Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2022 | Aug. 01, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-39896 | |
Entity Registrant Name | PLAYTIKA HOLDING CORP. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 81-3634591 | |
Entity Address, Address Line One | HaChoshlim St 8 | |
Entity Address, City or Town | Herzliya Pituach | |
Entity Address, Country | IL | |
City Area Code | 972-73 | |
Local Phone Number | 316-3251 | |
Title of 12(b) Security | Common Stock, $0.01 par value | |
Trading Symbol | PLTK | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 412,642,934 | |
Entity Central Index Key | 0001828016 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Filer Category | Large Accelerated Filer |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Current assets | ||
Cash and cash equivalents | $ 1,165.8 | $ 1,017 |
Short-term bank deposits | 75.3 | 100.1 |
Restricted cash | 1.8 | 2 |
Accounts receivable | 128.5 | 143.7 |
Prepaid expenses and other current assets | 115.4 | 72.9 |
Total current assets | 1,486.8 | 1,335.7 |
Property and equipment, net | 110.9 | 103.3 |
Operating lease right-of-use assets | 108.8 | 89.4 |
Intangible assets other than goodwill, net | 394.9 | 417.3 |
Goodwill | 809.8 | 788.1 |
Deferred tax assets, net | 42.4 | 38.3 |
Investments in unconsolidated entities | 22.8 | 17.8 |
Other non-current assets | 29.8 | 13.4 |
Total assets | 3,006.2 | 2,803.3 |
Current liabilities | ||
Current maturities of long-term debt | 12.4 | 12.2 |
Accounts payable | 49.3 | 45.7 |
Operating lease liabilities, current | 24.3 | 17.2 |
Accrued expenses and other current liabilities | 530.4 | 494.6 |
Total current liabilities | 616.4 | 569.7 |
Long-term debt | 2,417.3 | 2,422.9 |
Contingent consideration | 11.4 | 28.7 |
Employee related benefits and other long-term liabilities | 3 | 23.7 |
Operating lease liabilities, long-term | 87.8 | 82.3 |
Deferred tax liabilities | 54.4 | 53.7 |
Total liabilities | 3,190.3 | 3,181 |
Commitments and contingencies (Note 10) | ||
Stockholders' equity (deficit) | ||
Common stock of $0.01 par value; 1,600.0 shares authorized; 412.4 and 411.1 shares issued and outstanding at June 30, 2022 and December 31, 2021, respectively | 4.1 | 4.1 |
Additional paid-in capital | 1,107.4 | 1,032.9 |
Accumulated other comprehensive income | 2.7 | 3.2 |
Accumulated deficit | (1,298.3) | (1,417.9) |
Total stockholders' deficit | (184.1) | (377.7) |
Total liabilities and stockholders’ deficit | $ 3,006.2 | $ 2,803.3 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares shares in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Common stock, par or stated value per share (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 1,600 | 1,600 |
Common stock, shares issued (in shares) | 412.4 | 411.1 |
Common stock, shares outstanding (in shares) | 412.4 | 411.1 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
Revenues | $ 659.6 | $ 659.2 | $ 1,336.5 | $ 1,298.1 |
Cost of revenue | 186.1 | 183.9 | 373 | 366.9 |
Research and development | 125.2 | 91.8 | 237.9 | 177 |
Sales and marketing | 151.8 | 146.5 | 331.5 | 286.6 |
General and administrative | 105.2 | 71.6 | 182.4 | 171.9 |
Total costs and expenses | 568.3 | 493.8 | 1,124.8 | 1,002.4 |
Income from operations | 91.3 | 165.4 | 211.7 | 295.7 |
Total interest expense and other, net | 22.4 | 24 | 49.9 | 99.7 |
Income before income taxes | 68.9 | 141.4 | 161.8 | 196 |
Provision for income taxes | 32.5 | 51.4 | 42.2 | 70.3 |
Net income | 36.4 | 90 | 119.6 | 125.7 |
Foreign currency translation | (10) | 2.8 | (13.3) | (7.1) |
Change in fair value of derivatives | (5.9) | (1.6) | 12.8 | (1.7) |
Total other comprehensive income (loss) | (15.9) | 1.2 | (0.5) | (8.8) |
Comprehensive income | $ 20.5 | $ 91.2 | $ 119.1 | $ 116.9 |
Net income per share attributable to common stockholders, basic (in dollars per share) | $ 0.09 | $ 0.22 | $ 0.29 | $ 0.31 |
Net income per share attributable to common stockholders, diluted (in dollars per share) | $ 0.09 | $ 0.22 | $ 0.29 | $ 0.31 |
Weighted-average shares used in computing net income per share attributable to common stockholders, basic (in shares) | 412.4 | 409.6 | 412.2 | 408.1 |
Weighted-average shares used in computing net income per share attributable to common stockholders, diluted (in shares) | 412.8 | 411.7 | 412.8 | 410.6 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Deficit - USD ($) $ in Millions | Total | Share capital | Additional paid-in capital | Accumulated other comprehensive income (loss) | Retained earnings (Accumulated deficit) |
Beginning balance (in shares) at Dec. 31, 2020 | 391,100,000 | ||||
Beginning balance at Dec. 31, 2020 | $ (1,243.5) | $ 3.9 | $ 462.3 | $ 16.7 | $ (1,726.4) |
Net income | 35.7 | 35.7 | |||
Issuance of common stock in the IPO, net of underwriting commission and offering costs (in shares) | 18,500,000 | ||||
Issuance of common stock in the IPO, net of underwriting commission and offering costs | 467.7 | $ 0.2 | 467.5 | ||
Stock-based compensation | 24.3 | 24.3 | |||
Issuance of shares upon vesting of RSUs (less than in 2021) (in shares) | 100,000 | ||||
Issuance of shares upon vesting of RSUs (less than) | $ 0.1 | 0.1 | |||
Other comprehensive loss | (10) | (10) | |||
Ending balance (in shares) at Mar. 31, 2021 | 409,600,000 | ||||
Ending balance at Mar. 31, 2021 | (725.8) | $ 4.1 | 954.1 | 6.7 | (1,690.7) |
Beginning balance (in shares) at Dec. 31, 2020 | 391,100,000 | ||||
Beginning balance at Dec. 31, 2020 | (1,243.5) | $ 3.9 | 462.3 | 16.7 | (1,726.4) |
Net income | 125.7 | ||||
Other comprehensive loss | (8.8) | ||||
Ending balance (in shares) at Jun. 30, 2021 | 409,600,000 | ||||
Ending balance at Jun. 30, 2021 | (609.1) | $ 4.1 | 979.6 | 7.9 | (1,600.7) |
Beginning balance (in shares) at Mar. 31, 2021 | 409,600,000 | ||||
Beginning balance at Mar. 31, 2021 | (725.8) | $ 4.1 | 954.1 | 6.7 | (1,690.7) |
Net income | 90 | 90 | |||
Stock-based compensation | 25.5 | 25.5 | |||
Other comprehensive loss | 1.2 | 1.2 | |||
Ending balance (in shares) at Jun. 30, 2021 | 409,600,000 | ||||
Ending balance at Jun. 30, 2021 | (609.1) | $ 4.1 | 979.6 | 7.9 | (1,600.7) |
Beginning balance (in shares) at Dec. 31, 2021 | 411,100,000 | ||||
Beginning balance at Dec. 31, 2021 | (377.7) | $ 4.1 | 1,032.9 | 3.2 | (1,417.9) |
Net income | 83.2 | 83.2 | |||
Stock-based compensation | 40.5 | 40.5 | |||
Issuance of shares upon vesting of RSUs (less than in 2021) (in shares) | 1,100,000 | ||||
Issuance of shares upon vesting of RSUs (less than) | 0.1 | $ 0.1 | 0.1 | ||
Income tax withholding related to vesting of restricted stock units and other | (1.4) | (1.4) | |||
Other comprehensive loss | 15.4 | 15.4 | |||
Ending balance (in shares) at Mar. 31, 2022 | 412,200,000 | ||||
Ending balance at Mar. 31, 2022 | (240) | $ 4.1 | 1,072 | 18.6 | (1,334.7) |
Beginning balance (in shares) at Dec. 31, 2021 | 411,100,000 | ||||
Beginning balance at Dec. 31, 2021 | (377.7) | $ 4.1 | 1,032.9 | 3.2 | (1,417.9) |
Net income | 119.6 | ||||
Other comprehensive loss | (0.5) | ||||
Ending balance (in shares) at Jun. 30, 2022 | 412,400,000 | ||||
Ending balance at Jun. 30, 2022 | (184.1) | $ 4.1 | 1,107.4 | 2.7 | (1,298.3) |
Beginning balance (in shares) at Mar. 31, 2022 | 412,200,000 | ||||
Beginning balance at Mar. 31, 2022 | (240) | $ 4.1 | 1,072 | 18.6 | (1,334.7) |
Net income | 36.4 | 36.4 | |||
Stock-based compensation | 36.1 | 36.1 | |||
Issuance of shares upon vesting of RSUs (less than in 2021) (in shares) | 200,000 | ||||
Income tax withholding related to vesting of restricted stock units and other | (0.7) | (0.7) | |||
Other comprehensive loss | (15.9) | (15.9) | |||
Ending balance (in shares) at Jun. 30, 2022 | 412,400,000 | ||||
Ending balance at Jun. 30, 2022 | $ (184.1) | $ 4.1 | $ 1,107.4 | $ 2.7 | $ (1,298.3) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Cash flows from operating activities | ||
Net income | $ 119.6 | $ 125.7 |
Adjustments to reconcile net income to net cash from operating activities: | ||
Depreciation | 22 | 20.5 |
Amortization of intangible assets | 60.1 | 46 |
Stock-based compensation | 75.2 | 49.8 |
Amortization of loan discount | 3.9 | 27.7 |
Change in contingent consideration | (9) | 0 |
Change in deferred tax, net | (8.3) | (10) |
Loss from foreign currency | 9.4 | 1.2 |
Non-cash lease expenses | (6.8) | (1.8) |
Capital gain from sale of investment | 0 | (1.2) |
Changes in operating assets and liabilities: | ||
Accounts receivable | 13.5 | (41.2) |
Prepaid expenses and other current and non-current assets | (32.6) | (8.4) |
Accounts payable | 4.1 | 8.5 |
Accrued expenses and other current and non-current liabilities | (10) | (26.9) |
Net cash provided by operating activities | 241.1 | 189.9 |
Cash flows from investing activities | ||
Purchase of property and equipment | (29.5) | (20.2) |
Capitalization of internal use software costs | (23.7) | (23.9) |
Purchase of intangible assets | (4) | (6.6) |
Short-term bank deposits | 24.8 | (50) |
Payments for business combination, net of cash acquired | (29.9) | 0 |
Other investing activities | (5) | 2.1 |
Net cash used in investing activities | (67.3) | (98.6) |
Cash flows from financing activities | ||
Proceeds from bank borrowings, net | 0 | 887.7 |
Repayments on bank borrowings | (9.5) | (955.8) |
Proceeds from issuance of unsecured notes | 0 | 178.9 |
Proceeds from issuance of common stock, net | 0 | 470.4 |
Payment of debt issuance costs | 0 | (10.5) |
Payment of tax withholdings on stock-based payments | (2.1) | 0 |
Net cash provided by (used in) financing activities | (11.6) | 570.7 |
Effect of exchange rate changes on cash and cash equivalents | (13.6) | (3.2) |
Net change in cash, cash equivalents and restricted cash | 148.6 | 658.8 |
Cash, cash equivalents and restricted cash at the beginning of the period | 1,019 | 523.6 |
Cash, cash equivalents and restricted cash at the end of the period | 1,167.6 | 1,182.4 |
Supplemental cash flow disclosures | ||
Cash paid for income taxes | 78.7 | 45 |
Cash paid for interest | 45 | 50.1 |
Cash received for interest | 2.6 | 0 |
Non-cash financing and investing activities | ||
Right-of-use assets acquired under operating leases | 30.8 | 25.9 |
Contingent consideration related to business acquisition | 11.4 | 0 |
Capitalization of stock-based compensation costs | 1.4 | 0 |
Accrued offering costs | $ 0 | $ 1.6 |
Organization and Summary of Sig
Organization and Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Organization and Summary of Significant Accounting Policies | ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Description of business and organization Playtika Holding Corp. (“Playtika”) and its subsidiaries (together with Playtika, the “Company”) is one of the world’s leading developers of mobile games creating fun, innovative experiences that entertain and engage its users. It has built best-in-class live game operations services and a proprietary technology platform to support its portfolio of games which enable it to drive strong user engagement and monetization. The Company’s games are free-to-play, and the Company seeks to provide novel, curated in-game content and offers to its users, at optimal points in their game journeys to drive user engagement and monetization. Basis of presentation and consolidation The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) and include Playtika and all subsidiaries in which the Company has a controlling financial interest. Control generally equates to ownership percentage, whereby (i) affiliates that are more than 50% owned are consolidated; (ii) investments in affiliates of 50% or less but greater than 20% are generally accounted for using the equity method where the Company has determined that it has significant influence over the entities; and (iii) investments in affiliates of 20% or less are generally accounted for using cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. The significant accounting policies referenced in the annual consolidated financial statements of the Company as of December 31, 2021 have been applied consistently in these unaudited interim consolidated financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been recorded within the accompanying financial statements, consisting of normal, recurring adjustments, and all intercompany balances and transactions have been eliminated in the consolidation. Operating results for the three and six months ended June 30, 2022 are not necessarily indicative of the results that may be expected for the year ending December 31, 2022. For further information, reference is made to the consolidated financial statements and footnotes thereto included in the Company's financial statements for the year ended December 31, 2021. Investment in unconsolidated entities The Company holds certain equity investments in various unconsolidated entities that, based upon the structure of the investment, are not within the scope of equity method investment accounting that would lead to the consolidation conclusions above. Instead, these investments fall within the scope of ASC 321, Investments - Equity Securities. As permitted within that guidance, the Company has elected to account for these investments at cost less impairment, adjusted for changes in fair value from observable transactions for identical or similar investments of the same issuer as of the respective transaction dates. No change to the initial carrying amounts were recorded in the six months ended June 30, 2022. Use of estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions. The Company’s management believes that the estimates, judgments and assumptions used are reasonable based upon information available at the time they are made. These estimates, judgments and assumptions can affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Concentration of credit risk and significant customers Financial instruments, which potentially expose the Company to concentrations of credit risk, consist primarily of cash and cash equivalents, short-term bank deposits, restricted cash, accounts receivable and derivative contracts. A large percentage of the Company’s cash is maintained with three financial institutions with high credit standings. The Company performs periodic evaluations of the relative credit standing of these financial institutions. Apple, Facebook and Google are significant distribution, marketing, promotion and payment platforms for the Company's games. A significant portion of the Company’s revenues has been generated from players who accessed the Company's games through these platforms. Therefore, the Company's accounts receivable are derived mainly from sales through these three platforms. Accounts receivable are recorded at their transaction amounts and do not bear interest. The Company performs ongoing credit evaluations of its customers. The following table summarizes the major accounts