
Restricted cash | 3,000 | |
Inventory, net | 99,993 | 132,730 |
Prepaid expenses | 16,154 | 15,861 |
Other current assets | 40,975 | 43,727 |
Total current assets | 220,548 | 299,372 |
Property and equipment, net | 102,978 | 113,098 |
Content assets, net | 39,749 | 39,347 |
Goodwill and intangible assets, net | 166,947 | 171,533 |
Other assets | 13,972 | 14,262 |
Total assets | 544,194 | 637,612 |
Current liabilities: | ||
Accounts payable | 25,626 | 48,379 |
Accrued expenses | 69,897 | 74,525 |
Deferred revenue | 108,977 | 107,095 |
Other current liabilities | 5,785 | 6,233 |
Total current liabilities | 210,285 | 236,232 |
Deferred tax liabilities | 2,382 | 3,165 |
Other liabilities | 13,300 | 12,830 |
Total liabilities | 225,967 | 252,227 |
Commitments and contingencies (Note 9) | ||
Stockholders' equity: | ||
Preferred stock, $0.0001 par value; 100,000,000 shares authorized, none issued and outstanding at March 31, 2022 and December 31, 2021 | ||
Additional paid-in capital | 616,905 | 610,418 |
Accumulated other comprehensive loss | (133) | (21) |
Accumulated deficit | (298,576) | (225,043) |
Total stockholders' equity | 318,227 | 385,385 |
Total liabilities and stockholders' equity | 544,194 | 637,612 |
Class A Common Stock [Member] | ||
Stockholders' equity: | ||
Common stock value | 17 | 17 |
Class X Common Stock [Member] | ||
Stockholders' equity: | ||
Common stock value | 14 | 14 |
Class C Common Stock [Member] | ||
Stockholders' equity: | ||
Common stock value |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2022 | Dec. 31, 2021 |
Preferred stock, par value (in Dollars 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 |
Common stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 1,900,000,000 | 1,900,000,000 |
Class A Common Stock [Member] | ||
Common stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 1,600,000,000 | 1,600,000,000 |
Common stock, shares issued | 169,465,971 | 168,333,463 |
Common stock, shares outstanding | 169,465,971 | 168,333,463 |
Class X Common Stock [Member] | ||
Common stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 141,250,310 | 141,250,310 |
Common stock, shares outstanding | 141,250,310 | 141,250,310 |
Class C Common Stock [Member] | ||
Common stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 0 | 0 |
Common stock, shares outstanding | 0 | 0 |
Unaudited Condensed Consolidate
Unaudited Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Revenue: | ||
Revenue | $ 198,922 | $ 226,219 |
Cost of revenue: | ||
Cost of Revenue | 105,905 | 68,117 |
Gross Profit | 93,017 | 158,102 |
Operating expenses: | ||
Selling and marketing | 106,444 | 144,696 |
Enterprise technology and development | 33,697 | 27,089 |
General and administrative | 20,073 | 17,946 |
Restructuring | 7,223 | |
Total operating expenses | 167,437 | 189,731 |
Operating loss | (74,420) | (31,629) |
Other income (expense): | ||
Change in fair value of warrant liabilities | 264 | |
Interest expense | (19) | (123) |
Other income (expense), net | (64) | 1,299 |
Loss before income taxes | (74,239) | (30,453) |
Income tax benefit | 706 | 395 |
Net loss | $ (73,533) | $ (30,058) |
Net loss per common share, basic and diluted | $ (0.24) | $ (0.12) |
Weighted-average common shares outstanding, basic and diluted | 306,362,730 | 243,012,924 |
Digital [Member] | ||
Revenue: | ||
Revenue | $ 81,745 | $ 95,150 |
Cost of revenue: | ||
Cost of Revenue | 16,425 | 11,122 |
Connected Fitness [Member] | ||
Revenue: | ||
Revenue | 19,513 | |
Cost of revenue: | ||
Cost of Revenue | 44,706 | |
Nutrition And Other [Member] | ||
Revenue: | ||
Revenue | 97,664 | 131,069 |
Cost of revenue: | ||
Cost of Revenue | $ 44,774 | $ 56,995 |
Unaudited Condensed Consolida_2
Unaudited Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (73,533) | $ (30,058) |
Other comprehensive income (loss): | ||
Change in fair value of derivative financial instruments, net of tax | (185) | (109) |
Reclassification of losses on derivative financial instruments included in net loss | 69 | 167 |
Foreign currency translation adjustment | 4 | 42 |
Total other comprehensive income (loss) | (112) | 100 |
Total comprehensive loss | $ (73,645) | $ (29,958) |
Unaudited Condensed Consolida_3
Unaudited Condensed Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Retained Earnings (Accumulated Deficit) [Member] |
Beginning balance at Dec. 31, 2020 | $ 99,258 | $ 24 | $ 96,097 | $ (202) | $ 3,339 |
Beginning balance, Shares at Dec. 31, 2020 | 243,013 | ||||
Net loss | (30,058) | (30,058) | |||
Other comprehensive income (loss) | 100 | 100 | |||
Equity-based compensation | 2,573 | 2,573 | |||
Ending balance at Mar. 31, 2021 | 71,873 | $ 24 | 98,670 | (102) | (26,719) |
Ending balance, shares at Mar. 31, 2021 | 243,013 | ||||
Beginning balance at Dec. 31, 2021 | 385,385 | $ 31 | 610,418 | (21) | (225,043) |
Beginning balance, Shares at Dec. 31, 2021 | 309,584 | ||||
Net loss | (73,533) | (73,533) | |||
Other comprehensive income (loss) | (112) | (112) | |||
Equity-based compensation | 4,564 | 4,564 | |||
Options exercised, net of tax withholdings | 1,923 | 1,923 | |||
Options exercised, net of tax withholdings, Shares | 1,132 | ||||
Ending balance at Mar. 31, 2022 | $ 318,227 | $ 31 | $ 616,905 | $ (133) | $ (298,576) |
Ending balance, shares at Mar. 31, 2022 | 310,716 |
Unaudited Condensed Consolida_4
Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Cash flows from operating activities: | ||
Net loss | $ (73,533) | $ (30,058) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization expense | 21,587 | 13,726 |
Amortization of content assets | 6,164 | 2,817 |
Provision for inventory and net realizable value adjustment | 16,896 | 2,040 |
Realized losses on hedging derivative financial instruments | 69 | 167 |
Gain on investment in convertible instrument | (1,379) | |
Change in fair value of warrant liabilities | (264) | |
Equity-based compensation | 4,564 | 2,573 |
Deferred income taxes | (808) | (528) |
Other non-cash items | 91 | |
Changes in operating assets and liabilities: | ||
Inventory | 15,887 | (2,321) |
Content assets | (6,448) | (7,425) |
Prepaid expenses | (293) | (2,139) |
Other assets | 2,895 | (8,476) |
Accounts payable | (20,752) | 7,137 |
Accrued expenses | (1,386) | 6,136 |
Deferred revenue | 2,370 | 9,224 |
Other liabilities | (410) | (374) |
Net cash used in operating activities | (33,371) | (8,880) |
Cash flows from investing activities: | ||
Purchase of property and equipment | (12,403) | (13,299) |
Investment in convertible instrument | (5,000) | |
Net cash used in investing activities | (12,403) | (18,299) |
Cash flows from financing activities: | ||
Proceeds from exercise of stock options | 2,115 | |
Remittance of taxes withheld from employee stock awards | (192) | |
Borrowings under Credit Facility | 20,000 | |
Deferred financing costs | (2,242) | |
Net cash provided by financing activities | 1,923 | 17,758 |
Effect of exchange rates on cash | 223 | 243 |
Net decrease in cash and cash equivalents | (43,628) | (9,178) |
Cash, cash equivalents and restricted cash, beginning of period | 107,054 | 56,827 |
Cash, cash equivalents and restricted cash, end of period | 63,426 | 47,649 |
Supplemental disclosure of cash flow information: | ||
Cash paid during the year for interest | 10 | 58 |
Cash paid during the year for income taxes, net | 32 | 16 |
Supplemental disclosure of noncash investing activities: | ||
Property and equipment acquired but not yet paid for | $ 4,225 | 6,196 |
Supplemental disclosure of noncash financing activities: | ||
Deferred financing costs, accrued but not paid | $ 3,812 |
Description of Business and Sum
Description of Business and Summary of Accounting Policies | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business and Summary of Accounting Policies | 1. Description of Business and Summary of Significant Accounting Policies Business The Beachbody Company, Inc. (“Beachbody” or the “Company”) is a leading subscription health and wellness company and the creator of some of the world’s most popular fitness programs. The Company’s fitness programs are available for streaming through subscription to the Beachbody On Demand (“BOD”) or Openfit digital platform, and, together with the Company’s live fitness and comprehensive nutrition programs, through subscription to Beachbody On Demand Interactive (“BODi”). Beachbody offers nutritional products such as Shakeology nutrition shakes, BEACHBAR snack bars, and Ladder premium supplements, which have been designed and clinically tested to help customers achieve their goals. Beachbody also offers a professional-grade stationary cycle with a 360-degree touch screen tablet and connected fitness software. The Company’s revenue has historically been generated primarily through a network of micro-influencers (“Coaches”), social media marketing channels, and direct response advertising. During the three months ended March 31, 2022, the Company began the process of consolidating its Openfit streaming fitness offering onto a single Beachbody digital platform. See Note 13, Strategic Realignment , for additional information regarding our strategic realignment initiative. Basis of Presentation and Principles of Consolidation The Company prepares its consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) as determined by the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) and pursuant to the regulations of the U.S. Securities and Exchange Commission (“SEC”). The preparation of unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that impact the amounts reported in the unaudited condensed consolidated financial statements and accompanying notes. Significant estimates include, but are not limited to, the useful life and recoverability of long-lived assets, the recognition and measurement of income tax assets and liabilities, and the net realizable value of inventory. The Company bases these estimates on historical experience and on various other assumptions that it believes are reasonable under the circumstances, the results of which form the basis for making judgements about the carrying amounts of assets and liabilities. Actual results could differ from those estimates. The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the audited annual consolidated financial statements and, in the opinion of management, include all normal recurring adjustments necessary for the fair statement of the Company’s financial position, results of operations, and cash flows. The financial data and other financial information disclosed in the notes to these unaudited condensed consolidated financial statements are also unaudited. These unaudited interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. Interim results are not necessarily indicative of the results expected for the full fiscal year or any other period. Summary of Changes in Significant Accounting Estimates Goodwill and Intangible Assets, Net During the three months ended March 31, 2022, the Company determined that one of its acquired trade names no longer has an indefinite life. The Company tested the trade name for impairment before changing the useful life and determined there was no impairment based on its assessment of fair value. The Company will prospectively amortize the trade name over its remaining estimated useful life of two years beginning January 1, 2022. The Company recorded $ 1.9 million, $ 0.01 per share, of amortization expense as a component of selling and marketing expenses for this trade name during the three months ended March 31, 2022. Recently Adopted Accounting Pronouncements In August 2020, the FASB issued ASU 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40) , to simplify the accounting for certain financial instruments with characteristics of liabilities and equity. The FASB reduced the number of accounting models for convertible debt and convertible preferred stock instruments and made certain disclosure amendments to improve the information provided to users. In addition, the FASB amended the derivative guidance for the “own stock” scope exception and certain aspects of the EPS guidance. The Company adopted this new accounting guidance on January 1, 2022 , and the adoption did no t have a material effect on its unaudited condensed consolidated financial statements. Accounting Pronouncements Not Yet Adopted In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers , which requires an acquirer to apply ASC 606 to recognize and measure contract assets and liabilities from contracts with customers acquired in a business combination on the acquisition date rather than the general guidance in ASC 805. The guidance in this update will be effective for public companies for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years with early adoption permitted. The Company is evaluating the potential impact of adopting this guidance on its consolidated financial statements. |
Revenue
Revenue | 3 Months Ended |
Mar. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | 2 . Revenue The Company’s revenue disaggregated by revenue type and geographic region is as follows (in thousands): Segment Beachbody Other Total Three Months Ended March 31, 2022 Revenue Type: Digital $ 74,642 $ 7,103 $ 81,745 Connected fitness 14,489 5,024 19,513 Nutrition and other 96,976 688 97,664 Total revenue $ 186,107 $ 12,815 $ 198,922 Geographic region: United States $ 165,792 $ 12,815 $ 178,607 Rest of world 1 20,315 — 20,315 Total revenue $ 186,107 $ 12,815 $ 198,922 Segment Beachbody Other Total Three Months Ended March 31, 2021 Revenue Type: Digital $ 91,445 $ 3,705 $ 95,150 Connected fitness — — — Nutrition and other 130,305 764 131,069 Total revenue $ 221,750 $ 4,469 $ 226,219 Geographic region: United States $ 198,247 $ 4,469 $ 202,716 Rest of world 1 23,503 — 23,503 Total revenue $ 221,750 $ 4,469 $ 226,219 (1) Consists of Canada, United Kingdom, and France. No single country accounted for more than 10% of total revenue during the three months ended March 31, 2022 and 2021. Deferred Revenue Deferred revenue is recorded for nonrefundable cash payments received for the Company’s performance obligation to transfer, or stand ready to transfer, goods or services in the future. Deferred revenue consists of subscription fees billed that have not been recognized and physical products sold that have not yet been delivered. During the three months ended March 31, 2022, the Company recognized $ 62.5 million of revenue that was included in the deferred revenue balance as of December 31, 2021. During the three months ended March 31, 2021, the Company recognized $ 55.6 million of revenue that was included in the deferred revenue balance as of December 31, 2020. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 3 . Fair Value Measurements The Company’s financial assets and liabilities subject to fair value measurements on a recurring basis and the level of inputs used for such measurements were as follows (in thousands): March 31, 2022 Level 1 Level 2 Level 3 Assets Derivative assets $ — $ 109 $ — Total assets $ — $ 109 $ — Liabilities Public warrants $ 2,650 $ — $ — Private placement warrants — — 1,920 Total liabilities $ 2,650 $ — $ 1,920 December 31, 2021 Level 1 Level 2 Level 3 Assets Derivative assets $ — $ 314 $ — Total assets $ — $ 314 $ — Liabilities Public warrants $ 2,701 $ — $ — Private placement warrants — — 2,133 Total liabilities $ 2,701 $ — $ 2,133 Fair values of cash and cash equivalents, accounts receivable, accounts payable, and accrued expenses approximate the recorded value due to the short period of time to maturity. The fair value of the public warrants, which trade in active markets, is based on quoted market prices. The fair value of derivative instruments is based on Level 2 inputs such as observable forward rates, spot rates, and foreign currency exchange rates. The Company’s private placement warrants are classified within Level 3 of the fair value hierarchy because their fair values are based on significant inputs that are unobservable in the market. Private Placement Warrants The Company determined the fair value of the private placement warrants using a Black-Scholes option-pricing model and the quoted price of the Company’s Class A Common Stock. Volatility was based on the implied volatility derived from the average of the actual market activity of the Company’s peer group. The expected life was based on the remaining contractual term of the private placement warrants, and the risk-free interest rate was based on the implied yield available on U.S. treasury securities with a maturity equivalent to the warrants’ expected life. The significant unobservable input used in the fair value measurement of the private placement warrants is the implied volatility. Significant changes in the implied volatility would result in a significantly higher or lower fair value measurement, respectively. The following table presents significant assumptions utilized in the valuation of the private placement warrants on March 31, 2022 and December 31, 2021: March 31, 2022 December 31, 2021 Risk-free rate 2.4 % 1.2 % Dividend yield rate — — Volatility 65.0 % 65.0 % Contractual term (in years) 4.24 4.49 Exercise price $ 11.50 $ 11.50 The following table presents changes in the fair value of the Private Placement Warrants for the three months ended March 31, 2022: Three Months Ended March 31, 2022 Balance, beginning of period $ 2,133 Change in fair value ( 213 ) Balance, end of period $ 1,920 For the three months ended March 31, 2022, the change in the fair value of private placement warrants resulted from the change in price of the Company’s Class A Common Stock, remaining contractual term, and risk-free rate. The changes in fair value are included in the unaudited condensed consolidated statements of operations as a component of change in fair value of warrant liabilities and in the unaudited condensed consolidated balance sheets as other liabilities. |
Inventory, Net
Inventory, Net | 3 Months Ended |
Mar. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Inventory, Net | 4 . Inventory, Net Inventory, net consists of the following (in thousands): March 31, 2022 December 31, 2021 Raw materials and work in process $ 22,809 $ 24,436 Finished goods 77,184 108,294 Total inventory, net $ 99,993 $ 132,730 Adjustments to the carrying value of excess inventory and inventory on hand to net realizable value were $ 16.9 million and $ 2.0 million during the three months ended March 31, 2022 and 2021, respectively. These adjustments are included in the unaudited condensed consolidated statements of operations as a component of connected fitness cost of revenue and nutrition and other cost of revenue . |