receivable of the Company as a percentage of the total accounts receivable as of the dates indicated: June 30, December 31, Apple 44% 42% Google 34% 34% Facebook 8% 8% Stock-based compensation expense The Company has a stock-based compensation program which provides for equity awards including time-based stock options, restricted stock units (“RSUs”) and performance stock units (“PSUs”). Stock-based compensation expense is measured at the grant date, based on the estimated fair value of the award, and is recognized as expense on a straight-line basis over the requisite service period for options and RSUs and on an accelerated basis for PSUs. The Company records forfeitures as a reduction of stock-based compensation expense as those forfeitures occur. The Company used the Black-Scholes option pricing model to estimate the fair value and compensation cost associated with stock options. As it does not have a long history of market prices for its common stock because the stock was not publicly traded prior to January 2021, the Company used observable data for a group of peer companies that grant options with substantially similar terms to assist in developing its volatility assumptions. The expected volatility of the stock was determined using weighted average measures of the implied volatility and the historical volatility for the Company’s peer group of companies for a period equal to the expected life of the options. The weighted-average risk-free interest rates were based on the interest rate for U.S. Treasury bonds. The expected term assumptions were derived using the simplified method, which is based on an average between each vesting date and the expiration date of an option. This method was chosen because there was no historical option exercise experience due to the Company being privately held. The Company does not anticipate paying cash dividends on its shares of common stock in the future. The stock options have a contractual term of 10 years. Except as otherwise provided in an option agreement between the Company and the employee, if an employee is terminated (voluntarily or involuntarily), any unvested awards as of the date of termination will be forfeited. The Company uses the associated per-share value at the time of grant to determine the compensation cost to be recognized associated with RSUs and PSUs granted. The Company periodically reviews the estimates of performance against the defined criteria to assess the expected payout of each outstanding PSU grant and adjusts the stock compensation expense accordingly. For RSUs, shares are issued on the vesting dates net of the applicable statutory income tax withholding to be paid by the Company on behalf of its employees. As a result, fewer shares are generally issued than the number of RSUs outstanding, and the income tax withholding is recorded as a reduction to additional paid-in capital. The Company’s stock-based compensation expense is recorded in the financial statement line item relevant to each of the award recipients. See Note 7, Equity Transactions and Stock Incentive Plan , for additional discussion. Employee related benefits Appreciation and retention plan In August 2019, the Company adopted the Playtika Holding Corp. Retention Plan (the “2021-2024 Retention Plan”) in order to retain key employees and reward them for contributing to the success of the Company. Under the 2021-2024 Retention Plan, eligible employees may be granted retention awards that let them receive their pro rata portion of a retention pool of $25 million per year for each of the plan years, and may also be granted appreciation units which allow the employee to receive their pro-rata portion of an appreciation pool calculated as a specified percentage of Adjusted EBITDA for each of the plan years. The value of each unit of the 2021-2024 Retention Plan has been amortized into compensation expense using the straight-line method, which will result in the recognition of compensation costs in the same years as the underlying EBITDA used in the plan measurement is earned. See Note 12, Appreciation and Retention Plan, for additional discussion. Exit or disposal activities The Company accounts for exit or disposal cost obligations under ASC 420-10, which requires that companies only record liabilities for such activities when such liabilities have been incurred. During the three months ended June 30, 2022, the Company announced the closure of its Montreal, Los Angeles, Helsinki and London studios, along with limited other cost reduction activities. As a result, severance payments associated with these closures are being recorded as liabilities and recognized as expense over the period such payments are earned. During the three and six month periods ending June 30, 2022, the Company recognized approximately $3.4 million in severance expense associated with these closure activities in operating expenses on the consolidated statements of comprehensive income. The Company expects to record an approximately $3.3 million of additional severance during the second half of 2022. Derivative instruments The Company uses interest rate swap contracts to reduce its exposure to fluctuating interest rates associated with the Company’s variable rate debt, and to effectively increase the portion of debt upon which the Company pays a fixed interest rate. The Company’s interest rate swap agreements are designated as cash flow hedges under ASC 815 involving the receipt of variable amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreement, without the exchange of the underlying notional amount. These hedges are highly effective in offsetting changes in the Company’s future expected cash flows due to the fluctuation of the USD one-month LIBOR rate associated with its variable rate debt. The Company monitors the effectiveness of its hedges on a quarterly basis, both qualitatively and quantitatively. The Company performed a regression analysis at inception of the hedging relationship and at period end in which it compared the change in the fair value of the swap transaction and the change in fair value of a hypothetical interest rate swap having terms that identically match the terms of the debt's interest rate payments based on 30 observations that are based on historical swap rates. Based on the regression results, the Company believes that, at inception and at period end, the hedging instrument is expected to be highly effective at offsetting changes in the hedged transactions attributable to the risk being hedged. For each future reporting period, the Company will continue performing retrospective and prospective assessments of hedge effectiveness in a single regression analysis by updating the regression analysis that was prepared at inception of the hedging relationship. The Company uses foreign currency derivative contracts to reduce its exposure to fluctuating exchange rates between the United States dollar (as the Company’s functional currency) and certain expense lines denominated in Israeli Shekels (“ILS”), Polish Zloty (“PLN”), Romanian Leu (“RON”) and Canadian Dollar (“CAD”). The Company’s derivative contracts are designated as cash flow hedges under ASC 815. The Company monitors the effectiveness of its hedges on a quarterly basis, both qualitatively and quantitatively, and expects these hedges to remain highly effective at offsetting fluctuations in exchange rates through their respective maturity dates. See Note 8, Derivative Instruments, for additional discussion. The fair value of derivative financial instruments is recognized as an asset or liability at each balance sheet date, with changes in fair value recorded in other comprehensive income on the consolidated statements of comprehensive income until the future underlying transactions occur. The fair value approximates the amount the Company would pay if these contracts were settled at the respective valuation dates. The inputs used to measure the fair value of the Company’s interest rate swap agreements are categorized as Level 2 in the fair value hierarchy as established by ASC 820. The inputs used to measure the fair value of the Company’s foreign currency derivative contracts are categorized as Level 2 in the fair value hierarchy as established by ASC 820. Net income per share attributable to common stockholders For all periods presented herein, basic net income per share is calculated by dividing net income by the weighted-average common shares outstanding. Diluted net income per share reflects the effect of all potentially dilutive common shares outstanding by dividing net income by the weighted-average of all common and potentially dilutive shares outstanding. Performance Stock Units are considered potentially dilutive as of the first day of the reporting period in which the underlying performance metric is achieved. In the event of a loss, diluted shares are not considered because of their anti-dilutive effect. |
Acquisition
Acquisition | 6 Months Ended |
Jun. 30, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisition | ACQUISITION Acquisition of JustPlay.LOL Ltd On March 21, 2022, the Company acquired all of the issued and outstanding shares of JustPlay.LOL Ltd. (“JustPlay”) consistent with the Company’s strategy to increase its breadth of entertainment genres and leverage the Company’s Boost platform to enhance game-operations. The acquisition was accounted for as a business combination. Within the accompanying consolidated financial statements, management has recorded its initial estimate of the assets acquired and liabilities assumed in the acquisition, along with an estimate of the fair value for contingent consideration payable, based upon management’s financial models for this acquisition, and upon similar allocations from prior acquisitions. The Company has engaged a third-party valuation specialist to assist the Company with finalizing these estimates, with such finalization expected to be completed during the third quarter of 2022. As such, the Company expects that the initial purchase price allocation may change. The goodwill, which is non-deductible for tax purposes, is generally attributable to synergies between the Company's and JustPlay's respective studio operations and games. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed (in millions): Consideration Total Consideration $ 42.0 Less: Cash acquired (0.7) Total consideration, net of cash acquired 41.3 Less: Acquisition date fair value of contingent consideration (11.4) Consideration paid as of March 23, 2022 $ 29.9 Identifiable assets acquired and liabilities assumed Accounts receivable $ 1.0 Property and equipment 0.1 Intangible assets other than goodwill 12.3 Goodwill 29.7 Contingent consideration (11.4) Deferred tax liability (1.5) Liabilities assumed (0.3) Total identifiable assets acquired and liabilities assumed $ 29.9 The developed game assets acquired and included in the above table are being amortized on a straight-line basis over their estimated useful life of six years, which approximates the pattern in which the economic benefits of the intangible assets are expected to be realized. Pro forma results of operations for this acquisition subsequent to the March 23, 2022 acquisition date have not been presented because the incremental results from JustPlay are not material to the consolidated statements of comprehensive income presented herein. |
Goodwill
Goodwill | 6 Months Ended |
Jun. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | GOODWILL Changes in goodwill for the six months ended June 30, 2022 were as follows (in millions): Six months ended Balance at beginning of period $ 788.1 Goodwill acquired during the period 29.7 Foreign currency translation adjustments (8.0) Balance at end of period $ 809.8 |
Intangible Assets Other Than Go
Intangible Assets Other Than Goodwill, Net | 6 Months Ended |
Jun. 30, 2022 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Intangible Assets Other Than Goodwill, Net | INTANGIBLE ASSETS OTHER THAN GOODWILL, NET The carrying amounts and accumulated amortization of the acquired intangible assets other than goodwill, net, including the impact of foreign currency exchange translation, at June 30, 2022 and December 31, 2021, were as follows (in millions): June 30, 2022 Weighted average remaining useful life (in years) Balance December 31, Historical cost basis Developed games and acquired technology 4.7 $ 593.7 $ 591.0 Trademarks and user base 0.2 31.2 31.2 Internal use software 2.6 118.9 97.0 743.8 719.2 Accumulated amortization Developed games and acquired technology (277.6) (247.9) Trademarks and user base (29.0) (23.0) Internal use software (42.3) (31.0) (348.9) (301.9) Intangible assets other than goodwill, net $ 394.9 $ 417.3 During the three months ended June 30, 2022 and 2021, the Company recorded amortization expense in the amounts of $31.4 million and $22.7 million, respectively. During the six months ended June 30, 2022 and 2021, the Company recorded amortization expense in the amounts of $60.1 million and $46.0 million, respectively. As of June 30, 2022, the total expected future amortization related to intangible assets was as follows (in millions): Remaining 2022 $ 49.8 2023 99.0 2024 84.3 2025 75.2 2026 and thereafter 86.6 Total $ 394.9 |
Accrued Expense and Other Curre
Accrued Expense and Other Current Liabilities | 6 Months Ended |
Jun. 30, 2022 | |
Payables and Accruals [Abstract] | |
Accrued Expense and Other Current Liabilities | ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES Accrued expenses and other current liabilities at June 30, 2022 and December 31, 2021 were as follows (in millions): June 30, December 31, Employees and related expenses $ 162.4 $ 167.8 Accrued expenses 155.3 132.7 Tax accruals 155.2 162.5 Deferred revenues 30.6 31.6 Settlement agreement 26.9 — Total accrued expenses and other current liabilities $ 530.4 $ 494.6 |
Debt