Other Current Assets
Other Current Assets | 3 Months Ended |
Mar. 31, 2022 | |
Other Current Assets [Abstract] | |
Other Current Assets | 5 . Other Current Assets Other current assets consist of the following (in thousands): March 31, 2022 December 31, 2021 Deferred coach costs $ 33,523 $ 30,928 Deposits 3,617 8,915 Accounts receivable, net 1,296 1,225 Other 2,539 2,659 Total other current assets $ 40,975 $ 43,727 |
Property and Equipment, Net
Property and Equipment, Net | 3 Months Ended |
Mar. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | 6 . Property and Equipment, Net Property and equipment, net consists of the following (in thousands): March 31, 2022 December 31, 2021 Computer software and web development $ 252,276 $ 231,943 Computer equipment 23,552 23,691 Buildings 5,158 5,158 Leasehold improvements 4,600 5,157 Furniture, fixtures and equipment 2,164 2,442 Computer software and web development projects in-process 10,225 26,490 Property and equipment, gross 297,975 294,881 Less: Accumulated depreciation ( 194,997 ) ( 181,783 ) Total property and equipment, net $ 102,978 $ 113,098 All of the Company’s property and equipment is located in the U.S. The Company recorded depreciation expense related to property and equipment in the following expense categories of its unaudited condensed consolidated statements of operations as follows (in thousands): Three Months Ended March 31, 2022 2021 Cost of revenue $ 9,081 $ 3,738 Selling and marketing 279 451 Enterprise technology and development 7,449 7,311 General and administrative 192 646 Total depreciation $ 17,001 $ 12,146 |
Acquisition
Acquisition | 3 Months Ended |
Mar. 31, 2022 | |
Business Combinations [Abstract] | |
Acquisition | 7 . Acquisition On June 25, 2021, the Company acquired 100 % of the equity of Myx pursuant to the Business Combination Agreement. The Company recognized the acquired assets and assumed liabilities of Myx based on estimates of their acquisition date fair values. There were no adjustments to the purchase price allocations during the three months ended March 31, 2022. The following unaudited pro forma financial information presents the combined results of operations of the Company and Myx as if the companies had been combined as of January 1, 2021. The unaudited pro forma financial information includes the accounting effects of the business combination, including amortization of intangible assets. The unaudited pro forma financial information is presented for information purposes only and is not indicative of the results of operations that would have been achieved if the acquisition had taken place at the beginning of the period presented, nor should it be taken as indication of the Company’s future consolidated results of operations. (in thousands) Three Months Ended March 31, 2021 Pro forma combined: Revenue $ 243,257 Net loss ( 42,385 ) |
Accrued Expenses
Accrued Expenses | 3 Months Ended |
Mar. 31, 2022 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | 8 . Accrued Expenses Accrued expenses consist of the followings (in thousands): March 31, 2022 December 31, 2021 Employee compensation and benefits $ 20,956 $ 8,996 Coach costs 13,889 19,168 Inventory, shipping and fulfillment 12,891 14,360 Information technology 5,896 10,150 Sales and other taxes 5,013 5,097 Advertising 1,867 4,033 Customer service expenses 1,161 1,773 Other accrued expenses 8,224 10,948 Total accrued expenses $ 69,897 $ 74,525 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 9 . Commitments and Contingencies Inventory Purchase and Service Agreements The Company has noncancelable inventory purchase and service agreements with multiple service providers which expire at varying dates through 2025. Service agreement obligations include amounts related to fitness and nutrition trainers, future events, information systems support, and other technology projects. Future minimum payments under noncancelable service and inventory purchase agreements for the periods succeeding March 31, 2022 are as follows (in thousands): Nine months ending December 31, 2022 $ 35,696 Year ending December 31, 2023 2,693 Year ending December 31, 2024 1,260 Year ending December 31, 2025 1,250 $ 40,899 The preceding table excludes royalty payments to fitness trainers, talent, and others that are based on future sales as such amounts cannot be reasonably estimated. Contingencies The Company is subject to litigation from time to time in the ordinary course of business. Such claims typically involve its products, intellectual property, and relationships with suppliers, customers, distributors, employees, and others. Contingent liabilities are recorded when it is both probable that a loss has occurred and the amount of the loss can be reasonable estimated. Although it is not possible to predict how litigation and other claims will be resolved, the Company does not believe that any currently identified claims or litigation matters will have a material adverse effect on its consolidated financial position or results of operations. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2022 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | 10 . Stockholders’ Equity As of March 31, 2022, 2,000,000,000 shares, $ 0.0001 par value per share are authorized, of which, 1,600,000,000 shares are designated as Class A Common Stock, 200,000,000 shares are designated as Class X Common Stock, 100,000,000 shares are designated as Class C Common Stock and 100,000,000 shares are designated as Preferred Stock. Accumulated Other Comprehensive Income (Loss) The following tables summarize changes in accumulated other comprehensive income (loss), net of tax (in thousands): Unrealized Gain (Loss) on Derivatives Foreign Currency Translation Adjustment Total Balances at December 31, 2020 $ ( 246 ) $ 44 $ ( 202 ) Other comprehensive loss before reclassifications ( 92 ) 42 ( 50 ) Amounts reclassified from accumulated other comprehensive income (loss) 167 — 167 Tax effect ( 17 ) — ( 17 ) Balances at March 31, 2021 $ ( 188 ) $ 86 $ ( 102 ) Balances at December 31, 2021 $ ( 32 ) $ 11 $ ( 21 ) Other comprehensive loss before reclassifications ( 162 ) 4 ( 158 ) Amounts reclassified from accumulated other comprehensive income (loss) 69 — 69 Tax effect ( 23 ) — ( 23 ) Balances at March 31, 2022 $ ( 148 ) $ 15 $ ( 133 ) |
Equity-Based Compensation
Equity-Based Compensation | 3 Months Ended |
Mar. 31, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Equity-Based Compensation | 11 . Equity-Based Compensation Equity Compensation Plans A summary of the option activity under the Company's equity compensation plans is as follows: Options Outstanding Number of Options Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term Aggregate Intrinsic Value Outstanding at December 31, 2021 41,753,042 $ 3.86 5.92 $ 11,379 Granted 616,445 1.86 Exercised ( 1,132,508 ) 1.70 Forfeited ( 2,562,902 ) 5.86 Outstanding at March 31, 2022 38,674,077 $ 3.76 5.52 $ 8,992 Exercisable at March 31, 2022 23,452,472 $ 2.22 3.56 $ 8,432 The intrinsic value of options exercised was $ 0.5 million for the three months ended March 31, 2022. A summary of RSU activity is as follows: RSUs Outstanding Number of RSUs Weighted-Average Fair Value Outstanding at December 31, 2021 573,678 $ 5.97 Granted — — Forfeited ( 251,082 ) 4.62 Outstanding at March 31, 2022 322,596 $ 7.03 On January 1, 2022, the number of shares available for issuance under the 2021 Incentive Award Plan (the “2021 Plan”) increased by 15,479,188 pursuant to the terms of the 2021 Plan. As of March 31, 2022, 36,919,023 shares of Class A Common Stock were available for issuance under the 2021 Plan. Equity-Based Compensation Expense The fair value of each award as of the date of grant is estimated using a Black-Scholes option-pricing model. The following table summarizes the weighted-average assumptions used to determine the fair value of option grants: Three Months Ended March 31, 2022 2021 Risk-free rate 1.7 % 0.7 % Dividend yield rate — — Volatility 52.3 % 53.9 % Expected term (in years) 6.20 6.20 Weighted-average grant date fair value $ 0.95 $ 16.50 Equity-based compensation expense for the three months ended March 31, 2022 and 2021 was as follows (in thousands): Three Months Ended March 31, 2022 2021 Cost of revenue $ 335 $ 91 Selling and marketing 1,639 1,717 Enterprise technology and development 927 306 General and administrative 1,663 459 Total equity-based compensation $ 4,564 $ 2,573 As of March 31, 2022, the total unrecognized equity-based compensation expense was $ 50.7 million , which will be recognized over a weighted-average remaining period of 2.95 years. |
Derivative Financial Instrument
Derivative Financial Instruments | 3 Months Ended |
Mar. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | 12 . Derivative Financial Instruments As of March 31, 2022 and December 31, 2021, the notional amount of the Company’s outstanding foreign exchange options was $ 21.5 million and $ 30.4 million , respectively. There were no outstanding forward contracts as of March 31, 2022 and December 31, 2021. The following table shows the pre-tax effects of the Company’s derivative instruments on its unaudited condensed consolidated statements of operations (in thousands): Three Months Ended March 31, Financial Statement Line Item 2022 2021 Unrealized losses Other comprehensive income (loss) $ ( 162 ) $ ( 92 ) Losses reclassified from accumulated other Cost of revenue $ ( 30 ) $ ( 73 ) comprehensive loss into net loss General and administrative ( 39 ) ( 94 ) Total amounts reclassified $ ( 69 ) $ ( 167 ) Losses recognized on derivatives Cost of revenue $ ( 51 ) $ ( 21 ) |
Strategic Realignment
Strategic Realignment | 3 Months Ended |
Mar. 31, 2022 | |
Restructuring and Related Activities [Abstract] | |
Strategic Realignment | 13 . Strategic Realignment In January 2022, the Company commenced a strategic alignment initiative to consolidate its streaming fitness offerings into a single Beachbody platform. The Company recognized restructuring costs of $ 7.2 million during the three months ended March 31, 2022, comprised primarily of termination benefits related to headcount reductions, of which $ 4.6 million is included in accrued expenses in the unaudited condensed consolidated balance sheets. In accordance with GAAP, employee termination benefits were recognized at the date employees were notified and post-employment benefits were accrued as the obligation was probable and estimable. Benefits for employees who provide future service greater than 60 days from the date of notification will be recognized ratably over the future service period. The following table summarizes the Company’s restructuring costs activity (in thousands): Restructuring Charges Payments / Utilizations Liability at March 31, 2022 Employee-related costs $ 7,223 $ ( 2,605 ) $ 4,618 Total costs $ 7,223 $ ( 2,605 ) $ 4,618 During the three months ended March 31, 2022, the Company determined that the useful life of certain computer software and web development assets and content assets would end upon the completion of its platform consolidation. The Company accelerated depreciation of these computer software and web development assets and recorded $ 2.2 million, or $ 0.01 per share, of additional depreciation expense as a component of digital cost of revenue, and nutrition and other cost of revenue during the three months ended March 31, 2022. The Company also accelerated amortization of these content assets and recorded $ 1.1 million, or $ 0.00 per share, of additional amortization as a component of digital cost of revenue during the three months ended March 31, 2022. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 14 . Income Taxes The Company recorded a benefit for income taxes of $ 0.7 million for the three months ended March 31, 2022 and $ 0.4 million for the three months ended March 31, 2021. The effective benefit tax rate was 1.0 % for the three months ended March 31, 2022 and 1.3 % for the three months ended March 31, 2021. The tax provision for interim periods is determined using an estimate of the Company’s annual effective tax rate, adjusted for discrete items arising in that quarter. The Company’s effective tax rate differs from the U.S. statutory tax rate in the three months ended March 31, 2022 primarily due to changes in valuation allowances on deferred tax assets as it is more likely than not that some or all of the Company’s deferred tax assets will not be realized. The Company evaluates its tax positions on a quarterly basis and revises its estimate accordingly. There are no material changes to the Company’s uncertain tax positions, interest, or penalties during the three months ended March 31, 2022. |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) Per Share | 15 . Earnings (Loss) per Share The computation of loss per share of Class A and Class X Common Stock is as follows (in thousands, except share and per share information): Three Months Ended March 31, 2022 2021 Numerator: Net loss $ ( 73,533 ) $ ( 30,058 ) Denominator: Weighted-average common shares outstanding, basic and diluted 306,362,730 243,012,924 Net loss per common share, basic and diluted $ ( 0.24 ) $ ( 0.12 ) Basic net loss per common share is the same as dilutive net loss per common share for each of the three months ended March 31, 2022 and 2021 as the inclusion of all potential common shares would have been antidilutive. The following table presents the common shares that are excluded from the computation of diluted net loss per common share as of the periods presented because including them would have been antidilutive: Three Months Ended March 31, 2022 2021 Options 38,674,077 34,635,709 RSUs 322,596 — Compensation warrants 3,980,656 3,980,656 Public and private placement warrants 15,333,333 — Preferred units — 33,828,033 Earn-out shares 3,750,000 — 62,060,662 72,444,398 |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Segment Information | 16 . Segment Information The Company applies ASC 280, Segment Reporting , in determining reportable segments for financial statement disclosure. Segment information is presented based on the financial information the Company uses to manage the business which is organized around the Company's digital platforms. The Company has two operating segments, Beachbody and Other, and one reportable segment, Beachbody. The Beachbody segment primarily derives revenue from BOD and BODi digital subscriptions, nutritional products, connected fitness equipment (bikes and accessories), and other fitness-related products. Other derives revenue primarily from Openfit digital subscriptions, nutritional products, and connected fitness equipment. The Company uses contribution as a measure of profit or loss, defined as revenue less directly attributable cost of revenue and certain selling and marketing expenses including media, Coach and social influencer compensation, royalties, and third-party sales commissions. Contribution does not include allocated costs as described below as the CODM does not include these costs in assessing performance. There are no inter-segment transactions. The Company manages its assets on a consolidated basis, and, as such, does not report asset information by segment. Summary information by segment is as follows (in thousands): Segment Beachbody Other Consolidated Three Months Ended March 31, 2022 Revenue $ 186,107 $ 12,815 $ 198,922 Contribution 28,091 ( 1,376 ) 26,715 Three Months Ended March 31, 2021 Revenue $ 221,750 $ 4,469 $ 226,219 Contribution 46,475 ( 5,135 ) 41,340 Reconciliation of consolidated contribution to loss before income taxes (in thousands): Three Months Ended March 31, 2022 2021 Consolidated contribution $ 26,715 $ 41,340 Amounts not directly related to segments: Cost of revenue (1) 13,823 7,843 Selling and marketing (2) 26,319 20,091 Enterprise technology and development 33,697 27,089 General and administrative 20,073 17,946 Restructuring 7,223 — Change in fair value of warrant liabilities ( 264 ) — Interest expense 19 123 Other expense (income), net 64 ( 1,299 ) Loss before income taxes $ ( 74,239 ) $ ( 30,453 ) (1) Cost of revenue not directly related to segments includes certain allocated costs related to management, facilities, and personnel-related expenses associated with quality assurance and supply chain. Depreciation of certain software and production equipment and amortization of formulae and technology-based intangible assets are also included in this line. (2) Selling and marketing not directly related to segments includes indirect selling and marketing expenses and certain allocated personnel-related expenses for employees and consultants. Depreciation of certain software and amortization of contract-based intangible assets and an acquired trade name are also included in this line. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | 17 . Subsequent Events The Company has evaluated subsequent events through the date the unaudited condensed consolidated financial statements were issued. |
Description of Business and S_2
Description of Business and Summary of Accounting Policies (Polices) | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The Company prepares its consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) as determined by the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) and pursuant to the regulations of the U.S. Securities and Exchange Commission (“SEC”). The preparation of unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that impact the amounts reported in the unaudited condensed consolidated financial statements and accompanying notes. Significant estimates include, but are not limited to, the useful life and recoverability of long-lived assets, the recognition and measurement of income tax assets and liabilities, and the net realizable value of inventory. The Company bases these estimates on historical experience and on various other assumptions that it believes are reasonable under the circumstances, the results of which form the basis for making judgements about the carrying amounts of assets and liabilities. Actual results could differ from those estimates. The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the audited annual consolidated financial statements and, in the opinion of management, include all normal recurring adjustments necessary for the fair statement of the Company’s financial position, results of operations, and cash flows. The financial data and other financial information disclosed in the notes to these unaudited condensed consolidated financial statements are also unaudited. These unaudited interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. Interim results are not necessarily indicative of the results expected for the full fiscal year or any other period. |