Debt | 6 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Debt | DEBT June 30, 2022 December 31, 2021 (in millions, except interest rates) Maturity Interest Book value Face value Book value Term Loan 2028 3.810% $ 1,837.7 $ 1,876.3 $ 1,843.8 Senior Notes 2029 4.250% 592.0 600.0 591.3 Revolving Credit Facility 2026 n/a — — — Total debt 2,429.7 2,476.3 2,435.1 Less: Current portion of long-term debt (12.4) (19.0) (12.2) Long-term debt $ 2,417.3 $ 2,457.3 $ 2,422.9 Book value of debt in the table above is reported net of deferred financing costs and original issue discount of $46.6 million at June 30, 2022 and deferred financing costs of $50.7 million at December 31, 2021, respectively. Credit Agreement On December 10, 2019, the Company entered into $2,750 million of senior secured credit facilities (the "Credit Facilities"), consisting of a $250 million revolving credit facility (the "Revolving Credit Facility"), and a $2,500 million first lien term loan (the "Old Term Loan"). The Credit Facilities were provided pursuant to a Credit Agreement, dated as of December 10, 2019 (the "Credit Agreement"), by and among Playtika, the lenders party thereto, and Credit Suisse, AG, Cayman Islands Branch, as administrative agent (in such capacity, the "Administrative Agent") and collateral agent (in such capacity, the "Collateral Agent"). On June 15, 2020, the Company increased the capacity of the Revolving Credit Facility to $350 million. On January 15, 2021, the Company increased the borrowing capacity of the Revolving Credit Facility from $350 million to $550 million. On March 11, 2021, the Company amended the Credit Agreement pursuant to an Incremental Assumption Agreement No. 3 and Second Amendment to Credit Agreement (the “Second Amendment”). The Second Amendment, among other things, effected a refinancing of the Old Term Loan with a new $1.9 billion senior secured first lien term loan borrowed under the Credit Agreement (the “New Term Loan”), increased the Revolving Credit Facility to $600 million and extended the maturity of the Revolving Credit Facility to March 11, 2026. The New Term Loan matures on March 11, 2028 and requires scheduled quarterly principal payments in amounts equal to 0.25% of the original aggregate principal amount of the New Term Loan, with the balance due at maturity. The Revolving Credit Facility includes a maximum first-priority net senior secured leverage ratio financial maintenance covenant of 6.25 to 1.0. At June 30, 2022, the Company’s first-priority net senior secured leverage ratio was 0.81 to 1.0. The Company was in compliance with its financial and other covenants under the Credit Agreement as of June 30, 2022. Interest and Fees Borrowings under the Credit Agreement bear interest at a rate equal to, at the Company’s option, either (a) LIBOR determined by reference to the cost of funds for Eurodollar deposits for the interest period relevant to such borrowing, adjusted for certain additional costs, subject to a floor of 0% or (b) a base rate determined by reference to the highest of (i) the federal funds rate plus 0.50%, (ii) the prime rate as determined by the administrative agent and (iii) the one-month adjusted LIBOR rate plus 1.00%, in each case plus an applicable margin. Such applicable margin is (x) with respect to the New Term Loan, 2.75% per annum in the case of any LIBOR loan or 1.75% per annum in the case of any base rate loan, subject to one 0.25% step-down based on the Company’s credit ratings and (y) in the case of the Revolving Credit Facility, a range from 2.25% to 3.00% per annum in the case of any LIBOR loan and a range from 1.25% to 2.00% per annum in the case of any base rate loan, based on the Company’s net senior secured leverage ratio. In addition, on a quarterly basis, the Company is required to pay each lender under the Revolving Credit Facility a commitment fee in respect of any unused commitments under the Revolving Credit Facility in the amount of 0.50% of the principal amount of the daily unused commitments of such lender, subject to step-downs to 0.375% and 0.25% based upon the Company’s senior secured leverage ratio. The Company is also required to pay customary agency fees as well as letter of credit participation fees on outstanding letters of credit. The Credit Agreement permits voluntary prepayments and requires mandatory prepayments in certain events including, among others, 50% (subject to step-downs to 25% and 0% based upon the Company’s net total secured leverage ratio) of the Company's excess cash flow to the extent such amount exceeds $10 million, certain net cash proceeds from non-ordinary asset sale transactions (subject to reinvestment rights), and 100% of net proceeds of any issuance of debt (except for debt permitted to be incurred by the Credit Agreement). If the Company’s total secured leverage ratio remains below 2.0 to 1.0, consistent with the ratio for the year ended December 31, 2021, the Company’s required excess cash flow percentage for 2022 will step down to 0%. The significant terms and conditions of the Credit Agreement have not changed from what was disclosed in Note 9, Debt in our Annual Report on Form 10-K filed with the SEC on March 2, 2022. Offering of 4.250% Senior Notes due 2029 Indenture On March 11, 2021, the Company issued $600.0 million aggregate principal amount of its 4.250% senior notes due 2029 (the “Notes”) under an indenture, dated March 11, 2021 (the “Indenture”), among the Company, the subsidiary guarantors party thereto and Wilmington Trust, National Association, as trustee (the “Trustee”). Maturity and Interest The Notes mature on March 15, 2029. Interest on the Notes will accrue at a rate of 4.250% per annum. Interest on the Notes is payable semi-annually in cash in arrears on March 15 and September 15 of each year. The significant terms and conditions of the Notes have not changed from what was disclosed in Note 9, Debt in our Annual Report on Form 10-K filed with the SEC on March 2, 2022. |
Equity Transactions and Stock I
Equity Transactions and Stock Incentive Plan | 6 Months Ended |
Jun. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Equity Transactions and Stock Incentive Plan | EQUITY TRANSACTIONS AND STOCK INCENTIVE PLAN Overview of Stock Incentive Plan On May 26, 2020, the Board of Directors of the Company approved the Playtika Holding Corp. 2020 Incentive Award Plan (the “Plan”). The maximum number of shares of the Company’s common stock for which grants may be made under the Plan was 56,232,228 shares as of June 30, 2022. As of June 30, 2022, a total of 5,308,141 shares of the Company’s common stock remained available for grants of awards under the Plan. Stock Options The following table summarizes the Company’s stock option activity during the six months ended June 30, 2022: Weighted Weighted Stock Average Average Intrinsic Options Remaining Exercise Value Outstanding Term (in years) Price (in millions) Outstanding at January 1, 2022 15,849,693 8.8 $ 22.70 Granted 2,531,339 $ 15.52 Exercised — Cancelled (1,822,075) $ 21.07 Expired — Outstanding at June 30, 2022 16,558,957 8.25 $ 19.21 $ — Exercisable at June 30, 2022 6,015,306 7.58 $ 20.98 $ — The Company used the Black-Scholes option pricing model for determining the estimated fair value of stock-based compensation related to stock options. The table below summarizes the assumptions used for the options granted in each respective period, as well as for options repriced during the first quarter of 2022: Six months ended 2022 2021 Risk-free interest rate 0.67% - 2.82% 0.67% - 0.98% Expected dividend yield — — Expected term in years 6.1 6.1 Expected volatility 37.91% - 38.60% 38.36% - 38.56% On February 7, 2022, the Compensation Committee of the Board of Directors of the Company approved an amendment to 5,303,242 options granted in 2021 that are scheduled to vest after the first anniversary of the grant date (the “Adjusted Portion”). The Adjusted Portion was amended to reduce the per share exercise prices of such Adjusted Portion to $18.71. The company accounted for the repricing as a modification and will record incremental compensation expense of approximately $8.8 million over the remaining vesting period. There were no awards to any named executive officers or other Section 16 executives included in this repricing. RSUs The following table summarizes the Company’s RSU activity during the six months ended June 30, 2022: Weighted Total Fair Average Value of Grant Date Shares Vested Shares Fair Value (in millions) Outstanding at January 1, 2022 11,375,084 $ 25.29 Granted 6,010,705 $ 15.53 Vested (1,451,973) $ 30.76 $ 27.4 Cancelled (956,706) $ 25.41 Outstanding at June 30, 2022 14,977,110 $ 20.81 PSUs On February 7, 2022, the Compensation Committee of the Board of Directors of the Company approved the grant of PSUs to certain employees pursuant to the Plan. For each annual performance period consisting of calendar years 2022 through 2025, up to 25% of the PSUs will be eligible to vest based on the Company’s annual revenue growth rate during the applicable performance period relative to threshold, target and maximum achievement levels. If the Company’s annual revenue growth rate for a performance period is between two achievement levels, the achievement percentage will be determined by linear interpolation between the applicable achievement levels. Notwithstanding the foregoing, in no event shall less than 25 PSUs vest during each performance period for Israeli participants. The following table summarizes the Company’s PSU activity during the six months ended June 30, 2022: Weighted Total Fair Average Value of Grant Date Shares Vested Shares (1) Fair Value (in millions) Outstanding at January 1, 2022 — $ — Granted 3,478,378 $ 15.65 Vested — $ — $ — Cancelled — $ — Outstanding at June 30, 2022 3,478,378 $ 15.65 ________ (1) The number of shares for the PSUs listed as granted represent the total number of PSUs granted to each recipient eligible to vest if the Company meets its highest specified performance goals for the applicable period. Stock-Based Compensation The following table summarizes stock-based compensation costs, net of amounts capitalized, as reported on the Company’s consolidated statement of comprehensive income (in millions): Three months ended June 30, Six months ended June 30, 2022 2021 2022 2021 Research and development expenses $ 13.2 $ 7.0 $ 27.0 $ 13.5 Sales and marketing expenses 2.8 3.2 5.7 6.0 General and administrative expenses 19.4 15.3 42.5 30.3 Total stock-based compensation costs, net of amounts capitalized $ 35.4 $ 25.5 $ 75.2 $ 49.8 During the three and six months ended June 30, 2022, the Company capitalized $0.7 million and $1.4 million of stock-based compensation cost, respectively. There was no stock-based compensation cost capitalized during the three and six months ended June 30, 2021. |
Derivative Instruments
Derivative Instruments | 6 Months Ended |
Jun. 30, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | DERIVATIVE INSTRUMENTS Interest Rate Swap Agreements In March 2021, the Company entered into two interest rate swap agreements, each with a notional value of $250 million. Each of these swap agreements is with a different financial institution as the counterparty to reduce the Company’s counterparty risk. Each swap requires the Company to pay a fixed interest rate of 0.9275% in exchange for receiving one-month LIBOR. The interest rate swap agreements settle monthly commencing in April 2021 through their termination dates on April 30, 2026. The estimated fair value of the Company’s interest rate swap agreements is derived from a discounted cash flow analysis. The aggregate fair value of the Company’s interest rate swap agreements was an asset of $36.2 million as of June 30, 2022 and was recorded between prepaid expenses and other current assets and other non-current assets in the accompanying consolidated balance sheets based upon the timing of the underlying expected cash flows. Foreign currency hedge agreements At June 30, 2022, the Company had outstanding derivative contracts to purchase certain foreign currencies, including ILS, RON, and PLN at future dates. The approximate amount of hedges was equal to $170.1 million, and all contracts are expected to mature during the upcoming 12 months. The aggregate fair value of the Company’s derivative contracts was a net liability of $12.0 million as of June 30, 2022 and was recorded in accrued expenses and other current liabilities in the accompanying consolidated balance sheets. In the second quarter of 2022 the Company terminated its derivative contract to purchase CAD in conjunction with the announced closing of its Canadian operations resulting in an immaterial gain. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | FAIR VALUE MEASUREMENTS The Company accounts for fair value in accordance with ASC 820, Fair Value Measurements and Disclosures ("ASC 820"). Fair value is defined under ASC 820 as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value under ASC 820 must maximize the use of observable inputs and minimize the use of unobservable inputs. The Company uses a three-tier hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1 - Quoted prices in active markets for identical assets or liabilities. Level 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The first two levels in the hierarchy are considered observable inputs and the last is considered unobservable. The carrying value of accounts receivable and payables and the Company's cash and cash equivalents, short-term bank deposits and restricted cash, approximates fair value due to the short time to expected payment or receipt of cash. The following table summarizes the fair value measurement of the Company’s long-term debt at June 30, 2022 (in millions): June 30, 2022 Face Value Fair Value Fair Value Hierarchy Term Loan $ 1,876.3 $ 1,787.2 Level 2 Senior Notes 600.0 492.0 Level 2 Total debt $ 2,476.3 $ 2,279.2 The estimated fair value of the Company’s term loan is based upon the prices at which the Company’s debt traded in the days immediately preceding the balance sheet date. As the trading volume of the Company’s debt is low relative to the overall debt balance, the Company does not believe that the associated transactions represent an active market, and therefore this indication of value represents a level 2 fair value input. The following table sets forth the assets and liabilities measured at fair value on a recurring basis in the Company’s consolidated balance sheets at June 30, 2022 (in millions): Fair Value at Pricing June 30, 2022 December 31, 2021 Cash and cash equivalents Money market funds Level 1 $ 388.4 $ 310.2 Prepaid expenses and other current assets Derivative instruments - foreign currency derivative contracts Level 2 $ — $ 1.3 Derivative instruments - interest rate swaps Level 2 10.8 — Other non-current assets: Derivative instruments - interest rate swaps Level 2 $ 25.4 $ 7.9 Accrued expenses and other current liabilities: Derivative instruments - foreign currency derivative contracts Level 2 $ 12.0 $ — Derivative instruments - interest rate swaps Level 2 — 2.4 Contingent consideration Level 3 $ 11.4 $ 28.7 The Company estimates the fair value of interest rate swap contracts by discounting the future cash flows of both the fixed rate and variable rate interest payments based on market yield curves. The inputs used to measure the fair value of the Company’s interest rate swap contracts are categorized as Level 2 in the fair value hierarchy as established by ASC 820. The fair value of the Company’s foreign currency contracts approximates the amount the Company would pay or receive if these contracts were settled at the respective valuation dates. The inputs used to measure the fair value of the Company’s foreign currency contracts are categorized as Level 2 in the fair value hierarchy as established by ASC 820. The change in fair value of contingent consideration payable was valued using significant unobservable inputs (Level 3), was included in the general and administrative expenses in the Company’s consolidated statements of comprehensive income and consisted of the following (in millions): Balance as of January 1, 2022 $ 28.7 Recorded in connection with acquisition transaction 11.4 Adjustment based on subsequent settlement agreement (1) (28.7) Balance as of June 30, 2022 $ 11.4 _______ (1) See Note 10, Commitments and Contingencies, for additional discussion. The Company estimated the fair value of its contingent consideration liabilities using probability-weighted discounted cash flow analyses. These fair value measurements are based on significant inputs not observable in the market and thus represent Level 3 measurements as defined in ASC 820. The extent to which the actual results differ from assumptions made within the probability-weighted analyses will result in adjustments to this liability in future periods. The Company has not elected the fair value measurement option available under U.S. GAAP for any of its assets or liabilities that meet the option for these criteria. |
Commitment and Contingencies
Commitment and Contingencies | 6 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES In December 2016, a copywriter lawsuit was filed against Wooga GmbH (a subsidiary of the Company) in the regional court of Berlin, Germany. The Plaintiff is suing for additional remuneration to his contributions for a storyline provided for one of Wooga's games and alleged reuse of parts of that storyline in one of Wooga’s other games. In its partial ruling delivered on August 18, 2020, the court dismissed the latter claim, but ordered Wooga to provide to the plaintiff revenue numbers of the game in which plaintiff’s contributions are used. Wooga complied with the court’s order. The plaintiff further pursues additional remuneration claims, including filing a statement with the court on June 13, 2022 in which plaintiff is seeking Euro 8.5 million plus interest. A hearing in court was held on June 21, 2022. The court has set a deadline of August 21, 2022 for the parties in the lawsuit to file statements. As of June 30, 2022, the Company has recorded in its financial statements a reserve based upon its best estimate outcome. It is possible that any final amounts payable in connection with this lawsuit could exceed the Company’s currently reserved best estimate. The Company has defended this case vigorously and will continue to do so. In November 2013, the Company’s subsidiary, Playtika, Ltd., sent an initial demand letter to Enigmatus s.r.o., a game developer in the Czech Republic, which owns various U.S. trademark registrations that resemble the Company’s Sloto-formative trademark names, demanding that it cease use of the trademark Slotopoly. In response, Enigmatus s.r.o. asserted that it was the owner of the Sloto-formative trademarks and denied that its game title infringed the Company’s trademarks. Enigmatus s.r.o. applied to register one of the Company’s trademarks in the United Kingdom and European Union, and the Company successfully opposed its applications. In December 2016, Enigmatus s.r.o., filed a trademark infringement lawsuit, Enigmatus, s.r.o. v. Playtika LTD and Caesars Interactive Entertainment, Inc., against Playtika, Ltd. and Caesars Interactive Entertainment LLC in the Federal Court of Canada asserting that the Company’s use of the Slotomania trademarks violates its proprietary and trademark rights. The plaintiff sought injunctive relief and monetary damages. Pleadings have been exchanged and the lawsuit is in the discovery stage. No trial date has been scheduled. The Company has defended this case vigorously and will continue to do so. As the case is in preliminary stages, the Company cannot estimate what impact, if any, the litigation may have on its results of operations, financial condition or cash flows. On October 26, 2020, a patent infringement claim was filed against Playtika Holding Corp., Playtika Ltd. and Caesars Interactive Entertainment LLC in U.S. District Court, District of Nevada. The Plaintiff alleged that the defendants are infringing certain patents in the field of communication and the transferring of images between the gaming server and the end device on certain of its social casino games. The Plaintiff is seeking monetary damages. On April 7, 2021, following the Company’s preliminary motions for dismissal and stay, the Company’s motion for stay was approved by the court pending ruling on motions to dismiss. On July 7, 2021, the Court issued an order finding each of the Plaintiff’s asserted patents invalid as failing to comply with certain legal requirements and dismissing the lawsuit as to all parties. On July 19, 2021, the Plaintiff filed an appeal, and a hearing on the appeal was held on May 6, 2022 before the United States Court of Appeals for the Federal Circuit. On May 13, 2022, the U.S. Court of Appeals for the Federal Circuit affirmed the District Court’s order. Plaintiff has further informed the Company that it does not intend to appeal the case to the U.S. Supreme Court. On November 23, 2021, the Company and its directors and certain of its officers were named in a putative class action lawsuit filed in the United States District Court for the Eastern District of New York (Bar-Asher v. Playtika Holding Corp. et al.). The complaint was brought on behalf of an alleged class of purchasers of the Company’s securities between January 15, 2021 and November 2, 2021, and alleged violations of federal securities laws arising out of alleged misstatements or omissions by the defendants during the alleged class period. On March 10, 2022, the court appointed LBMotion Ltd as lead plaintiff, and the plaintiff filed an amended complaint on May 6, 2022. The amended complaint alleges violations of Section 11 and 15 of the Securities Act of 1933 and seeks, among other things, damages and attorneys’ fees and costs on behalf of the putative class. The amended complaint also added the companies that served as underwriters for the Company’s IPO as defendants in the lawsuit. As the case is in preliminary stages, the Company cannot estimate what impact, if any, the litigation may have on its results of operations, financial condition or cash flows. The Company has defended this case vigorously and will continue to do so. On August 31, 2021, Playtika UK – House of Fun Limited (“Buyer”), a wholly owned subsidiary of the Company, entered into a Share Sale and Purchase Agreement (“SPA”) with the shareholders and option holders (collectively, the “Sellers”) of Reworks Oy (“Reworks”) pursuant to which the Buyer (i) acquired 80% of all issued and registered shares and options (“Share Capital”) of Reworks in exchange for cash consideration of $400 million, subject to customary closing adjustments, and (ii) would acquire the remaining 20% of the Share Capital (“Remainder Shares and Options”) for additional cash consideration (“Earnout Payment”) in an amount to be determined based on certain performance metrics during the calendar year 2022. The Earnout Payment was expected to be calculated based on the amount of “Company EBITDA” (as defined in the SPA) in calendar year 2022 in excess of $10.3 million multiplied by 6.0, not to exceed $200 million, as further described in the SPA. In the event “Company EBITDA” (as defined in the SPA) was $10.3 million or less, the Earnout Payment would be $1. On August 1, 2022, in connection with a contractual dispute between Buyer and the Sellers under the SPA, Buyer and the Sellers entered into an Omnibus Agreement, pursuant to which, among other things, (i) Buyer acquired title to the Remainder Shares and Options in exchange for a $45 million cash payment to the Sellers (in lieu of the Earnout Payment), (ii) Buyer and the sellers’ representative issued joint instructions to release $15.5 million from the Escrow Account (Claims) (as defined in the SPA) to the Sellers, (iii) Sellers released Buyer and its affiliates from all past, current and future claims arising out of the SPA, including but not limited to Reworks’ obligation under the SPA to spend a minimum $75 million in marketing and user acquisition activities during calendar year 2022, with exceptions for certain representations, warranties and covenants, (iv) Buyer released Sellers and each of their affiliates from all past, current and future claims arising out of the SPA, with exceptions for certain representations, warranties and covenants, and (v) certain Key Employee Agreements (as defined in the SPA) were terminated. See Note 17, Subsequent Events , for additional discussion On May 17, 2022, Guy David Ben Yosef filed a motion for approval of a class action lawsuit in district court in Tel Aviv-Jaffa Israel against Playtika Group Israel Ltd. (“PGI”), on behalf of all of PGI’s customers who made game token purchases in Israel as part of games marketed by PGI during the seven years preceding the filing of the motion and for all subsequent customers of such games who purchase tokens until the resolution of the claim. The motion alleges that certain of the Company’s slot, poker and solitaire-themed games, including Slotomania, Caesars Slots, Solitaire Grand Harvest, House of Fun and Poker Heat, constitute illegal gambling and are prohibited under Israeli law and are misleading under Israeli consumer protection laws and alleges unjust enrichment. The motion asserts damages of NIS 50 million. PGI’s response to the motion is due on November 27, 2022, and a pre-trial hearing in district court has been set for December 11, 2022. As the case is in preliminary stages, the Company cannot estimate what impact, if any, the litigation may have on its results of operations, financial condition or cash flows. The Company will defend this case vigorously. |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 6 Months Ended |
Jun. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customers | REVENUE FROM CONTRACTS WITH CUSTOMERS The following table provides information about disaggregated revenue by geographic location of the Company’s players and type of platform (in millions): Three months ended Six months ended 2022 2021 2022 2021 Geographic location USA $ 466.8 $ 468.7 $ 941.2 $ 923.4 EMEA 94.5 94.8 198.7 186.5 APAC 52.2 49.7 104.5 99.6 Other 46.1 46.0 92.1 88.6 Total $ 659.6 $ 659.2 $ 1,336.5 $ 1,298.1 Platform type Mobile $ 527.2 $ 525.6 $ 1,073.2 $ 1,038.8 Web 132.4 133.6 263.3 259.3 Total $ 659.6 $ 659.2 $ 1,336.5 $ 1,298.1 Revenues through third-party platforms and through the Company’s own direct-to-consumer platforms were as follows (in millions): Three months ended Six months ended 2022 2021 2022 2021 Revenues Third-party platforms $ 506.0 $ 524.7 $ 1,030.5 $ 1,047.7 Direct-to-consumer platforms 153.6 134.5 306.0 250.4 Total $ 659.6 $ 659.2 $ 1,336.5 $ 1,298.1 Contract balances Payments from players for virtual items are collected by platform providers or payment processors and remitted to the Company (net of the platform or clearing fees) generally within 45 days after the player transaction. The Company’s right to receive the payments collected by the platform providers or payment processors is recorded as an accounts receivable as the right to receive payment is unconditional. Deferred revenues, which represent a contract liability, represent mostly unrecognized fees billed for virtual items which have not yet been consumed at the balance sheet date. Platform fees paid to platform providers or payment processors and associated with deferred revenues represent a contract asset. Balances of the Company’s contract assets and liabilities are as follows (in millions): June 30, December 31, Accounts receivable $ 128.5 $ 143.7 Contract assets (1) 8.7 9.4 Contract liabilities (2) 30.6 31.6 _______ (1) Contract assets are included within prepaid expenses and other current assets in the Company’s consolidated balance sheets. (2) Contract liabilities are included within accrued expenses and other current liabilities as “deferred revenues” in the Company’s consolidated balance sheets. During the three and six months ended June 30, 2022, the Company recognized $5.4 million and $29.4 million, respectively, of its contract liabilities that were outstanding as of December 31, 2021. Unsatisfied performance obligations Substantially all of the Company’s unsatisfied performance obligations relate to contracts with an original expected length of one year or less. |
Appreciation and Retention Plan
Appreciation and Retention Plan | 6 Months Ended |
Jun. 30, 2022 | |
Compensation Related Costs [Abstract] | |
Appreciation and Retention Plan | APPRECIATION AND RETENTION PLAN In August 2019, the Board approved the 2021-2024 Retention Plan. Under the 2021-2024 Retention Plan, eligible employees may be granted retention awards that let them receive their pro rata portion of a retention pool of $25 million per year for each of the plan years, and may also be granted appreciation units which allow the employee to receive their pro-rata portion of an appreciation pool calculated as a specified percentage of Adjusted EBITDA in each of the plan years. The Company recognized compensation expenses in respect of retention bonus and appreciation unit awards under its appreciation and retention plans of $28.0 million and $30.2 million during the three months ended June 30, 2022 and 2021, respectively, and $52.9 million and $60.0 million during the six months ended June 30, 2022 and 2021, respectively. The Company has also granted retention awards to key individuals associated with acquired companies as an incentive to retain those individuals on a long-term basis. The Company recognized compensation expenses associated with these development-related retention payments of $9.4 million and $3.7 million during the three months ended June 30, 2022 and 2021, respectively, and $10.0 million and $6.8 million during the six months ended June 30, 2022 and 2021, respectively. |
Interest Expense and Other, Net
Interest Expense and Other, Net (Notes) | 6 Months Ended |
Jun. 30, 2022 | |
Other Income and Expenses [Abstract] | |