Goodwill and Intangible Assets, Net | Goodwill and Intangible Assets, Net During the three months ended March 31, 2022, the Company determined that one of its acquired trade names no longer has an indefinite life. The Company tested the trade name for impairment before changing the useful life and determined there was no impairment based on its assessment of fair value. The Company will prospectively amortize the trade name over its remaining estimated useful life of two years beginning January 1, 2022. The Company recorded $ 1.9 million, $ 0.01 per share, of amortization expense as a component of selling and marketing expenses for this trade name during the three months ended March 31, 2022. |
Recently Adopted Accounting Pronouncements or Accounting Pronouncements Not Yet Adopted | Recently Adopted Accounting Pronouncements In August 2020, the FASB issued ASU 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40) , to simplify the accounting for certain financial instruments with characteristics of liabilities and equity. The FASB reduced the number of accounting models for convertible debt and convertible preferred stock instruments and made certain disclosure amendments to improve the information provided to users. In addition, the FASB amended the derivative guidance for the “own stock” scope exception and certain aspects of the EPS guidance. The Company adopted this new accounting guidance on January 1, 2022 , and the adoption did no t have a material effect on its unaudited condensed consolidated financial statements. Accounting Pronouncements Not Yet Adopted In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers , which requires an acquirer to apply ASC 606 to recognize and measure contract assets and liabilities from contracts with customers acquired in a business combination on the acquisition date rather than the general guidance in ASC 805. The guidance in this update will be effective for public companies for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years with early adoption permitted. The Company is evaluating the potential impact of adopting this guidance on its consolidated financial statements. |
Revenue (Tables)
Revenue (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of revenue | The Company’s revenue disaggregated by revenue type and geographic region is as follows (in thousands): Segment Beachbody Other Total Three Months Ended March 31, 2022 Revenue Type: Digital $ 74,642 $ 7,103 $ 81,745 Connected fitness 14,489 5,024 19,513 Nutrition and other 96,976 688 97,664 Total revenue $ 186,107 $ 12,815 $ 198,922 Geographic region: United States $ 165,792 $ 12,815 $ 178,607 Rest of world 1 20,315 — 20,315 Total revenue $ 186,107 $ 12,815 $ 198,922 Segment Beachbody Other Total Three Months Ended March 31, 2021 Revenue Type: Digital $ 91,445 $ 3,705 $ 95,150 Connected fitness — — — Nutrition and other 130,305 764 131,069 Total revenue $ 221,750 $ 4,469 $ 226,219 Geographic region: United States $ 198,247 $ 4,469 $ 202,716 Rest of world 1 23,503 — 23,503 Total revenue $ 221,750 $ 4,469 $ 226,219 (1) Consists of Canada, United Kingdom, and France. No single country accounted for more than 10% of total revenue during the three months ended March 31, 2022 and 2021. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Summary of Fair Value Measurements, Recurring and Nonrecurring | The Company’s financial assets and liabilities subject to fair value measurements on a recurring basis and the level of inputs used for such measurements were as follows (in thousands): March 31, 2022 Level 1 Level 2 Level 3 Assets Derivative assets $ — $ 109 $ — Total assets $ — $ 109 $ — Liabilities Public warrants $ 2,650 $ — $ — Private placement warrants — — 1,920 Total liabilities $ 2,650 $ — $ 1,920 December 31, 2021 Level 1 Level 2 Level 3 Assets Derivative assets $ — $ 314 $ — Total assets $ — $ 314 $ — Liabilities Public warrants $ 2,701 $ — $ — Private placement warrants — — 2,133 Total liabilities $ 2,701 $ — $ 2,133 |
Summary of Fair Value of Significant Assumptions Utilized in the Valuation | The following table presents significant assumptions utilized in the valuation of the private placement warrants on March 31, 2022 and December 31, 2021: March 31, 2022 December 31, 2021 Risk-free rate 2.4 % 1.2 % Dividend yield rate — — Volatility 65.0 % 65.0 % Contractual term (in years) 4.24 4.49 Exercise price $ 11.50 $ 11.50 |
Summary of Change in the Fair Value of the Warrants | The following table presents changes in the fair value of the Private Placement Warrants for the three months ended March 31, 2022: Three Months Ended March 31, 2022 Balance, beginning of period $ 2,133 Change in fair value ( 213 ) Balance, end of period $ 1,920 |
Inventory, Net (Tables)
Inventory, Net (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current | Inventory, net consists of the following (in thousands): March 31, 2022 December 31, 2021 Raw materials and work in process $ 22,809 $ 24,436 Finished goods 77,184 108,294 Total inventory, net $ 99,993 $ 132,730 |
Other Current Assets (Table)
Other Current Assets (Table) | 3 Months Ended |
Mar. 31, 2022 | |
Other Current Assets [Abstract] | |
Summary of Other Current Assets | Other current assets consist of the following (in thousands): March 31, 2022 December 31, 2021 Deferred coach costs $ 33,523 $ 30,928 Deposits 3,617 8,915 Accounts receivable, net 1,296 1,225 Other 2,539 2,659 Total other current assets $ 40,975 $ 43,727 |
Property and equipment, net (Ta
Property and equipment, net (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property and equipment, net | Property and equipment, net consists of the following (in thousands): March 31, 2022 December 31, 2021 Computer software and web development $ 252,276 $ 231,943 Computer equipment 23,552 23,691 Buildings 5,158 5,158 Leasehold improvements 4,600 5,157 Furniture, fixtures and equipment 2,164 2,442 Computer software and web development projects in-process 10,225 26,490 Property and equipment, gross 297,975 294,881 Less: Accumulated depreciation ( 194,997 ) ( 181,783 ) Total property and equipment, net $ 102,978 $ 113,098 |
Summary of depreciation expense related to property and equipment | The Company recorded depreciation expense related to property and equipment in the following expense categories of its unaudited condensed consolidated statements of operations as follows (in thousands): Three Months Ended March 31, 2022 2021 Cost of revenue $ 9,081 $ 3,738 Selling and marketing 279 451 Enterprise technology and development 7,449 7,311 General and administrative 192 646 Total depreciation $ 17,001 $ 12,146 |
Acquisition (Tables)
Acquisition (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Business Acquisition [Line Items] | |
Summary of Business Acquisition Pro Forma Information | (in thousands) Three Months Ended March 31, 2021 Pro forma combined: Revenue $ 243,257 Net loss ( 42,385 ) |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Payables and Accruals [Abstract] | |
Summary of Accrued Expenses | Accrued expenses consist of the followings (in thousands): March 31, 2022 December 31, 2021 Employee compensation and benefits $ 20,956 $ 8,996 Coach costs 13,889 19,168 Inventory, shipping and fulfillment 12,891 14,360 Information technology 5,896 10,150 Sales and other taxes 5,013 5,097 Advertising 1,867 4,033 Customer service expenses 1,161 1,773 Other accrued expenses 8,224 10,948 Total accrued expenses $ 69,897 $ 74,525 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Purchase Obligation, Fiscal Year Maturity [Abstract] | |
Summary of Purchase Obligation, Fiscal Year Maturity | Future minimum payments under noncancelable service and inventory purchase agreements for the periods succeeding March 31, 2022 are as follows (in thousands): Nine months ending December 31, 2022 $ 35,696 Year ending December 31, 2023 2,693 Year ending December 31, 2024 1,260 Year ending December 31, 2025 1,250 $ 40,899 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Stockholders' Equity Note [Abstract] | |