Interest Expense and Other, Net | INTEREST EXPENSE AND OTHER, NET Interest expense and other, net are as follows (in millions): Three months ended Six months ended 2022 2021 2022 2021 Interest expense $ 25.9 $ 23.1 $ 49.6 $ 101.1 Interest income (2.5) (0.1) (3.3) (0.3) Foreign currency translation differences, net (2.2) 0.6 2.4 (0.2) Other 1.2 0.4 1.2 (0.9) Total interest expense and other, net $ 22.4 $ 24.0 $ 49.9 $ 99.7 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES Three months ended Six months ended (in millions, except tax rate) 2022 2021 2022 2021 Income before income taxes $ 68.9 $ 141.4 $ 161.8 $ 196.0 Provision for income taxes $ 32.5 $ 51.4 $ 42.2 $ 70.3 Effective tax rate 47.2 % 36.4 % 26.1 % 35.9 % The effective income tax rate for the three months ended June 30, 2022 was 47.2% compared to 36.4% for the three months ended June 30, 2021. The effective income tax rate for the six months ended June 30, 2022 was 26.1% compared to 35.9% for the six months ended June 30, 2021. The effective tax rates were determined using a worldwide estimated annual effective tax rate and took discrete items into consideration. The primary differences between the effective tax rate and the 21% federal statutory rate for the three and six months ended June 30, 2022 were due to tax provisions that do not meet the more likely than not standard, the inclusion of Global Intangible Low-Taxed Income, nondeductible share-based |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income | 6 Months Ended |
Jun. 30, 2022 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income | ACCUMULATED OTHER COMPREHENSIVE INCOME The following tables show a summary of changes in accumulated other comprehensive income (loss), net of tax, by component for the three and six months ended June 30, 2022 and 2021 (in millions): Foreign Currency Translation Interest Rate Swaps Foreign Currency Derivative Contracts Total Balance as of January 1, 2022 $ (1.9) $ 4.2 $ 0.9 $ 3.2 Other comprehensive income (loss) before reclassifications (3.3) 17.7 0.3 14.7 Amounts reclassified from accumulated other comprehensive income (loss) — 0.8 (0.1) 0.7 Balance as of March 31, 2022 (5.2) 22.7 1.1 18.6 Other comprehensive income (loss) before reclassifications (10.0) 5.2 (12.3) (17.1) Amounts reclassified from accumulated other comprehensive income — 0.1 1.1 1.2 Balance as of June 30, 2022 $ (15.2) $ 28.0 $ (10.1) $ 2.7 Foreign Currency Translation Interest Rate Swaps Foreign Currency Derivative Contracts Total Balance as of January 1, 2021 $ 16.7 $ — $ — $ 16.7 Other comprehensive income (loss) before reclassifications (9.9) 0.7 (1.1) (10.3) Amounts reclassified from accumulated other comprehensive income — — 0.3 0.3 Balance as of March 31, 2021 6.8 0.7 (0.8) 6.7 Other comprehensive income (loss) before reclassifications 2.8 (3.2) 1.1 0.7 Amounts reclassified from accumulated other comprehensive income — 0.5 — 0.5 Balance as of June 30, 2021 $ 9.6 $ (2.0) $ 0.3 $ 7.9 |
Net Income Attributable to Ordi
Net Income Attributable to Ordinary Stockholders | 6 Months Ended |
Jun. 30, 2022 | |
Earnings Per Share [Abstract] | |
Net Income Attributable to Common Stockholders | NET INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS The following table sets forth the computation of basic and diluted net income per share attributable to common stockholders (in millions, except per share data): Three months ended Six months ended 2022 2021 2022 2021 Numerator: Net income $ 36.4 $ 90.0 $ 119.6 $ 125.7 Denominator: Weighted-average shares used in computing net income per share attributable to common stockholders, basic 412.4 409.6 412.2 408.1 Weighted-average shares used in computing net income per share attributable to common stockholders, diluted 412.8 411.7 412.8 410.6 Net income per share, basic $ 0.09 $ 0.22 $ 0.29 $ 0.31 Net income per share, diluted $ 0.09 $ 0.22 $ 0.29 $ 0.31 The following outstanding employee equity awards were excluded from the calculation of diluted net income per share because their effect would have been anti-dilutive for the periods presented: Three months ended Six months ended 2022 2021 2022 2021 Stock options 17,183,022 7,637,213 17,037,574 7,284,907 RSUs 7,648,295 4,761,896 9,662,094 4,318,758 Total 24,831,317 12,399,109 26,699,668 11,603,665 In addition, 3,478,378 PSUs were excluded from the calculation of diluted net income per share for the three months ended June 30, 2022 because the minimum performance measures have not yet been met. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | SUBSEQUENT EVENTS On August 31, 2021, Buyer entered into a Share Sale and Purchase Agreement (“SPA”) pursuant to which the Company (i) acquired 80% of all issued and registered shares and options (“Share Capital”) of Reworks Oy, a limited liability company incorporated under the laws of Finland (“Reworks”) in exchange for cash consideration of $400 million, subject to customary closing adjustments, and (ii) would acquire the remaining 20% of the Share Capital for additional cash consideration (“Earnout Payment”) in an amount to be determined based on certain performance metrics during the calendar year 2022. The Earnout Payment was expected to be calculated based on the amount of “Company EBITDA” (as defined in the SPA) in calendar year 2022 in excess of $10.3 million multiplied by 6.0, not to exceed $200 million, as further described in the SPA. In the event “Company EBITDA” (as defined in the SPA) was $10.3 million or less, the Earnout Payment would be $1. On August 1, 2022, Buyer entered into an Omnibus Agreement with the Sellers and acquired the Remainder Shares and Options for total consideration of $45 million. As this agreement represents the final determination of an obligation that was present at June 30, 2022, the terms of the agreement have been reflected in the financial statements herein. Thus, for the first and second quarters of 2022, the Company recognized $25 million of income and $30 million of expense, respectively, in connection with adjusting the Earnout Payment to estimated fair value. Additionally, the Company’s liability of $45 million recorded as of June 30, 2022 is split between $18.1 million recorded as compensation payable to selling shareholders that remained as employees of the Company subsequent to the acquisition of Reworks, and $26.9 million recorded as contingent consideration payable to third-party shareholders. The Company performed a review for subsequent events through the date of these financial statements and noted no other material items for disclosure. |
Organization and Summary of S_2
Organization and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Description of business and organization | Description of business and organization Playtika Holding Corp. (“Playtika”) and its subsidiaries (together with Playtika, the “Company”) is one of the world’s leading developers of mobile games creating fun, innovative experiences that entertain and engage its users. It has built best-in-class live game operations services and a proprietary technology platform to support its portfolio of games which enable it to drive strong user engagement and monetization. The Company’s games are free-to-play, and the Company seeks to provide novel, curated in-game content and offers to its users, at optimal points in their game journeys to drive user engagement and monetization. |
Basis of presentation and consolidation | Basis of presentation and consolidation The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) and include Playtika and all subsidiaries in which the Company has a controlling financial interest. Control generally equates to ownership percentage, whereby (i) affiliates that are more than 50% owned are consolidated; (ii) investments in affiliates of 50% or less but greater than 20% are generally accounted for using the equity method where the Company has determined that it has significant influence over the entities; and (iii) investments in affiliates of 20% or less are generally accounted for using cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. The significant accounting policies referenced in the annual consolidated financial statements of the Company as of December 31, 2021 have been applied consistently in these unaudited interim consolidated financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been recorded within the accompanying financial statements, consisting of normal, recurring adjustments, and all intercompany balances and transactions have been eliminated in the consolidation. Operating results for the three and six months ended June 30, 2022 are not necessarily indicative of the results that may be expected for the year ending December 31, 2022. For further information, reference is made to the consolidated financial statements and footnotes thereto included in the Company's financial statements for the year ended December 31, 2021. |
Investment in unconsolidated entities | Investment in unconsolidated entities The Company holds certain equity investments in various unconsolidated entities that, based upon the structure of the investment, are not within the scope of equity method investment accounting that would lead to the consolidation conclusions above. Instead, these investments fall within the scope of ASC 321, Investments - Equity Securities. As permitted within that guidance, the Company has elected to account for these investments at cost less impairment, adjusted for changes in fair value from observable transactions for identical or similar investments of the same issuer as of the respective transaction dates. No change to the initial carrying amounts were recorded in the six months ended June 30, 2022. |
Use of estimates | Use of estimatesThe preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions. The Company’s management believes that the estimates, judgments and assumptions used are reasonable based upon information available at the time they are made. These estimates, judgments and assumptions can affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. |
Concentration of credit risk and significant customers | Concentration of credit risk and significant customers Financial instruments, which potentially expose the Company to concentrations of credit risk, consist primarily of cash and cash equivalents, short-term bank deposits, restricted cash, accounts receivable and derivative contracts. A large percentage of the Company’s cash is maintained with three financial institutions with high credit standings. The Company performs periodic evaluations of the relative credit standing of these financial institutions. Apple, Facebook and Google are significant distribution, marketing, promotion and payment platforms for the Company's games. A significant portion of the Company’s revenues has been generated from players who accessed the Company's games through these platforms. Therefore, the Company's accounts receivable are derived mainly from sales through these three platforms. Accounts receivable are recorded at their transaction amounts and do not bear interest. The Company performs ongoing credit evaluations of its customers. |
Stock-based compensation expense and Employee related benefits | Stock-based compensation expense The Company has a stock-based compensation program which provides for equity awards including time-based stock options, restricted stock units (“RSUs”) and performance stock units (“PSUs”). Stock-based compensation expense is measured at the grant date, based on the estimated fair value of the award, and is recognized as expense on a straight-line basis over the requisite service period for options and RSUs and on an accelerated basis for PSUs. The Company records forfeitures as a reduction of stock-based compensation expense as those forfeitures occur. The Company used the Black-Scholes option pricing model to estimate the fair value and compensation cost associated with stock options. As it does not have a long history of market prices for its common stock because the stock was not publicly traded prior to January 2021, the Company used observable data for a group of peer companies that grant options with substantially similar terms to assist in developing its volatility assumptions. The expected volatility of the stock was determined using weighted average measures of the implied volatility and the historical volatility for the Company’s peer group of companies for a period equal to the expected life of the options. The weighted-average risk-free interest rates were based on the interest rate for U.S. Treasury bonds. The expected term assumptions were derived using the simplified method, which is based on an average between each vesting date and the expiration date of an option. This method was chosen because there was no historical option exercise experience due to the Company being privately held. The Company does not anticipate paying cash dividends on its shares of common stock in the future. The stock options have a contractual term of 10 years. Except as otherwise provided in an option agreement between the Company and the employee, if an employee is terminated (voluntarily or involuntarily), any unvested awards as of the date of termination will be forfeited. The Company uses the associated per-share value at the time of grant to determine the compensation cost to be recognized associated with RSUs and PSUs granted. The Company periodically reviews the estimates of performance against the defined criteria to assess the expected payout of each outstanding PSU grant and adjusts the stock compensation expense accordingly. For RSUs, shares are issued on the vesting dates net of the applicable statutory income tax withholding to be paid by the Company on behalf of its employees. As a result, fewer shares are generally issued than the number of RSUs outstanding, and the income tax withholding is recorded as a reduction to additional paid-in capital. The Company’s stock-based compensation expense is recorded in the financial statement line item relevant to each of the award recipients. See Note 7, Equity Transactions and Stock Incentive Plan , for additional discussion. Employee related benefits Appreciation and retention plan In August 2019, the Company adopted the Playtika Holding Corp. Retention Plan (the “2021-2024 Retention Plan”) in order to retain key employees and reward them for contributing to the success of the Company. Under the 2021-2024 Retention Plan, eligible employees may be granted retention awards that let them receive their pro rata portion of a retention pool of $25 million per year for each of the plan years, and may also be granted appreciation units which allow the employee to receive their pro-rata portion of an appreciation pool calculated as a specified percentage of Adjusted EBITDA for each of the plan years. The value of each unit of the 2021-2024 Retention Plan has been amortized into compensation expense using the straight-line method, which will result in the recognition of compensation costs in the same years as the underlying EBITDA used in the plan measurement is earned. See Note 12, Appreciation and Retention Plan, for additional discussion. |
Exit or disposal activities | Exit or disposal activities |
Derivative instruments | Derivative instruments The Company uses interest rate swap contracts to reduce its exposure to fluctuating interest rates associated with the Company’s variable rate debt, and to effectively increase the portion of debt upon which the Company pays a fixed interest rate. The Company’s interest rate swap agreements are designated as cash flow hedges under ASC 815 involving the receipt of variable amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreement, without the exchange of the underlying notional amount. These hedges are highly effective in offsetting changes in the Company’s future expected cash flows due to the fluctuation of the USD one-month LIBOR rate associated with its variable rate debt. The Company monitors the effectiveness of its hedges on a quarterly basis, both qualitatively and quantitatively. The Company performed a regression analysis at inception of the hedging relationship and at period end in which it compared the change in the fair value of the swap transaction and the change in fair value of a hypothetical interest rate swap having terms that identically match the terms of the debt's interest rate payments based on 30 observations that are based on historical swap rates. Based on the regression results, the Company believes that, at inception and at period end, the hedging instrument is expected to be highly effective at offsetting changes in the hedged transactions attributable to the risk being hedged. For each future reporting period, the Company will continue performing retrospective and prospective assessments of hedge effectiveness in a single regression analysis by updating the regression analysis that was prepared at inception of the hedging relationship. The Company uses foreign currency derivative contracts to reduce its exposure to fluctuating exchange rates between the United States dollar (as the Company’s functional currency) and certain expense lines denominated in Israeli Shekels (“ILS”), Polish Zloty (“PLN”), Romanian Leu (“RON”) and Canadian Dollar (“CAD”). The Company’s derivative contracts are designated as cash flow hedges under ASC 815. The Company monitors the effectiveness of its hedges on a quarterly basis, both qualitatively and quantitatively, and expects these hedges to remain highly effective at offsetting fluctuations in exchange rates through their respective maturity dates. See Note 8, Derivative Instruments, for additional discussion. |
Net income per share attributable to common stockholders | Net income per share attributable to common stockholders For all periods presented herein, basic net income per share is calculated by dividing net income by the weighted-average common shares outstanding. Diluted net income per share reflects the effect of all potentially dilutive common shares outstanding by dividing net income by the weighted-average of all common and potentially dilutive shares outstanding. Performance Stock Units are considered potentially dilutive as of the first day of the reporting period in which the underlying performance metric is achieved. In the event of a loss, diluted shares are not considered because of their anti-dilutive effect. |
Organization and Summary of S_3
Organization and Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Summary of Major Accounts Receivable | The following table summarizes the major accounts receivable of the Company as a percentage of the total accounts receivable as of the dates indicated: June 30, December 31, Apple 44% 42% Google 34% 34% Facebook 8% 8% |
Acquisition (Tables)
Acquisition (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the estimated fair values of the assets acquired and liabilities assumed (in millions): Consideration Total Consideration $ 42.0 Less: Cash acquired (0.7) Total consideration, net of cash acquired 41.3 Less: Acquisition date fair value of contingent consideration (11.4) Consideration paid as of March 23, 2022 $ 29.9 Identifiable assets acquired and liabilities assumed Accounts receivable $ 1.0 Property and equipment 0.1 Intangible assets other than goodwill 12.3 Goodwill 29.7 Contingent consideration (11.4) Deferred tax liability (1.5) Liabilities assumed (0.3) Total identifiable assets acquired and liabilities assumed $ 29.9 |
Goodwill (Tables)
Goodwill (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Changes in goodwill for the six months ended June 30, 2022 were as follows (in millions): Six months ended Balance at beginning of period $ 788.1 Goodwill acquired during the period 29.7 Foreign currency translation adjustments (8.0) Balance at end of period $ 809.8 |
Intangible Assets Other Than _2
Intangible Assets Other Than Goodwill, Net (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Schedule of Intangible Assets Other Than Goodwill | The carrying amounts and accumulated amortization of the acquired intangible assets other than goodwill, net, including the impact of foreign currency exchange translation, at June 30, 2022 and December 31, 2021, were as follows (in millions): June 30, 2022 Weighted average remaining useful life (in years) Balance December 31, Historical cost basis Developed games and acquired technology 4.7 $ 593.7 $ 591.0 Trademarks and user base 0.2 31.2 31.2 Internal use software 2.6 118.9 97.0 743.8 719.2 Accumulated amortization Developed games and acquired technology (277.6) (247.9) Trademarks and user base (29.0) (23.0) Internal use software (42.3) (31.0) (348.9) (301.9) Intangible assets other than goodwill, net $ 394.9 $ 417.3 |
Schedule of Expected Future Amortization | As of June 30, 2022, the total expected future amortization related to intangible assets was as follows (in millions): Remaining 2022 $ 49.8 2023 99.0 2024 84.3 2025 75.2 2026 and thereafter 86.6 Total $ 394.9 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities at June 30, 2022 and December 31, 2021 were as follows (in millions): June 30, December 31, Employees and related expenses $ 162.4 $ 167.8 Accrued expenses 155.3 132.7 Tax accruals 155.2 162.5 Deferred revenues 30.6 31.6 Settlement agreement 26.9 — Total accrued expenses and other current liabilities $ 530.4 $ 494.6 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | June 30, 2022 December 31, 2021 (in millions, except interest rates) Maturity Interest Book value Face value Book value Term Loan 2028 3.810% $ 1,837.7 $ 1,876.3 $ 1,843.8 Senior Notes 2029 4.250% 592.0 600.0 591.3 Revolving Credit Facility 2026 n/a — — — Total debt 2,429.7 2,476.3 2,435.1 Less: Current portion of long-term debt (12.4) (19.0) (12.2) Long-term debt $ 2,417.3 $ 2,457.3 $ 2,422.9 |
Equity Transactions and Stock_2
Equity Transactions and Stock Incentive Plan (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of Stock Option Activity | The following table summarizes the Company’s stock option activity during the six months ended June 30, 2022: Weighted Weighted Stock Average Average Intrinsic Options Remaining Exercise Value Outstanding Term (in years) Price (in millions) Outstanding at January 1, 2022 15,849,693 8.8 $ 22.70 Granted 2,531,339 $ 15.52 Exercised — Cancelled (1,822,075) $ 21.07 Expired — Outstanding at June 30, 2022 16,558,957 8.25 $ 19.21 $ — Exercisable at June 30, 2022 6,015,306 7.58 $ 20.98 $ — |
Summary of Stock Based Compensation | The Company used the Black-Scholes option pricing model for determining the estimated fair value of stock-based compensation related to stock options. The table below summarizes the assumptions used for the options granted in each respective period, as well as for options repriced during the first quarter of 2022: Six months ended 2022 2021 Risk-free interest rate 0.67% - 2.82% 0.67% - 0.98% Expected dividend yield — — Expected term in years 6.1 6.1 Expected volatility 37.91% - 38.60% 38.36% - 38.56% |
Share-based Payment Arrangement, Restricted Stock Unit, Activity | The following table summarizes the Company’s RSU activity during the six months ended June 30, 2022: Weighted Total Fair Average Value of Grant Date Shares Vested Shares Fair Value (in millions) Outstanding at January 1, 2022 11,375,084 $ 25.29 Granted 6,010,705 $ 15.53 Vested (1,451,973) $ 30.76 $ 27.4 Cancelled (956,706) $ 25.41 Outstanding at June 30, 2022 14,977,110 $ 20.81 |
Share-based Payment Arrangement, Performance Shares, Activity | The following table summarizes the Company’s PSU activity during the six months ended June 30, 2022: Weighted Total Fair Average Value of Grant Date Shares Vested Shares (1) Fair Value (in millions) Outstanding at January 1, 2022 — $ — Granted 3,478,378 $ 15.65 Vested — $ — $ — Cancelled — $ — Outstanding at June 30, 2022 3,478,378 $ 15.65 ________ (1) The number of shares for the PSUs listed as granted represent the total number of PSUs granted to each recipient eligible to vest if the Company meets its highest specified performance goals for the applicable period. |
Summary of Stock Based Compensation | The following table summarizes stock-based compensation costs, net of amounts capitalized, as reported on the Company’s consolidated statement of comprehensive income (in millions): Three months ended June 30, Six months ended June 30, 2022 2021 2022 2021 Research and development expenses $ 13.2 $ 7.0 $ 27.0 $ 13.5 Sales and marketing expenses 2.8 3.2 5.7 6.0 General and administrative expenses 19.4 15.3 42.5 30.3 Total stock-based compensation costs, net of amounts capitalized $ 35.4 $ 25.5 $ 75.2 $ 49.8 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments | The following table summarizes the fair value measurement of the Company’s long-term debt at June 30, 2022 (in millions): June 30, 2022 Face Value Fair Value Fair Value Hierarchy Term Loan $ 1,876.3 $ 1,787.2 Level 2 Senior Notes 600.0 492.0 Level 2 Total debt $ 2,476.3 $ 2,279.2 |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following table sets forth the assets and liabilities measured at fair value on a recurring basis in the Company’s consolidated balance sheets at June 30, 2022 (in millions): Fair Value at Pricing June 30, 2022 December 31, 2021 Cash and cash equivalents Money market funds Level 1 $ 388.4 $ 310.2 Prepaid expenses and other current assets Derivative instruments - foreign currency derivative contracts Level 2 $ — $ 1.3 Derivative instruments - interest rate swaps Level 2 10.8 — Other non-current assets: Derivative instruments - interest rate swaps Level 2 $ 25.4 $ 7.9 Accrued expenses and other current liabilities: Derivative instruments - foreign currency derivative contracts Level 2 $ 12.0 $ — Derivative instruments - interest rate swaps Level 2 — 2.4 Contingent consideration Level 3 $ 11.4 $ 28.7 |
Schedule of Business Acquisitions by Acquisition, Contingent Consideration | The change in fair value of contingent consideration payable was valued using significant unobservable inputs (Level 3), was included in the general and administrative expenses in the Company’s consolidated statements of comprehensive income and consisted of the following (in millions): Balance as of January 1, 2022 $ 28.7 Recorded in connection with acquisition transaction 11.4 Adjustment based on subsequent settlement agreement (1) (28.7) Balance as of June 30, 2022 $ 11.4 _______ (1) See Note 10, Commitments and Contingencies, for additional discussion. |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following table provides information about disaggregated revenue by geographic location of the Company’s players and type of platform (in millions): Three months ended Six months ended 2022 2021 2022 2021 Geographic location USA $ 466.8 $ 468.7 $ 941.2 $ 923.4 EMEA 94.5 94.8 198.7 186.5 APAC 52.2 49.7 104.5 99.6 Other 46.1 46.0 92.1 88.6 Total $ 659.6 $ 659.2 $ 1,336.5 $ 1,298.1 Platform type Mobile $ 527.2 $ 525.6 $ 1,073.2 $ 1,038.8 Web 132.4 133.6 263.3 259.3 Total $ 659.6 $ 659.2 $ 1,336.5 $ 1,298.1 Revenues through third-party platforms and through the Company’s own direct-to-consumer platforms were as follows (in millions): Three months ended Six months ended 2022 2021 2022 2021 Revenues Third-party platforms $ 506.0 $ 524.7 $ 1,030.5 $ 1,047.7 Direct-to-consumer platforms 153.6 134.5 306.0 250.4 Total $ 659.6 $ 659.2 $ 1,336.5 $ 1,298.1 |
Contract with Customer, Contract Asset, Contract Liability, and Receivable | Balances of the Company’s contract assets and liabilities are as follows (in millions): June 30, December 31, Accounts receivable $ 128.5 $ 143.7 Contract assets (1) 8.7 9.4 Contract liabilities (2) 30.6 31.6 _______ (1) Contract assets are included within prepaid expenses and other current assets in the Company’s consolidated balance sheets. (2) Contract liabilities are included within accrued expenses and other current liabilities as “deferred revenues” in the Company’s consolidated balance sheets. |
Interest Expense and Other, N_2
Interest Expense and Other, Net (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Operating Cost and Expense, by Component | Interest expense and other, net are as follows (in millions): Three months ended Six months ended 2022 2021 2022 2021 Interest expense $ 25.9 $ 23.1 $ 49.6 $ 101.1 Interest income (2.5) (0.1) (3.3) (0.3) Foreign currency translation differences, net (2.2) 0.6 2.4 (0.2) Other 1.2 0.4 1.2 (0.9) Total interest expense and other, net $ 22.4 $ 24.0 $ 49.9 $ 99.7 |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of Effective Income Tax Rate Reconciliation | Three months ended Six months ended (in millions, except tax rate) 2022 2021 2022 2021 Income before income taxes $ 68.9 $ 141.4 $ 161.8 $ 196.0 Provision for income taxes $ 32.5 $ 51.4 $ 42.2 $ 70.3 Effective tax rate 47.2 % 36.4 % 26.1 % 35.9 % |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following tables show a summary of changes in accumulated other comprehensive income (loss), net of tax, by component for the three and six months ended June 30, 2022 and 2021 (in millions): Foreign Currency Translation Interest Rate Swaps Foreign Currency Derivative Contracts Total Balance as of January 1, 2022 $ (1.9) $ 4.2 $ 0.9 $ 3.2 Other comprehensive income (loss) before reclassifications (3.3) 17.7 0.3 14.7 Amounts reclassified from accumulated other comprehensive income (loss) — 0.8 (0.1) 0.7 Balance as of March 31, 2022 (5.2) 22.7 1.1 18.6 Other comprehensive income (loss) before reclassifications (10.0) 5.2 (12.3) (17.1) Amounts reclassified from accumulated other comprehensive income — 0.1 1.1 1.2 Balance as of June 30, 2022 $ (15.2) $ 28.0 $ (10.1) $ 2.7 Foreign Currency Translation Interest Rate Swaps Foreign Currency Derivative Contracts Total Balance as of January 1, 2021 $ 16.7 $ — $ — $ 16.7 Other comprehensive income (loss) before reclassifications (9.9) 0.7 (1.1) (10.3) Amounts reclassified from accumulated other comprehensive income — — 0.3 0.3 Balance as of March 31, 2021 6.8 0.7 (0.8) 6.7 Other comprehensive income (loss) before reclassifications 2.8 (3.2) 1.1 0.7 Amounts reclassified from accumulated other comprehensive income — 0.5 — 0.5 Balance as of June 30, 2021 $ 9.6 $ (2.0) $ 0.3 $ 7.9 |
Net Income Attributable to Comm