Summarize Changes in Accumulated Other Comprehensive Income (Loss), Net of Tax | The following tables summarize changes in accumulated other comprehensive income (loss), net of tax (in thousands): Unrealized Gain (Loss) on Derivatives Foreign Currency Translation Adjustment Total Balances at December 31, 2020 $ ( 246 ) $ 44 $ ( 202 ) Other comprehensive loss before reclassifications ( 92 ) 42 ( 50 ) Amounts reclassified from accumulated other comprehensive income (loss) 167 — 167 Tax effect ( 17 ) — ( 17 ) Balances at March 31, 2021 $ ( 188 ) $ 86 $ ( 102 ) Balances at December 31, 2021 $ ( 32 ) $ 11 $ ( 21 ) Other comprehensive loss before reclassifications ( 162 ) 4 ( 158 ) Amounts reclassified from accumulated other comprehensive income (loss) 69 — 69 Tax effect ( 23 ) — ( 23 ) Balances at March 31, 2022 $ ( 148 ) $ 15 $ ( 133 ) |
Equity-Based Compensation (Tabl
Equity-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Schedule of Share Based Compensation Activity [Abstract] | |
Summary of the Option Activity under the Equity Compensation Plans | A summary of the option activity under the Company's equity compensation plans is as follows: Options Outstanding Number of Options Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term Aggregate Intrinsic Value Outstanding at December 31, 2021 41,753,042 $ 3.86 5.92 $ 11,379 Granted 616,445 1.86 Exercised ( 1,132,508 ) 1.70 Forfeited ( 2,562,902 ) 5.86 Outstanding at March 31, 2022 38,674,077 $ 3.76 5.52 $ 8,992 Exercisable at March 31, 2022 23,452,472 $ 2.22 3.56 $ 8,432 |
Summary of RSU Activity | A summary of RSU activity is as follows: RSUs Outstanding Number of RSUs Weighted-Average Fair Value Outstanding at December 31, 2021 573,678 $ 5.97 Granted — — Forfeited ( 251,082 ) 4.62 Outstanding at March 31, 2022 322,596 $ 7.03 |
Summary of Assumptions Used to Determine the Fair Value of Option Grants | The fair value of each award as of the date of grant is estimated using a Black-Scholes option-pricing model. The following table summarizes the weighted-average assumptions used to determine the fair value of option grants: Three Months Ended March 31, 2022 2021 Risk-free rate 1.7 % 0.7 % Dividend yield rate — — Volatility 52.3 % 53.9 % Expected term (in years) 6.20 6.20 Weighted-average grant date fair value $ 0.95 $ 16.50 |
Summary of Equity-Based Compensation Expense | Equity-based compensation expense for the three months ended March 31, 2022 and 2021 was as follows (in thousands): Three Months Ended March 31, 2022 2021 Cost of revenue $ 335 $ 91 Selling and marketing 1,639 1,717 Enterprise technology and development 927 306 General and administrative 1,663 459 Total equity-based compensation $ 4,564 $ 2,573 |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Summary of Pre-Tax Effects of the Company's Derivative Instruments on its Unaudited Condensed Consolidated Statements of Operations | The following table shows the pre-tax effects of the Company’s derivative instruments on its unaudited condensed consolidated statements of operations (in thousands): Three Months Ended March 31, Financial Statement Line Item 2022 2021 Unrealized losses Other comprehensive income (loss) $ ( 162 ) $ ( 92 ) Losses reclassified from accumulated other Cost of revenue $ ( 30 ) $ ( 73 ) comprehensive loss into net loss General and administrative ( 39 ) ( 94 ) Total amounts reclassified $ ( 69 ) $ ( 167 ) Losses recognized on derivatives Cost of revenue $ ( 51 ) $ ( 21 ) |
Strategic Realignment (Tables)
Strategic Realignment (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Restructuring and Related Activities [Abstract] | |
Summary of Restructuring Costs Activity | The following table summarizes the Company’s restructuring costs activity (in thousands): Restructuring Charges Payments / Utilizations Liability at March 31, 2022 Employee-related costs $ 7,223 $ ( 2,605 ) $ 4,618 Total costs $ 7,223 $ ( 2,605 ) $ 4,618 |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Summary of the Computation of Loss Per Share of Class A and Class X Common Stock | The computation of loss per share of Class A and Class X Common Stock is as follows (in thousands, except share and per share information): Three Months Ended March 31, 2022 2021 Numerator: Net loss $ ( 73,533 ) $ ( 30,058 ) Denominator: Weighted-average common shares outstanding, basic and diluted 306,362,730 243,012,924 Net loss per common share, basic and diluted $ ( 0.24 ) $ ( 0.12 ) |
Summary of Common Shares That Are Excluded From the Computation of Diluted Net Loss Per Common Share | The following table presents the common shares that are excluded from the computation of diluted net loss per common share as of the periods presented because including them would have been antidilutive: Three Months Ended March 31, 2022 2021 Options 38,674,077 34,635,709 RSUs 322,596 — Compensation warrants 3,980,656 3,980,656 Public and private placement warrants 15,333,333 — Preferred units — 33,828,033 Earn-out shares 3,750,000 — 62,060,662 72,444,398 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Summary Information by Segment | Summary information by segment is as follows (in thousands): Segment Beachbody Other Consolidated Three Months Ended March 31, 2022 Revenue $ 186,107 $ 12,815 $ 198,922 Contribution 28,091 ( 1,376 ) 26,715 Three Months Ended March 31, 2021 Revenue $ 221,750 $ 4,469 $ 226,219 Contribution 46,475 ( 5,135 ) 41,340 |
Reconciliation of Consolidated Contribution to Loss before Income Taxes | Reconciliation of consolidated contribution to loss before income taxes (in thousands): Three Months Ended March 31, 2022 2021 Consolidated contribution $ 26,715 $ 41,340 Amounts not directly related to segments: Cost of revenue (1) 13,823 7,843 Selling and marketing (2) 26,319 20,091 Enterprise technology and development 33,697 27,089 General and administrative 20,073 17,946 Restructuring 7,223 — Change in fair value of warrant liabilities ( 264 ) — Interest expense 19 123 Other expense (income), net 64 ( 1,299 ) Loss before income taxes $ ( 74,239 ) $ ( 30,453 ) (1) Cost of revenue not directly related to segments includes certain allocated costs related to management, facilities, and personnel-related expenses associated with quality assurance and supply chain. Depreciation of certain software and production equipment and amortization of formulae and technology-based intangible assets are also included in this line. (2) Selling and marketing not directly related to segments includes indirect selling and marketing expenses and certain allocated personnel-related expenses for employees and consultants. Depreciation of certain software and amortization of contract-based intangible assets and an acquired trade name are also included in this line. |
Description of Business and S_3
Description of Business and Summary of Accounting Policies - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Organization Business And Summary Of Accounting Policies [Line Items] | ||
Accelerated depreciation | $ 17,001 | $ 12,146 |
ASU 2020-06 [Member] | ||
Organization Business And Summary Of Accounting Policies [Line Items] | ||
Change in accounting principle, accounting standards update, adopted [true false] | true | |
Change in accounting principle, accounting standards update adoption date | Jan. 1, 2022 | |
Change in accounting principle, accounting standards update, immaterial effect [true false] | true | |
Trade name | ||
Organization Business And Summary Of Accounting Policies [Line Items] | ||
Finite-lived intangible assets useful life | 2 years | |
Selling and Marketing [Member] | ||
Organization Business And Summary Of Accounting Policies [Line Items] | ||
Accelerated depreciation | $ 279 | $ 451 |
Selling and Marketing [Member] | Trade name | ||
Organization Business And Summary Of Accounting Policies [Line Items] | ||
Amortization expense of intangible assets | $ 1,900 | |
Amortization expense per share, intangible assets | $ 0.01 |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | ||
Disaggregation of Revenue [Line Items] | |||
Revenue | $ 198,922 | $ 226,219 | |
Beachbody [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 186,107 | 221,750 | |
Other [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 12,815 | 4,469 | |
Digital [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 81,745 | 95,150 | |
Digital [Member] | Beachbody [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 74,642 | 91,445 | |
Digital [Member] | Other [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 7,103 | 3,705 | |
Connected Fitness [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 19,513 | ||
Connected Fitness [Member] | Beachbody [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 14,489 | ||
Connected Fitness [Member] | Other [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 5,024 | ||
Nutrition And Other [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 97,664 | 131,069 | |
Nutrition And Other [Member] | Beachbody [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 96,976 | 130,305 | |
Nutrition And Other [Member] | Other [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 688 | 764 | |
United States [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 178,607 | 202,716 | |
United States [Member] | Beachbody [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 165,792 | 198,247 | |
United States [Member] | Other [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 12,815 | 4,469 | |
Rest of world [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | [1] | 20,315 | 23,503 |