Net Income Attributable to Common Stockholders (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the computation of basic and diluted net income per share attributable to common stockholders (in millions, except per share data): Three months ended Six months ended 2022 2021 2022 2021 Numerator: Net income $ 36.4 $ 90.0 $ 119.6 $ 125.7 Denominator: Weighted-average shares used in computing net income per share attributable to common stockholders, basic 412.4 409.6 412.2 408.1 Weighted-average shares used in computing net income per share attributable to common stockholders, diluted 412.8 411.7 412.8 410.6 Net income per share, basic $ 0.09 $ 0.22 $ 0.29 $ 0.31 Net income per share, diluted $ 0.09 $ 0.22 $ 0.29 $ 0.31 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following outstanding employee equity awards were excluded from the calculation of diluted net income per share because their effect would have been anti-dilutive for the periods presented: Three months ended Six months ended 2022 2021 2022 2021 Stock options 17,183,022 7,637,213 17,037,574 7,284,907 RSUs 7,648,295 4,761,896 9,662,094 4,318,758 Total 24,831,317 12,399,109 26,699,668 11,603,665 |
Organization and Summary of S_4
Organization and Summary of Significant Accounting Policies - Concentration Risk (Details) - Customer Concentration Risk - Accounts Receivable | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Apple | ||
Organization and Summary of Significant Accounting Policies [Line Items] | ||
Concentration risk percentage | 44% | 42% |
Organization and Summary of Significant Accounting Policies [Line Items] | ||
Concentration risk percentage | 34% | 34% |
Organization and Summary of Significant Accounting Policies [Line Items] | ||
Concentration risk percentage | 8% | 8% |
Organization and Summary of S_5
Organization and Summary of Significant Accounting Policies - Stock-based Compensation Expense (Details) | 6 Months Ended |
Jun. 30, 2022 | |
Stock options | |
Organization and Summary of Significant Accounting Policies [Line Items] | |
Share-based payment arrangement, option, contractual terms | 10 years |
Organization and Summary of S_6
Organization and Summary of Significant Accounting Policies - Employee Related Benefits (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2022 USD ($) | |
Organization and Summary of Significant Accounting Polices [Line Items] | |
Severance Costs | $ 3.4 |
Expected severance cost | 3.3 |
Retention Pool - 2021-2024 Plan | |
Organization and Summary of Significant Accounting Polices [Line Items] | |
Deferred compensation arrangement with individual, contributions by employer | $ 25 |
Acquisition - Schedule of Ident
Acquisition - Schedule of Identifiable Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Millions | 6 Months Ended | |||
Mar. 21, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Business Acquisition [Line Items] | ||||
Less: Acquisition date fair value of contingent consideration | $ (11.4) | $ 0 | ||
Total consideration, net of cash acquired | 29.9 | $ 0 | ||
Goodwill | $ 809.8 | $ 788.1 | ||
JustPlay Acquisition | ||||
Business Acquisition [Line Items] | ||||
Total Consideration | $ 42 | |||
Less: Cash acquired | (0.7) | |||
Total consideration, net of cash acquired | 41.3 | |||
Less: Acquisition date fair value of contingent consideration | (11.4) | |||
Total consideration, net of cash acquired | 29.9 | |||
Accounts receivable | 1 | |||
Property and equipment | 0.1 | |||
Intangible assets other than goodwill | 12.3 | |||
Goodwill | 29.7 | |||
Contingent consideration | 11.4 | |||
Deferred tax liability | (1.5) | |||
Liabilities assumed | (0.3) | |||
Total identifiable assets acquired and liabilities assumed | $ 29.9 |
Acquisition - Narrative (Detail
Acquisition - Narrative (Details) | Mar. 21, 2022 |
JustPlay Acquisition | Developed Game | |
Business Acquisition [Line Items] | |
Weighted average remaining useful life (in years) | 6 years |
Goodwill (Details)
Goodwill (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2022 USD ($) | |
Goodwill [Roll Forward] | |
Balance at beginning of period | $ 788.1 |
Goodwill acquired during the period | 29.7 |
Foreign currency translation adjustments | (8) |
Balance at end of period | $ 809.8 |
Intangible Assets Other Than _3
Intangible Assets Other Than Goodwill, Net - Schedule of Acquired Intangible Assets Other than Goodwill (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||
Historical cost basis | $ 743.8 | $ 719.2 |
Accumulated amortization | (348.9) | (301.9) |
Intangible assets other than goodwill, net | $ 394.9 | 417.3 |
Developed games and acquired technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted average remaining useful life (in years) | 4 years 8 months 12 days | |
Historical cost basis | $ 593.7 | 591 |
Accumulated amortization | $ (277.6) | (247.9) |
Trademarks and user base | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted average remaining useful life (in years) | 2 months 12 days | |
Historical cost basis | $ 31.2 | 31.2 |
Accumulated amortization | $ (29) | (23) |
Internal use software | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted average remaining useful life (in years) | 2 years 7 months 6 days | |
Historical cost basis | $ 118.9 | 97 |
Accumulated amortization | $ (42.3) | $ (31) |
Intangible Assets Other Than _4
Intangible Assets Other Than Goodwill, Net (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||||
Amortization of intangible assets | $ 31.4 | $ 22.7 | $ 60.1 | $ 46 |
Intangible Assets Other Than _5
Intangible Assets Other Than Goodwill, Net - Schedule of Expected Future Amortization Expense (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets other than goodwill, net | $ 394.9 | $ 417.3 |
Cost of Revenue | ||
Finite-Lived Intangible Assets [Line Items] | ||
Remaining 2022 | 49.8 | |
2023 | 99 | |
2024 | 84.3 | |
2025 | 75.2 | |
2026 and thereafter | 86.6 | |
Intangible assets other than goodwill, net | $ 394.9 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Payables and Accruals [Abstract] | ||
Employees and related expenses | $ 162.4 | $ 167.8 |
Accrued expenses | 155.3 | 132.7 |
Tax accruals | 155.2 | 162.5 |
Deferred revenues | 30.6 | 31.6 |
Settlement agreement | 26.9 | 0 |
Total accrued expenses and other current liabilities | $ 530.4 | $ 494.6 |
Debt - Schedule of Long Term De
Debt - Schedule of Long Term Debt (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 | Mar. 11, 2021 | Dec. 10, 2019 |
Debt Instrument [Line Items] | ||||
Book value | $ 2,417.3 | $ 2,422.9 | ||
Total debt | 2,429.7 | 2,435.1 | ||
Less: Current portion of long-term debt | (12.4) | (12.2) | ||
Long-term debt | 2,417.3 | 2,422.9 | ||
Face value | 2,476.3 | |||
Face value, Current portion of long-term debt | (19) | |||
Face value, Long-term debt | $ 2,457.3 | |||
Term Loan | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 3.81% | |||
Book value | $ 1,837.7 | 1,843.8 | ||
Face value | $ 1,876.3 | $ 2,500 | ||
Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 4.25% | 4.25% | ||
Book value | $ 592 | 591.3 | ||
Face value | 600 | |||
Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Book value | $ 0 | $ 0 | ||
Face value | $ 250 |
Debt - Narrative (Details)
Debt - Narrative (Details) $ in Millions | 12 Months Ended | |||||
Mar. 11, 2021 USD ($) | Dec. 31, 2021 USD ($) | Jun. 30, 2022 USD ($) | Jan. 15, 2021 USD ($) | Jun. 15, 2020 USD ($) | Dec. 10, 2019 USD ($) | |
Debt Instrument [Line Items] | ||||||
Deferred financing costs | $ 50.7 | $ 46.6 | ||||
Face value | $ 2,476.3 | |||||
Unused commitments percentage | 0.50% | |||||
Percentage of excess cash flow | 50% | |||||
Debt instrument, step down, based on company's net total secured leverage | 0% | |||||
Value of excess cash flows | $ 10 | |||||
Mandatory and voluntary prepayments from proceeds from debt issuance, percentage | 100% | |||||
Maximum secured leverage ratio | 2 | |||||
Senior Secured Credit Facilities | ||||||
Debt Instrument [Line Items] | ||||||
Face value | $ 2,750 | |||||
Floor interest rate | 0% | |||||
Senior Secured Credit Facilities | Fed Funds Effective Rate Overnight Index Swap Rate | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable interest rate | 0.50% | |||||
Senior Secured Credit Facilities | London Interbank Offered Rate (LIBOR) | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable interest rate | 1% | |||||
Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Face value | 250 | |||||
Revolving credit facility capacity | $ 350 | $ 350 | ||||
Maximum borrowing capacity | $ 600 | $ 550 | ||||
First-priority net senior secured leverage ratio covenant | 6.25 | |||||
First-priority net senior secured leverage ratio | 0.81 | |||||
Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Face value | $ 1,876.3 | $ 2,500 | ||||
Interest rate | 3.81% | |||||
First Lien Term Loans | ||||||
Debt Instrument [Line Items] | ||||||
Face value | $ 1,900 | |||||
Percentage of original aggregate principal amount | 0.25% | |||||
New Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Step down based on credit ratings | 0.25% | |||||
New Term Loan | London Interbank Offered Rate (LIBOR) | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable interest rate | 2.75% | |||||
New Term Loan | Base Rate | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable interest rate | 1.75% | |||||
Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Face value | $ 600 | |||||
Maximum borrowing capacity | $ 600 | |||||
Interest rate | 4.25% | 4.25% | ||||
Accrued interest on long term debt | 4.25% | |||||
Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Unused commitments of lender subject to step-downs | 0.375% | |||||
Debt instrument, step down, based on company's net total secured leverage | 0% | |||||
Minimum | Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable interest rate | 2.25% | |||||
Minimum | Revolving Credit Facility | Base Rate | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable interest rate | 1.25% | |||||
Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Unused commitments of lender subject to step-downs | 0.25% | |||||
Debt instrument, step down, based on company's net total secured leverage | 25% | |||||
Maximum | Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable interest rate | 3% | |||||
Maximum | Revolving Credit Facility | Base Rate | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable interest rate | 2% |
Equity Transactions and Stock_3
Equity Transactions and Stock Incentive Plan - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Feb. 07, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based compensation arrangement by share-based payment award, number of shares available for grant | 5,308,141 | 5,308,141 | ||||
Capitalization of stock-based compensation costs | $ 0.7 | $ 0 | $ 1.4 | $ 0 | ||
Stock options | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Options modified (in shares) | 5,303,242 | |||||
Options modified, exercise price (in dollars per share) | $ 18.71 | |||||
Options modified, incremental compensation expense to be recorded over remaining vesting period | $ 8.8 | |||||
Share-based payment arrangement, nonvested award, option, cost not yet recognized, amount | 93.2 | $ 93.2 | ||||
Share-based payment arrangement, nonvested award, cost not yet recognized, period for recognition | 2 years 7 months 6 days | |||||
RSUs | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock-based compensation expenses not yet recognized | 264.1 | $ 264.1 | ||||
Share-based payment arrangement, nonvested award, cost not yet recognized, period for recognition | 2 years 9 months 18 days | |||||
Performance Shares | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based compensation arrangement by share-based payment award, award vesting rights, percentage | 25% | |||||
Minimum number of shares to vest during each performance period (in shares) | 25 | |||||
Stock-based compensation expenses not yet recognized | $ 34.8 | $ 34.8 | ||||
Share-based payment arrangement, nonvested award, cost not yet recognized, period for recognition | 2 years 6 months | |||||
Maximum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based compensation arrangement by share-based payment award, number of shares available for grant | 56,232,228 | 56,232,228 |
Equity Transactions and Stock_4
Equity Transactions and Stock Incentive Plan - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Millions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Stock options outstanding, beginning balance (in shares) | 15,849,693 | |
Stock options, granted (in shares) | 2,531,339 | |
Stock options, exercised (in shares) | 0 | |
Stock options, forfeitures (in shares) | (1,822,075) | |
Stock options, expirations (in shares) | 0 | |
Stock options outstanding, ending balance (in shares) | 16,558,957 | 15,849,693 |
Exercisable at ending balance (in shares) | 6,015,306 | |
Stock options, weighted average remaining term (in years) | 8 years 3 months | 8 years 9 months 18 days |
Stock options, exercisable, weighted average remaining contractual term (in years) | 7 years 6 months 29 days | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||
Stock options, weighted average exercise price outstanding at beginning balance (in dollars per share) | $ 22.70 | |
Stock options, weighted average exercise price, granted (in dollars per share) | 15.52 | |
Stock options, weighted average exercise price, cancelled (in dollars per share) | 21.07 | |
Stock options, weighted average exercise price outstanding at ending balance (in dollars per share) | 19.21 | $ 22.70 |
Stock options, exercisable, weighted average exercise price outstanding at ending balance (in dollars per share) | $ 20.98 | |
Stock options, intrinsic value | $ 0 | |
Stock options, exercisable, intrinsic value | $ 0 |
Equity Transactions and Stock_5
Equity Transactions and Stock Incentive Plan - Stock Options (Details) - Stock options - USD ($) | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk-free interest rate, minimum | 0.67% | 67% |
Risk-free interest rate, maximum | 2.82% | 98% |
Expected dividend yield | $ 0 | $ 0 |
Expected term in years | 6 years 1 month 6 days | 6 years 1 month 6 days |
Expected volatility, minimum | 37.91% | 38.36% |
Expected volatility, maximum | 38.60% | 38.56% |
Equity Transactions and Stock_6
Equity Transactions and Stock Incentive Plan - RSUs and PSUs Activity (Details) $ / shares in Units, $ in Millions | 6 Months Ended |
Jun. 30, 2022 USD ($) $ / shares shares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Weighted average grant date fair value, cancelled (in dollars per share) | $ / shares | $ 0 |
RSUs | |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] | |
Beginning balance (in shares) | shares | 11,375,084 |
Granted (in shares) | shares | 6,010,705 |
Vested (in shares) | shares | (1,451,973) |
Cancelled (in shares) | shares | (956,706) |
Ending balance (in shares) | shares | 14,977,110 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Weighted average grant date fair value, outstanding at beginning balance (in dollars per share) | $ / shares | $ 25.29 |