Rest of world [Member] | Beachbody [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | [1] | $ 20,315 | $ 23,503 |
[1] | Consists of Canada, United Kingdom, and France. No single country accounted for more than 10% of total revenue during the three months ended March 31, 2022 and 2021. |
Revenue - Additional Informatio
Revenue - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Deferred Revenue [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Contract with customer liability, Current | $ 62.5 | $ 55.6 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Fair Value Measurements, Recurring and Nonrecurring (Details) - Fair Value, Recurring [Member] - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total Liabilities | $ 2,650 | $ 2,701 |
Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset | 109 | 314 |
Total Assets | 109 | 314 |
Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total Liabilities | 1,920 | 2,133 |
Public Warrants [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrants | 2,650 | 2,701 |
Private Placement Warrants [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrants | $ 1,920 | $ 2,133 |
Fair Value Measurements - Sum_2
Fair Value Measurements - Summary of Fair Value of Significant Assumptions Utilized in the Valuation (Details) - Private Placement Warrants [Member] | Mar. 31, 2022yr | Dec. 31, 2021yr |
Risk-free Rate [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Fair Value, Measurement Input | 0.024 | 0.012 |
Volatility [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Fair Value, Measurement Input | 0.650 | 0.650 |
Contractual Term (in years) [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Fair Value, Measurement Input | 4.24 | 4.49 |
Exercise Price [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Fair Value, Measurement Input | 11.50 | 11.50 |
Fair Value Measurements - Sum_3
Fair Value Measurements - Summary of Change in the Fair Value of the Warrants (Details) - Private Placement Warrants [Member] $ in Thousands | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Balance, beginning of period | $ 2,133 |
Change in fair value | (213) |
Balance, end of period | $ 1,920 |
Inventory, Net - Schedule of In
Inventory, Net - Schedule of Inventory, Current (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Inventory, Net [Abstract] | ||
Raw materials and work in process | $ 22,809 | $ 24,436 |
Finished goods | 77,184 | 108,294 |
Total inventory, net | $ 99,993 | $ 132,730 |
Inventory, Net - Additional Inf
Inventory, Net - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Inventory, Net [Abstract] | ||
Inventory Write-down | $ 16,896 | $ 2,040 |
Other Current Assets - Summary
Other Current Assets - Summary of Other Current Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Other Current Assets [Abstract] | ||
Deferred coach costs | $ 33,523 | $ 30,928 |
Deposits | 3,617 | 8,915 |
Accounts receivable, net | 1,296 | 1,225 |
Other | 2,539 | 2,659 |
Total other current assets | $ 40,975 | $ 43,727 |
Property and equipment, net - S
Property and equipment, net - Summary of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 297,975 | $ 294,881 |
Less: Accumulated depreciation | (194,997) | (181,783) |
Total property and equipment, net | 102,978 | 113,098 |
Computer software and web development [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 252,276 | 231,943 |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 23,552 | 23,691 |
Building [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 5,158 | 5,158 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 4,600 | 5,157 |
Furniture, fixtures and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 2,164 | 2,442 |
Computer Software and Web Development Projects In-process [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 10,225 | $ 26,490 |
Property and equipment, net -_2
Property and equipment, net - Summary of Depreciation Expense Related to Property and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Schedule of depreciation expense related to property and equipment [Line Items] | ||
Depreciation | $ 17,001 | $ 12,146 |
Cost of Sales [Member] | ||
Schedule of depreciation expense related to property and equipment [Line Items] | ||
Depreciation | 9,081 | 3,738 |
Selling and Marketing [Member] | ||
Schedule of depreciation expense related to property and equipment [Line Items] | ||
Depreciation | 279 | 451 |
Enterprise technology and development [Member] | ||
Schedule of depreciation expense related to property and equipment [Line Items] | ||
Depreciation | 7,449 | 7,311 |
General and Administrative [Member] | ||
Schedule of depreciation expense related to property and equipment [Line Items] | ||
Depreciation | $ 192 | $ 646 |
Acquisition (Details)
Acquisition (Details) - Myx [Member] - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Jun. 25, 2021 | |
Business Acquisition [Line Items] | ||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | |
Adjustments to the purchase price allocations | $ 0 |
Acquisition - Summary of Busine
Acquisition - Summary of Business Acquisition Pro Forma Information (Details) - Myx [Member] $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Business Acquisition Pro Forma Information [Line Items] | |
Revenue | $ 243,257 |
Net loss | $ (42,385) |
Accrued Expenses - Summary of A
Accrued Expenses - Summary of Accrued Expenses (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Payables and Accruals [Abstract] | ||
Employee compensation and benefits | $ 20,956 | $ 8,996 |
Coach costs | 13,889 | 19,168 |
Inventory, shipping and fulfillment | 12,891 | 14,360 |
Information technology | 5,896 | 10,150 |
Sales and other taxes | 5,013 | 5,097 |
Advertising | 1,867 | 4,033 |
Customer service expenses | 1,161 | 1,773 |
Other accrued expenses | 8,224 | 10,948 |
Total accrued expenses | $ 69,897 | $ 74,525 |
Commitments and Contingencies -
Commitments and Contingencies - Summary of Purchase Obligation, Fiscal Year Maturity (Details) $ in Thousands | Mar. 31, 2022USD ($) |
Purchase Obligation, Fiscal Year Maturity [Abstract] | |
Nine months ending December 31, 2022 | $ 35,696 |
Year ending December 31, 2023 | 2,693 |
Year ending December 31, 2024 | 1,260 |
Year ending December 31, 2025 | 1,250 |
Purchase Obligation | $ 40,899 |
Common Stock Warrant Liability
Common Stock Warrant Liability - Additional Information (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Common Stock Warrant Liability [Line Items] | |
Change in fair value of warrant liabilities | $ 264 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) - $ / shares | Mar. 31, 2022 | Dec. 31, 2021 |
Number of shares authorized | 2,000,000,000 | |
Par value of shares authorized | $ 0.0001 | |
Common stock, shares authorized | 1,900,000,000 | 1,900,000,000 |
Preferred stock, shares authorized | 100,000,000 | 100,000,000 |
Common Class A [Member] | ||
Common stock, shares authorized | 1,600,000,000 | 1,600,000,000 |
Common Class C [Member] | ||
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common Class X [Member] | ||
Common stock, shares authorized | 200,000,000 |
Stockholders' Equity - Summariz
Stockholders' Equity - Summarize Changes in Accumulated Other Comprehensive Income (Loss), Net of Tax (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Stockholders' Equity Note [Abstract] | ||
Unrealized Gain (Loss) on Derivatives, Balances at Beginning | $ (32) | $ (246) |
Unrealized Gain (Loss) on Derivatives, Other comprehensive loss before reclassifications | (162) | (92) |
Unrealized Gain (Loss) on Derivatives, Amounts reclassified from accumulated other comprehensive income (loss) | 69 | 167 |
Unrealized Gain (Loss) on Derivatives, Tax effect | (23) | (17) |
Unrealized Gain (Loss) on Derivatives, Balance at Ending | (148) | (188) |
Foreign Currency Translation Adjustment, Balances at Beginning | 11 | 44 |
Foreign Currency Translation Adjustment, Other comprehensive loss before reclassifications | 4 | 42 |
Foreign Currency Translation Adjustment, Balance at Ending | 15 | 86 |
Balances at Beginning | (21) | (202) |
Other comprehensive loss before reclassifications | (158) | (50) |
Amounts reclassified from accumulated other comprehensive income (loss) | 69 | 167 |
Tax effect | (23) | (17) |
Balance at Ending | $ (133) | $ (102) |
Equity-Based Compensation - Add
Equity-Based Compensation - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Jan. 01, 2022 | |
Intrinsic value of options exercised | $ 0.5 | |
Unrecognized equity-based compensation expense | $ 50.7 | |
Weighted-average remaining period | 2 years 11 months 12 days | |
2021 Plan [Member] | ||
Share-based compensation number of shares available for grant | 36,919,023 | |
Maximum [Member] | 2021 Plan [Member] | ||
Share-based compensation number of shares available for grant | 15,479,188 |
Equity-Based Compensation - Sum
Equity-Based Compensation - Summary of the Option Activity under the Equity Compensation Plans (Details) - 2021 Plan [Member] - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Schedule of Share Based Compensation Activity [Line Items] | ||
Number of Options, Outstanding Beginning | 41,753,042 | |
Number of Options, Granted | 616,445 | |