Weighted average grant date fair value, granted (in dollars per share) | $ / shares | 15.53 |
Weighted average grant date fair value, vested (in dollars per share) | $ / shares | 30.76 |
Weighted average grant date fair value, cancelled (in dollars per share) | $ / shares | 25.41 |
Weighted average grant date fair value, outstanding at ending balance (in dollars per share) | $ / shares | $ 20.81 |
Total fair value of shares vested | $ | $ 27.4 |
Performance Shares | |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] | |
Beginning balance (in shares) | shares | 0 |
Granted (in shares) | shares | 3,478,378 |
Vested (in shares) | shares | 0 |
Cancelled (in shares) | shares | 0 |
Ending balance (in shares) | shares | 3,478,378 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Weighted average grant date fair value, outstanding at beginning balance (in dollars per share) | $ / shares | $ 0 |
Weighted average grant date fair value, granted (in dollars per share) | $ / shares | 15.65 |
Weighted average grant date fair value, vested (in dollars per share) | $ / shares | 0 |
Weighted average grant date fair value, outstanding at ending balance (in dollars per share) | $ / shares | $ 15.65 |
Total fair value of shares vested | $ | $ 0 |
Equity Transactions and Stock_7
Equity Transactions and Stock Incentive Plan - Schedule of Stock-based Compensation Costs (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense, net of amounts capitalized | $ 35.4 | $ 25.5 | $ 75.2 | $ 49.8 |
Research and development expenses | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense, net of amounts capitalized | 13.2 | 7 | 27 | 13.5 |
Sales and marketing expenses | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense, net of amounts capitalized | 2.8 | 3.2 | 5.7 | 6 |
General and administrative expenses | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense, net of amounts capitalized | $ 19.4 | $ 15.3 | $ 42.5 | $ 30.3 |
Derivative Instruments (Details
Derivative Instruments (Details) $ in Millions | 6 Months Ended | |
Jun. 30, 2022 USD ($) | Mar. 31, 2021 USD ($) derivative_instrument | |
Interest rate swap | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Number of derivative agreements | derivative_instrument | 2 | |
Interest rate swap | Other current assets and other non-current assets | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Interest rate swap agreements | $ 36.2 | |
Interest Rate Swap One | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Notional value | $ 250 | |
Fixed interest rate | 0.9275% | |
Interest Rate Swap Two | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Notional value | $ 250 | |
Fixed interest rate | 0.9275% | |
Foreign currency hedge | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Approximate amount of hedges | $ 170.1 | |
Derivative maturity | 12 months | |
Foreign currency hedge | Other current liabilities | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Interest rate swap agreements | $ (12) |
Fair Value Measurements - Long
Fair Value Measurements - Long Term Debt (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 10, 2019 |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Face value | $ 2,476.3 | |
Level 2 | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Fair Value | 2,279.2 | |
Term Loan | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Face value | 1,876.3 | $ 2,500 |
Term Loan | Level 2 | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Fair Value | 1,787.2 | |
Senior Notes | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Face value | 600 | |
Senior Notes | Level 2 | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Fair Value | $ 492 |
Fair Value Measurements - Asset
Fair Value Measurements - Asset and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Contingent consideration | $ 11.4 | $ 28.7 |
Cash and cash equivalents | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Money market funds | 388.4 | 310.2 |
Foreign currency derivative contracts | Prepaid expenses and other current assets | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Derivative asset, current | 0 | 1.3 |
Foreign currency derivative contracts | Accrued expense and other current liabilites | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Derivative liability, current | 12 | 0 |
Interest Rate Swaps | Prepaid expenses and other current assets | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Derivative asset, current | 10.8 | 0 |
Interest Rate Swaps | Other Noncurrent Assets | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Derivative asset, noncurrent | 25.4 | 7.9 |
Interest Rate Swaps | Accrued expense and other current liabilites | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Derivative liability, current | $ 0 | $ 2.4 |
Fair Value Measurements - Conti
Fair Value Measurements - Contingent Consideration Payable (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Business Combination, Contingent Consideration [Roll Forward] | ||
Beginning balance | $ 28.7 | |
Recorded in connection with acquisition transaction | 11.4 | $ 0 |
Change in contingent consideration | (9) | $ 0 |
Ending balance | 11.4 | |
Level 3 | ||
Business Combination, Contingent Consideration [Roll Forward] | ||
Beginning balance | 28.7 | |
Recorded in connection with acquisition transaction | 11.4 | |
Change in contingent consideration | (28.7) | |
Ending balance | $ 11.4 |
Commitment and Contingencies (D
Commitment and Contingencies (Details) shares in Millions | Aug. 01, 2022 USD ($) | Jun. 13, 2022 USD ($) | May 17, 2022 shares | Aug. 31, 2021 USD ($) |
Loss Contingencies [Line Items] | ||||
Net income stock damages | shares | 50 | |||
Subsequent Event | ||||
Loss Contingencies [Line Items] | ||||
Net cash out flow for business acquisitions and other | $ 45,000,000 | |||
Escrow amount released | 15,500,000 | |||
Reworks acquisition | ||||
Loss Contingencies [Line Items] | ||||
Additional cash consideration for business combination | 20% | |||
Shares acquired in business combination, percentage | 0.80 | |||
Net cash out flow for business acquisitions and other | $ 400,000,000 | |||
Earnout payout EBITDA amount below minimum | 10,300,000 | |||
Earnout payment | 1 | |||
Reworks acquisition | Subsequent Event | ||||
Loss Contingencies [Line Items] | ||||
Net cash out flow for business acquisitions and other | $ 45,000,000 | |||
Reworks acquisition | Minimum | ||||
Loss Contingencies [Line Items] | ||||
Earnout payout EBITDA calculated amount | 10,300,000 | |||
Reworks acquisition | Maximum | ||||
Loss Contingencies [Line Items] | ||||
Earnout payout EBITDA calculated amount | $ 200,000,000 | |||
Pending Litigation | ||||
Loss Contingencies [Line Items] | ||||
Remuneration claim sought | $ 8,500,000 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers - Disaggregated Revenue (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 659.6 | $ 659.2 | $ 1,336.5 | $ 1,298.1 |
Third-party platforms | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 506 | 524.7 | 1,030.5 | 1,047.7 |
Direct-to-consumer platforms | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 153.6 | 134.5 | 306 | 250.4 |
Mobile | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 527.2 | 525.6 | 1,073.2 | 1,038.8 |
Web | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 132.4 | 133.6 | 263.3 | 259.3 |
USA | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 466.8 | 468.7 | 941.2 | 923.4 |
EMEA | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 94.5 | 94.8 | 198.7 | 186.5 |
APAC | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 52.2 | 49.7 | 104.5 | 99.6 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 46.1 | $ 46 | $ 92.1 | $ 88.6 |
Revenue from Contracts with C_4
Revenue from Contracts with Customers - Contract Balances (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | ||
Contract receivable collection period | 45 days | |
Accounts receivable | $ 128.5 | $ 143.7 |
Contract assets | 8.7 | 9.4 |
Contract liabilities | $ 30.6 | $ 31.6 |
Revenue from Contracts with C_5
Revenue from Contracts with Customers - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 30, 2022 | Jun. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | ||
Contract liabilities recognized | $ 5.4 | $ 29.4 |
Appreciation and Retention Pl_2
Appreciation and Retention Plan (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Retention Pool - 2021-2024 Plan | ||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | ||||
Deferred compensation arrangement with individual, contributions by employer | $ 25 | |||
Retention Bonus and Appreciation Unit Awards | ||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | ||||
Deferred compensation arrangement with individual, compensation expense | $ 28 | $ 30.2 | 52.9 | $ 60 |
Development-related retention payments of key individuals | ||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | ||||
Deferred compensation arrangement with individual, compensation expense | $ 9.4 | $ 3.7 | $ 10 | $ 6.8 |
Interest Expense and Other, N_3
Interest Expense and Other, Net (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Other Income and Expenses [Abstract] | ||||
Interest expense | $ 25.9 | $ 23.1 | $ 49.6 | $ 101.1 |
Interest income | (2.5) | (0.1) | (3.3) | (0.3) |
Foreign currency translation differences, net | (2.2) | 0.6 | 2.4 | (0.2) |
Other | 1.2 | 0.4 | 1.2 | (0.9) |
Total interest expense and other, net | $ 22.4 | $ 24 | $ 49.9 | $ 99.7 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | ||||
Income before income taxes | $ 68.9 | $ 141.4 | $ 161.8 | $ 196 |
Provision for income taxes | $ 32.5 | $ 51.4 | $ 42.2 | $ 70.3 |
Effective tax rate | 47.20% | 36.40% | 26.10% | 35.90% |
Federal statutory income tax rate (percentage) | 21% | 21% |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Details) - USD ($) $ in Millions | 3 Months Ended | |||
Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2021 | Mar. 31, 2021 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | $ (240) | $ (377.7) | $ (725.8) | $ (1,243.5) |
Other comprehensive income (loss) before reclassifications | (17.1) | 14.7 | 0.7 | (10.3) |
Amounts reclassified from accumulated other comprehensive income | 1.2 | 0.7 | 0.5 | 0.3 |
Ending balance | (184.1) | (240) | (609.1) | (725.8) |
Foreign Currency Translation | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | (5.2) | (1.9) | 6.8 | 16.7 |
Other comprehensive income (loss) before reclassifications | (10) | (3.3) | 2.8 | (9.9) |
Amounts reclassified from accumulated other comprehensive income | 0 | 0 | 0 | 0 |
Ending balance | (15.2) | (5.2) | 9.6 | 6.8 |
AOCI Attributable to Parent | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | 18.6 | 3.2 | 6.7 | 16.7 |
Ending balance | 2.7 | 18.6 | 7.9 | 6.7 |
Interest Rate Swaps | Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | 22.7 | 4.2 | 0.7 | 0 |
Other comprehensive income (loss) before reclassifications | 5.2 | 17.7 | (3.2) | 0.7 |
Amounts reclassified from accumulated other comprehensive income | 0.1 | 0.8 | 0.5 | 0 |
Ending balance | 28 | 22.7 | (2) | 0.7 |
Foreign Currency Derivative Contracts | Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | 1.1 | 0.9 | (0.8) | 0 |
Other comprehensive income (loss) before reclassifications | (12.3) | 0.3 | 1.1 | (1.1) |
Amounts reclassified from accumulated other comprehensive income | 1.1 | (0.1) | 0 | 0.3 |
Ending balance | $ (10.1) | $ 1.1 | $ 0.3 | $ (0.8) |
Net Income Attributable to Co_2
Net Income Attributable to Common Stockholders - Basic and Dilutive Net Income Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Earnings Per Share [Abstract] | ||||||
Net income | $ 36.4 | $ 83.2 | $ 90 | $ 35.7 | $ 119.6 | $ 125.7 |
Weighted-average shares used in computing net income per share attributable to common stockholders, basic (in shares) | 412.4 | 409.6 | 412.2 | 408.1 | ||
Weighted-average shares used in computing net income per share attributable to common stockholders, diluted (in shares) | 412.8 | 411.7 | 412.8 | 410.6 | ||
Net income per share attributable to common stockholders, basic (in dollars per share) | $ 0.09 | $ 0.22 | $ 0.29 | $ 0.31 | ||
Net income per share attributable to common stockholders, diluted (in dollars per share) | $ 0.09 | $ 0.22 | $ 0.29 | $ 0.31 |
Net Income Attributable to Co_3
Net Income Attributable to Common Stockholders - Antidilutive Shares (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from computation of earnings per share, amount | 24,831,317 | 12,399,109 | 26,699,668 | 11,603,665 |
Stock options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from computation of earnings per share, amount | 17,183,022 | 7,637,213 | 17,037,574 | 7,284,907 |
RSUs | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from computation of earnings per share, amount | 7,648,295 | 4,761,896 | 9,662,094 | 4,318,758 |
Performance Shares | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from computation of earnings per share, amount | 3,478,378 |
Subsequent Events (Details)
Subsequent Events (Details) | 3 Months Ended | 6 Months Ended | |||||||
Aug. 01, 2022 USD ($) | Aug. 31, 2021 USD ($) | Jun. 30, 2022 USD ($) | Mar. 31, 2022 USD ($) | Jun. 30, 2021 USD ($) | Mar. 31, 2021 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) | |
Subsequent Event [Line Items] | |||||||||
Net income | $ 36,400,000 | $ 83,200,000 | $ 90,000,000 | $ 35,700,000 | $ 119,600,000 | $ 125,700,000 | |||
Total liabilities | 3,190,300,000 | 3,190,300,000 | $ 3,181,000,000 | ||||||
Contingent consideration | 11,400,000 | 11,400,000 | $ 28,700,000 | ||||||
Subsequent Event | |||||||||
Subsequent Event [Line Items] | |||||||||
Net cash out flow for business acquisitions and other | $ 45,000,000 | ||||||||
Reworks acquisition | |||||||||
Subsequent Event [Line Items] | |||||||||
Shares acquired in business combination, percentage | 0.80 | ||||||||
Net cash out flow for business acquisitions and other | $ 400,000,000 | ||||||||
Additional cash consideration for business combination | 20% | ||||||||
Earnout payout EBITDA amount below minimum | $ 10,300,000 | ||||||||
Earnout payment | 1 | ||||||||
Net income | $ 25,000,000 | ||||||||
Expenses | 30,000,000 | ||||||||
Total liabilities | 45,000,000 | 45,000,000 | |||||||
Compensation liabilities | 18,100,000 | 18,100,000 | |||||||
Contingent consideration | $ 26,900,000 | $ 26,900,000 | |||||||
Reworks acquisition | Subsequent Event | |||||||||
Subsequent Event [Line Items] | |||||||||
Net cash out flow for business acquisitions and other | $ 45,000,000 | ||||||||
Reworks acquisition | Minimum | |||||||||
Subsequent Event [Line Items] | |||||||||
Earnout payout EBITDA calculated amount | 10,300,000 | ||||||||
Reworks acquisition | Maximum | |||||||||
Subsequent Event [Line Items] | |||||||||
Earnout payout EBITDA calculated amount | $ 200,000,000 |