Number of Options, Exercised | (1,132,508) | |
Number of Options, Forfeited | (2,562,902) | |
Number of Options, Outstanding Ending | 38,674,077 | 41,753,042 |
Number of Options, Exercisable | 23,452,472 | |
Weighted- Average Exercise Price (per option), Outstanding Beginning | $ 3.86 | |
Weighted- Average Exercise Price (per option), Granted | 1.86 | |
Weighted- Average Exercise Price (per option), Exercised | 1.70 | |
Weighted- Average Exercise Price (per option), Forfeited | 5.86 | |
Weighted- Average Exercise Price (per option), Outstanding Ending | 3.76 | $ 3.86 |
Weighted- Average Exercise Price (per option), Exercisable | $ 2.22 | |
Weighted- Average Remaining Contractual Term (in years), Outstanding | 5 years 6 months 7 days | 5 years 11 months 1 day |
Weighted- Average Remaining Contractual Term (in years), Exercisable | 3 years 6 months 21 days | |
Aggregate Intrinsic Value, Outstanding | $ 8,992 | $ 11,379 |
Aggregate Intrinsic Value, Exercisable | $ 8,432 |
Equity-Based Compensation - S_2
Equity-Based Compensation - Summary of RSU Activity (Details) - Restricted Stock Units (RSUs) [Member] | 3 Months Ended |
Mar. 31, 2022$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of RSUs, Outstanding Beginning | shares | 573,678 |
Number of RSUs, Forfeited | shares | (251,082) |
Number of RSUs, Outstanding Ending | shares | 322,596 |
Weighted Average Fair Value (per RSU), Outstanding Beginning | $ / shares | $ 5.97 |
Weighted-Average Fair Value (per RSU), Forfeited | $ / shares | 4.62 |
Weighted Average Fair Value (per RSU), Outstanding Ending | $ / shares | $ 7.03 |
Equity-Based Compensation - S_3
Equity-Based Compensation - Summary of Assumptions Used to Determine the Fair Value of Option Grants (Details) - $ / shares | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk-free rate | 1.70% | 0.70% |
Dividend yield rate | 0.00% | 0.00% |
Volatility | 52.30% | 53.90% |
Expected term (in years) | 6 years 2 months 12 days | 6 years 2 months 12 days |
Weighted-average exercise price | $ 0.95 | $ 16.50 |
Equity-Based Compensation - S_4
Equity-Based Compensation - Summary of Equity-Based Compensation Expense - Summary of Equity-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Schedule of Compensation Cost for Share Based Payment Arrangements Allocation of Share Based Compensation Costs by Plan [Line Items] | ||
Equity-based compensation | $ 4,564 | $ 2,573 |
Cost of Revenue [Member] | ||
Schedule of Compensation Cost for Share Based Payment Arrangements Allocation of Share Based Compensation Costs by Plan [Line Items] | ||
Equity-based compensation | 335 | 91 |
Selling and Marketing [Member] | ||
Schedule of Compensation Cost for Share Based Payment Arrangements Allocation of Share Based Compensation Costs by Plan [Line Items] | ||
Equity-based compensation | 1,639 | 1,717 |
Enterprise Technology and Development [Member] | ||
Schedule of Compensation Cost for Share Based Payment Arrangements Allocation of Share Based Compensation Costs by Plan [Line Items] | ||
Equity-based compensation | 927 | 306 |
General and Administrative [Member] | ||
Schedule of Compensation Cost for Share Based Payment Arrangements Allocation of Share Based Compensation Costs by Plan [Line Items] | ||
Equity-based compensation | $ 1,663 | $ 459 |
Derivative Financial Instrume_3
Derivative Financial Instruments - Additional Information (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Foreign Exchange Option [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Derivative asset, notional amount | $ 21,500 | $ 30,400 |
Foreign Exchange Forward [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Derivative asset, notional amount | $ 0 | $ 0 |
Derivative Financial Instrume_4
Derivative Financial Instruments - Summary of Pre-Tax Effects of the Company's Derivative Instruments on its Unaudited Condensed Consolidated Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Losses recognized derivatives not designated as hedging instruments | $ (158) | $ (50) |
Total amounts reclassified | 69 | 167 |
Foreign Currency Hedges [Member] | ||
Total amounts reclassified | (69) | (167) |
Foreign Currency Hedges [Member] | Cost of Revenue [Member] | ||
Losses recognized derivatives not designated as hedging instruments | (51) | (21) |
Total amounts reclassified | (30) | (73) |
Foreign Currency Hedges [Member] | General and Administrative [Member] | ||
Total amounts reclassified | (39) | (94) |
Foreign Currency Hedges [Member] | Other comprehensive income (loss) [Member] | ||
Losses recognized derivatives not designated as hedging instruments | $ (162) | $ (92) |
Strategic Realignment - Additio
Strategic Realignment - Additional Information (Details) $ / shares in Units, $ in Thousands | 3 Months Ended |
Mar. 31, 2022USD ($)$ / shares | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring costs | $ 7,200 |
Termination benefit related to headcount reductions | 4,618 |
Digital Content Assets | |
Restructuring Cost and Reserve [Line Items] | |
Accelerated depreciation / amortization | $ 1,100 |
Impairment / amortization effect per share | $ / shares | $ 0 |
Computer software and web development [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Accelerated depreciation / amortization | $ 2,200 |
Impairment / amortization effect per share | $ / shares | $ 0.01 |
Strategic Realignment - Summary
Strategic Realignment - Summary of Restructuring Costs Activity (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring Charges | $ 7,223 |
Payments / Utilizations | (2,605) |
Liability at March 31, 2022 | 4,618 |
Employee-Related Costs | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring Charges | 7,223 |
Payments / Utilizations | (2,605) |
Liability at March 31, 2022 | $ 4,618 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | ||
Income tax benefit | $ 706 | $ 395 |
Effective benefit tax rate | 1.00% | 1.30% |
Earnings (Loss) Per Share - Sum
Earnings (Loss) Per Share - Summary of the Computation of Loss Per Share of Class A and Class X Common Stock (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Earnings Per Share [Abstract] | ||
Net loss | $ (73,533) | $ (30,058) |
Denominator: | ||
Weighted-average common shares outstanding, basic and diluted | 306,362,730 | 243,012,924 |
Net loss per common share, basic and diluted | $ (0.24) | $ (0.12) |
Earnings (Loss) Per Share - S_2
Earnings (Loss) Per Share - Summary of Common Shares That Are Excluded From the Computation of Diluted Net Loss Per Common Share (Details) - shares | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 62,060,662 | 72,444,398 |
Option [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 38,674,077 | 34,635,709 |
RSUs [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 322,596 | |
Compensation Warrant [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 3,980,656 | 3,980,656 |
Public and Private Placement Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 15,333,333 | |
Preferred Units [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 33,828,033 | |
Earn-out Shares [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 3,750,000 |
Segment Information - Additiona
Segment Information - Additional Information (Details) | 3 Months Ended |
Mar. 31, 2022Segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 2 |
Number of reportable segments | 1 |
Segment Information - Summary I
Segment Information - Summary Information by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Segment Reporting Information [Line Items] | ||
Revenue | $ 198,922 | $ 226,219 |
Contribution | 26,715 | 41,340 |
Beachbody [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenue | 186,107 | 221,750 |
Contribution | 28,091 | 46,475 |
Other [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenue | 12,815 | 4,469 |
Contribution | $ (1,376) | $ (5,135) |
Segment Information - Reconcili
Segment Information - Reconciliation of Consolidated Contribution to Loss before Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | ||
Segment Reporting [Abstract] | |||
Consolidated contribution | $ 26,715 | $ 41,340 | |
Cost of revenue | [1] | 13,823 | 7,843 |
Selling and marketing | [2] | 26,319 | 20,091 |
Enterprise technology and development | 33,697 | 27,089 | |
General and administrative | 20,073 | 17,946 | |
Restructuring | 7,223 | ||
Change in fair value of warrant liabilities | (264) | ||
Interest expense | 19 | 123 | |
Other expense (income), net | 64 | (1,299) | |
Loss before income taxes | $ (74,239) | $ (30,453) | |
[1] | Cost of revenue not directly related to segments includes certain allocated costs related to management, facilities, and personnel-related expenses associated with quality assurance and supply chain. Depreciation of certain software and production equipment and amortization of formulae and technology-based intangible assets are also included in this line. | ||
[2] | Selling and marketing not directly related to segments includes indirect selling and marketing expenses and certain allocated personnel-related expenses for employees and consultants. Depreciation of certain software and amortization of contract-based intangible assets and an acquired trade name are also included in this line. |